Form 10-Q: 0001825590-22-000021 compared to 0001825590-21-000034

Table of Contents

______________________________________________________________________________________________________

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

______________________________________________________________________________________________________

FORM 10-Q

                QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended September 30, 2021

March 31, 2022

OR

        TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____ to _____

Commission File Number 814-01366

01332

SL Investment Corp. 

(Exact name of registrant as specified in its charter)

DelawareDelaware						85-3472615

(State or other jurisdiction of incorporation or organizationregistration)

 85-3472615

(I.R.S. Employer Identification No.)

1585 Broadway

10036New York, NY, New York, NY(Zip Code) 

(Address of principal executive offices)

10036 

(Zip Code)

1 (1 212) 761-4000-761-4000

(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

None

None

None

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 ☒   No ☐

1

---

Table of Contents

 ☒     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 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   ☐    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 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  ☐  filer			☐			Accelerated filer ☐			☐
Non-accelerated filer  ☒			☒			Smaller  reporting company ☐  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 ☒

   No  ☒

As of NovemberMay 1210, 2021, the Registrant had 14,424,335 shares of2022, there was no established public market for the registrant’s common stock.

The number of shares of the registrant’s common stock, $0.001 par value per share, outstanding at May 10, 2022 was 20,244,075.

---

Table of Contents

SL Investment Corp.

TABLE OF CONTENTS

Part I. Financial Information
Item 1.			Consolidated Financial Statements
			Report of Independent Registered Public Accounting Firm			4
			Consolidated Statements of Assets and Liabilities as of March 31, 2022 (unaudited) and December 31, 2021			5
			Consolidated Statements of Operations for the three months period ended March 31, 2022 (unaudited) and March 31, 2021 (unaudited)			6
			Consolidated Statements of Changes in Net Assets for the three months period ended March 31, 2022 (unaudited) and March 31, 2021 (unaudited)			7
			Consolidated Statements of Cash Flows for the three months period ended March 31, 2022 (unaudited) and March 31, 2021 (unaudited)			8
			Consolidated Schedule of Investments as of March 31, 2022 (unaudited) and December 31, 2021			9
			Notes to the Consolidated Financial Statements (unaudited)			35
Item 2.			Management’s Discussion and Analysis of Financial Condition and Results of Operations			47
Item 3.			Quantitative and Qualitative Disclosures About Market Risk			56
Item 4.			Controls and Procedures			57
Part II. Other Information
Item 1.			Legal Proceedings			57
Item 1A.			Risk Factors			57
Item 2.			Unregistered Sales of Equity Securities and Use of Proceeds			57
Item 3.			Defaults Upon Senior Securities			57
Item 4.			Mine Safety Disclosures			57
Item 5.			Other Information			57
Item 6.			Exhibits			58

SIGNATURES

2

---

Table of Contents

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the shareholdersstockholders and the Board of Directors of SL Investment Corp.

Results of Review of Interim Financial Information 

We have reviewed the accompanying consolidated statements of assets and liabilities of SL Investment Corp. and subsidiary (the "Company")subsidiaries (the “Company”), including the consolidated schedule of investments, as of September 30March 31, 20212022, and the related consolidated statements of operations and, changes in net assets for the three-month and nine-month periods ended September 30, 2021, and the period from August 24, 2020 (inception) through September 30, 2020, and ofand cash flows for the ninethree-month periodperiods ended September 30March 31, 2021 and the period from August 24, 2020 (inception) through September 30, 20202022 and 2021, and the related notes (collectively referred to as the "“interim financial information"”). Based on our reviews, we are not aware of any material modifications that should be made to the accompanying interim financial information for it to be in conformity with accounting principles generally accepted in the United States of America.

.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated statements of assets and liabilities of the Company, including the consolidated schedule of investments as of December 31, 20202021, and the related consolidated statements of operations, changes in net assets, and cash flows for the period from August 24, 2020 (inception) to December 31, 2020year then ended (not presented herein); and in our report dated March 2221, 20212022, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated statementsstatements of assets and liabilities as of December 31, 20202021, is fairly stated, in all material respects, in relation to the consolidated statements of assets and liabilities from which it has been derived.

Basis for Review Results

Basis for Review Results

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

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

/s/ /s/ Deloitte & Touche LLP

New York, NY

November 12May 10, 2021 2022

34

---

Table of Contents

SL Investment Corp.

Consolidated Statements of Assets and Liabilities

(In thousands, except share and per share data)amounts)

						March 31, 2022						December 31, 2021
						(Unaudited)						(Audited)
Assets
Non-controlled/non-affiliated investments, at fair value (amortized cost of $939,210 and $885,827 at March 31, 2022 and December 31, 2021, respectively)						$	941,649					$	889,065
Cash						19,045						20,232
Deferred financing costs						6,001						6,403
Subscription receivable						—						33,190
Interest and dividend receivable from non-controlled/non-affiliated investments						3,781						3,468
Receivable for investments sold						210						53
Prepaid expenses and other assets						66						97
Total assets						970,752						952,508
Liabilities
Debt						522,400						503,400
Payable to affiliates (Note 3)						899						1,363
Financing costs payable						2,229						2,226
Dividends payable						12,551						11,273
Management fees payable						265						214
Interest payable						3,094						2,416
Accrued expenses and other liabilities						1,412						1,892
Total liabilities						542,850						522,784
Commitments and Contingencies (Note 7)
Net Assets
Series A Preferred stock, par value $0.001 (1,000,000 shares authorized and 521 and 521 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively)						1						1
Paid-in capital in excess of par value of Series A Preferred Stock						520						520
Common Stock, par value $0.001 per share (100,000,000 shares authorized 20,244,075 and 20,244,075 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively)						20						20
Paid-in capital in excess of par value of Common Stock						424,376						424,376
Net distributable earnings (accumulated losses)						2,985						4,807
Total net assets						$	427,902					$	429,724
Total liabilities and net assets						$	970,752					$	952,508
Net asset value per common share						$	21.11					$	21.20

The accompanying notes are an integral part of these consolidated financial statements

4

---

Table of Contents

SL Investment Corp.

Consolidated Statements of Operations (Unaudited)

(In thousands, except share and per share data)

(1)  Excise tax expense incurred during the three and nine months ended September 30, 2021 was $0 and $317 (dollar amount in actual), respectively.

The accompanying notes are an integral part of theseunaudited consolidated financial statements

5

---

Table of Contents

SL Investment Corp. 

Consolidated Statements of Operations (Unaudited)

(In thousands, except share and per share amounts)

						For the Three Months Ended
						March 31, 2022						March 31, 2021
Investment income:
From non-controlled/non-affiliated investments:
Interest income						$	15,754					$	2,565
Payment-in-kind interest income						59						21
Dividend income						60						—
Other income						455						146
Total investment income						16,328						2,732
Expenses:
Interest and other financing expenses						4,110						928
Management fees						265						55
Organization and offering costs						—						129
Professional fees						278						181
Directors’ fees						51						50
Administrative service fees						—						15
General and other expenses						144						96
Total expenses						4,848						1,454
Net investment income (loss) before taxes						11,480						1,278
Excise tax expense(1)						—						—
Net investment income (loss)						11,480						1,278
Realized and unrealized gains (losses) on investment transactions:
Realized gain (loss) from non-controlled/non-affiliated investments:						64						—
Net change in unrealized appreciation (depreciation) from non-controlled/non-affiliated investments:						(799)						1,872
Net realized and unrealized gains (losses)						(735)						1,872
Net increase (decrease) in net assets resulting from operations						10,745						3,150
Preferred Stock dividend						(16)						(16)
Net increase (decrease) in net assets resulting from operations attributable to holders of Common Stock						$	10,729					$	3,134
Per common share information—basic and diluted
Net investment income (loss) per common share:						$	0.57					$	0.31
Earnings per common share:						$	0.53					$	0.76
Weighted average common shares outstanding (Note 9):						20,244,075						4,121,667

(1)  Excise tax expense incurred during the three months ended March 31, 2022 and March 31, 2021 was $— and $317 (dollar amount in actual), respectively.

The accompanying notes are an integral part of these unaudited consolidated financial statements

6

---

Table of Contents

SL Investment Corp.

Consolidated Statements of Changes in Net Assets (Unaudited)

(In thousands, except share data)

						For the Three Months Ended
						March 31, 2022						March 31, 2021
Net assets at beginning of period						$	429,724					$	77,396
Increase (decrease) in net assets resulting from operations:
Net investment income (loss)						11,480						1,278
Net realized gain (loss)						64						—
Net change in unrealized appreciation (depreciation)						(799)						1,872
Net increase (decrease) in net assets resulting from operations						10,745						3,150
Capital transactions:
Issuance of Common Stock						—						22,500
Dividends declared on Preferred Stock and Common Stock (Note 8)						(12,567)						(791)
Net increase (decrease) in net assets resulting from capital transactions						(12,567)						21,709
Total increase (decrease) in net assets						(1,822)						24,859
Net assets at end of period						$	427,902					$	102,255

The accompanying notes are an integral part of these consolidated financial statements

6

---

Table of Contents

SL Investment Corp.

Consolidated Statement of Cash Flows (Unaudited)

(In thousands, except share and per share data)

The accompanying notes are an integral part of theseunaudited consolidated financial statements

7

---

Table of Contents

SL Investment Corp. 

Consolidated Schedule of Investments (Unaudited)

September 30, 2021

Consolidated Statements of Cash Flows (Unaudited)

(In thousands)

						For the Three Months Ended
						March 31, 2022						March 31, 2021
Cash flows from operating activities:
Net increase (decrease) in net assets resulting from operations						$	10,745					$	3,150
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Net unrealized (appreciation) depreciation on investments						799						(1,872)
Net realized (gain) loss on investments						(64)						—
Net accretion of discount and amortization of premium on investments						(723)						(185)
Payment-in-kind interest and dividend capitalized						(85)						(21)
Amortization of deferred financing costs						402						172
Amortization of deferred offering costs						—						19
Purchases of investments and change in payable for investments purchased						(69,324)						(81,608)
Proceeds from sale of investments and principal repayments and change in receivable for investments sold						16,656						504
Changes in operating assets and liabilities:
(Increase) decrease in interest and dividend receivable from non-controlled/non-affiliated investments						(313)						(276)
(Increase) decrease in prepaid expenses and other assets						31						24
(Decrease) increase in payable to affiliates						(464)						109
(Decrease) increase in management fee payable						51						28
(Decrease) increase in interest payable						678						488
(Decrease) increase in accrued expenses and other liabilities						(480)						449
Net cash provided by (used in) operating activities						(42,091)						(79,019)
Cash flows from financing activities:
Borrowings on debt						37,000						57,400
Repayments on debt						(18,000)						(5,000)
Proceeds from issuance of Common Stock						33,190						22,500
Deferred financing costs paid						3						(29)
Dividends paid in cash						(11,289)						(83)
Net cash provided by (used in) financing activities						40,904						74,788
Net increase (decrease) in cash						(1,187)						(4,231)
Cash, beginning of period						20,232						25,877
Cash, end of period						$	19,045					$	21,646

Supplemental information and non-cash activities:
Excise tax paid						$	45					$	—
Interest expense paid						$	2,564					$	53
Accrued but unpaid dividends						$	12,551					$	791
Accrued but unpaid deferred financing costs						$	—					$	28

The accompanying notes are an integral part of these unaudited consolidated financial statements

8

---

SL Investment Corp.

Consolidated Schedule of Investments

March 31, 2022 (Unaudited)

(In thousands)

8

---

Table of Contents

SL Investment Corp.

Consolidated Schedule of Investments (Unaudited) (continued)

September 30, 2021

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread						Interest Rate(2)						Maturity Date						Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
First Lien Debt
Aerospace and Defense
Jonathan Acquisition Company						(4) (5) (6)						L + 5.00%						6.01%						12/22/2026						$	12,202					$	11,953					$	12,196					2.85			%
Jonathan Acquisition Company						(4) (6) (13)						L + 5.00%						6.01%						12/22/2025						755						719						754						0.18
PCX Holding Corp.						(4) (5) (6)						L + 6.25%						7.26%						04/22/2027						7,873						7,805						7,873						1.84
PCX Holding Corp.						(4) (5) (6)						L + 6.25%						7.26%						04/22/2027						3,951						3,909						3,951						0.92
PCX Holding Corp.						(4) (6) (13)						L + 6.25%						7.26%						04/22/2027						—						(7)						—						0.00
Two Six Labs, LLC						(4) (5) (7)						L + 5.50%						6.51%						08/20/2027						4,732						4,646						4,722						1.10
Two Six Labs, LLC						(4) (7) (13)						L + 5.50%						6.51%						08/20/2027						915						889						910						0.21
Two Six Labs, LLC						(4) (7) (13)						L + 5.50%						6.51%						08/20/2027						—						(16)						(2)						(0.00)
																																				29,898						30,404						7.11
Air Freight & Logistics
Omni Intermediate Holdings, LLC						(4) (5) (6)						L + 5.00%						6.01%						12/30/2026						14,593						14,455						14,530						3.40
Omni Intermediate Holdings, LLC						(4) (6) (13)						L + 5.00%						6.01%						12/30/2026						659						648						653						0.15
Omni Intermediate Holdings, LLC						(4) (6) (13)						L + 5.00%						6.01%						12/30/2025						—						(12)						(6)						(0.00)
																																				15,091						15,177						3.55
Auto Components
CC SAG Holdings Corp. (Spectrum Automotive)						(4) (5) (7)						L + 5.75%						6.50%						06/29/2028						10,213						10,073						10,040						2.35
CC SAG Holdings Corp. (Spectrum Automotive)						(4) (7) (13)						L + 5.75%						6.50%						06/29/2028						1,013						987						965						0.23
CC SAG Holdings Corp. (Spectrum Automotive)						(4) (7) (13)						L + 5.75%						6.50%						06/29/2027						—						(5)						(6)						(0.00)
Continental Battery Company						(4) (5) (6)						L + 6.75%						7.75%						01/20/2027						6,234						6,113						6,113						1.43
Sonny's Enterprises, Inc.						(4) (5) (6)						L + 5.50%						6.50%						08/05/2026						3,242						3,182						3,154						0.74
Sonny's Enterprises, Inc.						(4) (5) (6)						L + 6.75%						7.75%						08/05/2026						1,800						1,771						1,751						0.41
Sonny's Enterprises, Inc.						(4) (5) (6)						L + 6.75%						7.75%						08/05/2026						4,804						4,726						4,674						1.09
Sonny's Enterprises, Inc.						(4) (6) (13)						L + 5.50%						6.50%						08/05/2026						—						(178)						(264)						(0.06)
																																				26,669						26,427						6.18
Automobiles
ARI Network Services, Inc.						(4) (5) (7)						S + 5.50%						6.25%						02/28/2025						8,954						8,808						8,784						2.05
ARI Network Services, Inc.						(4) (5) (7)						S + 5.50%						6.25%						02/28/2025						1,568						1,542						1,538						0.36
ARI Network Services, Inc.						(4) (7) (13)						S + 5.50%						6.25%						02/28/2025						182						161						157						0.04
Summit Buyer, LLC						(4) (5) (6)						L + 5.00%						6.01%						01/14/2026						9,552						9,382						9,420						2.20
Summit Buyer, LLC						(4) (6) (13)						L + 5.00%						6.01%						01/14/2026						8,342						8,149						8,149						1.90
Summit Buyer, LLC						(4) (6) (13)						L + 5.00%						6.01%						01/14/2026						—						(17)						(14)						(0.00)
Turbo Buyer, Inc.						(4) (5) (6)						L + 6.00%						7.00%						12/02/2025						16,384						16,108						16,108						3.76
Turbo Buyer, Inc.						(4) (6) (13)						L + 6.00%						7.00%						12/02/2025						808						787						787						0.18
Vehlo Purchaser, LLC						(4) (5) (7)						L + 5.00%						5.75%						08/27/2027						11,608						11,396						11,516						2.69
Vehlo Purchaser, LLC						(4) (7) (13)						L + 5.00%						5.75%						08/27/2027						3,367						3,259						3,301						0.77

9

---

Table of Contents

SL Investment CorpSL Investment Corp.

Consolidated Schedule of Investments (Unaudited)(continued)

September 30, 2021March 31, 2022 (Unaudited)

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread						Interest Rate(2)						Maturity Date						Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
Vehlo Purchaser, LLC						(4) (7) (13)						L + 5.00%						5.75%						08/27/2027						500						$	455					$	480					0.11			%
																																				60,030						60,226						14.07
Biotechnology
GraphPad Software, LLC						(4) (5) (6)						L + 5.50%						6.50%						04/27/2027						6,460						6,402						6,420						1.50
GraphPad Software, LLC						(4) (6) (13)						L + 6.00%						7.00%						04/27/2027						—						(6)						(4)						(0.00)
																																				6,396						6,416						1.50
Commercial Services & Supplies
365 Retail Markets, LLC						(4) (5) (6)						L + 4.75%						5.75%						12/23/2026						7,462						7,344						7,192						1.68
365 Retail Markets, LLC						(4) (6) (13)						L + 4.75%						5.75%						12/23/2026						—						(14)						(86)						(0.02)
365 Retail Markets, LLC						(4) (6) (13)						L + 4.75%						5.75%						12/23/2026						—						(19)						(43)						(0.01)
Encore Holdings, LLC						(4) (5) (7)						L + 4.50%						5.51%						11/23/2028						9,318						9,162						9,134						2.13
Encore Holdings, LLC						(4) (7) (13)						L + 4.50%						5.51%						11/23/2028						2,553						2,383						2,200						0.51
Encore Holdings, LLC						(4) (7) (13)						L + 4.50%						5.51%						11/23/2027						—						(44)						(53)						(0.01)
FLS Holding, Inc.						(4) (5) (6) (9)						L + 5.25%						6.25%						12/17/2028						23,000						22,555						22,572						5.28
FLS Holding, Inc.						(4) (6) (9) (13)						L + 5.25%						6.25%						12/17/2028						—						(48)						(93)						(0.02)
FLS Holding, Inc.						(4) (6) (9) (13)						L + 5.25%						6.25%						12/17/2027						—						(38)						(37)						(0.01)
KWOR Acquisition, Inc.						(4) (5) (7)						L + 5.25%						6.00%						12/22/2028						878						865						859						0.20
KWOR Acquisition, Inc.						(4) (13)						P + 4.25%						7.75%						12/22/2027						8						6						5						0.00
MHE Intermediate Holdings, LLC						(4) (5) (6)						L + 5.75%						7.04%						07/21/2027						12,260						12,038						12,040						2.81
MHE Intermediate Holdings, LLC						(4) (6) (13)						L + 5.75%						7.04%						07/21/2027						923						900						895						0.21
MHE Intermediate Holdings, LLC						(4) (6) (13)						L + 5.75%						7.04%						07/21/2027						43						24						24						0.01
PDFTron US Acquisition Corp.						(4) (5) (6) (9)						L + 5.50%						6.50%						07/15/2027						13,134						12,930						12,869						3.01
PDFTron US Acquisition Corp.						(4) (5) (6) (9)						L + 5.50%						6.50%						07/15/2027						4,200						4,121						4,115						0.96
PDFTron US Acquisition Corp.						(4) (6) (9)						L + 5.50%						6.50%						07/15/2026						3,300						3,243						3,233						0.76
Pritchard Industries, LLC						(4) (5) (7)						L + 5.50%						6.51%						10/13/2027						11,025						10,819						10,822						2.53
Pritchard Industries, LLC						(4) (7) (13)						L + 5.50%						6.51%						10/13/2027						895						862						846						0.20
Procure Acquireco, Inc. (Procure Analytics)						(4) (5) (7)						L + 5.50%						6.25%						12/20/2028						15,833						15,527						15,571						3.64
Procure Acquireco, Inc. (Procure Analytics)						(4) (7) (13)						L + 5.50%						6.25%						12/01/2028						—						(30)						(53)						(0.01)
Procure Acquireco, Inc. (Procure Analytics)						(4) (7) (13)						L + 5.50%						6.25%						12/01/2028						—						(18)						(16)						(0.00)
Sherlock Buyer Corp.						(4) (5) (7)						L + 5.75%						6.50%						12/08/2028						18,694						18,333						18,619						4.35
Sherlock Buyer Corp.						(4) (7) (13)						L + 5.75%						6.50%						12/08/2028						—						(51)						(22)						(0.01)
Sherlock Buyer Corp.						(4) (7) (13)						L + 5.75%						6.50%						12/08/2027						—						(41)						(9)						(0.00)
Sweep Purchaser, LLC						(4) (5) (6)						L + 5.75%						6.76%						11/30/2026						2,924						2,876						2,879						0.67
Sweep Purchaser, LLC						(4) (5) (6)						L + 5.75%						6.76%						11/30/2026						1,672						1,645						1,647						0.38
Sweep Purchaser, LLC						(4) (6) (13)						L + 5.75%						6.76%						11/30/2026						—						(7)						(7)						(0.00)
Tamarack Intermediate, LLC						(4) (5) (7)						S + 5.75%						6.50%						03/13/2028						5,500						5,390						5,390						1.26
Tamarack Intermediate, LLC						(4) (7) (13)						S + 5.75%						6.50%						03/13/2028						—						(18)						(18)						(0.00)

10

---

Table of Contents

SL Investment Corp.SL Investment Corp.

Consolidated Schedule of Investments (Unaudited) (continued)

September 30, 2021March 31, 2022 (Unaudited)

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread						Interest Rate(2)						Maturity Date						Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
Valcourt Holdings II, LLC						(4) (5) (6)						L + 5.50%						6.51%						01/07/2027						12,734						$	12,521					$	12,479					2.92			%
Valcourt Holdings II, LLC						(4) (6) (13)						L + 5.50%						6.51%						01/07/2027						840						803						794						0.19
VRC Companies, LLC						(4) (5) (7)						L + 5.50%						6.25%						06/29/2027						21,091						20,806						20,802						4.86
VRC Companies, LLC						(4) (5) (7) (12)						L + 5.50%						6.25%						06/29/2027						1,455						1,408						1,407						0.33
VRC Companies, LLC						(4) (13)						P + 4.50%						8.00%						06/29/2027						71						62						61						0.01
																																				166,295						166,018						38.80
Construction & Engineering
KPSKY Acquisition, Inc.						(4) (5) (7)						L + 5.50%						6.25%						10/19/2028						14,773						14,493						14,517						3.39
KPSKY Acquisition, Inc.						(4) (13)						P + 4.50%						8.00%						10/19/2028						844						820						815						0.19
																																				15,313						15,332						3.58
Containers & Packaging
BP Purchaser, LLC						(4) (5) (7)						L + 5.50%						6.25%						12/10/2028						23,664						23,208						23,089						5.40
Fortis Solutions Group, LLC						(4) (5) (7)						L + 5.50%						6.51%						10/13/2028						8,306						8,149						8,170						1.91
Fortis Solutions Group, LLC						(4) (7) (13)						L + 5.50%						6.51%						10/13/2028						—						(32)						(55)						(0.01)
Fortis Solutions Group, LLC						(4) (7) (13)						L + 5.50%						6.25%						10/15/2027						—						(21)						(19)						(0.00)
																																				31,304						31,185						7.29
Distributors
PT Intermediate Holdings III, LLC						(4) (5) (7)						L + 5.50%						6.51%						11/01/2028						15,256						15,110						15,104						3.53
PT Intermediate Holdings III, LLC						(4) (5) (7)						L + 5.50%						6.51%						11/01/2028						8,489						8,406						8,404						1.96
																																				23,516						23,508						5.49
Diversified Consumer Services
Heartland Home Services						(4) (13)						L + 5.75%						6.50%						12/15/2026						—						—						—						0.00
Lightspeed Solution,LLC						(4) (5) (7)						S + 6.00%						6.75%						03/01/2028						3,780						3,706						3,706						0.87
Lightspeed Solution,LLC						(4) (7) (13)						S + 6.00%						6.75%						03/01/2028						—						(12)						(12)						(0.00)
LUV Car Wash Group, LLC						(4) (5) (6) (12)						L + 5.50%						6.50%						12/09/2026						466						456						456						0.11
Mammoth Holdings, LLC						(4) (5) (6)						L + 6.00%						7.00%						10/16/2023						3,469						3,448						3,463						0.81
Mammoth Holdings, LLC						(4) (5) (6) (12)						L + 6.00%						7.00%						10/16/2023						12,338						12,240						12,312						2.88
Mammoth Holdings, LLC						(4) (6) (13)						L + 6.00%						7.00%						10/16/2023						—						(3)						(1)						(0.00)
																																				19,835						19,924						4.66
Diversified Financial Services
SitusAMC Holdings Corp.						(4) (5) (7)						L + 5.75%						6.50%						12/22/2027						7,200						7,131						7,142						1.67
Smarsh, Inc.						(4) (5) (7)						S + 6.50%						7.25%						02/16/2029						4,286						4,201						4,201						0.98
Smarsh, Inc.						(4) (7) (13)						S + 6.50%						7.25%						02/16/2029						—						(11)						(11)						(0.00)
Smarsh, Inc.						(4) (7) (13)						S + 6.50%						7.25%						02/16/2029						—						(5)						(5)						(0.00)
																																				11,316						11,327						2.65
Food Products

11

---

Table of Contents

SL Investment CorpSL Investment Corp.

Consolidated Schedule of Investments (Unaudited)(continued)

September 30, 2021March 31, 2022 (Unaudited)

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread						Interest Rate(2)						Maturity Date						Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
Teasdale Foods, Inc. (Teasdale Latin Foods)						(4) (5) (6)						L + 6.25%; 1.00% PIK						8.25%						12/18/2025						3,717						$	3,659					$	3,210					0.75			%
Health Care Equipment & Supplies
Performance Health Holdings, Inc.						(4) (5) (6)						L + 6.00%						7.01%						07/12/2027						4,489						4,408						4,489						1.05
Health Care Providers & Services
Bearcat Buyer, Inc.						(4) (5) (6)						L + 4.75%						5.76%						07/09/2026						6,826						6,690						6,826						1.60
Bearcat Buyer, Inc.						(4) (5) (6) (13)						L + 4.75%						5.76%						07/09/2026						6,246						6,114						6,246						1.46
DCA Investment Holdings, LLC						(4) (5) (7)						S + 6.00%						6.75%						04/03/2028						4,776						4,715						4,729						1.11
DCA Investment Holdings, LLC						(4) (5) (7) (13)						S + 6.00%						6.75%						04/03/2028						795						776						783						0.18
Heartland Veterinary Partners, LLC						(4) (5) (6)						L + 4.75%						5.75%						12/10/2026						3,905						3,868						3,893						0.91
Heartland Veterinary Partners, LLC						(4) (6) (13)						L + 4.75%						5.75%						12/10/2026						1,793						1,711						1,767						0.41
Heartland Veterinary Partners, LLC						(4) (6) (13)						L + 4.75%						5.75%						12/10/2026						—						(7)						(2)						(0.00)
Promptcare Infusion Buyer, Inc.						(4) (5) (6)						L + 6.00%						7.00%						09/01/2027						3,918						3,846						3,830						0.90
Promptcare Infusion Buyer, Inc.						(4) (6) (13)						L + 6.00%						7.00%						09/01/2027						358						339						320						0.07
Stepping Stones Healthcare Services, LLC						(4) (5) (7)						L + 6.25%						6.50%						01/02/2029						4,375						4,311						4,311						1.01
Stepping Stones Healthcare Services, LLC						(4) (7) (13)						L + 6.25%						6.50%						01/02/2029						—						(6)						(6)						(0.00)
Stepping Stones Healthcare Services, LLC						(4) (13)						P + 4.75%						8.25%						01/02/2029						100						91						91						0.02
Suveto Buyer, LLC						(4) (5) (7) (13)						L + 4.25%						5.00%						09/09/2027						4,756						4,705						4,696						1.10
Suveto Buyer, LLC						(4) (13)						P + 3.25%						6.50%						09/09/2027						56						47						51						0.01
Vardiman Black Holdings, LLC						(4) (5) (8)						S + 8.00%						8.50%						03/18/2027						2,292						2,269						2,269						0.53
Vardiman Black Holdings, LLC						(4) (8) (13)						S + 8.00%						8.50%						03/18/2027						122						107						107						0.03
																																				39,576						39,911						9.33
Health Care Technology
Lightspeed Buyer, Inc.						(4) (5) (6)						L + 5.50%						6.50%						02/03/2026						3,086						3,015						3,052						0.71
Lightspeed Buyer, Inc.						(4) (5) (6)						L + 5.75%						6.75%						02/03/2026						1,169						1,148						1,156						0.27
Lightspeed Buyer, Inc.						(4) (5) (6)						L + 5.50%						6.50%						02/03/2026						3,102						3,028						3,068						0.72
Lightspeed Buyer, Inc.						(4) (6) (13)						L + 5.50%						6.50%						02/03/2026						—						(12)						(15)						(0.00)
																																				7,179						7,261						1.70
Insurance Services
Foundation Risk Partners, Corp.						(4) (5) (7)						L + 5.75%						6.50%						10/29/2028						18,553						18,288						18,293						4.28
Foundation Risk Partners, Corp.						(4) (5) (7) (13)						L + 5.75%						6.50%						10/29/2028						3,308						3,256						3,252						0.76
Foundation Risk Partners, Corp.						(4) (7) (13)						L + 5.75%						6.50%						10/29/2027						—						(27)						(27)						(0.01)
Galway Borrower, LLC						(4) (5) (7)						L + 5.25%						6.26%						09/29/2028						12,211						11,989						11,934						2.79
Galway Borrower, LLC						(4) (7) (13)						L + 5.25%						6.26%						09/29/2028						167						141						125						0.03
Galway Borrower, LLC						(4) (7) (13)						L + 5.25%						6.26%						09/30/2027						—						(16)						(20)						(0.00)
Higginbotham Insurance Agency, Inc.						(4) (5) (7)						L + 5.50%						6.25%						11/25/2026						6,207						6,132						6,138						1.43
High Street Buyer, Inc.						(4) (5) (7)						L + 6.00%						6.75%						04/14/2028						4,315						4,238						4,238						0.99

12

---

Table of Contents

SL Investment Corp.SL Investment Corp.

Consolidated Schedule of Investments (Unaudited) (continued)

September 30, 2021

(In thousands)

13

---

Table of Contents

SL Investment Corp

Consolidated Schedule of Investments (Unaudited)(continued)

September 30, 2021

(In thousands)

(1)March 31, 2022 (Unaudited)

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread						Interest Rate(2)						Maturity Date						Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
High Street Buyer, Inc.						(4) (5) (7)						L + 6.00%						6.75%						04/14/2028						17,326						$	17,008					$	17,007					3.97			%
High Street Buyer, Inc.						(4) (7) (13)						L + 6.00%						0.50%						04/16/2027						—						(15)						(15)						(0.00)
Integrity Marketing Acquisition, LLC						(4) (5) (6)						L + 5.75%						6.75%						08/27/2025						24,786						24,502						24,645						5.76
Integrity Marketing Acquisition, LLC						(4) (5) (7) (13)						L + 5.50%						6.25%						08/27/2025						6,157						6,069						6,114						1.43
Keystone Agency Investors						(4) (5) (6)						L + 5.50%						6.51%						05/03/2027						1,998						1,970						1,971						0.46
Keystone Agency Investors						(4) (6) (13)						L + 5.50%						6.51%						05/03/2027						—						(37)						(35)						(0.01)
Oakbridge Insurance Agency LLC						(4) (5) (6)						S + 5.75%						6.75%						12/31/2026						166						163						163						0.04
Oakbridge Insurance Agency LLC						(4) (6) (13)						S + 5.75%						6.75%						12/31/2026						—						(10)						(10)						(0.00)
Oakbridge Insurance Agency LLC						(4) (6) (13)						S + 5.75%						6.75%						12/31/2026						15						14						14						0.00
Peter C. Foy & Associates Insurance Services, LLC						(4) (5) (7)						L + 6.00%						6.75%						11/01/2028						7,470						7,398						7,399						1.73
Peter C. Foy & Associates Insurance Services, LLC						(4) (5) (7)						L + 6.00%						6.75%						11/01/2028						2,075						2,055						2,055						0.48
Peter C. Foy & Associates Insurance Services, LLC						(4) (7) (13)						L + 6.00%						6.75%						11/01/2027						—						(3)						(3)						(0.00)
RSC Acquisition, Inc.						(4) (5) (7)						L + 5.50%						6.25%						10/30/2026						5,431						5,381						5,318						1.24
RSC Acquisition, Inc.						(4) (7) (13)						L + 5.50%						6.25%						10/30/2026						—						(48)						(108)						(0.03)
World Insurance Associates, LLC						(4) (5) (6)						L + 5.75%						6.76%						04/01/2026						15,042						14,708						14,742						3.45
World Insurance Associates, LLC						(4) (5) (6)						L + 5.75%						6.75%						04/01/2026						11,742						11,520						11,508						2.69
World Insurance Associates, LLC						(4) (6) (13)						L + 5.75%						6.75%						04/01/2026						73						57						53						0.01
																																				134,733						134,751						31.49
Interactive Media & Services
FMG Suite Holdings, LLC						(4) (5) (6)						L + 5.50%						6.50%						10/30/2026						9,512						9,349						9,512						2.22
FMG Suite Holdings, LLC						(4) (5) (6) (13)						L + 5.50%						6.50%						10/30/2026						—						(38)						—						0.00
FMG Suite Holdings, LLC						(4) (5) (6) (13)						L + 5.50%						6.50%						10/30/2026						—						(19)						—						0.00
MSM Acquisitions, Inc.						(4) (5) (6)						L + 6.00%						7.00%						12/09/2026						11,405						11,246						11,371						2.66
MSM Acquisitions, Inc.						(4) (6) (13)						L + 6.00%						7.00%						12/09/2026						3,379						3,274						3,335						0.78
MSM Acquisitions, Inc.						(4) (13)						P + 5.00%						8.50%						12/09/2026						365						345						361						0.08
Triple Lift, Inc.						(4) (5) (7)						L + 5.75%						6.50%						05/08/2028						11,910						11,697						11,673						2.73
Triple Lift, Inc.						(4) (7) (13)						L + 5.75%						6.50%						05/08/2028						—						(30)						(34)						(0.01)
																																				35,824						36,218						8.46
IT Services
Atlas Purchaser, Inc.						(5) (7)						L + 5.25%						6.00%						05/08/2028						3,853						3,784						3,731						0.87
Donuts, Inc.						(4) (5) (6)						L + 6.00%						7.00%						12/29/2027						6,172						6,068						6,172						1.44
Donuts, Inc.						(4) (5) (6)						S + 6.00%						7.00%						12/29/2027						3,393						3,393						3,393						0.79
Donuts, Inc.						(4) (6) (13)						S + 6.00%						7.00%						12/29/2027						—						—						—						0.00
Govbrands Intermediate, Inc.						(4) (5) (7)						L + 5.50%						6.25%						08/04/2027						17,169						16,779						16,852						3.94
Govbrands Intermediate, Inc.						(4) (5) (7) (13)						L + 5.50%						6.25%						08/04/2027						3,863						3,755						3,758						0.88
Govbrands Intermediate, Inc.						(4) (7) (13)						L + 5.50%						6.25%						08/04/2027						—						(40)						(34)						(0.01)
Syntax Systems Ltd						(4) (5) (7) (9)						L + 5.50%						6.25%						10/29/2028						15,309						15,164						14,976						3.50

13

---

SL Investment Corp.

Consolidated Schedule of Investments

March 31, 2022 (Unaudited)

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread						Interest Rate(2)						Maturity Date						Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
Syntax Systems Ltd						(4) (7) (9) (13)						L + 5.50%						6.25%						10/29/2028						—						$	(38)					$	(87)					(0.02)			%
Syntax Systems Ltd						(4) (7) (9) (13)						L + 5.50%						6.25%						10/29/2026						894						879						859						0.20
Thrive Buyer, Inc. (Thrive Networks)						(4) (5) (6)						L + 6.00%						7.00%						01/22/2027						7,299						7,175						7,175						1.68
Thrive Buyer, Inc. (Thrive Networks)						(4) (5) (6) (13)						L + 6.00%						7.00%						01/22/2027						4,083						3,966						3,966						0.93
Thrive Buyer, Inc. (Thrive Networks)						(4) (6) (13)						L + 6.00%						7.00%						01/22/2027						—						(12)						(12)						(0.00)
Upstack Holdco, Inc.						(4) (5) (6)						L + 6.00%						7.00%						08/20/2027						4,204						4,108						4,144						0.97
Upstack Holdco, Inc.						(4) (5) (6) (13)						L + 6.00%						7.00%						08/20/2027						1,421						1,379						1,395						0.33
Upstack Holdco, Inc.						(4) (6) (13)						L + 6.00%						7.00%						08/20/2027						—						(9)						(5)						(0.00)
																																				66,351						66,283						15.49
Leisure Products
GSM Acquisition Corp. (GSM Outdoors)						(4) (5) (6)						L + 5.00%						6.00%						11/16/2026						19,834						19,640						19,636						4.59
GSM Acquisition Corp. (GSM Outdoors)						(4) (5) (6)						L + 5.00%						6.00%						11/16/2026						1,693						1,674						1,676						0.39
GSM Acquisition Corp. (GSM Outdoors)						(4) (6) (13)						L + 5.00%						6.00%						11/16/2026						218						200						201						0.05
																																				21,514						21,513						5.03
Machinery
Answer Target Holdco, LLC						(4) (5) (6)						L + 6.00%						7.01%						12/30/2026						12,968						12,717						12,846						3.00
Answer Target Holdco, LLC						(4) (6) (13)						L + 6.00%						7.01%						12/30/2026						100						81						90						0.02
																																				12,798						12,936						3.02
Multi-Utilities
AWP Group Holdings, Inc.						(4) (5) (6)						L + 4.75%						5.75%						12/22/2027						10,773						10,633						10,773						2.52
AWP Group Holdings, Inc.						(4) (5) (6) (13)						L + 4.75%						5.75%						12/22/2027						1,575						1,543						1,575						0.37
AWP Group Holdings, Inc.						(4) (6) (13)						L + 4.75%						5.75%						12/22/2026						742						720						742						0.17
Ground Penetrating Radar Systems, LLC						(4) (5) (6)						S + 4.75%						5.75%						06/26/2026						4,450						4,379						4,386						1.03
Ground Penetrating Radar Systems, LLC						(4) (6) (13)						S + 4.75%						5.75%						06/26/2025						—						(11)						(10)						(0.00)
Vessco Midco Holdings, LLC						(4) (5) (6)						L + 4.50%						5.51%						11/02/2026						5,457						5,414						5,457						1.28
Vessco Midco Holdings, LLC						(4) (5) (6) (12)						L + 4.50%						5.51%						11/02/2026						2,936						2,908						2,936						0.69
Vessco Midco Holdings, LLC						(4) (13)						P + 3.50%						7.00%						10/18/2026						119						113						119						0.03
																																				25,699						25,978						6.07
Professional Services
Abacus Data Holdings, Inc. (AbacusNext)						(4) (5) (6)						L + 6.25%						7.25%						03/10/2027						8,039						7,885						8,039						1.88
Abacus Data Holdings, Inc. (AbacusNext)						(4) (6) (13)						L + 6.25%						7.25%						03/10/2027						—						(14)						—						0.00
Abacus Data Holdings, Inc. (AbacusNext)						(4) (6) (13)						L + 6.25%						7.25%						03/10/2027						240						228						240						0.06
Citrin Cooperman Advisors, LLC						(4) (5) (7)						L + 5.00%						5.75%						10/01/2027						8,647						8,486						8,647						2.02
Citrin Cooperman Advisors, LLC						(4) (5) (7) (13)						L + 5.00%						5.75%						10/01/2027						2,891						2,828						2,891						0.68
Citrin Cooperman Advisors, LLC						(4) (7) (13)						L + 5.00%						5.75%						10/01/2027						6,000						5,808						6,000						1.40
IQN Holding Corp., dba Beeline						(4) (5) (6)						L + 5.50%						6.50%						08/20/2024						18,475						18,399						18,475						4.32
																																				43,620						44,292						10.35

14

---

SL Investment Corp.

Consolidated Schedule of Investments

March 31, 2022 (Unaudited)

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread						Interest Rate(2)						Maturity Date						Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
Real Estate Management & Development
Associations, Inc.						(4) (5) (6)						L + 4.00%; 2.50% PIK						7.50%						07/02/2027						6,837						$	6,777					$	6,804					1.59			%
Associations, Inc.						(4) (5) (6)						L + 6.50%						7.50%						07/02/2027						4,819						4,776						4,795						1.12
Associations, Inc.						(4) (5) (6)						L + 4.00%; 2.50% PIK						7.50%						07/02/2027						1,175						1,164						1,169						0.27
Associations, Inc.						(4) (6) (13)						L + 6.50%						7.50%						07/02/2027						—						(7)						(4)						(0.00)
MRI Software, LLC						(4) (13)						L + 5.50%						6.51%						02/10/2026						—						(7)						(15)						(0.00)
Zarya Intermediate, LLC						(4) (5) (6)						L + 6.50%						7.50%						07/01/2027						10,500						10,311						10,500						2.45
Zarya Intermediate, LLC						(4) (5) (6)						L + 6.50%						7.50%						07/01/2027						8,250						8,099						8,250						1.93
Zarya Intermediate, LLC						(4) (6) (13)						L + 6.50%						7.50%						07/01/2027						—						(35)						—						0.00
																																				31,078						31,499						7.36
Software
Alert Media, Inc.						(4) (5) (6)						L + 5.00%						6.00%						04/12/2027						6,000						5,922						5,899						1.38
Alert Media, Inc.						(4) (6) (13)						L + 5.00%						6.00%						04/10/2026						—						(9)						(13)						(0.00)
Appfire Technologies, LLC						(4) (5) (6)						L + 5.50%						6.51%						03/09/2027						4,084						4,067						4,084						0.95
Appfire Technologies, LLC						(4) (6) (13)						L + 5.50%						6.51%						03/09/2027						—						(24)						—						0.00
Assembly Intermediate, LLC						(4) (5) (6)						L + 7.00%						8.01%						10/19/2027						8,889						8,721						8,839						2.07
Assembly Intermediate, LLC						(4) (6) (13)						L + 7.00%						8.01%						10/19/2027						533						508						521						0.12
Assembly Intermediate, LLC						(4) (6) (13)						L + 7.00%						8.01%						10/19/2027						—						(16)						(5)						(0.00)
CLEO Communications Holding, LLC						(4) (5) (6)						L + 6.75%						7.75%						06/09/2027						17,142						16,989						16,887						3.95
CLEO Communications Holding, LLC						(4) (6) (13)						L + 6.75%						7.75%						06/09/2027						—						(46)						(80)						(0.02)
Cordeagle US Finco, Inc.						(4) (5) (6) (9)						L + 6.75%						7.75%						07/30/2027						7,800						7,658						7,649						1.79
Cordeagle US Finco, Inc.						(4) (6) (9) (13)						L + 6.75%						7.75%						07/30/2027						—						(21)						(23)						(0.01)
GS AcquisitionCo, Inc.						(4) (5) (6)						L + 5.75%						7.25%						05/22/2026						25,867						25,665						25,821						6.03
GS AcquisitionCo, Inc.						(4) (6) (13)						L + 5.75%						7.25%						05/22/2026						—						(11)						(8)						(0.00)
GS AcquisitionCo, Inc.						(4) (6) (13)						L + 5.75%						7.25%						05/22/2026						771						762						769						0.18
Gurobi Optimization, LLC						(4) (5) (6)						L + 5.00%						6.00%						12/19/2023						4,397						4,372						4,397						1.03
Gurobi Optimization, LLC						(4) (6) (13)						L + 5.00%						6.00%						12/19/2023						—						(3)						—						0.00
Pound Bidco, Inc.						(4) (5) (6) (9)						L + 6.50%						7.50%						01/30/2026						3,004						2,954						3,004						0.70
Pound Bidco, Inc.						(4) (5) (6) (9) (13)						L + 6.50%						7.50%						01/30/2026						—						(6)						—						0.00
Revalize, Inc.						(5) (6) (13)						L + 5.25%						6.76%						04/15/2027						8,703						8,640						8,584						2.01
Revalize, Inc.						(5) (6) (13)						L + 5.25%						6.76%						04/15/2027						44						44						44						0.01
Skykick, Inc.						(4) (5) (6)						L + 7.25%						8.25%						09/01/2027						2,700						2,638						2,628						0.61
Skykick, Inc.						(4) (6) (13)						L + 7.25%						8.25%						09/01/2027						—						(13)						(30)						(0.01)
Trunk Acquisition, Inc.						(4) (5) (6)						L + 6.00%						7.26%						02/19/2027						4,560						4,516						4,500						1.05
Trunk Acquisition, Inc.						(4) (6) (13)						L + 6.00%						7.26%						02/19/2026						—						(4)						(6)						(0.00)

15

---

SL Investment Corp.

Consolidated Schedule of Investments

March 31, 2022 (Unaudited)

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread						Interest Rate(2)						Maturity Date						Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
																																				$	93,303					$	93,461					21.84			%
Total First Lien Debt																																				$	925,405					$	927,746					216.81			%
Second Lien Debt
Electronic Equipment, Instruments & Components
Infinite Bidco, LLC						(4) (5) (8)						L + 7.00%						7.50%						03/02/2029						3,000						$	2,988					$	3,000					0.70			%
Infinite Bidco, LLC						(4) (8) (13)						L + 7.00%						7.50%						03/02/2029						—						—						—						0.00
																																				2,988						3,000						0.70
Health Care Providers & Services
Heartland Veterinary Partners, LLC						(4) (5) (6)						L + 8.00%						9.00%						12/10/2027						360						353						351						0.08
Heartland Veterinary Partners, LLC						(4) (6) (13)						L + 8.00%						9.00%						12/10/2027						53						52						50						0.01
																																				405						401						0.09
Industrial Conglomerates
Aptean, Inc.						(4) (5) (7)						L + 7.00%						7.75%						04/23/2027						1,050						1,050						1,050						0.25
IT Services
Idera, Inc.						(4) (5) (7)						L + 6.75%						7.50%						03/02/2029						530						527						522						0.12
Red Dawn SEI Buyer, Inc.						(4) (5) (6)						L + 8.50%						9.50%						11/20/2026						1,000						979						1,000						0.23
																																				1,506						1,522						0.36
Software
Flexera Software, LLC						(4) (5) (6)						L + 7.00%						8.00%						03/03/2029						1,500						1,473						1,500						0.35
Total Second Lien Debt																																				$	7,422					$	7,473					1.75			%
Other Securities
Unsecured Debt
Food Products
Familia Intermediate Holdings I Corp. (Teasdale Latin Foods)						(4) (8) (12)												16.25% PIK						06/18/2026						600						$	593					$	176					0.04			%
Total Unsecured Debt																																				$	593					$	176					$	0.04		%

16

---

SL Investment Corp.

Consolidated Schedule of Investments

March 31, 2022 (Unaudited)

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread												Acquisition Date												Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
Preferred Equity
Integrity Marketing Acquisition, LLC						(4) (11)						10.50%												12/22/2021												750,000						735						758						0.18			%
Revalize, Inc.						(4) (11)						11.00%												12/14/2021												1,500						1,470						1,525						0.36
Skykick, Inc.						(4) (11)																		08/31/2021												23,665						225						232						0.05
Total Preferred Equity																																										2,430						2,515						0.59
Common Equity
Abacus Data Holdings, Inc. (AbacusNext)						(4) (11)																		7/12/2021												5,196						520						479						0.11
BP Purchaser, LLC						(4) (11)																		12/10/2021												1,233,333						1,233						1,233						0.29
CSC Thrive Holdings, LP (Thrive Networks)						(4) (11)																		3/1/2021												53,339						137						177						0.04
Encore Holdings, LLC						(4) (11)																		11/23/2021												478						55						55						0.01
GSM Equity Investors, LP (GSM Outdoors)						(4) (11)																		11/16/2020												500						50						145						0.03
PCX Holding Corp.						(4) (11)																		04/22/2021												1,154						115						193						0.05
Pritchard Industries, Inc.						(4) (11)																		10/13/2021												300,000						300						300						0.07
Procure Acquiom Financial, LLC (Procure Analytics)						(4) (11)																		12/20/2021												500,000						500						500						0.12
Shelby Co-invest, LP. (Spectrum Automotive)						(4) (11)																		06/29/2021												1,500						150						175						0.04
Suveto Buyer, LLC						(4) (9) (11)																		11/19/2021												3,000						300						482						0.11
Total Common Equity																																										3,360						3,739						0.87
Total Other Securities																																										6,383						6,430						1.50			%
Total Portfolio Investments																																										939,210						941,649						220.06			%

17

---

SL Investment Corp.

Consolidated Schedule of Investments

March 31, 2022 (Unaudited)

(In thousands)

(1)			Unless otherwise indicated, issuers of debt and equity investments held by the SL Investment Corp. (the “Company”) are denominated in dollars. For the purpose of this Consolidated Schedule of Investments, theCompany (which such term “Company” shall include the Company and its’s consolidated subsidiarysubsidiaries for purposes of this Consolidated Schedule of Investments) are denominated in dollars. All debt investments are income producing unless otherwise indicated. All equity investments are non-income producing unless otherwise noted. Certain portfolio company investments are subject to contractual restrictions on sales. Under the Investment Company Act of 1940, as amended (together with the rules and regulations promulgated thereunder, the “1940 Act”), the Company would be deemed to “control” a portfolio company if the Company owned more than 25% of such portfolio company’sits outstanding voting securities and/or held the power to exercise control over the management or policies of suchthe portfolio company. As of September 30March 31, 20212022, the Company does not “control” any of these portfolio companies. Under the 1940 Act, the Company would be deemed an “affiliated person” of a portfolio company if the Company owns 5% or more of suchthe portfolio company’s outstanding voting securities. As of September 30March 31, 20212022, the Company is not an “affiliated person” of any of its portfolio companies.
(2)			Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either the London Interbank Offered RateLIBOR (“LIBORL”) or SOFR (“LS”) or an alternate base rate (commonly based on the Federal Funds Rate (“F”) or the U.S. Prime Rate (“P”)), which generally resets periodically. For each loan, the Company has indicated the reference rate used and provided the spread and the interest rate in effect as of September 30March 31, 20212022. For investments with multiple reference rates or alternate base rates, the interest rate shown is the weighted average interest rate in effect at September 30March 31, 20212022. As of September 30March 31, 20212022, the reference rates for the Company’sour variable rate loans were the 130-monthday L at 0.0845%, the 3-month90-day L at 0.1397%, the 6180-month Lday L at 1.47%, 30-day S at 0.16%, 90-day S at 0.09%, and the P at 3.2550%.
(3)			The cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.
(4)			These investments were valued using unobservable inputs and are considered Level 3 investments. Fair value was determined in good faith by or under the direction of the Company’s board of directors (the “Board”)Board of Directors (see Note 2 and Note 5), pursuant to the Company’s valuation policy.
(5)			Assets or a portion thereof are pledged as collateral for the JPM Funding Facility (as defined in Note 6). See Note 6 “Debt”.
(6)			TheLoan includes interest rate floor on these investments as of September 30, 2021 wasof 1.00%.
(7)			TheLoan includes interest rate floor on these investments as of September 30, 2021 wasof 0.75%.
(8)			TheLoan includes interest rate floor on these investments as of September 30, 2021 wasof 0.50%.
(9)			The investment is not a qualifying asset under Section 55(a) of the 1940 Act. The Company may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of September 30March 31, 2021,2022 non-qualifying assets represented 47.116% of total assets as calculated in accordance with regulatory requirements.
(10)			Represents a senior unsecured note, which is subordinated to senior secured term loans of the portfolio company.
(11)			Securities exempt from registration under the Securities Act of 1933, as amended, and may be deemed to be “restricted securities”. As of September 30March 31, 20212022, the aggregate fair value of these securities is $16,681254 or 01.65% of the Company’s net assets. The initial acquisition dates have been included for such securities.
(12)			Investment was on non-accrual status as of March 31, 2022.
(13)			Position or a portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may earn unused commitment fees. Negative cost and fair value, if any, results from unamortized fees, which are capitalized to the cost of the investment. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. See below for more information on the Company’s unfunded commitments as of September 30March 31, 2021:2022:

Investments-non-controlled/non-affiliated			Unused Fee Rate			Commitment Type			Commitment Expiration Date			Unfunded Commitment			Fair Value
First Lien Debt
365 Retail Markets, LLC			1.00%			Delayed Draw Term Loan			01/05/2023			$	2,382		$	(86)
365 Retail Markets, LLC			0.50%			Revolver			12/23/2026			1,200			(44)
Abacus Data Holdings, Inc. (AbacusNext)			1.00%			Delayed Draw Term Loan			09/08/2022			1,500			—
Abacus Data Holdings, Inc. (AbacusNext)			0.50%			Revolver			03/10/2027			360			—
Alert Media, Inc.			0.50%			Revolver			04/10/2026			750			(13)
Answer Target Holdco, LLC			0.50%			Revolver			12/30/2026			900			(9)
Appfire Technologies, LLC			1.00%			Delayed Draw Term Loan			01/05/2023			3,700			—
ARI Network Services, Inc.			0.50%			Revolver			02/28/2025			1,117			(21)
Assembly Intermediate, LLC			0.50%			Delayed Draw Term Loan			10/19/2023			1,689			(10)
Assembly Intermediate, LLC			0.50%			Revolver			10/19/2027			889			(5)
Associations, Inc.			0.50%			Revolver			07/02/2027			797			(4)
AWP Group Holdings, Inc.			1.00%			Delayed Draw Term Loan			12/22/2022			1,579			—

14

---

Table of Contents

SL Investment Corp.

Consolidated Schedule of Investments (Unaudited) (continued)

September 30, 2021

(In thousands)

15

---

Table of Contents

SL Investment Corp

Consolidated Schedule of Investments (Unaudited)(continued)

September 30, 2021

(In thousands)

16

---

Table of Contents

18

---

SL Investment Corp.

Consolidated Schedule of Investments

DecemberMarch 31, 20202022 (Unaudited)

(In thousands)

Investments-non-controlled/non-affiliated			Unused Fee Rate			Commitment Type			Commitment Expiration Date			Unfunded Commitment			Fair Value
AWP Group Holdings, Inc.			0.50%			Revolver			12/22/2026			$	1,153		$	—
Bearcat Buyer, Inc.			1.00%			Delayed Draw Term Loan			11/23/2022			513			—
CC SAG Holdings Corp. (Spectrum Automotive)			1.00%			Delayed Draw Term Loan			06/29/2023			944			(16)
CC SAG Holdings Corp. (Spectrum Automotive)			1.00%			Delayed Draw Term Loan			06/29/2023			870			(15)
CC SAG Holdings Corp. (Spectrum Automotive)			0.50%			Revolver			06/29/2027			378			(6)
Citrin Cooperman Advisors, LLC			1.00%			Delayed Draw Term Loan			10/01/2023			815			—
Citrin Cooperman Advisors, LLC			0.50%			Revolver			10/01/2027			4,500			—
CLEO Communications Holding, LLC			0.50%			Revolver			06/09/2027			5,358			(80)
Cordeagle US Finco, Inc.			1.25%			Revolver			07/30/2027			1,200			(23)
DCA Investment Holdings, LLC			1.00%			Delayed Draw Term Loan			03/02/2023			392			(4)
Donuts, Inc.			0.25%			Delayed Draw Term Loan			08/14/2023			1,583			—
Encore Holdings, LLC			0.75%			Delayed Draw Term Loan			01/23/2024			15,404			(304)
Encore Holdings, LLC			0.50%			Revolver			11/23/2027			2,695			(53)
FLS Holding, Inc.			1.00%			Delayed Draw Term Loan			06/17/2023			5,000			(93)
FLS Holding, Inc.			0.50%			Revolver			12/17/2027			2,000			(37)
FMG Suite Holdings, LLC			0.50%			Delayed Draw Term Loan			10/28/2022			2,250			—
FMG Suite Holdings, LLC			0.50%			Revolver			10/30/2026			1,125			—
Fortis Solutions Group, LLC			0.50%			Delayed Draw Term Loan			10/15/2023			3,373			(55)
Fortis Solutions Group, LLC			0.50%			Revolver			10/15/2027			1,157			(19)
Foundation Risk Partners, Corp.			1.00%			Delayed Draw Term Loan			10/29/2023			725			(10)
Foundation Risk Partners, Corp.			0.50%			Revolver			10/29/2027			1,959			(27)
Galway Borrower, LLC			0.50%			Delayed Draw Term Loan			09/30/2023			1,680			(38)
Galway Borrower, LLC			0.50%			Revolver			09/30/2027			880			(20)
Govbrands Intermediate, Inc.			1.00%			Delayed Draw Term Loan			08/04/2023			1,794			(33)
Govbrands Intermediate, Inc.			0.50%			Revolver			08/04/2027			1,816			(34)
GraphPad Software, LLC			0.50%			Revolver			04/27/2027			750			(5)
Ground Penetrating Radar Systems, LLC			0.50%			Revolver			06/26/2025			703			(10)
GS AcquisitionCo, Inc.			0.50%			Delayed Draw Term Loan			11/03/2022			4,643			(8)
GS AcquisitionCo, Inc.			0.50%			Revolver			05/22/2026			136			—
GSM Acquisition Corp. (GSM Outdoors)			0.50%			Revolver			10/16/2026			1,416			(14)
Gurobi Optimization, LLC			0.50%			Revolver			12/19/2023			536			—
Heartland Home Services			0.50%			Delayed Draw Term Loan			08/10/2023			2,500			—
Heartland Veterinary Partners, LLC			0.75%			Delayed Draw Term Loan			01/17/2023			7,010			(20)
Heartland Veterinary Partners, LLC			0.50%			Revolver			12/10/2026			779			(2)
High Street Buyer, Inc.			0.50%			Revolver			04/15/2027			915			(15)
Integrity Marketing Acquisition, LLC			1.00%			Delayed Draw Term Loan			02/03/2023			1,310			(7)
Jonathan Acquisition Company			0.50%			Revolver			12/22/2025			1,167			(1)

1719

---

Table of Contents

SL Investment Corp.

Consolidated Schedule of Investments

March 31, 2022 (Unaudited)

(In thousands)

Investments-non-controlled/non-affiliated			Unused Fee Rate			Commitment Type			Commitment Expiration Date			Unfunded Commitment			Fair Value
Keystone Agency Investors			1.00%			Delayed Draw Term Loan			02/01/2023			$	2,578		$	(35)
KPSKY Acquisition, Inc.			1.00%			Delayed Draw Term Loan			10/19/2023			848			(15)
KWOR Acquisition, Inc.			0.50%			Revolver			12/22/2027			114			(2)
Lightspeed Buyer, Inc.			1.00%			Delayed Draw Term Loan			02/28/2023			1,350			(15)
Lightspeed Solution,LLC			0.50%			Delayed Draw Term Loan			03/01/2024			1,220			(12)
LUV Car Wash Group, LLC			1.00%			Delayed Draw Term Loan			03/14/2024			534			(5)
Mammoth Holdings, LLC			0.50%			Delayed Draw Term Loan			12/15/2022			3,186			(5)
Mammoth Holdings, LLC			0.50%			Revolver			10/16/2023			408			(1)
MHE Intermediate Holdings, LLC			1.00%			Delayed Draw Term Loan			07/01/2023			679			(12)
MHE Intermediate Holdings, LLC			0.50%			Revolver			07/21/2027			1,029			(18)
MRI Software, LLC			0.50%			Delayed Draw Term Loan			08/16/2023			3,000			(15)
MSM Acquisitions, Inc.			1.00%			Delayed Draw Term Loan			01/30/2023			11,236			(34)
MSM Acquisitions, Inc.			0.50%			Revolver			12/09/2026			951			(3)
Oakbridge Insurance Agency LLC			1.00%			Delayed Draw Term Loan			03/31/2024			1,379			(10)
Oakbridge Insurance Agency LLC			0.50%			Revolver			12/31/2026			40			(1)
Omni Intermediate Holdings, LLC			1.00%			Delayed Draw Term Loan			02/01/2023			906			(4)
Omni Intermediate Holdings, LLC			0.50%			Revolver			12/30/2025			1,318			(6)
PCX Holding Corp.			0.50%			Revolver			04/22/2027			793			—
Peter C. Foy & Associates Insurance Services, LLC			0.50%			Revolver			10/01/2027			347			(3)
Pound Bidco, Inc.			0.50%			Revolver			01/30/2026			388			—
Pritchard Industries, LLC			1.00%			Delayed Draw Term Loan			10/13/2023			1,734			(32)
Procure Acquireco, Inc. (Procure Analytics)			0.50%			Delayed Draw Term Loan			02/20/2023			3,175			(53)
Procure Acquireco, Inc. (Procure Analytics)			0.50%			Revolver			12/01/2026			952			(16)
Promptcare Infusion Buyer, Inc.			1.00%			Delayed Draw Term Loan			09/01/2023			1,307			(29)
Revalize, Inc.			0.50%			Delayed Draw Term Loan			06/13/2023			710			(9)
Revalize, Inc.			1.00%			Revolver			04/15/2027			27			—
RSC Acquisition, Inc.			0.50%			Delayed Draw Term Loan			01/02/2023			5,176			(108)
Sherlock Buyer Corp.			0.50%			Delayed Draw Term Loan			02/08/2023			5,392			(22)
Sherlock Buyer Corp.			0.50%			Revolver			12/08/2027			2,157			(9)
Skykick, Inc.			0.50%			Delayed Draw Term Loan			03/01/2023			1,125			(30)
Smarsh, Inc.			1.00%			Delayed Draw Term Loan			02/18/2024			1,071			(11)
Smarsh, Inc.			0.50%			Revolver			02/16/2029			268			(5)
Sonny's Enterprises, Inc.			1.00%			Delayed Draw Term Loan			11/01/2022			9,750			(264)
Stepping Stones Healthcare Services, LLC			1.00%			Delayed Draw Term Loan			01/14/2024			1,250			(6)
Stepping Stones Healthcare Services, LLC			0.50%			Revolver			01/02/2029			525			(8)
Summit Buyer, LLC			1.00%			Delayed Draw Term Loan			06/23/2023			5,605			(77)
Summit Buyer, LLC			0.50%			Revolver			01/14/2026			1,037			(14)

20

---

SL Investment Corp.

Consolidated Schedule of Investments

March 31, 2022 (Unaudited)

(In thousands)

Investments-non-controlled/non-affiliated			Unused Fee Rate			Commitment Type			Commitment Expiration Date			Unfunded Commitment			Fair Value
Suveto Buyer, LLC			1.00%			Delayed Draw Term Loan			09/09/2023			$	2,178		$	(19)
Suveto Buyer, LLC			0.50%			Revolver			09/09/2027			500			(4)
Sweep Purchaser, LLC			0.50%			Revolver			11/30/2026			469			(7)
Syntax Systems Ltd			1.00%			Delayed Draw Term Loan			10/29/2023			4,010			(87)
Syntax Systems Ltd			0.50%			Revolver			10/29/2026			710			(16)
Tamarack Intermediate, LLC			1.00%			Revolver			3/13/02028			900			(18)
Thrive Buyer, Inc. (Thrive Networks)			1.00%			Delayed Draw Term Loan			02/30/2023			2,396			(44)
Thrive Buyer, Inc. (Thrive Networks)			0.50%			Revolver			01/22/2027			680			(12)
Triple Lift, Inc.			0.50%			Revolver			05/08/2028			1,714			(34)
Trunk Acquisition, Inc.			0.50%			Revolver			02/19/2026			429			(6)
Turbo Buyer, Inc.			1.00%			Delayed Draw Term Loan			01/15/2023			690			(10)
Two Six Labs, LLC			0.50%			Delayed Draw Term Loan			08/20/2023			915			(2)
Two Six Labs, LLC			0.50%			Revolver			08/20/2027			915			(2)
Upstack Holdco, Inc.			1.00%			Delayed Draw Term Loan			08/26/2023			450			(7)
Upstack Holdco, Inc.			0.50%			Revolver			08/20/2027			375			(5)
Valcourt Holdings II, LLC			1.00%			Delayed Draw Term Loan			01/07/2023			1,459			(29)
Vardiman Black Holdings, LLC			0.50%			Delayed Draw Term Loan			03/18/2024			2,587			(13)
Vehlo Purchaser, LLC			1.00%			Delayed Draw Term Loan			08/27/2023			4,958			(39)
Vehlo Purchaser, LLC			0.50%			Revolver			08/27/2027			2,000			(16)
Vessco Midco Holdings, LLC			1.00%			Delayed Draw Term Loan			11/02/2022			617			—
Vessco Midco Holdings, LLC			0.50%			Revolver			10/18/2026			775			—
VRC Companies, LLC			0.75%			Delayed Draw Term Loan			12/28/2022			2,082			(29)
VRC Companies, LLC			0.50%			Revolver			06/29/2027			637			(9)
World Insurance Associates, LLC			0.50%			Revolver			04/01/2026			897			(18)
Zarya Intermediate, LLC			0.50%			Revolver			07/01/2027			850			—
Zarya Intermediate, LLC			0.50%			Revolver			07/01/2027			1,150			—
Total First Lien Debt Unfunded Commitments												$	207,200		$	(2,456)
Second Lien Debt
Heartland Veterinary Partners, LLC			0.75%			Delayed Draw Term Loan			01/17/2023			$	87		$	(2)
Infinite Bidco, LLC			1.00%			Delayed Draw Term Loan			03/14/2023			1,500			—
Total Second Lien Debt Unfunded Commitments												$	1,587		$	(2)
Total Unfunded Commitments												$	208,787		$	(2,458)

The accompanying notes are an integral part of these unaudited consolidated financial statements

21

---

SL Investment Corp.

Consolidated Schedule of Investments (ContinuedAudited)

December 31, 2020 2021

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread						Interest Rate(2)						Maturity Date						Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
First Lien Debt
Aerospace and Defense
Jonathan Acquisition Company						(4) (5) (6)						L + 5.00%						6.00%						12/22/2026						12,233						$	11,972					$	11,930					2.78			%
Jonathan Acquisition Company						(4) (6) (12)						L + 5.00%						6.00%						12/22/2025						618						580						570						0.13
PCX Holding Corp.						(4) (5) (6)						L + 6.25%						7.25%						04/22/2027						7,893						7,821						7,893						1.84
PCX Holding Corp.						(4) (5) (6) (12)						L + 6.25%						7.25%						04/22/2027						3,165						3,132						3,165						0.74
PCX Holding Corp.						(4) (6) (12)						L + 6.25%						7.25%						04/22/2027						—						(7)						—						—
Two Six Labs, LLC						(4) (5) (7)						L + 5.50%						6.25%						08/20/2027						4,744						4,654						4,697						1.09
Two Six Labs, LLC						(4) (7) (12)						L + 5.50%						6.25%						08/20/2027						—						(17)						(18)						—
Two Six Labs, LLC						(4) (7) (12)						L + 5.50%						6.25%						08/20/2027						—						(17)						(9)						—
																																				28,118						28,228						6.57
Air Freight & Logistics
Omni Intermediate Holdings, LLC						(4) (5) (6)						L + 5.00%						6.00%						12/30/2026						13,150						13,020						13,020						3.03
Omni Intermediate Holdings, LLC						(4) (6) (12)						L + 5.00%						6.00%						12/30/2026						1,479						1,456						1,456						0.34
Omni Intermediate Holdings, LLC						(4) (6) (12)						L + 5.00%						6.00%						12/30/2025						330						317						317						0.07
																																				14,793						14,793						3.44
Auto Components
CC SAG Holdings Corp. (Spectrum Automotive)						(4) (5) (7)						L + 5.75%						6.50%						06/29/2028						10,239						10,094						10,120						2.35
CC SAG Holdings Corp. (Spectrum Automotive)						(4) (7) (12)						L + 5.75%						6.50%						06/29/2028						929						902						896						0.21
CC SAG Holdings Corp. (Spectrum Automotive)						(4) (7) (12)						L + 5.75%						6.50%						06/29/2027						—						(5)						(4)						—
Sonny’s Enterprises, Inc.						(4) (5) (6)						L + 5.50%						6.50%						08/05/2026						3,250						3,187						3,187						0.74
Sonny’s Enterprises, Inc.						(4) (5) (6)						L + 6.75%						7.75%						08/05/2026						1,805						1,774						1,774						0.41
Sonny’s Enterprises, Inc.						(4) (5) (6) (12)						L + 6.75%						7.75%						08/05/2026						4,816						4,734						4,734						1.10
Sonny’s Enterprises, Inc.						(4) (6) (12)						L + 5.50%						6.50%						08/05/2026						—						(188)						(188)						(0.04)
																																				20,498						20,519						4.77
Automobiles
ARI Network Services, Inc.						(4) (5) (6)						L + 6.50%						7.50%						02/28/2025						8,978						8,818						8,907						2.07
ARI Network Services, Inc.						(4) (5) (6) (12)						L + 6.50%						7.50%						02/28/2025						1,572						1,544						1,560						0.36
ARI Network Services, Inc.						(4) (6) (12)						L + 6.50%						7.50%						02/28/2025						571						549						561						0.13
Summit Buyer, LLC						(4) (5) (6)						L + 5.00%						6.00%						01/14/2026						9,576						9,396						9,500						2.21
Summit Buyer, LLC						(4) (6) (12)						L + 5.00%						6.00%						01/14/2026						8,094						7,893						7,984						1.86
Summit Buyer, LLC						(4) (6) (12)						L + 5.00%						6.00%						01/14/2026						—						(18)						(8)						—
Turbo Buyer, Inc.						(4) (5) (6)						L + 6.00%						7.00%						12/02/2025						16,425						16,132						16,104						3.75
Turbo Buyer, Inc.						(4) (6) (12)						L + 6.00%						7.00%						12/02/2025						810						787						781						0.18
Vehlo Purchaser, LLC						(4) (5) (7)						L + 5.00%						5.75%						08/27/2027						11,638						11,416						11,454						2.67
Vehlo Purchaser, LLC						(4) (7) (12)						L + 5.00%						5.75%						08/27/2027						3,375						3,263						3,243						0.75

1822

---

Table of Contents

SL Investment Corp.

Consolidated Schedule of Investments (ContinuedAudited)

December 31, 2020

(In thousands)

(1)			2021

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread						Interest Rate(2)						Maturity Date						Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
Vehlo Purchaser, LLC						(4) (7) (12)						L + 5.00%						5.75%						08/27/2027						500						$	453					$	461					0.11			%
																																				60,233						60,547						14.09
Biotechnology
GraphPad Software, LLC						(4) (5) (6)						L + 5.50%						6.50%						04/27/2027						6,476						6,417						6,416						1.49
GraphPad Software, LLC						(4) (6) (12)						L + 6.00%						7.00%						04/27/2027						—						(7)						(7)						—
																																				6,410						6,409						1.49
Commercial Services & Supplies
365 Retail Markets, LLC						(4) (5) (6)						L + 4.75%						5.75%						12/23/2026						7,462						7,339						7,369						1.71
365 Retail Markets, LLC						(4) (6) (12)						L + 4.75%						5.75%						12/23/2026						—						(15)						(15)						—
365 Retail Markets, LLC						(4) (6) (12)						L + 4.75%						5.75%						12/23/2026						343						323						328						0.08
Capstone Acquisition Holdings, Inc.						(4) (5) (6)						L + 4.75%						5.75%						11/12/2027						6,920						6,866						6,920						1.61
Capstone Acquisition Holdings, Inc.						(4) (6) (12)						L + 4.75%						5.75%						11/12/2027						387						381						387						0.09
Encore Holdings, LLC						(4) (5) (7)						L + 4.50%						5.25%						11/23/2028						9,341						9,180						9,180						2.14
Encore Holdings, LLC						(4) (7) (12)						L + 4.50%						5.25%						11/23/2028						2,560						2,383						2,383						0.55
Encore Holdings, LLC						(4) (7) (12)						L + 4.50%						5.25%						11/23/2027						—						(46)						(46)						(0.01)
FLS Holding, Inc.						(4) (5) (6) (9)						L + 5.25%						6.25%						12/17/2028						23,000						22,542						22,542						5.25
FLS Holding, Inc.						(4) (6) (9) (12)						L + 5.25%						6.25%						12/17/2028						—						(50)						(50)						(0.01)
FLS Holding, Inc.						(4) (6) (9) (12)						L + 5.25%						6.25%						12/17/2027						—						(40)						(40)						(0.01)
KWOR Acquisition, Inc.						(4) (5) (7)						L + 5.25%						6.00%						12/22/2028						878						865						865						0.20
KWOR Acquisition, Inc.						(4) (12)						P + 4.25%						7.50%						12/22/2027						12						10						10						—
MHE Intermediate Holdings, LLC						(4) (5) (6)						L + 5.75%						6.75%						07/21/2027						12,291						12,060						12,168						2.83
MHE Intermediate Holdings, LLC						(4) (6) (12)						L + 5.75%						6.75%						07/21/2027						926						902						910						0.21
MHE Intermediate Holdings, LLC						(4) (6) (12)						L + 5.75%						6.75%						07/21/2027						—						(20)						(11)						—
PDFTron US Acquisition Corp.						(4) (5) (6) (9)						L + 5.50%						6.50%						07/15/2027						13,167						12,954						12,812						2.98
PDFTron US Acquisition Corp.						(4) (5) (6) (9) (12)						L + 5.50%						6.50%						07/15/2027						2,640						2,590						2,527						0.59
PDFTron US Acquisition Corp.						(4) (6) (9) (12)						L + 5.50%						6.50%						07/15/2026						—						(60)						(89)						(0.02)
Pritchard Industries, LLC						(4) (5) (7)						L + 5.50%						6.25%						10/13/2027						11,053						10,838						10,838						2.52
Pritchard Industries, LLC						(4) (7) (12)						L + 5.50%						6.25%						10/13/2027						—						(25)						(25)						(0.01)
Procure Acquireco, Inc. (Procure Analytics)						(4) (5) (7)						L + 5.50%						6.25%						12/20/2028						15,873						15,557						15,557						3.62
Procure Acquireco, Inc. (Procure Analytics)						(4) (7) (12)						L + 5.50%						6.25%						12/20/2028						—						(32)						(32)						(0.01)
Procure Acquireco, Inc. (Procure Analytics)						(4) (7) (12)						L + 5.50%						6.25%						12/20/2028						—						(19)						(19)						—
Sherlock Buyer Corp.						(4) (5) (7)						L + 5.75%						6.50%						12/08/2028						18,694						18,323						18,323						4.26
Sherlock Buyer Corp.						(4) (7) (12)						L + 5.75%						6.50%						12/08/2028						—						(53)						(53)						(0.01)
Sherlock Buyer Corp.						(4) (7) (12)						L + 5.75%						6.50%						12/08/2027						—						(43)						(43)						(0.01)
Sweep Purchaser, LLC						(4) (5) (6)						L + 5.75%						6.75%						11/30/2026						2,931						2,881						2,881						0.67
Sweep Purchaser, LLC						(4) (5) (6) (12)						L + 5.75%						6.75%						11/30/2026						1,676						1,648						1,648						0.38

23

---

SL Investment Corp.

Consolidated Schedule of Investments (Audited)

December 31, 2021

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread						Interest Rate(2)						Maturity Date						Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
Sweep Purchaser, LLC						(4) (12)						P + 4.75%						8.00%						11/30/2026						150						$	142					$	142					0.03			%
Valcourt Holdings II, LLC						(4) (5) (6)						L + 5.50%						6.50%						01/07/2027						12,766						12,544						12,766						2.97
Valcourt Holdings II, LLC						(4) (6) (12)						L + 5.50%						6.50%						01/07/2027						840						802						840						0.20
Vessco Midco Holdings, LLC						(4) (5) (6)						L + 4.50%						5.50%						11/02/2026						5,471						5,425						5,471						1.27
Vessco Midco Holdings, LLC						(4) (6) (12)						L + 4.50%						5.50%						11/02/2026						2,943						2,914						2,943						0.68
Vessco Midco Holdings, LLC						(4) (12)						P + 3.50%						6.75%						10/18/2026						40						33						40						0.01
VRC Companies, LLC						(4) (5) (7)						L + 5.50%						6.25%						06/29/2027						21,144						20,848						20,966						4.88
VRC Companies, LLC						(4) (5) (7) (12)						L + 5.50%						6.25%						06/29/2027						1,398						1,349						1,369						0.32
VRC Companies, LLC						(4) (7) (12)						L + 5.50%						6.25%						06/29/2027						—						(10)						(6)						—
																																				171,286						171,756						39.97
Construction & Engineering
KPSKY Acquisition, Inc.						(4) (5) (7)						L + 5.50%						6.25%						10/19/2028						14,810						14,521						14,521						3.38
KPSKY Acquisition, Inc.						(4) (12)						P + 4.50%						7.75%						10/19/2028						846						821						821						0.19
																																				15,342						15,342						3.57
Containers & Packaging
BP Purchaser, LLC						(4) (5) (7)						L + 5.50%						6.25%						12/10/2028						23,664						23,194						23,194						5.40
Fortis Solutions Group, LLC						(4) (5) (7)						L + 5.50%						6.25%						10/13/2028						8,327						8,165						8,165						1.90
Fortis Solutions Group, LLC						(4) (7) (12)						L + 5.50%						6.25%						10/13/2028						—						(33)						(33)						(0.01)
Fortis Solutions Group, LLC						(4) (7) (12)						L + 5.50%						6.25%						10/15/2027						—						(22)						(22)						(0.01)
																																				31,304						31,304						7.28
Distributors
PT Intermediate Holdings III, LLC						(4) (5) (7)						L + 5.50%						6.25%						11/01/2028						9,200						9,109						9,109						2.12
PT Intermediate Holdings III, LLC						(4) (7) (12)						L + 5.50%						6.25%						11/01/2028						6,095						6,035						6,035						1.40
																																				15,144						15,144						3.52
Diversified Consumer Services
Mammoth Holdings, LLC						(4) (5) (6)						L + 6.00%						7.00%						10/16/2023						3,478						3,454						3,478						0.81
Mammoth Holdings, LLC						(4) (5) (6) (12)						L + 6.00%						7.00%						10/16/2023						12,368						12,253						12,368						2.88
Mammoth Holdings, LLC						(4) (6) (12)						L + 6.00%						7.00%						10/16/2023						—						(3)						—						—
																																				15,704						15,846						3.69
Diversified Financial Services
SitusAMC Holdings Corporation						(4) (5) (7)						L + 5.75%						6.50%						12/22/2027						7,200						7,128						7,128						1.66
Food Products
Teasdale Foods, Inc. (Teasdale Latin Foods)						(4) (5) (6)						L + 6.25%; 1.00% PIK						8.25%						12/18/2025						3,716						3,655						3,343						0.78
Health Care Equipment & Supplies
Performance Health Holdings, Inc.						(4) (5) (6)						L + 6.00%						7.00%						07/12/2027						4,489						4,405						4,489						1.04

24

---

SL Investment Corp.

Consolidated Schedule of Investments (Audited)

December 31, 2021

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread						Interest Rate(2)						Maturity Date						Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
Health Care Providers & Services
Bearcat Buyer, Inc.						(4) (5) (6)						L + 4.75%						5.75%						07/09/2026						6,843						$	6,700					$	6,843					1.59			%
Bearcat Buyer, Inc.						(4) (6) (12)						L + 4.75%						5.75%						07/09/2026						6,262						6,122						6,262						1.46
DCA Investment Holdings, LLC						(4) (5) (7)						L + 6.25%						7.00%						03/12/2027						4,790						4,726						4,790						1.11
DCA Investment Holdings, LLC						(4) (7) (12)						L + 6.25%						7.00%						03/12/2027						462						451						462						0.11
Heartland Veterinary Partners, LLC						(4) (5) (6)						L + 4.75%						5.75%						12/10/2026						3,914						3,876						3,876						0.90
Heartland Veterinary Partners, LLC						(4) (6) (12)						L + 4.75%						5.75%						12/10/2026						881						795						795						0.19
Heartland Veterinary Partners, LLC						(4) (6) (12)						L + 4.75%						5.75%						12/10/2026						—						(7)						(7)						—
Promptcare Infusion Buyer, Inc.						(4) (5) (6)						L + 6.00%						7.00%						09/01/2027						3,928						3,853						3,835						0.89
Promptcare Infusion Buyer, Inc.						(4) (6) (12)						L + 6.00%						7.00%						09/01/2027						359						339						319						0.07
Suveto Buyer, LLC						(4) (7) (12)						L + 4.25%						5.00%						09/09/2027						3,323						3,274						3,259						0.76
Suveto Buyer, LLC						(4) (12)						P + 3.25%						6.50%						09/09/2027						253						248						248						0.06
																																				30,377						30,682						7.14
Health Care Technology
Lightspeed Buyer, Inc.						(4) (5) (6)						L + 5.75%						6.75%						02/03/2026						4,266						4,168						4,077						0.95
Lightspeed Buyer, Inc.						(4) (5) (6) (12)						L + 5.75%						6.75%						02/03/2026						3,109						3,019						2,911						0.68
																																				7,187						6,988						1.63
Insurance
Foundation Risk Partners, Corp.						(4) (5) (7)						L + 5.75%						6.50%						10/29/2028						18,553						18,280						18,280						4.25
Foundation Risk Partners, Corp.						(4) (7) (12)						L + 5.75%						6.50%						10/29/2028						2,305						2,258						2,258						0.53
Foundation Risk Partners, Corp.						(4) (7) (12)						L + 5.75%						6.50%						10/29/2027						—						(29)						(29)						(0.01)
Galway Borrower, LLC						(4) (5) (7)						L + 5.25%						6.00%						09/29/2028						11,452						11,230						11,254						2.62
Galway Borrower, LLC						(4) (7) (12)						L + 5.25%						6.00%						09/29/2028						790						757						744						0.17
Galway Borrower, LLC						(4) (7) (12)						L + 5.25%						6.00%						09/30/2027						—						(17)						(15)						—
Higginbotham Insurance Agency, Inc.						(4) (5) (7)						L + 5.50%						6.25%						11/25/2026						4,853						4,791						4,804						1.12
Higginbotham Insurance Agency, Inc.						(4) (5) (7) (12)						L + 5.50%						6.25%						11/25/2026						1,370						1,352						1,356						0.32
High Street Buyer, Inc.						(4) (5) (7)						L + 6.00%						6.75%						04/14/2028						4,326						4,246						4,326						1.01
High Street Buyer, Inc.						(4) (5) (7) (12)						L + 6.00%						6.75%						04/14/2028						15,916						15,601						15,916						3.70
High Street Buyer, Inc.						(4) (7) (12)						L + 6.00%						6.75%						04/16/2027						—						(16)						—						—
Integrity Marketing Acquisition, LLC						(4) (5) (6) (12)						L + 5.75%						6.75%						08/27/2025						24,849						24,545						24,478						5.70
Integrity Marketing Acquisition, LLC						(4) (7) (12)						L + 5.50%						6.25%						08/27/2025						6,172						6,078						6,060						1.41
Keystone Agency Investors						(4) (5) (6)						L + 5.50%						6.50%						05/03/2027						2,003						1,974						1,974						0.46
Keystone Agency Investors						(4) (6) (12)						L + 5.50%						6.50%						05/03/2027						—						(38)						(38)						(0.01)
Peter C. Foy & Associates Insurance Services, LLC						(4) (5) (7)						L + 6.00%						6.75%						11/01/2028						7,488						7,415						7,415						1.73
Peter C. Foy & Associates Insurance Services, LLC						(4) (7) (12)						L + 6.00%						6.75%						11/01/2028						1,430						1,413						1,413						0.33
Peter C. Foy & Associates Insurance Services, LLC						(4) (7) (12)						L + 6.00%						6.75%						11/01/2027						—						(3)						(3)						—
RSC Acquisition, Inc.						(4) (5) (7)						L + 5.50%						6.25%						10/30/2026						1,281						1,269						1,269						0.30

25

---

SL Investment Corp.

Consolidated Schedule of Investments (Audited)

December 31, 2021

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread						Interest Rate(2)						Maturity Date						Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
RSC Acquisition, Inc.						(4) (7) (12)						L + 5.50%						6.25%						10/30/2026						3,844						$	3,753					$	3,753					0.87			%
World Insurance Associates, LLC						(4) (5) (6)						L + 5.75%						6.75%						04/01/2026						15,078						14,726						14,782						3.44
World Insurance Associates, LLC						(4) (5) (6) (12)						L + 5.75%						6.75%						04/01/2026						11,772						11,538						11,539						2.69
World Insurance Associates, LLC						(4) (6) (12)						L + 5.75%						6.75%						04/01/2026						73						56						54						0.01
																																				131,179						131,590						30.62
Interactive Media & Services
FMG Suite Holdings, LLC						(4) (5) (6)						L + 5.50%						6.50%						10/30/2026						9,537						9,366						9,502						2.21
FMG Suite Holdings, LLC						(4) (5) (6) (12)						L + 5.50%						6.50%						10/30/2026						—						(39)						(8)						—
FMG Suite Holdings, LLC						(4) (5) (6) (12)						L + 5.50%						6.50%						10/30/2026						—						(20)						(4)						—
MSM Acquisitions, Inc.						(4) (5) (6)						L + 6.00%						7.00%						12/09/2026						11,434						11,268						11,320						2.63
MSM Acquisitions, Inc.						(4) (6) (12)						L + 6.00%						7.00%						12/09/2026						3,261						3,151						3,114						0.72
MSM Acquisitions, Inc.						(4) (12)						P + 5.00%						8.25%						12/09/2026						122						100						109						0.03
Triple Lift, Inc.						(4) (5) (7)						L + 5.75%						6.50%						05/08/2028						11,940						11,719						11,830						2.75
Triple Lift, Inc.						(4) (7) (12)						L + 5.75%						6.50%						05/08/2028						—						(31)						(16)						—
																																				35,514						35,847						8.34
IT Services
Atlas Purchaser, Inc.						(5) (7)						L + 5.25%						6.00%						05/08/2028						7,463						7,324						7,313						1.70
Donuts, Inc.						(4) (5) (6)						L + 6.00%						7.00%						12/29/2026						6,188						6,079						6,188						1.44
Govbrands Intermediate, Inc.						(4) (5) (7)						L + 5.50%						6.25%						08/04/2027						17,212						16,806						16,806						3.91
Govbrands Intermediate, Inc.						(4) (7) (12)						L + 5.50%						6.25%						08/04/2027						3,882						3,769						3,769						0.88
Govbrands Intermediate, Inc.						(4) (7) (12)						L + 5.50%						6.25%						08/04/2027						—						(42)						(42)						(0.01)
Syntax Systems Ltd						(4) (5) (7) (9)						L + 5.50%						6.25%						10/29/2028						15,348						15,197						15,197						3.54
Syntax Systems Ltd						(4) (7) (9) (12)						L + 5.50%						6.25%						10/29/2028						—						(39)						(39)						(0.01)
Syntax Systems Ltd						(4) (7) (9) (12)						L + 5.50%						6.25%						10/29/2026						701						686						686						0.16
Thrive Buyer, Inc. (Thrive Networks)						(4) (5) (6)						L + 6.00%						7.00%						01/22/2027						7,318						7,188						7,188						1.67
Thrive Buyer, Inc. (Thrive Networks)						(4) (5) (6) (12)						L + 6.00%						7.00%						01/22/2027						3,078						2,976						2,976						0.69
Thrive Buyer, Inc. (Thrive Networks)						(4) (6) (12)						L + 6.00%						7.00%						01/22/2027						—						(12)						(12)						—
Upstack Holdco, Inc.						(4) (5) (6)						L + 6.00%						7.00%						08/20/2027						4,219						4,118						4,129						0.96
Upstack Holdco, Inc.						(4) (6) (12)						L + 6.00%						7.00%						08/20/2027						1,425						1,401						1,385						0.32
Upstack Holdco, Inc.						(4) (6) (12)						L + 6.00%						7.00%						08/20/2027						—						(10)						(8)						—
																																				65,441						65,536						15.25
Leisure Products
GSM Acquisition Corp. (GSM Outdoors)						(4) (5) (6)						L + 5.00%						6.00%						11/16/2026						19,884						19,681						19,884						4.63
GSM Acquisition Corp. (GSM Outdoors)						(4) (5) (6) (12)						L + 5.00%						6.00%						11/16/2026						1,697						1,677						1,697						0.39
GSM Acquisition Corp. (GSM Outdoors)						(4) (6) (12)						L + 5.00%						6.00%						11/16/2026						1,017						998						1,017						0.24
																																				22,356						22,598						5.26

26

---

SL Investment Corp.

Consolidated Schedule of Investments (Audited)

December 31, 2021

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread						Interest Rate(2)						Maturity Date						Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
Machinery
Answer Target Holdco, LLC						(4) (5) (6)						L + 6.00%						7.00%						12/30/2026						13,000						$	12,740					$	12,740					2.96			%
Answer Target Holdco, LLC						(4) (6) (12)						L + 6.00%						7.00%						12/30/2026						—						(20)						(20)						—
																																				12,720						12,720						2.96
Multi-Utilities
AWP Group Holdings, Inc.						(4) (5) (6)						L + 4.75%						5.75%						12/22/2027						10,804						10,659						10,804						2.51
AWP Group Holdings, Inc.						(4) (5) (6) (12)						L + 4.75%						5.75%						12/22/2027						1,575						1,542						1,575						0.37
AWP Group Holdings, Inc.						(4) (6) (12)						L + 4.75%						5.75%						12/22/2026						521						498						521						0.12
Ground Penetrating Radar Systems, LLC						(4) (5) (6)						L + 4.75%						5.75%						06/26/2026						3,759						3,694						3,759						0.87
Ground Penetrating Radar Systems, LLC						(4) (6) (12)						L + 4.75%						5.75%						06/26/2025						323						312						323						0.08
																																				16,705						16,982						3.95
Professional Services
Abacus Data Holdings, Inc. (AbacusNext)						(4) (5) (6)						L + 6.25%						7.25%						03/10/2027						8,060						7,898						8,060						1.88
Abacus Data Holdings, Inc. (AbacusNext)						(4) (6) (12)						L + 6.25%						7.25%						03/10/2027						—						(14)						—						—
Abacus Data Holdings, Inc. (AbacusNext)						(4) (6) (12)						L + 6.25%						7.25%						03/10/2027						90						78						90						0.02
Citrin Cooperman Advisors, LLC						(4) (5) (7)						L + 5.00%						5.75%						10/01/2027						8,647						8,480						8,480						1.97
Citrin Cooperman Advisors, LLC						(4) (7) (12)						L + 5.00%						5.75%						10/01/2027						—						(36)						(36)						(0.01)
Citrin Cooperman Advisors, LLC						(4) (7) (12)						L + 5.00%						5.75%						10/01/2027						—						(201)						(201)						(0.05)
IQN Holding Corp., dba Beeline						(4) (5) (6)						L + 5.50%						6.50%						08/20/2024						18,526						18,443						18,526						4.31
																																				34,648						34,919						8.13
Real Estate Management & Development
Associations, Inc.						(4) (5) (6)						L + 4.00%; 2.50% PIK						7.50%						07/02/2027						6,794						6,731						6,794						1.58
Associations, Inc.						(4) (5) (6) (12)						L + 4.00%; 2.50% PIK						7.50%						07/02/2027						1,167						1,156						1,167						0.27
Associations, Inc.						(4) (5) (6) (12)						L + 6.50%						7.50%						07/02/2027						4,794						4,750						4,794						1.12
Associations, Inc.						(4) (6) (12)						L + 6.50%						7.50%						07/02/2027						—						(7)						—						—
Zarya Intermediate, LLC						(4) (5) (6)						L + 6.50%						7.50%						07/01/2027						10,500						10,304						10,500						2.44
Zarya Intermediate, LLC						(4) (5) (6) (12)						L + 6.50%						7.50%						07/01/2027						8,250						8,093						8,250						1.92
Zarya Intermediate, LLC						(4) (6) (12)						L + 6.50%						7.50%						07/01/2027						—						(37)						—						—
																																				30,990						31,505						7.33
Software
Alert Media, Inc.						(4) (5) (6)						L + 5.00%						6.00%						04/12/2027						6,000						5,919						5,853						1.36
Alert Media, Inc.						(4) (6) (12)						L + 5.00%						6.00%						04/10/2026						—						(10)						(18)						—
Appfire Technologies, LLC						(4) (6)						L + 5.50%						6.50%						03/09/2027						1,998						1,990						1,998						0.46
Appfire Technologies, LLC						(4) (6) (12)						L + 5.50%						6.50%						03/09/2027						—						(26)						—						—

27

---

SL Investment Corp.

Consolidated Schedule of Investments (Audited)

December 31, 2021

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread						Interest Rate(2)						Maturity Date						Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
Assembly Intermediate, LLC						(4) (5) (6)						L + 7.00%						8.00%						10/19/2027						8,889						$	8,716					$	8,716					2.03			%
Assembly Intermediate, LLC						(4) (6) (12)						L + 7.00%						8.00%						10/19/2027						533						507						507						0.12
Assembly Intermediate, LLC						(4) (6) (12)						L + 7.00%						8.00%						10/19/2027						—						(17)						(17)						—
CLEO Communications Holding, LLC						(4) (5) (6)						L + 6.75%						7.75%						06/09/2027						17,142						16,983						16,871						3.93
CLEO Communications Holding, LLC						(4) (6) (12)						L + 6.75%						7.75%						06/09/2027						—						(49)						(85)						(0.02)
Cordeagle US Finco, Inc.						(4) (5) (6) (9)						L + 6.75%						7.75%						07/30/2027						7,800						7,653						7,800						1.82
Cordeagle US Finco, Inc.						(4) (6) (9) (12)						L + 6.75%						7.75%						07/30/2027						—						(22)						—						—
GS AcquisitionCo, Inc.						(4) (5) (6)						L + 5.75%						6.75%						05/22/2026						25,933						25,720						25,804						6.00
GS AcquisitionCo, Inc.						(4) (6) (12)						L + 5.75%						6.75%						05/22/2026						—						(11)						(23)						(0.01)
GS AcquisitionCo, Inc.						(4) (6) (12)						L + 5.75%						6.75%						05/22/2026						431						421						426						0.10
Gurobi Optimization, LLC						(4) (5) (6)						L + 5.00%						6.00%						12/19/2023						4,408						4,380						4,408						1.03
Gurobi Optimization, LLC						(4) (6) (12)						L + 5.00%						6.00%						12/19/2023						—						(3)						—						—
Pound Bidco, Inc.						(4) (5) (6) (9)						L + 6.50%						7.50%						01/30/2026						3,004						2,951						2,951						0.69
Pound Bidco, Inc.						(4) (5) (6) (9) (12)						L + 6.50%						7.50%						01/30/2026						—						(6)						(6)						—
Revalize, Inc.						(4) (5) (6) (12)						L + 5.25%						6.25%						04/15/2027						8,719						8,652						8,625						2.01
Revalize, Inc.						(4) (6) (12)						L + 5.25%						6.25%						04/15/2027						—						(1)						(1)						—
Skykick, Inc.						(4) (5) (6)						L + 7.25%						8.25%						09/01/2027						2,700						2,635						2,635						0.61
Skykick, Inc.						(4) (6) (12)						L + 7.25%						8.25%						09/01/2027						—						(13)						(13)						—
Trunk Acquisition, Inc.						(4) (6)						L + 6.00%						7.00%						2/19/2027						4,571						4,526						4,526						1.05
Trunk Acquisition, Inc.						(4) (6) (12)						L + 6.00%						7.00%						2/19/2026						—						(4)						(4)						—
																																				90,891						90,953						21.17
Total First Lien Debt																																				$	872,028					$	875,168					203.66			%
Second Lien Debt
Electronic Equipment, Instruments & Components
Infinite Bidco, LLC						(4) (8)						L + 7.00%						7.50%						03/02/2029						3,000						$	2,988					$	3,000					0.70			%
Infinite Bidco, LLC						(4) (8) (12)						L + 7.00%						7.50%						03/02/2029						—						(3)						—						—
																																				2,985						3,000						0.70
Health Care Providers & Services
Heartland Veterinary Partners, LLC						(4) (6)						L + 8.00%						9.00%						12/10/2027						360						353						353						0.08
Heartland Veterinary Partners, LLC						(4) (6) (12)						L + 8.00%						9.00%						12/10/2027						53						52						52						0.01
																																				405						405						0.09
Industrial Conglomerates
Aptean, Inc.						(4) (7)						L + 7.00%						7.75%						04/23/2027						1,050						1,050						1,050						0.24

28

---

SL Investment Corp.

Consolidated Schedule of Investments (Audited)

December 31, 2021

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread						Interest Rate(2)						Maturity Date						Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
IT Services
Idera, Inc.						(4) (7)						L + 6.75%						7.50%						03/02/2029						530						$	526					$	530					0.12			%
Red Dawn SEI Buyer, Inc.						(4) (6) (12)						L + 8.50%						9.50%						11/20/2026						1,000						978						1,000						0.23
																																				1,504						1,530						0.36
Software
Flexera Software, LLC						(4) (6)						L + 7.00%						8.00%						03/03/2029						1,500						1,472						1,500						0.35
Total Second Lien Debt																																				$	7,416					$	7,485					1.74			%
Other Securities
Unsecured Debt
Food Products
Familia Intermediate Holdings I Corp. (Teasdale Latin Foods)						(4) (9)						16.25% PIK												06/18/2026						600						$	593					$	450					0.10			%
Total Unsecured Debt																																				$	593					$	450					0.10			%

29

---

SL Investment Corp.

Consolidated Schedule of Investments (Audited)

December 31, 2021

(In thousands)

Investments-non-controlled/non-affiliated(1)						Footnotes						Reference Rate and Spread												Acquisition Date												Par Amount/ Shares						Cost(3)						Fair Value						Percentage of Net Assets
Preferred Equity
Integrity Marketing Acquisition, LLC						(4) (11)						10.50%												12/22/2021												750,000						$	735					$	735					0.17			%
Revalize, Inc.						(4) (11)						11.00%												12/14/2021												1,500						1,470						1,470						0.34
Skykick, Inc.						(4) (11)																		08/31/2021												23,665						225						229						0.05
Total Preferred Equity																																										2,430						2,434						0.57
Common Equity
Abacus Data Holdings, Inc. (AbacusNext)						(4) (11)																		07/12/2021												5,196						519						479						0.11
BP Purchaser, LLC						(4) (11)																		12/10/2021												1,233,333						1,234						1,234						0.29
CSC Thrive Holdings, LP (Thrive Networks)						(4) (11)																		03/01/2021												53,339						137						177						0.04
Encore Holdings, LLC						(4) (11)																		11/23/2021												478						55						55						0.01
GSM Equity Investors, LP (GSM Outdoors)						(4) (11)																		11/16/2020												500						50						138						0.03
PCX Holding Corp.						(4) (11)																		04/22/2021												1,154						115						170						0.04
Pritchard Industries, Inc.						(4) (11)																		10/13/2021												300,000						300						300						0.07
Procure Acquiom Financial, LLC (Procure Analytics)						(4) (11)																		12/20/2021												500,000						500						500						0.12
Shelby Co-invest, LP. (Spectrum Automotive)						(4) (11)																		06/29/2021												1,500						150						175						0.04
Suveto Buyer, LLC						(4) (9) (11)																		11/19/2021												3,000						300						300						0.07
Total Common Equity																																										3,360						3,528						0.82
Total Other Securities																																										$	6,383					$	6,412					1.49			%
Total Portfolio Investments																																										$	885,827					$	889,065					206.89			%

30

---

SL Investment Corp.

Consolidated Schedule of Investments (Audited)

December 31, 2021

(In thousands)

(1)			Unless otherwise indicated, issuers of debt and equity investments held by the Company are denominated in dollars. For the purpose of this Consolidated Schedule of Investments, the(which such term “Company” shall include the Company and its’s consolidated subsidiarysubsidiaries for purposes of this Consolidated Schedule of Investments) are denominated in dollars. All debt investments are income producing unless otherwise indicated. All equity investments are non-income producing unless otherwise noted. Certain portfolio company investments are subject to contractual restrictions on sales. Under the 1940 ActInvestment Company Act of 1940, as amended (together with the rules and regulations promulgated thereunder, the “1940 Act”), the Company would be deemed to “control” a portfolio company if the Company owned more than 25% of such portfolio company'sits outstanding voting securities and/or held the power to exercise control over the management or policies of suchthe portfolio company. As of December 31, 20202021, the Company does not “control” any of these portfolio companies. Under the 1940 Act, the Company would be deemed an “affiliated person” of a portfolio company if the Company owns 5% or more of suchthe portfolio company’s outstanding voting securities. As of December 31, 20202021, the Company is not an “affiliated person” of any of its portfolio companies.
(2)			Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR (“L”) or an alternate base rate (commonly based on the Federal Funds Rate (“F”) or the U.S. Prime Rate (“P”)), which generally resets periodically. For each loan, the Company has indicated the reference rate used and provided the spread and the interest rate in effect as of December 31, 20202021. As of December 31, 20202021, the reference rates for the Company'sour variable rate loans were the 130-monthday L at 0.1410%, the 390-monthday L at 0.2421% and, the 6180-monthday L at 0.2634% and the P at 3.25%.
(3)			The cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.
(4)			These investments were valued using unobservable inputs and are considered Level 3 investments. Fair value was determined in good faith by or under the direction of the Board of Directors (see Note 2 and Note 5), pursuant to the Company’s valuation policy.
(5)			The interest rate floor of these investments as of December 31, 2020 was 1%.
(6)			Assets or a portion thereof are pledged as collateral for the JPM Funding Facility (as defined in Note 6). See Note 6 “Debt”.
(76)			TheLoan includes interest rate floor on these investments asof 1.00%.
(7)			Loan includes interest rate floor of December 31, 2020 was 0.75%.
(8)			Loan includes interest rate floor of 0.50%.
(9)			The investment is not a qualifying asset under Section 55(a) of the 1940 Act. The Company may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of December 31, 2021 non-qualifying assets represented 6.80% of total assets as calculated in accordance with regulatory requirements.
(10)			Represents a senior unsecured note, which is subordinated to senior secured term loans of the portfolio company.
(9)			11)			Securities exempt from registration under the Securities Act of 1933 and may be deemed to be “restricted securities”. As of December 31, 2021, the aggregate fair value of these securities is $5,962 or 1.4% of the Company’s net assets. The initial acquisition dates have been included for such securities.
(12)			Position or portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may earn unused commitment fees. Negative cost and fair value, if any, results from unamortized fees, which are capitalized to the cost of the investment. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. See below for more information on the Company’s unfunded commitments as of December 31, 20202021:

Investments-non-controlled/non-affiliated			Unused Fee Rate			Commitment Type			Commitment Expiration Date			Unfunded Commitment			Fair Value
First Lien Debt
365 Retail Markets, LLC			1.00%			Delayed Draw Term Loan			11/05/2023			$	2,382		$	(15)
365 Retail Markets, LLC			0.50%			Revolver			12/23/2026			857			(11)
Abacus Data Holdings, Inc. (AbacusNext)			1.00%			Delayed Draw Term Loan			09/08/2022			1,500			—
Abacus Data Holdings, Inc. (AbacusNext)			0.50%			Revolver			03/10/2027			510			—
Alert Media, Inc.			0.50%			Revolver			04/10/2026			750			(18)
Answer Target Holdco, LLC			0.50%			Revolver			12/30/2026			1,000			(20)
Appfire Technologies, LLC			0.50%			Delayed Draw Term Loan			01/05/2023			5,797			—
ARI Network Services, Inc.			0.50%			Revolver			02/28/2025			727			(6)
Assembly Intermediate, LLC			1.00%			Delayed Draw Term Loan			10/19/2023			1,689			(20)
Assembly Intermediate, LLC			0.50%			Revolver			10/19/2027			889			(17)
Associations, Inc.			0.50%			Revolver			07/02/2027			797			—
AWP Group Holdings, Inc.			1.00%			Delayed Draw Term Loan			12/22/2022			1,579			—
AWP Group Holdings, Inc.			0.50%			Revolver			12/22/2026			1,374			—
Bearcat Buyer, Inc.			1.00%			Delayed Draw Term Loan			11/23/2022			513			—

1931

---

Table of Contents

SL Investment Corp.

Consolidated Schedule of Investments (ContinuedAudited)

December 31, 2020 2021

(In thousands)

20

Investments-non-controlled/non-affiliated			Unused Fee Rate			Commitment Type			Commitment Expiration Date			Unfunded Commitment			Fair Value
Capstone Acquisition Holdings, Inc.			1.00%			Delayed Draw Term Loan			05/13/2022			$	625		$	—
CC SAG Holdings Corp. (Spectrum Automotive)			1.00%			Delayed Draw Term Loan			06/29/2023			1,901			(22)
CC SAG Holdings Corp. (Spectrum Automotive)			0.50%			Revolver			06/29/2027			378			(4)
Citrin Cooperman Advisors, LLC			1.00%			Delayed Draw Term Loan			10/01/2023			3,706			(36)
Citrin Cooperman Advisors, LLC			0.50%			Revolver			10/01/2027			10,500			(201)
CLEO Communications Holding, LLC			0.50%			Revolver			06/09/2027			5,358			(85)
Cordeagle US Finco, Inc.			0.50%			Revolver			07/30/2027			1,200			—
DCA Investment Holdings, LLC			1.00%			Delayed Draw Term Loan			03/12/2023			724			—
Encore Holdings, LLC			0.75%			Delayed Draw Term Loan			11/23/2024			15,404			(152)
Encore Holdings, LLC			0.50%			Revolver			11/23/2027			2,695			(46)
FLS Holding, Inc.			1.00%			Delayed Draw Term Loan			06/17/2023			5,000			(50)
FLS Holding, Inc.			0.50%			Revolver			12/17/2027			2,000			(39)
FMG Suite Holdings, LLC			0.50%			Delayed Draw Term Loan			10/28/2022			2,250			(8)
FMG Suite Holdings, LLC			0.50%			Revolver			10/30/2026			1,125			(4)
Fortis Solutions Group, LLC			0.50%			Delayed Draw Term Loan			10/15/2023			3,373			(33)
Fortis Solutions Group, LLC			0.50%			Revolver			10/15/2027			1,157			(22)
Foundation Risk Partners, Corp.			1.00%			Delayed Draw Term Loan			10/29/2023			1,729			(20)
Foundation Risk Partners, Corp.			0.50%			Revolver			10/29/2027			1,959			(29)
Galway Borrower, LLC			0.50%			Delayed Draw Term Loan			09/30/2023			1,848			(32)
Galway Borrower, LLC			0.50%			Revolver			09/30/2027			880			(15)
Govbrands Intermediate, Inc.			1.00%			Delayed Draw Term Loan			08/04/2023			1,794			(36)
Govbrands Intermediate, Inc.			0.50%			Revolver			08/04/2027			1,816			(42)
GraphPad Software, LLC			0.50%			Revolver			04/27/2027			750			(7)
Ground Penetrating Radar Systems, LLC			0.50%			Revolver			06/26/2025			380			—
GS AcquisitionCo, Inc.			0.50%			Delayed Draw Term Loan			11/03/2022			4,643			(23)
GS AcquisitionCo, Inc.			0.50%			Revolver			05/22/2026			476			(2)
GSM Acquisition Corp. (GSM Outdoors)			0.50%			Revolver			11/16/2026			617			—
Gurobi Optimization, LLC			0.50%			Revolver			12/19/2023			536			—
Heartland Veterinary Partners, LLC			0.75%			Delayed Draw Term Loan			11/17/2023			7,926			(77)
Heartland Veterinary Partners, LLC			0.50%			Revolver			12/10/2026			779			(8)
High Street Buyer, Inc.			1.00%			Delayed Draw Term Loan			08/11/2023			1,451			—
High Street Buyer, Inc.			0.50%			Revolver			04/16/2027			915			—
Integrity Marketing Acquisition, LLC			1.00%			Delayed Draw Term Loan			12/03/2023			1,310			(20)
Jonathan Acquisition Company			0.50%			Revolver			12/22/2025			1,304			(32)
Keystone Agency Investors			1.00%			Delayed Draw Term Loan			12/21/2023			2,578			(38)
KPSKY Acquisition, Inc.			—%			Delayed Draw Term Loan			10/19/2023			848			(12)
KWOR Acquisition, Inc.			0.50%			Revolver			12/22/2027			110			(2)

32

---

SL Investment Corp.

Consolidated Schedule of Investments (Audited)

December 31, 2021

(In thousands)

Investments-non-controlled/non-affiliated			Unused Fee Rate			Commitment Type			Commitment Expiration Date			Unfunded Commitment			Fair Value
Lightspeed Buyer, Inc.			1.00%			Delayed Draw Term Loan			02/28/2023			$	1,350		$	(60)
Mammoth Holdings, LLC			0.50%			Delayed Draw Term Loan			12/15/2022			3,186			—
Mammoth Holdings, LLC			0.50%			Revolver			10/16/2023			408			—
MHE Intermediate Holdings, LLC			1.00%			Delayed Draw Term Loan			07/21/2023			679			(7)
MHE Intermediate Holdings, LLC			0.50%			Revolver			07/21/2027			1,071			(11)
MSM Acquisitions, Inc.			1.00%			Delayed Draw Term Loan			01/30/2023			11,364			(114)
MSM Acquisitions, Inc.			0.50%			Revolver			12/09/2026			1,194			(12)
Omni Intermediate Holdings, LLC			1.00%			Delayed Draw Term Loan			12/01/2023			1,565			(8)
Omni Intermediate Holdings, LLC			0.50%			Revolver			12/30/2025			989			(10)
PCX Holding Corp.			1.00%			Delayed Draw Term Loan			04/22/2023			793			—
PCX Holding Corp.			0.50%			Revolver			04/22/2027			793			—
PDFTron US Acquisition Corp.			1.00%			Delayed Draw Term Loan			01/15/2023			1,560			(42)
PDFTron US Acquisition Corp.			0.50%			Revolver			07/15/2026			3,300			(89)
Peter C. Foy & Associates Insurance Services, LLC			1.00%			Delayed Draw Term Loan			05/02/2023			650			(5)
Peter C. Foy & Associates Insurance Services, LLC			0.50%			Revolver			11/01/2027			347			(3)
Pound Bidco, Inc.			0.50%			Revolver			01/30/2026			388			(6)
Pritchard Industries, LLC			1.00%			Delayed Draw Term Loan			10/13/2023			2,632			(25)
Procure Acquireco, Inc. (Procure Analytics)			0.50%			Delayed Draw Term Loan			12/20/2023			3,175			(32)
Procure Acquireco, Inc. (Procure Analytics)			0.50%			Revolver			12/20/2028			952			(19)
Promptcare Infusion Buyer, Inc.			1.00%			Delayed Draw Term Loan			09/01/2023			1,307			(31)
PT Intermediate Holdings III, LLC			—%			Delayed Draw Term Loan			05/11/2022			8,510			—
Revalize, Inc.			0.50%			Delayed Draw Term Loan			06/13/2023			710			(7)
Revalize, Inc.			0.50%			Revolver			04/15/2027			71			(1)
RSC Acquisition, Inc.			0.50%			Delayed Draw Term Loan			11/12/2023			5,509			(54)
Sherlock Buyer Corp.			0.50%			Delayed Draw Term Loan			12/08/2023			5,392			(53)
Sherlock Buyer Corp.			0.50%			Revolver			12/08/2027			2,157			(43)
Skykick, Inc.			1.00%			Delayed Draw Term Loan			03/01/2023			1,125			(13)
Sonny’s Enterprises, Inc.			1.00%			Delayed Draw Term Loan			11/01/2022			9,750			(188)
Summit Buyer, LLC			1.00%			Delayed Draw Term Loan			06/23/2023			5,852			(46)
Summit Buyer, LLC			0.50%			Revolver			01/14/2026			1,037			(8)
Suveto Buyer, LLC			1.00%			Delayed Draw Term Loan			09/09/2023			3,618			(33)
Suveto Buyer, LLC			0.50%			Revolver			09/09/2027			303			(3)
Sweep Purchaser, LLC			0.50%			Revolver			11/30/2026			319			(5)
Syntax Systems Ltd			1.00%			Delayed Draw Term Loan			10/29/2023			4,010			(39)
Syntax Systems Ltd			0.50%			Revolver			10/29/2026			902			(9)
Thrive Buyer, Inc. (Thrive Networks)			1.00%			Delayed Draw Term Loan			12/30/2023			2,428			(46)
Thrive Buyer, Inc. (Thrive Networks)			0.50%			Revolver			01/22/2027			680			(12)

33

---

SL Investment Corp.

Consolidated Schedule of Investments (Audited)

December 31, 2021

(In thousands)

Investments-non-controlled/non-affiliated			Unused Fee Rate			Commitment Type			Commitment Expiration Date			Unfunded Commitment			Fair Value
Triple Lift, Inc.			0.50%			Revolver			05/08/2028			$	1,714		$	(16)
Trunk Acquisition, Inc.			0.50%			Revolver			02/19/2026			428			(4)
Turbo Buyer, Inc.			1.00%			Delayed Draw Term Loan			11/15/2023			690			(14)
Two Six Labs, LLC			0.50%			Delayed Draw Term Loan			08/20/2023			1,829			(18)
Two Six Labs, LLC			0.50%			Revolver			08/20/2027			915			(9)
Upstack Holdco, Inc.			1.00%			Delayed Draw Term Loan			08/26/2023			450			(10)
Upstack Holdco, Inc.			0.50%			Revolver			08/20/2027			375			(8)
Valcourt Holdings II, LLC			1.00%			Delayed Draw Term Loan			01/07/2023			1,459			—
Vehlo Purchaser, LLC			1.00%			Delayed Draw Term Loan			08/27/2023			4,958			(78)
Vehlo Purchaser, LLC			0.50%			Revolver			08/27/2027			2,000			(32)
Vessco Midco Holdings, LLC			1.00%			Delayed Draw Term Loan			11/02/2022			617			—
Vessco Midco Holdings, LLC			0.50%			Revolver			10/18/2026			855			—
VRC Companies, LLC			0.75%			Delayed Draw Term Loan			12/28/2022			2,143			(18)
VRC Companies, LLC			0.50%			Revolver			06/29/2027			708			(6)
World Insurance Associates, LLC			0.50%			Revolver			04/01/2026			897			(18)
Zarya Intermediate, LLC			0.50%			Revolver			07/01/2027			850			—
Zarya Intermediate, LLC			0.50%			Revolver			07/01/2027			1,150			—
Total First Lien Debt Unfunded Commitments												$	224,523		$	(2,469)
Second Lien Debt
Heartland Veterinary Partners, LLC			0.50%			Delayed Draw Term Loan			11/17/2023			$	87		$	(1)
Infinite Bidco LLC			1.00%			Delayed Draw Term Loan			03/02/2022			1,500			—
Total Second Lien Debt Unfunded Commitments												$	1,587		$	(1)
Total Unfunded Commitments												$	226,110		$	(2,470)

The accompanying notes are an integral part of these unaudited consolidated financial statements

34

---

Table of Contents

SL Investment Corp.

Notes to Consolidated Financial Statements (Unaudited)

September 30March 31, 20212022

(In thousands, except shares and per share data)amounts)

(1)Organization

Organization

SL Investment Corp. (together with its consolidated subsidiary, the “Company”) is a Delaware corporation formed on August 24, 2020 and structured as annon-diversified externally managed specialty finance company that is focused on lending to middle-market companies. The Company has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940 Act, as amended (the “1940 Act”). In addition, for U.S. federal income tax purposes, the Company has elected to be treated, and intends to comply with the requirements to qualify annually, as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Company is not a subsidiary of or consolidated with Morgan Stanley.

The Company was formed as a Delaware corporation on August 24, 2020 and commenced investment operations in October 2020. The Company’s investment objective is to achieve attractive risk-adjusted returns via current income and, to a lesser extent, capital appreciation by investing primarily in directly originated senior secured term loans issued by U.S. middle-market companies backed by financial sponsors.

On September 24, 2020, the Company filed an amended and restated certificate of incorporation (the “Amended and Restated Certificate of Incorporation”) in the State of Delaware to, among other things, authorize additional shares of its common stock, par value $0.001 per share (the “Common Stock”), and to authorize shares of preferred stock having a par value of $0.001 per share (the “Series A Preferred Stock”) such that the Company has authorized stock consisting of 100,000,000 shares of Common Stock and 1,000,000 shares of Series A Preferred Stock.

On September 24, 2020, the then sole stockholder approved the application of the reduced asset coverage requirements in Section 61(a)(2) of the 1940 Act to the Company, effective as of September 25, 2020. As a result of the stockholder approval, effective September 25, 2020, the asset coverage ratio decreased to 150% from 200%, so long as the Company meets certain disclosure requirements under the 1940 Act.

The Company commenced investment operations in October 2020. The Company’s investment objective is to achieve attractive risk-adjusted returns via current income and, to a lesser extent, capital appreciation by investing primarily in directly originated senior secured term loans issued by U.S. middle-market companies backed by financial sponsors.

On October 19, 2020, the Company sold 521 shares of its Series A Preferred Stock for $1,000 per share to a select group of individual investors who are “accredited investors” within the meaning of Rule 501(a) of Regulation D promulgated under the Securities Act of 1933, as amended (the “Securities Act”).

.

On February 1, 2021, the Company filed its Second Amended and Restated Certificate of Incorporation, which amended and restated the Amended and Restated Certificate of Incorporation to clarify that the Company may be subject to provisions of the Employee Retirement Income Security Act of 1971, as amended (“ERISA”), during all periods when its assets are treated as “plan assets” for purposes of ERISA.

The Company is conducting private offerings (the “Private Offerings”) of shares of Common Stock to investors in reliance on exemptions from the registration requirements of the Securities Act. At the closing of any Private Offering, each investor makes a capital commitment (a “Capital Commitment”) to purchase shares of Common Stock pursuant to a subscription agreement entered into with the Company (each, a “Subscription Agreement”). Investors are required to fund drawdowns to purchase shares of Common Stock up to the amount of their respective Capital Commitments each time the Company delivers a notice to the investors.

The Company has formed wholly-owned subsidiaries for the purpose of holding certain investments in portfolio companies made by the Company. As of March 31, 2022, the Company's wholly-owned subsidiaries were formed as Delaware limited liability companies and included: SLIC Financing SPV LLC (“SLIC SPV”) is a wholly owned subsidiary of the Company that was formed as a Delaware limited liability company on November 4, 2020. SLIC SPV expects to hold investments in first and second lien senior secured loans., SLIC CA SPV LLC (“SLIC CA”) and SLIC Equity Holdings LLC (“SLIC Equity Holdings,” and collectively with SLIC SPV and SLIC SPVCA, is consolidatedthe “subsidiaries”). The Company consolidates its wholly-owned subsidiaries in these consolidated financialfinancing statements commencing from the date of its formation.

the respective subsidiary's formation.

35

---

Table of Contents

(2)Summary of Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). As an investment company, the Company applies the accounting and reporting guidance in Accounting Standards Codification (“ASC”) Topic 946, Financial Services – Investment Companies (“ASC

21

---

Table of Contents

SL Investment Corp.

Notes to Consolidated Financial Statements (Unaudited)

September 30, 2021

(In thousands, except shares and per share data)

946”) issued by the Financial Accounting Standards Board (“FASB”). The carrying value for all assets and liabilities approximates their fair value.

946”) issued by the Financial Accounting Standards Board (“FASB”). The carrying value for all assets and liabilities approximates their fair value.

The interim consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Articles 6 and 10 of Regulation S-X. Accordingly, certain disclosures accompanying thefor annual, audited consolidated financial statements prepared in accordance with U.S.  GAAP are omitted.   In the opinion of management, all adjustments, consisting solely of normal recurring accruals considered necessary for the fair presentation of financial statements for the interim period presented, have been included. The current period’s results of operations will not necessarily be indicative of results that the Company may ultimately achieve for the year ending December 31, 2021. All intercompany balances and transactions have been eliminated2022.

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and expenses and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Such amounts could differ from those estimates and such differences could be material. Management’s estimates are based on historical experiences and other factors, including expectations of future events that management believes to be reasonable under the circumstances. Assumptions and estimates regarding the valuation of investments involve a higher degree of judgment and complexity and these assumptions and estimates may be significant to the consolidated financial statements.

Consolidation

Consolidation

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

As of September 30, 2021, the Company’s consolidated subsidiary was SLIC SPV. 

Cash

Cash

Cash is carried at cost, which approximates fair value. The Company deposits its cash with multiple financial institutions and, at times, may exceed the Federal Deposit Insurance Corporation insured limit.

Investments

Investment transactions are recorded on the trade date. Receivables/payables from investments sold/purchased on the Consolidated Statements of Assets and Liabilities consist of amounts receivable to or payable by the Company for transactions that have not settled at the reporting date. Realized gains or losses are measured by the difference between the net proceeds received (excluding prepayment fees, if any) and the amortized cost basis of the investment using the specific identification method without regard to unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries. The net change in unrealized gains or losses on the Consolidated Statements of Operations primarily reflects the change in investment values, including the reversal of previously recorded unrealized gains or losses with respect to investments realized during the period. See Note 5 for further information about

The Company’s board of directors (the “Board of Directors”), with the assistance of the Company’s audit committee (the “Audit Committee”), determines the fair value of the Company’s investments in accordance with ASC Topic 820, Fair Value Measurements (“ASC 820”) issued by FASB. ASC 820 defines fair value as “the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.” Fair value is a market-based measurement, not an entity-specific measurement. For some investments, observable market transactions or market information might be available. For other investments, observable market transactions and market information might not be available. However, the objective of a fair value measurement in both cases is the same—to estimate the price when an orderly transaction to sell the investment would take place between market participants at the measurement date under current market conditions (that is, an exit price at the measurement date from the perspective of a market participant. Refer to Note 5 for our framework for determining fair value, fair value measurements.hierarchies, and the composition of our portfolio.

Revenue Recognition

Interest Income

Interest Income

Interest income is recorded on an accrual basis and includes the accretion of discounts and amortizations of premiums.   Discounts from and premiums to par value on debt investments purchased are accreted/amortized into interest income over the life of the respective securityinvestment using the effective interest method.   The amortized cost of debt investments represents the original cost, including loan origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion of

2236

---

Table of Contents

SL Investment Corp.of Contents

Notes to Consolidated Financial Statements (Unaudited)

September 30, 2021

(In thousands, except shares and per share data)

of discounts and amortization of premiums, if any.  discounts and amortization of premiums, if any. Upon prepayment of a loan or debt securityinvestment, any prepayment premiums, unamortized upfront loan origination fees and unamortized discounts are recorded as interest income in the current period.

PIK Income

PIK Income

The Company has loans in its portfolio that contain payment-in-kind (“PIK”) provisions. PIK represents interest that is accrued and recorded as interest income at the contractual rates, increases the loan principal on the respective capitalization dates, and is generally due at maturity. Such income is included in interest income onin the Consolidated Statements of Operations. If at any point the Company believes PIK is not expected to be realized, the investment generating PIK will be placed on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest is generally reversed through interest income. To maintain the Company’s status as a RIC, this non-cash source of income must be paid out to stockholders in the form of dividends, even though the Company has not yet collected cash.

Dividend income

Dividend income on preferred equity investments is recorded 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 investments is recorded on the record date for private portfolio companies and on the ex-dividend date for publicly traded portfolio companies. Dividend income areis presented net of withholding tax, if any.

Other Income

    The Company may receive various fees in the ordinary course of business such as structuring, consent, waiver, amendment and syndication fees as well as fees for managerial assistance rendered by the Company to the portfolio companies.   Such fees are recognized in income when earned or when the services are rendered and there is no uncertainty or contingency related to the amount to be received.  

Non-Accrual Income

Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full.   Accrued interest is generally reversed when a loan is placed on non-accrual status. 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 regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest are paid current and, in management’s judgment, are likely to remain current. Management may determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection.

Realized Gains/Losses

Realized gains or losses are measured by the difference between the net proceeds received (excluding prepayment fees, if any) and the amortized cost basis of the investment using the specific identification method without regard to unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries.

Organization and Offering Costs

Organization and Offering Costs

Costs associated with the organization of the Company are expensed as incurred, subject to the limitations discussed belowin Note 3. These costs consist primarily of legal fees and other costs of organizing the Company. Costs associated with the offering of Common Stock and Series A Preferred Stock are capitalized as “deferred offering costs” on the Consolidated Statements of Assets and Liabilities and amortized over a twelve-month period from the initial capital call and Series A Preferred Stock issuance dateIssuance Date, respectively, subject to the limitation described in Note 3 below. These costs consist primarily of legal fees and other costs incurred in connection with the Company’s continuous Private Offeringsprivate offerings of its Common Stock, and issuance of its Series A Preferred Stock.

23

---

Table of Contents

SL Investment Corp.

Notes to Consolidated Financial Statements (Unaudited)

September 30, 2021

(In thousands, except shares and per share data)

Expenses

Expenses

The Company is responsible for investment expenses, legal expenses, auditingprofessional fees and other general and administrative expenses related to the Company’s operations. Such fees and expenses, including expenses incurred by MS Capital Partners Adviser Inc., the Company’s investment adviser (the “Investment Adviser”),the Adviser on behalf of the Company, arewill be reimbursed by the Company.

, subject to contractual thresholds.

The Company pays the Investment Adviser a base management fee under the RestatedInvestment Advisory Agreement as described in Note 3 below. The fee is recorded onin the Consolidated Statements of Operations.

Deferred Financing Costs 

Deferred financing costs represent upfront fees, legal and other direct incremental costs incurred in connection with the Company’s borrowings. These costs are deferred and will be amortized over the life of the related borrowings using the straight-line method. Deferred financing costs related to revolving credit facilities are presented separately as an asset on the Company’s Consolidated Statements of Assets and Liabilities. The amortization of such Deferred Financing Costs are presented on the Consolidated Statements of Operations as other financing expenses.

Income Taxes

 

The Company has elected to be treated as a RIC under Subchapter M of the Code. So long as the Company maintains its status as a RIC, it generally will not pay corporate U.S. federal income taxes on any ordinary income or capital gains that it distributes at least annually to its stockholders as dividends. 

37

---

Table of Contents

In order to qualify as a RIC, the Company must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then the Company is generally required to pay income taxes only on the portion of its taxable income and gains it does not distribute.

The minimum distribution requirements applicable to RICs require the Company to distribute to its stockholders at least 90% of its investment company taxable income (the “ICTI”), as defined by the Code, each year. Depending on the level of ICTI earned in a tax year, the Company may choose to carry forward ICTI in excess of current year distributions into the next tax year. Any such carryover ICTI must be distributed before the end of that next tax year through a dividend declared prior to filing the final tax return related to the year which generated such ICTI.

    

In addition, based on the excise distribution requirements, the Company is subject to a 4% nondeductible federal excise tax on undistributed income unless the Company distributes in a timely manner an amount at least equal to the sum of (1) 98% of its ordinary income for each calendar year, (2) 98.2% of capital gain net income (both long-term and short-term) for the one-year period ending October 31 in that calendar year and (3) any income realized, but not distributed, in the preceding year. For this purpose, however, any ordinary income or capital gain net income retained by the Company that is subject to corporate income tax is considered to have been distributed. The Company intends to make sufficient distributions each taxable year to satisfy the excise distribution requirements.

    

The Company evaluates tax positions taken or expected to be taken in the course of preparing its consolidated financial statements to determine whether the tax positions are “more likely than not” to be sustained by the applicable tax authority. All penalties and interest associated with income taxes, if any, are included in income tax expense. SLIC SPV is a disregarded entity for tax purposes and is consolidated with the tax return of the Company.

For the three and ninemonths ended March 31, 2022, the Company did not accrue any excise tax. For the three months ended September 30March 31, 2021, the Company incurred $0 andaccrued $317 (dollar amount in actual), respectively, of U.S. federal excise tax.

24

---

Table of Contents

SL Investment Corp.

Notes to Consolidated Financial Statements (Unaudited)

September 30, 2021

(In thousands, except shares and per share data)

New Accounting Standards

In March 2020, theIn March 2020, FASB issued Accounting Standards Update 2020-04 (“ASU 2020-04”) “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” This accounting update provides optional accounting relief to entities with contracts, hedge accounting relationships or other transactions that reference the London Interbank Offered Rate (“LIBOR”)LIBOR or other interest rate benchmarks for which the referenced rate is expected to be discontinued or replaced. This optional relief generally allows for contract modifications solely related to the replacement of the reference rate to be accounted for as a continuation of the existing contract instead of as an extinguishment of the contract, and would therefore not trigger certain accounting impacts that would otherwise be required. The optional relief can be applied beginning January 1, 2020 and ending December 31, 2022. We plan to applyThe Company adopted the accounting relief on January 1, 2022, and noted no material impact on the consolidated financial statements, as relevant contract relationship modifications are made during the course of the reference rate reform transition period.

(3)Related Party Transactions 

Investment Advisory Agreement 

 

On February 1, 2021, the Company entered into an amended and restated investment advisory agreement (the “Restated Advisory Agreement”) with the Investment Adviser, which amended and restated the Company’s initial investment advisory agreement, dated as of September 24, 2020 (the “InvestmentPrior Advisory Agreement”) to clarify that the Company may be subject to provisions of ERISA, during all periods when the Company’s assets are treated as “plan assets” for purposes of ERISA. No material terms changed in the Restated Advisory Agreement as compared to the InvestmentPrior Advisory Agreement entered into on September 24, 2020, including the Base Management Fee (as defined below).

The Company pays the Investment Adviser a fee for its services under the Prior Advisory Agreement and the Restated Advisory Agreement (the “Base Management Fee”). The cost of the Base Management Fee willis ultimately be borne by holders of the Common Stock. As a part of the Restated Advisory Agreement, the Company agreed to reimburse the Investment Adviser for certain expenses it incurs on the Company's behalf.

’s behalf. The Investment Adviser is an indirect, wholly owned and consolidated subsidiary of Morgan Stanley.

Base Management Fee

The Base Management Fee is calculated at an annual rate of 0.25% of the Company’s average Capital Under Management, at the end of the then-current quarter and the prior calendar quarter (and, in the case of the Company'’s first quarter, Capital Under Management as of such quarter-end). “Capital Under Management” means cumulative capital called, less cumulative distributions categorized as returned capital. Capital Under Management does not include capital acquired through the use of leverage. The Investment Adviser doesBase Management Fee not receive any fees on unusedis payable quarterly in arrears, and no management fee is charged on committed but undrawn capital commitments.

For the three and nine months ended September 30March 31, 2022 and March 31, 2021, $137265 and $27655, respectively, of Base Management Fee was accrued to the Investment Adviser. For the period from August 24, 2020 (inception) through September 30, 2020, the Company did not incur any Base Management Fee.

As of September 30As of March 31, 20212022 and December 31, 20202021, $137265 and $27214, respectively, were payable to the Investment Adviser relating to Base Management Fees.

Administration Agreement

MS Private Credit Administrative Services LLC (the “Administrator”), is the administrator of the Company. pursuant toThe Administrator and the Company initially entered into an administration agreement entered into by the Company and the Administrator on September 24, 2020 (the “Prior Administration Agreement”).

On February 1, 2021, the Company entered into an amended and restated administration agreement (the “the Restated Administration Agreement”) with the Administrator which amended and restated the Administration Agreement to clarify that the Company may be subject to provisions of ERISA during all periods when its assets are treated as “plan assets” for purposes of ERISA

25

---

Table of Contents

SL Investment Corp.

Notes to Consolidated Financial Statements (Unaudited)

September 30, 2021

(In thousands, except shares and per share data)

and to make certain conforming changes in connection with such revisions. No material terms changed in the Restated Administration Agreement as compared to the . No material terms changed in the Restated

38

---

Table of Contents

Administration Agreement as compared to the Prior Administration Agreement.

The Administrator is an indirect, wholly owned and consolidated subsidiary of Morgan Stanley.

Pursuant to each of the Prior Administration Agreement and the Restated Administration Agreement, the Administrator provides services and receives reimbursements from the Company equal to an amount that reimburses the Administrator for certain expenses and the Company’s allocable portion of certain expenses incurred by the Administrator in performing its obligations under the Administration Agreement. Reimbursementsapplicable administration agreement. Reimbursement under the Prior Administration Agreement are madeoccurred and under the Restated Administration Agreement occurs quarterly in arrears.

For the three months ended March 31, 2022, the Company did not incur any expenses under the Restated Administration Agreement. For the three and nine months ended September 30March 31, 2021, the Company incurred $0 and $6, respectively,15 in expenses under the Prior Administration Agreement, which were recorded in administrative service expenses onin the Company’s Consolidated Statements of Operations. For the period from August 24, 2020 (inception) through September 30, 2020, the Company did not incur any expenses under the Administration Agreement.

AmountsAs of March 31, 2022 and December 31, 2021, $— and $24, respectively, was unpaid and included in payable to affiliates onin the Consolidated Statements of Assets and Liabilities as of September 30, 2021 and December 31, 2020 were $24 and $18, respectively.

.

Expense Support and Waiver Agreement

On February 1, 2021, the Company entered into an expense support and waiver agreement (the “Expense Support and Waiver Agreement”) with the Investment Adviser. Under the terms of the Expense Support and Waiver Agreement, the Investment Adviser agreed to waive any reimbursement by the Company of offering and organizational expenses to be incurred by the Investment Adviser on behalf of the Company in excess of $1,000 or 0.10% of the aggregate Capital Commitments of the Company, whichever is greater. If actual organization and offering costs incurred exceed the greater of $1,000 or 0.10% of the Company’s total Capital Commitments, the Investment Adviser or its affiliate will bear the excess costs. The Company shall reimburse the Investment Adviser for payments of any excess costs borne by the Investment Adviser on the Company’s behalf within three years of October 9, 2020.

 (the “Initial Closing Date”).

For the three and nine months ended September 30March 31, 2022 and March 31, 2021, the Company incurred $20— and $201129, respectively, towards organization cost and amortization of offering cost. These costs did not exceed the Investment Adviser reimbursement threshold, and as a result, no excess organization and offering costs were waived. For the period from August 24, 2020 (inception) through September 30, 2020, the Company incurred $182 towards organization cost.

Adviser Investment

On September 10, 2020, the Investment Adviser purchased all 1,000 of the Company’s then -issued and outstanding shares of Common Stock at a price per share of $20.00 for an aggregate purchase price of $20 (the “Seed Capital”).

(4)Investments

Investments

The composition of the Company’s investment portfolio as of March 31, 2022 and December 31, 2021 at cost and fair value were as follows:

26

---

Table of Contents

SL Investment Corp.

Notes to Consolidated Financial Statements (Unaudited)

September 30, 2021

(In thousands, except shares and per share data)

was as follows:

						March 31, 2022																		December 31, 2021
						Cost						Fair Value						% of Total Investments at Fair Value						Cost						Fair Value						% of Total Investments at Fair Value
First Lien Debt						$	925,405					$	927,746					98.5		%				$	872,028					$	875,168					98.5		%
Second Lien Debt						7,422						7,473						0.8						7,416						7,485						0.8
Other Securities						6,383						6,430						0.7						6,383						6,412						0.7
Total						$	939,210					$	941,649					100.0		%				$	885,827					$	889,065					100.0		%

The industry composition of investments at fair value were as follows:was as follows:

39

---

Table of Contents

						March 31, 2022						December 31, 2021
Aerospace and Defense						3.2			%			3.2			%
Air Freight and Logistics						1.6						1.7
Auto Components						2.8						2.3
Automobiles						6.4						6.8
Biotechnology						0.7						0.7
Commercial Services & Supplies						17.7						19.4
Construction and Engineering						1.6						1.7
Containers & Packaging						3.4						3.7
Distributors						2.5						1.7
Diversified Consumer Services						2.1						1.8
Diversified Financial Services						1.2						0.8
Electronic Equipment, Instruments & Components						0.3						0.3
Food Products						0.4						0.4
Health Care Equipment & Supplies						0.5						0.5
Health Care Providers & Services						4.3						3.5
Health Care Technology						0.8						0.8
Industrial Conglomerates						0.1						0.1
Insurance Services						14.4						15.0
Interactive Media & Services						3.9						4.0
IT Services						7.2						7.6
Leisure Products						2.3						2.6
Machinery						1.4						1.4
Multi-Utilities						2.8						1.9
Professional Services						4.7						4.0
Real Estate Management & Development						3.4						3.5
Software						10.3						10.6
Total						100.0			%			100.0			%

The geographic composition of investments at cost and fair value werewas as follows:

						March 31, 2022																		December 31, 2021
						Cost						Fair Value						% of Total Investments at Fair Value						Cost						Fair Value						% of Total Investments at Fair Value
Canada						$	39,247					$	38,969					4.1		%				$	34,273					$	34,039					3.8		%
United Kingdom						7,637						7,626						0.8						7,631						7,800						0.9
United States						892,326						895,054						95.1						843,923						847,226						95.3
Total						$	939,210					$	941,649					100.0		%				$	885,827					$	889,065					100.0		%

(5)Fair Value Measurements

The Company conducts the valuation of assets at all times consistent with U.S. GAAP and the 1940 Act. The Company’s board of directors (the “Board”), with the assistance of the Audit Committee of the Board (the “Audit Committee”), determines the fair value of the assets for assets with a daily public market, and for assets with no readily available public market, on at least a quarterly basis, in accordance with FASB ASC 820, Fair Value Measurements (“ASC 820”). Valuation procedures are set forth in more detail below.

ASC 820 defines fair value as “the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.” Fair value is a market-based measurement, not an entity-specific measurement. For some assets and liabilities, observable market transactions or market information might be available. For other

27

---

Table of Contents

SL Investment Corp.

Notes to Consolidated Financial Statements (Unaudited)

September 30, 2021

(In thousands, except shares and per share data)

assets and liabilities, observable market transactions and market information might not be available. However, the objective of a fair value measurement in both cases is the same—to estimate the price when an orderly transaction to sell the asset or transfer the liability would take place between market participants at the measurement date under current market conditions (that is, an exit price at the measurement date from the perspective of a market participant that holds the asset or owes the liability).

Fair Value Measurements

ASC 820 establishes a hierarchical disclosure framework which ranks the observability of inputs used in measuring financial instruments at fair value. The observability of inputs is impacted by a number of factors, including the type of financial instruments and their specific characteristics. Financial instruments with readily available quoted prices, or for which fair value can be measured from quoted prices in active markets, generally will have a higher degree of market price observability and a lesser degree of judgment applied in determining fair value.

The three-level hierarchy for fair value measurements is defined as follows:

Level 1Level 1—inputs to the valuation methodology are quoted prices available in active markets for identical financial instruments as of the measurement date. The types of financial instruments in this category include unrestricted securities, including equities and derivatives, listed in active markets. We doThe Company does not adjust the quoted price for these instruments, even in situations where we holdthe Company holds a large position and a sale could reasonably impact the quoted price.

40

---

Table of Contents

Level 2—inputs to the valuation methodology are quoted prices in markets that are not active or for which all significant inputs are either directly or indirectly observable as of the measurement date. The types of financial instruments in this category include less liquid and restricted securities listed in active markets, securities traded in markets that are not active, and certain over-the-counter derivatives where the fair value is based on observable inputs.

Level 3Level 3—inputs to the valuation methodology are unobservable and significant to the overall fair value measurement, and include situations where there is little, if any, market activity for the investment. The inputs into the determination of fair value require significant management judgment or estimation. The types of financial instruments in this category include investments in privately held entities, non-investment grade residual interests in securitizations and certain over-the-counter derivatives where the fair value is based on unobservable inputs.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for any given financial instrument is based on the lowest level of input that is significant to the fair value measurement. Assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument.

Pursuant to the framework set forth above, the Company values securities traded in active markets on the measurement date by multiplying the exchange closing price of such traded securities/instruments by the quantity of shares or amount of the instrument held. The Company may also obtain quotes with respect to certain of the investments from pricing services, brokers or dealers’ quotes, or counterparty marks in order to value liquid assets that are not traded in active markets. Pricing services aggregate, evaluate and report pricing from a variety of sources including observed trades of identical or similar securities, broker or dealer quotes, model-based valuations and internal fundamental analysis and research. When doing so, the Company determines whether the quote obtained is sufficient according to U.S. GAAP to determine the fair value of the security. If determined adequate, the Company uses the quote obtained.

Securities that are illiquid or for which the pricing source does not provide a valuation or methodology or provides a valuation or methodology that, in the judgment of the Investment Adviser or the Board of Directors, does not represent fair value, each is valued as of the measurement date using all techniques appropriate under the circumstances and for which sufficient data is available. These valuation techniques may vary by investment but include comparable public market valuations, comparable precedent transaction valuations and discounted cash flow analyses. Non-controlled debt investments are generally fair valued using discounted cash flow technique. Expected cash flows are projected based on contractual terms and discounted back to the measurement date based on a discount rate. Discount rate is determined based upon an assessment of current and expected yields for similar investments and risk profiles. Non-controlled equity investments are generally fair valued using a market approach and/or an income approach. The market approach typically utilizes market value multiples of comparable publicly traded companies. The income approach typically utilizes a

28

---

Table of Contents

SL Investment Corp.

Notes to Consolidated Financial Statements (Unaudited)

September 30, 2021

(In thousands, except shares and per share data)

discounted cash flow analysis of the portfolio company. The Boarddiscounted cash flow analysis of the portfolio company. The Board of Directors undertakes a multi-step valuation process each quarter, as described below:

(1)each portfolio company or investment is initially valued by using a standardized template designed to approximate fair market value based on observable market inputs and updated credit statistics and unobservable inputs;

(2)preliminary valuation conclusions are documented and reviewed by a valuation committee comprised of members of the Investment Adviser’s senior management;

(3)the Board of Directors engages one independent third-party valuation firm to provide positive assurance on a portion of the Company’s illiquid investments each quarter (such that each illiquid investment will be reviewed by an independent valuation firm at least once on a rolling twelve month basis) including review of management’s preliminary valuation and conclusion of fair value;

(4)the Audit Committee reviews the assessments of the Investment Adviser and the independent third-party valuation firm and provide the Board of Directors with recommendations with respect to the fair value of each investment in the Company’s portfolio; and

(5)    the Board of Directors discusses the valuation recommendations of the Audit Committee and determine the fair value of each investment in the Company’s portfolio in good faith based on the input of the Investment Adviser and, where applicable, the third-party valuation firm.

The fair value is generally determined based on the assessment of the following factors, as relevant:

•     the nature and realizable value of any collateral;

•     call features, put features and other relevant terms of debt;

•     the portfolio company’s leverage and ability to make payments;

•     the portfolio company’s public or “private letter” credit ratings;

•     the portfolio company’s actual and expected earnings and discounted cash flow;

•     prevailing interest rates for like securities and expected volatility in future interest rates;

•     the markets in which the issuer does business and recent economic and/or market events; and

•     comparisons to publicly traded securities.

41

---

Table of Contents

Investment performance data utilized will be the most recently available as of the measurement date which in many cases may reflect up to a one quarter lag in information.

The BoardThe Board of Directors is ultimately responsible for the determination, in good faith, of the fair value of the Company’s portfolio investments.

The following table presents the fair value hierarchy of the investments as of March 31, 2022 and December 31, 2021:

						March 31, 2022																								December 31, 2021
						Level 1						Level 2						Level 3						Total						Level 1						Level 2						Level 3						Total
First Lien Debt						$	—					$	3,731					$	924,015					$	927,746					$	—					$	7,313					$	867,855					$	875,168
Second Lien Debt						—						—						7,473						7,473						—						—						7,485						7,485
Other Securities						—						—						6,430						6,430						—						—						6,412						6,412
Total						$	—					$	3,731					$	937,918					$	941,649					$	—					$	7,313					$	881,752					$	889,065

During the three and nine months ended September 30March 31, 20212022, there were $0 andno transfers of investments within the three-level hierarchy. During the three months ended March 31, 2021, $5,698 of portfolio investments transferred into Level 3 from Level 2 at fair value, respectively, as of the beginning of the period in which the reclassification occurred, primarily due to decreased price transparency.

The following table presents the fair value hierarchy of the investments:

29

---

Table of Contents

SL Investment Corp.

Notes to Consolidated Financial Statements (Unaudited)

September 30, 2021

(In thousands, except shares and per share data)

 respective period in which the reclassification occurred, primarily due to decreased price transparency.

The following table presents changes in the fair value of the investments for which Level 3 inputs were used to determine the fair value for the three months ended September 30March 31, 20212022:

						First Lien Debt						Second Lien Debt						Other Securities						Total Investments
Fair value, beginning of period						$	867,855					$	7,485					$	6,412					$	881,752
Purchases of investments						69,324						—						—						69,324
Proceeds from principal repayments and sales of investments						(13,265)						—						(8)						(13,273)
Accretion of discount/amortization of premium						714						6						—						720
Payment-in-kind						85						—						—						85
Net change in unrealized appreciation (depreciation)						(757)						(18)						18						(757)
Net realized gains (losses)						59						—						8						67
Transfers into/(out) of Level 3						—						—						—						—
Fair value, end of period						$	924,015					$	7,473					$	6,430					$	937,918
Net change in unrealized appreciation (depreciation) from investments still held as of March 31, 2022						$	(696)					$	(15)					$	18					$	(693)

The following table presents changes in the fair value of the investments for which Level 3 inputs were used to determine the fair value for the ninethree months ended September 30, 2021:

30

---

Table of Contents

SL Investment Corp.

Notes to Consolidated Financial Statements (Unaudited)

September 30, 2021

(In thousands, except shares and per share data)

The Company did not hold any investments during the period from August 24, 2020 (inception) through September 30, 2020.

March 31, 2021:

						First Lien Debt						Second Lien Debt						Other Securities						Total Investments
Fair value, beginning of period						$	101,971					$	—					$	553					$	102,524
Purchases of investments						74,780						5,428						875						81,083
Proceeds from principal repayments and sales of investments						(521)						—						—						(521)
Accretion of discount/amortization of premium						184						1						—						185
Payment-in-kind						—						—						21						21
Net change in unrealized appreciation (depreciation)						1,838						—						32						1,870
Net realized gains (losses)						—						—						—						—
Transfers into/(out) of Level 3						5,698						—						—						5,698
Fair value, end of period						$	183,950					$	5,429					$	1,481					$	190,860
Net change in unrealized appreciation (depreciation) from investments still held as of March 31, 2021						$	1,838					$	—					$	32					$	1,870

The following table presents quantitative information about the significant unobservable inputs of the Company’s Level 3 financial instruments. The table is not intended to be all-inclusive but instead captures the significant unobservable inputs relevant to the Company’s determination of fair value. 

3142

---

Table of Contents

of Contents

						March 31, 2022
						Fair Value						Valuation Technique						Unobservable Input						Range												Weighted Average
																								Low						High
Investments in first lien debt						$	924,015					Yield Analysis						Discount Rate						6.84		%				15.47		%				8.50		%
Investments in second lien debt						7,473						Yield Analysis						Discount Rate						8.61		%				11.75		%				9.36		%
Investments in other securities:
Unsecured debt						176						Market Approach						EBITDA Multiple						9.00x						9.00x						9.00x
Preferred equity						2,283						Income Approach						Discount Rate						11.68		%				11.69		%				11.68		%
						232						Market Approach						Revenue Multiple						11.80x						11.80x						11.80x
Common equity						3,739						Market Approach						EBITDA Multiple						8.10x						19.62x						14.38x
Total investments in other securities						6,430
Total investments						$	937,918

SL Investment Corp.

Notes to Consolidated Financial Statements (Unaudited)

September 30, 2021

(In thousands, except shares and per share data)

 

						December 31, 2021
						Fair Value						Valuation Technique						Unobservable Input						Range												Weighted Average
																								Low						High
Investments in first lien debt						$	867,855					Yield Analysis						Discount Rate						5.55		%				12.44		%				7.45		%
Investments in second lien debt						7,485						Yield Analysis						Discount Rate						7.12		%				9.90		%				7.73		%
Investments in other securities:
Unsecured debt						450						Yield Analysis						Discount Rate						25.33		%				25.33		%				25.33		%
												Market Approach						EBITDA Multiple						9.00x						9.00x						9.00x
Preferred equity						2,205						Yield Analysis						Discount Rate						11.70		%				12.10		%				11.97		%
						229						Market Approach						Revenue Multiple						11.80x						11.80x						11.80x
Common equity						3,528						Market Approach						EBITDA Multiple						8.10x						19.97x						14.43x
Total investments in other securities						6,412
Total investments						$	881,752

The significant unobservable input used in yield analysis is discount rate based on comparable market yields. Significant increases in discount rates in isolation would result in a significantly lower fair value measurement. The significant unobservable input used in the market approach is the comparable company multiple. The multiple is used to estimate the enterprise value of the underlying investment. An increase/decrease in the multiple would result in an increase/decrease, respectively, in the fair value.

Financial instruments disclosed but not carried at fair value

The carrying value and fair value of the Company’s secured borrowings disclosed but not carried at fair value were as follows:

The above fair value measurements were based on significant unobservable inputs and thus represent Level 3 measurements as defined under ASC 820.

The carrying amounts of the Company’s assets and liabilities, other than investments at fair value and the JPM Funding Facility (as defined below)The carrying amounts of the Company’s assets and liabilities, other than investments at fair value and debt, approximate fair value. These financial instruments are categorized as Level 3 within the hierarchy as of both September 30, 2021 and December 31, 2020.

Financial instruments disclosed but not carried at fair value

The Company’s debt is presented at its carrying cost on the Consolidated Statements of Assets and Liabilities. The fair value of the Company’s credit facility is estimated using Level 3 inputs by discounting remaining payments using the appropriate discount rates, if available. The carrying value and fair value of the Company’s debt were as follows:

						March 31, 2022												December 31, 2021
						Carrying Value						Fair Value						Carrying Value						Fair Value
JPM Funding Facility						$	522,400					$	522,400					$	503,400					$	503,400
Total						$	522,400					$	522,400					$	503,400					$	503,400

(6)Debt

JPM Funding Facility

JPM Funding Facility

On June 3, 2021, SLIC SPV entered into an Amended and Restated Loan and Security Agreement, which was subsequently amended on August 18, 2021 and November 24, 2021, by and among SLIC SPV, as the borrower, the Company, as the parent and as the servicer, SL Investment Feeder Fund L.P. and SL Investment Feeder Fund GP Ltd., as pledgors, U.S. Bank National Association, as collateral agent, collateral administrator and securities intermediary, and JP Morgan Chase Bank, NA (“JPM”), as the administrative agent and arranger, the lenders party thereto, and the issuing banks party thereto (as amended, the "“JPM Funding Facility). Pursuant to the JPM Funding Facility, JPM has agreed to extend credit to SLIC SPV in an aggregate principal amount, as of September 30March 31, 2021, of up to $500.0 million2022, of

43

---

Table of Contents

up to $750,000 at any one time outstanding, subject to the satisfaction of various conditions, including availability under the borrowing base, which is based on a combination of unfunded capital commitments and loan collateral. In addition, the JPM Funding Facility provides for an ability to increase the maximum capacity, at the option of existing and new lenders, from $500.0 million to $950.0 million, subject to lender consent and the other conditions set forth therein.

The JPM Funding Facility is a revolving funding facility with a reinvestment period ending December 3, 2023 (or earlier upon the occurrence of certain events as specified therein) and a final maturity date of December 3, 2025. Subject to certain conditions, the reinvestment period and final maturity are both subject to a one-year extension. Advances under the JPM Funding Facility are available in U.S. dollars and other permitted currencies. The interest charged on the JPM Funding Facility is based on LIBOR (Dollar), SONIA, EURIBOR or CDOR, as applicable (or, if LIBOR (Dollar) is not available, a benchmark replacement or a “base rate” (which is the greater of a prime rate and the federal funds rate plus 0.50%), as applicable), plus a margin of 2.225% prior to the transition date, and 2.375% subsequent to the transition date, as set forth in the JPM Funding Facility.

The summary information of the JPM Funding Facility is as follows:

						For the Three Months Ended
						March 31, 2022						March 31, 2021
Borrowing interest expense						$	3,242					$	541
Facility unused commitment fees						466						215
Amortization of deferred financing costs						402						172
Total						$	4,110					$	928
Weighted average interest rate (excluding unused fees and financing costs)						2.59		%				2.78		%
Weighted average outstanding balance						$	501,189					$	77,876

During the three months ended March 31, 2022 and March 31, 2021, the Company borrowed $37,000 and $57,400, respectively, under the JPM Funding Facility. During the three months ended March 31, 2022 and March 31, 2021, the Company repaid $18,000 and repaid $5,000, respectively, under the JPM Funding Facility.

The Company’s outstanding debt obligations were as follows:

						March 31, 2022																		December 31, 2021
						Aggregate Principal Committed						Outstanding Principal						Unused Portion						Aggregate Principal Committed						Outstanding Principal						Unused Portion
JPM Funding Facility						$	750,000					$	522,400					$	227,600					$	750,000					$	503,400					$	246,600
Total						$	750,000					$	522,400					$	227,600					$	750,000					$	503,400					$	246,600

As of September 30March 31, 20212022 and December 31, 20202021, the Company was in compliance with all covenants and other requirements of the JPM Funding Facility, as well as the leverage restrictions contained in the 1940 Act. The summary information of

32

---

Table of Contents

SL Investment Corp.

Notes to Consolidated Financial Statements (Unaudited)

September 30, 2021

(In thousands, except shares and per share data)

the JPM Funding Facility for the three and nine months ended September 30, 2021 was as follows:

During the three months ended September 30, 2021, the Company borrowedAs of March 31, 2022 and December 31, 2021, the Company had $210227,500600 and repaid $92,000$246,600, respectively, of available capacity under the JPM Funding Facility. During the nine months ended September 30, 2021, the Company borrowed $391,900 and repaid $124,000 under the JPM Funding Facility. For the period from August 24, 2020 (inception) through September 30, 2020, the Company did not have any borrowings outstanding.

The Company’s outstanding debt obligations were as follows:

(1) The amount available reflects any limitations related to such credit facility’s (subject to borrowing base.

 restrictions).

(7)Commitments and Contingencies

In the normal course of business, the Company may enter into contracts that provide a variety of general indemnifications. Any exposure to the Company under these arrangements could involve future claims that may be made against the Company. Currently, no such claims exist or are expected to arise and, accordingly, the Company has not accrued any liability in connection with such indemnifications.

As of September 30, 2021 and DecemberAs of March 31, 20202022, the Company had $189,199 and $41,952208,787 of unfunded commitments to fund delayed draw and revolving senior secured loans, respectively.

A summary of the Company’s contractual payment obligations under the JPM Funding Facility as of September 30, 2021 was as follows:

33

---

Table of Contents

SL Investment Corp.

Notes to Consolidated Financial Statements (Unaudited)

September 30, 2021

(In thousands, except shares and per share data)

. As of December 31, 2021, the Company had $226,110 of unfunded commitments to fund delayed draw and revolving senior secured loans.

As of September 30March 31, 20212022 and December 31, 20202021, the Company had $652,320 and $502652,320, respectively, in total Capital Commitmentscapital commitments from holders of the Common Stockcommon stockholders, of which $387227,800 and $425,300, respectively,227,800 were unfunded, respectively.

(8)Net Assets

The Company has the authority to issue 100,000,000 shares of common stock at $0.001 par value per share and 1,000,000 shares of Series A Preferred Stock at $0.001 par value per share.

The following table shows the components of The following table shows the components of net distributable earnings (accumulated losses) as shown on the Consolidated Statements of Assets and Liabilities:

44

---

Table of Contents

						March 31, 2022						December 31, 2021
Net distributable earnings (accumulated losses), beginning of period						$	4,807					$	(129)
Net investment income (loss)						11,480						23,178
Accumulated realized gain (loss)						64						357
Net unrealized appreciation (depreciation)						(799)						3,133
Dividends declared						(12,567)						(21,840)
Tax reclassifications to equity of holders of Common Stock						—						108
Net distributable earnings (accumulated losses), end of period						$	2,985					$	4,807

As of September 30, 2021During the three months ended March 31, 2022, the Company received aggregate Capital Commitments of $652,320, including $20 Seed Capital from the Investment Adviser.

did not issue capital drawdowns. The following table summarizes the total shares issued and proceeds received from the Company’s capital drawdowns delivered pursuant to the Subscription Agreements for the ninethree months ended September 30March 31, 2021 (dollar amounts in millions): 

Common Share Issuance Date			Common Shares Issued						Amount
March 12, 2021			1,113,310						$	22.50
Total			1,113,310						$	22.50

During the period from August 24The Company’s weighted average number of shares outstanding for the three months ended March 31, 2020 (inception) through September 30, 2020, the Company received $20 Seed Capital from2022 was 20,244,075 shares. The Company’s weighted average number of shares outstanding for the three months ended March 31, 2021 the Investment Advisor and issued 1,000 Common Shareswas 4,121,667 shares.

The following table summarizes the Company’s dividendsdistributions declared and payable for the ninethree months ended September 30, 2021 (dollar amounts in thousands) to the holders of Common Stock:

34

---

Table of Contents

SL Investment Corp.

Notes to Consolidated Financial Statements (Unaudited)

September 30, 2021

(In thousands, except shares and per share data)

March 31, 2022 to the holders of Common Stock:

Date Declared						Record Date						Payment Date						Per Share Amount																		Total Amount
March 25, 2022						March 25, 2022						April 22, 2022						$	0.62																	$	12,551
Total Distributions																		$	0.62																	$	12,551

The following table summarizes the Company’s distributions declared and payable for the three months ended March 31, 2021 to the holders of Common Stock:

Date Declared						Record Date						Payment Date						Per Share Amount																		Total Amount
March 09, 2021						March 09, 2021						April 15, 2021						$	0.20																	$	775
Total Distributions																		$	0.20																	$	775

During the ninethree months ended September 30March 31, 20212022, wethe Company accrued $47.016 of dividend to holders of the Series A Preferred Stock, none of which $15.60 was unpaid and included in dividends payable on the Consolidated Statements of Assets and Liabilities. For the period from August 24, 2020 (inception) through September 30, 2020,three months ended March 31, 2021, we no shares ofdid not accrue dividend to holders of the Series A Preferred Stock were outstanding and no dividends were accrued.

.

(9)Earnings Per Share 

    The following table sets forth the computation of basic and diluted earnings per common share: 

						For the Three Months Ended
						March 31, 2022						March 31, 2021
Numerator - net increase/(decrease) in net assets resulting from operations attributable to holders of Common Stock						$	10,729					$	3,134
Denominator - weighted average shares outstanding						20,244,075						4,121,667
Basic and diluted earnings per common share						$	0.53					$	0.76

3545

---

Table of Contents

SL Investment Corp.

Notes to Consolidated Financial Statements (Unaudited)

September 30, 2021

(In thousands, except shares and per share data)

of Contents

(10)Consolidated Financial Highlights 

The following are the financial highlights for the nine months ended September 30, 2021 (dollar amounts in thousands, except per common share dataamounts):

The Company commenced investing operations in October 2020; therefore, financial highlights for the period from August 24, 2020 (inception) through September 30, 2020 are not meaningful.

						For the Three Months Ended
						March 31, 2022						March 31, 2021
Per Share Data:(1)
Net asset value, beginning of period						$	21.20					$	19.84
Net investment income (loss)						0.57						0.31
Net unrealized and realized gain (loss)(2)						(0.04)						0.43
Net increase (decrease) in net assets resulting from operations						0.53						0.74
Dividends declared						(0.62)						(0.20)
Issuance of common stock						—						0.02
Total increase (decrease) in net assets						(0.09)						0.56
Net asset value, end of period						$	21.11					$	20.40
Common shares outstanding, end of period						20,244,075						4,987,574
Total return based on net asset value(3)						2.50		%				2.81		%
Ratio/Supplemental Data (all amounts in thousands except ratios):
Net assets, end of period						$	427,381					$	102,555
Weighted average common shares outstanding						20,244,075						4,121,667
Ratio of net expenses to average net assets(4)						4.55		%				6.41		%
Ratio of net investment income to average net assets(4)						10.77		%				6.50		%
Asset coverage ratio						181.73%						192.60		%
Portfolio turnover rate						1.84		%				0.36		%

(1)			The per common share data was derived by using the weighted average common shares outstanding during the period.

, except otherwise noted.(2)

For the ninethree months ended September 30March 31, 2022 and March 31, 2021, the amount shown doesmay not correspond with the aggregate amount for the period as it includes the effect of the timing of capital transactions, if applicable.

(3)

Total return (not annualized) is calculated as the change in net asset value per common share plus dividends declared during the period, divided by the beginning net asset value per common share. ExcludingFor the three months ended March 31, 2022, excluding the effects of the higher offering price of subscriptions, total return (not annualized) would have been 62.50%.

(4)

Ratios are calculated using the average net assets of the Company attributable to the holders of Common Stock. Amounts are annualized except for organization and offering costs.

 

36

---

Table of Contents

SL Investment Corp.

Notes to Consolidated Financial Statements (Unaudited)

September 30, 2021

(In thousands, except shares and per share data)

(11)Subsequent Events

Subsequent events have been evaluated through the date the consolidated financial statements were issued. There have been no subsequent events that require recognition or disclosure through the date the consolidated financial statements were issued, except as disclosed below.

On October 7, 2021, the Company delivered a capital drawdown notice to its stockholders relating to the sale of approximately 1,643,192 shares of Common Stock for an aggregate offering price of approximately $35.0 million. The sale closed on October 15, 2021.

On November 5, 2021May 9, 2022, the Company delivered a capital drawdown notice to its stockholders for an aggregate offering price of approximately $7540.0 million. The sale of Common Stock closedis expected to close on November 12, 2021.May 16, 2022.

3746

---

Table of Contents

of Contents

Item 2 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

 (dollar amounts in thousands, except per share amounts, unless otherwise indicated)

In this Quarterly Report on Form 10-Q, or this “Report”, except where context suggests otherwise, the terms

 “Company,” “we,” “our” or “us” refers to SL Investment Corp. and its consolidated subsidiarysubsidiaries. This Report contains forward-looking statements that involve substantial risks and uncertainties. Such statements involve known and unknown risks, uncertainties and other factors and undue relianceyou should not be placed thereonplace undue reliance on such statements. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about us, our current and prospective portfolio investments, our industry, our beliefs and our assumptionsopinions and our assumptions. For the avoidance of doubt, we are not a subsidiary of, or consolidated with Morgan Stanley. Furthermore, Morgan Stanley has no obligation, contractual or otherwise, to financially support us beyond the aggregate capital commitment to purchase shares of our common stock pursuant to a subscription agreement entered into by MS Credit Partners Holdings, Inc. described below. Morgan Stanley has no history of financially supporting any business development companies (“BDCs”) on the MS Private Credit platform, even during periods of financial distress. Words such as “anticipates,” “expects,” “intends,” “plans,” “will,” “may,” “continue,” “believes,” “seeks,” “estimates,” “would,” “could,” “should,” “targets,” “projects,” “potential,” “predicts” and variations of these words and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements, including:

•our future operating results;

•our business prospects and the prospects of our portfolio companies;

•risk associated with possible disruptions in our operations or the economy generally, including disruptions from the impact of the current Coronavirus (also referred to as “COVID-19” or “Coronavirus”) pandemic;

•changes in the general interest rate environment;

•general economic, political and industry trends and other external factors, including uncertainty surrounding the financial and political stability of the United States, the United Kingdom, the European Union and China and other countries;

•our contractual arrangements and relationships with third parties;

•actual and potential conflicts of interest with MS Capital Partners Adviser Inc., our investment adviser, (the “Adviser” or the “Investment Adviser”), and its affiliates;

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

•the ability of our portfolio companies to achieve their objectives, including as a result of the Coronavirus pandemic;

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

•the adequacy of our financing sources and working capital;

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

•the ability of our Investment Adviser to locate suitable investments for us and to monitor and administer our investments;

•the ability of our Investment Adviser and its affiliates to attract and retain highly talented professionals;

•our ability to qualify and maintain our qualification as a business development company, or a BDC,BDC and as a regulated investment company, or (a “RIC”), under the Internal Revenue Code of 1986, as amended, or (the “Code”);

•the impact on our business of U.S. and international financial reform legislation, rules the Codeand regulations;

•the effect of changes in tax laws and regulations and interpretations thereof; and

•the risks, uncertainties and other factors we identify under “Item 1A. Risk Factors” and elsewhere in this Report.

The information contained in this section should be read in conjunction with “Item 1. Consolidated Financial Statements.” Although we believe that the assumptions on which these forward-looking statements are based are reasonable, any of the assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. In light of these and other uncertainties, the inclusion of a projection or forward-looking statement in this Report should not be regarded as a representation by us that our plans and objectives will be achieved.   This discussion contains forward-looking statements, which relate to future events or our future performance or financial condition and involves numerous risks and uncertainties, including, but not limited to, those set forth in “Risk Factors” in Part I, Item 1A of our Annual Report on Form 10-K for the year ended  December 31, 20202021, or the Form 10-K,  and Part II, Item 1A of and elsewhere in this Report. You should not place undue reliance on these forward-looking statements, which apply only as of the date of this Report. Moreover, we assume no duty and do not undertake to update the forward-looking statements. . You are advised to consult any additional disclosures that we make directly to you or through reports that we have filed or in the future file with the Securities and Exchange Commission, or (the “SEC”), including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

38

---

Table of Contents

You should understand that under Section 27A(b)(2)(B) of the Securities Act of 1933, as amended,You should understand that under Section 27A(b)(2)(B) of the Securities Act of 1933, as amended or (the “Securities Act”), and Section 21E(b)(2)(B) of the Securities Exchange Act of 1934, as amended, or (the “Exchange Act”), the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 do not apply to forward-looking statements made in periodic reports we file under the Exchange Act.

39

47

---

Table of Contents

of Contents

OVERVIEW

We are ana non-diversified, externally managed specialty finance company formed on August 24, 2020 focused on lending to middle-market companies. We have elected to be regulated as a BDC under the Investment Company Act of 1940, or the 1940 Act. In addition, for U.S. federal income tax purposes, we have elected to be treated, and intend to comply with the requirements to qualify annually, as a RIC under Subchapter M of the Code. We are not a subsidiary of, or consolidated with Morgan Stanley.

Our investment objective is to achieve attractive risk-adjusted returns via current income and, to a lesser extent, capital appreciation by investing primarily in directly originated senior secured term loans issued by U.S. middle-market companies backed by financial sponsors. For the purposes of this Report, “middle-market companies” refers to companies that, in general, generate annual earnings before interest, taxes, depreciation, and amortization (“EBITDA”)EBITDA in the range of approximately $15 million to $100 million, which we believe is a useful proxy for cash flow. We intendalthough not to achieveall of our investment objective by investingportfolio companies will meet this criterion.

We invest primarily in directly originated senior secured term loans including first lien senior secured term loans and(including unitranche loans) and, to a lesser extent, second lien senior secured term loans, higher-yielding assets such as mezzanine debt, unsecured debt, equity investments and other opportunistic asset purchases. Under normal market circumstances, we expect that investments other than first lien senior secured term loanloans would not exceed 10% of our gross assets at the time of acquisition of any such investments. Typical middle-market senior loans may be issued by middle-market companies in the context of leveraged buyouts (“LBOs”), acquisitions, debt refinancings, recapitalizations, and other similar transactions. We generally expect toour debt investments to have a stated term of five to eight years and typically bear interest at a floating rate usually determined on the basis of a benchmark (historically, the London Inter-bank Offered Rate, or LIBOR, and prospectively, alternative reference rates including the Secured Overnight Financing Rate, or SOFR).

We generate revenues primarily in the form of interest income from investments we hold. In addition, we expect to generate income from dividends or distributions of income on any direct equity investments, capital gains on the salesales of loans and debt and equity securities,investments and various other loan origination and other fees, including commitment, origination, amendment, syndication, structuringstructuring, syndication or due diligence fees, fees for providing managerial assistance and consulting fees.

On September 18, 2020, the SEC granted our Investment Adviser exemptive relief (the “Order”) that allows us to enter into certain negotiated co-investment transactions alongside certain Affiliated Investment Accounts (as defined in the Order), which are managed by our Investment Adviser or its affiliates, in a manner consistent with our investment objective, positions, policies, strategies, and restrictions as well as regulatory requirements and other pertinent factors, subject to compliance with certain conditions specified in the Order. Pursuant to the Order, we are permitted to co-invest with our affiliates if a “required majority” (as defined in Section 57(o) of the 1940 Act) of our eligible directors make certain conclusions in connection with a co-investment transaction, including that (1) the terms of the transactions, including the consideration to be paid, are reasonable and fair to us and our stockholders and do not involve overreaching in respect of us or our stockholders on the part of any person concerned, and (2) the transaction is consistent with the interests of our stockholders and is consistent with our investment objective and strategies.

Coronavirus Developments

The effect on the U.S. and global economy of the ongoing Coronavirus pandemic, uncertainty relating to more contagious strainsnew variants of the Coronavirus that have emerged in the United States and globally, the efficiency and success of the global vaccine rolloutvaccine hesitancy and efficacy, the length of economic recovery, andgovernment policies of the new U.S. presidential administrationand actions taken or to be taken in response to the pandemic have created stress on the market and could affect our portfolio companies. In addition, government spending and disruptions in supply chains in the United States and elsewhere in response to the Coronavirus pandemic and otherwise, in conjunction with other factors, including those described above, have led and could continue to lead to inflationary economic environments that could affect our portfolio companies, our financial condition and our results of operations. Despite these factors, we believe we are very well positioned to manage the current environment. Our portfolio was constructed entirely “post-COVID-19” market dislocation and we believe we still have sufficient available capital to be prudently invested in the current credit environment. We intend to continue to deploy capital in a measured pace as we find what we believe are compelling investment opportunities, while seeking to avoid investing in cyclical industries and industries directly impacted by the effects of the Coronavirus pandemic.

We cannot predict the full impact of the Coronavirus pandemic, especially in light of the uncertainty surrounding more contagious strains of the virus that have emerged in the United States and globally and the potential impact on the vaccine rollout. While the U.S. Food and Drug Administration has approved certain vaccines, including for emergency use, we cannot be certain if and when the United States and countries worldwide will achieve “herd immunity”. Any delay in the dissemination of the vaccines and any unwillingness amongst the population to get vaccinated could result in further social distancing measures and/or localized outbreaks, which may impede the global economic recovery. As such, the extent to which Coronavirus and/or other health pandemics may negatively affect our and our portfolio companies’ operating results and financial condition, or the duration of any potential business or supply-chain disruption for us, our Investment Adviser and/or our portfolio companies, is uncertain. Depending on the

40

---

Table of Contents

duration and extent of the disruption to the operations of our portfolio companies, certain portfolio companies may experience financial distress and possibly default on their financial obligations to us and their other capital providers. These developments would likely result in a decrease in the value of our investment in any such portfolio company.

We will continue to monitor the evolving situation relating to the Coronavirus pandemic and guidance from U.S. and international authorities, including federal, state and local public health authorities and may take additional actions based on such pronouncementsWe will continue to monitor the evolving situation relating to the Coronavirus pandemic and guidance from U.S. and international authorities, including federal, state and local public health authorities. In these circumstances, there may be developments outside our control requiring us to adjust our plan of operation. As such, given the dynamic nature of this situation, we cannot reasonably estimate the impacts of Coronavirus on our financial condition, results of operations or cash flows in the future.

Investment Strategy

Our primary investment strategy is to make privately negotiated senior secured credit investments in U.S. middle-market companies that have leading market positions, enjoy high barriers to entry, such as high startup costs or other obstacles that prevent new competitors from easily entering the portfolio company’s industry or area of business, generate strong Despite these factors, we believe we and our portfolio are well positioned to manage the current environment, and stable free cash flow and are led by a proven management team with strong financial sponsor backing. Our investment approach is focused on long-term credit performance, risk mitigation and preservation of capital. Our Investment Adviser employs a highly rigorous, fundamentals-driven and disciplined investment process developed and refined by the investment professionals of the private credit platform of Morgan Stanley Investment Management, which is Morgan Stanley’s investment management unit and represents one of Morgan Stanley’s three business segments. Our Investment Adviser is an indirect wholly owned subsidiary of Morgan Stanley. The experienced investment professionals of our Investment Adviser work on a particular transaction from origination to close and continue to monitor each investment throughout its life cycle.

We seek to invest primarily in companies backed by leading private equity sponsors with strong track records. We believe lending to sponsor-backed companies (versus non-sponsor-backed companies) has many distinct potential advantages including:

•Strong, predictable deal flow given significant private equity committed capital;

•Well-capitalized borrowers, including access to additional capital from sponsors, if needed;

•Access to detailed financial, operational, industry data, and third-party legal and accounting due diligence reports conducted by the sponsor as part of their due diligence;

•Proper oversight and governance provided by a board of directors, coupled with industry and/or operating expertise;

•Natural alignment of interests between lender and sponsor given focus on exit strategy; and

•Supplemental diligence beyond the credit analysis of the borrower, given the ability to analyze track records of each private equity firm.

We intend to create and maintain a well-diversified, defensive portfolio of investments focusing on generally avoiding issuer or industry concentration in order to mitigate risk and achieve our investment objective. We intend to primarily focus on U.S. middle-market companies. However, to the extent that we invest in foreign companies, we intend to do so in accordance with the limitations under the 1940 Act and only in jurisdictions with established legal frameworks and a history of respecting creditor rights, including the United Kingdom and countries that are members of the European Union, as well as Canada, Australia and Japan. Our investment strategy is predicated on seeking to lend to companies in non-cyclical industry sectors (typically avoiding sectors such as retail, restaurants, energy, alcohol, tobacco, pork manufacturing, gaming and gambling, and pornography) with proven management teams.

we and our Adviser continue to be fully operational.

KEY COMPONENTS OF OUR RESULTS OF OPERATIONS

Investments

Our level of investment activity can and does vary substantially from period to period depending on many factors, including the amount of debt available to middle-market companies, the general economic environment and the competitive environment for the type of investments we make.

41

---

Table of Contents

Revenue

We expect to generate revenue primarily in the form of interest income on debt investments we hold. In addition, we expect to generate income from dividends or distributions of income on direct equity investments, capital gains on the sales of loans and debt and equity securities and various loan origination and other fees. Our debt investments generally have a stated term of five to eight years and generally bear interest at a floating rate usually determined on the basis of a benchmark such as the London Inter-bank Offered Rate, or LIBORtypically bear interest at a

48

---

Table of Contents

floating rate usually determined on the basis of a benchmark such as LIBOR or SOFR. Interest on these debt investments is generally paid quarterly. In some instances, we receive payments on our debt investments based on scheduled amortization of the outstanding balances. In addition, we may receive repayments of some of our debt investments prior to their scheduled maturity date. The frequency or volume of these repayments fluctuates significantly from period to period. Our portfolio activity also reflects the proceeds of sales of securities. We may also generate revenue in the form of commitment, origination, amendment, structuring, syndication or due diligence fees, fees for providing managerial assistance and consulting fees.

Expenses

Our primary operating expenses include the payment of: (i) a investment advisory fees, including base management feefees, to our Investment Adviser pursuant to the investment advisory agreementInvestment Advisory Agreement between us and our Investment Adviser, as amended and restated on February 1, 2021, or the Restated (the “Investment Advisory Agreement”); (ii)  costs and other expenses and our allocable portion of overhead incurred by our Administrator in performing its administrative obligations under the administration agreementAdministration Agreement between us and MS Private Credit Administrative Services LLC, our Administrator, as amended and restated as of February 1, 2021, or  (the “Restated Administration Agreement”); and (iii)  other operating expenses as detailed below:

•initial organization costs and offering costs incurred prior to the filing of our election to be regulated as a BDC (subject to anthe expense support and waiver agreement entered into with the Investment Adviser, or the Expense Support and Waiver Agreement)described below;

•costs associated with our initial private offering;

•costs of any other offerings of our common stock, par value $0.001 per share, or (the “Common Stock”), our preferred stock, par value $0.001 per share, or (the “Series A Preferred Stock,”) and other securities, if any;

•calculating individual asset values and our net asset value (including the cost and expenses of any third-party valuation services);

•out of pocket expenses, including travel expenses, incurred by the Investment Adviser, or members of its investment team or payable to third parties, performing due diligence on prospective portfolio companies and monitoring actual portfolio companies and, if necessary, enforcing our rights;

•base management feesfee under the Restated Advisory Agreement;

•certain costs and expenses relating to distributions paid by us;

•administration fees payable under the Restated Administration Agreement and any sub-administration agreements, including related expenses;

•debt service and other costs of borrowings, senior securities or other financing arrangements;

•the allocated costs incurred by the Investment Adviser in providing managerial assistance to those portfolio companies that request it;

•amounts payable to third parties relating to, or associated with, making or holding investments;

•the costs associated with subscriptions to data service, research-related subscriptions and expenses and quotation equipment and services used in making or holding investments;

42

---

Table of Contents

•transfer agent and custodial fees;

•costs of hedging;

•commissions and other compensation payable to brokers or dealers;

•any fees payable to rating agencies;

•federal and state registration fees;

•U.S. federal, state and local taxes, including any excise taxes;

•independent director fees and expenses;

•costs of preparing financial statements and maintaining books and records, costs of preparing tax returns, costs of Sarbanes-Oxley Act compliance and attestation and costs of filing reports or other documents with the SEC (or other regulatory bodies), and other reporting and compliance costs, including registration fees, and the compensation of professionals responsible for the preparation or review of the foregoing;

•the costs of any reports, proxy statements or other notices to our stockholders (including printing and mailing costs), the costs of any stockholders’ meetings, and costs and expenses of preparation for the foregoing and related matters;

•the costs of specialty and custom software for monitoring risk, compliance and overall investments;

•any fidelity bond required by applicable law;

•any necessary insurance premiums;

•indemnification payments;

•any extraordinary expenses (such as litigation or indemnification payments or amounts payable pursuant to any agreement to provide indemnification entered into by us), provided that we will not bear such expenses to the extent, but only to the extent, that the relevant conduct is not indemnifiable under applicable law, including, if applicable, the Employee Retirement Income Security Act of 1971, as amendedERISA);

•direct fees and expenses associated with independent audits, agency, consulting and legal costs;

•cost of winding up; and

•all other expenses incurred by either the Administrator or us in connection with administering our business.

We will

We reimburse the Administrator or its affiliates for amounts paid or costs borne that properly constitute Company expenses as set forth in the Restated Administration Agreement or otherwise. We expect our general and administrative expenses to be relatively stable or to decline as a percentage of total assets during periods of asset growth and to increase during periods of asset declines.

4349

---

Table of Contents

of Contents

 PORTFOLIO ANDPORTFOLIO, INVESTMENT ACTIVITY AND RESULTS OF OPERATIONS

As of September 30March 31, 20212022, we had investments in 6491 portfolio companies across 2126 industries. Based on fair value as of September 30March 31, 2021,2022, more than 99.9% of our debt portfolio was invested in senior secured first lien debt bearing a floating interest rate. Approximately 99, which primarily are subject to an interest rate floor denoted in LIBOR or SOFR. Less than 0.91% of our debt investmentsportfolio at fair value had a LIBOR floorfixed interest rate. The weighted average LIBORinterest rate floor across our debt investmentsfloating-rate portfolio was approximately 0.949% as of September 30March 31, 20212022. These floors allow us to potentially mitigate (to a degree) theany impact of spread widening on the valuation of our investments. As of September 30March 31, 20212022, our weighted average total yield onof debt securities at amortized cost was 7.10%. Weighted average yields include the effect of accretion of discounts and amortization of premiums and are based on interest rates as of September 30March 31, 2021.

2022.

As of December 31, 20202021, we had investments in 1782 portfolio companies across 1226 industries. Based on fair value as of December 31, 20202021, 99.59% of our debt portfolio was invested in senior secured first lien debt bearing a floating interest rate and all of, which primarily are subject to a LIBOR floorinterest rate floors. The weighted average LIBOR floor across our floating-rate portfolio was approximately 10.09% as of December 31, 20202021. These floors allow us to mitigate (to a degree) any impact of spread widening on the valuation of our investments. As of December 31, 20202021, our weighted average total yield onof debt securities at amortized cost was 67.90%. Weighted average yields include the effect of accretion of discounts and amortization of premiums and are based on interest rates as of December 31, 2020.    2021.

Our portfolio as of March 31, 2022 and December 31, 2021 is presented below:

						March 31, 2022																		December 31, 2021
						Cost						Fair Value						% of Total Investments at Fair Value						Cost						Fair Value						% of Total Investments at Fair Value
First Lien Debt						$	925,405					$	927,746					98.5		%				$	872,028					$	875,168					98.5		%
Second Lien Debt						7,422						7,473						0.8						7,416						7,485						0.8
Other Securities						6,383						6,430						0.7						6,383						6,412						0.7
Total						$	939,210					$	941,649					100.0		%				$	885,827					$	889,065					100.0		%

Our investment activity isactivities for the three months ended March 31, 2022 and March 31, 2021 are presented below (information presented herein is at amortized cost unless otherwise indicated, dollar amounts in thousands): 

50

---

The Company commenced investing operations in October 2020; therefore, no investment activities were reported for the period from August 24, 2020 (inception) through September 30, 2020.

Table of Contents

			As of and For the Three Months Ended
			March 31, 2022			March 31, 2021
New Investments Committed/Purchased
Gross Principal Balance(1)			$	50,792		$	141,123
Less: Syndications			—			—
Net New Investments Committed/Purchased			50,792			141,123
Investments, at Cost
Investments, beginning of period			885,827			108,117
New investments purchased			69,324			81,608
Net accretion of discount on investments			723			185
Payment-in-kind			85			21
Net realized gain (loss) on investments			64			—
Investments sold or repaid			(16,813)			(521)
Investments, end of period			939,210			189,410
Amount of investments funded, at principal
First lien debt investments			70,197			77,144
Second lien debt investments			—			6,030
Other securities(2)			—			875
Total			70,197			84,049
Amount of investments sold/fully repaid, at principal
First lien debt investments			10,907			—
Total			$	10,907		$	—
Weighted average yield on debt and income producing investments, at cost(3)			7.0		%	7.1		%
Weighted average yield on debt and income producing investments, at fair value(3)			7.0		%	7.0		%
Number of portfolio companies			91			35
Percentage of debt investments bearing a floating rate, at fair value			100.0		%	99.7		%
Percentage of debt investments bearing a fixed rate, at fair value(4)			0.0		%	0.3		%

(1)Includes new investment commitments, excluding sale/repayments and including new unfunded investment commitments.

(2)IncludesRepresents dollar amount of equity investmentsother securities funded.

(3)Computed as (a) the annual stated spread, plus applicable Prime/LIBOR/SOFR or Floorinterest rate floor, as applicable, plus the annual accretion of discounts, as applicable, on accruing debt securities, divided by (b) total debt investments (at fair value or cost, as applicable) included in such securities. Actual yields earned over the life of each investment could differ materially from the yields presented herein. 

44

---

Table of Contents

(4)Less than 0.1%.

As part of the monitoring process, our Investment Adviser has developed risk policies pursuant to which it regularly assesses the risk profile of each of our debt investments. Our Investment Adviser has developed a classification system to group investments into four categories. The investments are evaluated regularly and assigned a category based on certain credit metrics. Our Investment Adviser’s ratings do not constitute any rating of investments by a nationally recognized statistical rating organization or represent or reflect any third-party assessment of any of our investments. Please see below for a description of the four categories of the Investment Adviser’s Internal Risk Rating system:

Category 1 — In the opinion of our Investment Adviser, investments in Category 1 involve the least amount of risk relative to our initial cost basis at the time of origination or acquisition. Category 1 investments performance is above our initial underwriting expectations and the business trends and risk factors are generally favorable, which may include the performance of the portfolio company, or the likelihood of a potential exit.

Category 2 — In the opinion of our Investment Adviser, investments in Category 2 involve a level of risk relative to our initial cost basis at the time of origination or acquisition. Category 2 investments are generally performing in line with our initial underwriting expectations and risk factors to ultimately recoup the cost of our principal investment are neutral to favorable. All new originated or acquired investments are initially included in Category 2.

Category 3 — In the opinion of our Investment Adviser, investments in Category 3 indicate that the risk to our ability to recoup the initial cost basis at the time of origination or acquisition has increased materially since the origination or acquisition of the investment, such as declining financial performance and non-compliance with debt covenants; however, principal and interest payments are not more than 120 days past due.

51

---

Table of Contents

Category 4 — In the opinion of our Investment Adviser, investments in Category 4 involve a borrower performing substantially below expectations and indicate that the loan'’s risk has increased substantially since origination or acquisition. Most or all of the debt covenants are out of compliance and payments are substantially delinquent. For Category 4 investments, it is anticipated that we will not recoup our initial cost basis and may realize a substantial loss of our initial cost basis at the time of origination or acquisition upon exit.

The distribution of our portfolio on the Investment Adviser’s Internal Risk Rating System as of September 30March 31, 2022 and March 31, 2021 and December 31, 2020 wasis as follows (dollar amounts in thousands):

45

---

Table of Contents

:

			March 31, 2022												December 31, 2021
			Fair Value			% of Portfolio			Number of Portfolio Companies						Fair Value			% of Portfolio			Number of Portfolio Companies
Risk rating 1			$	18,475		2.0		%	1						$	18,526		2.1		%	1
Risk rating 2			919,788			97.6			89						870,539			97.9			81
Risk rating 3			3,386			0.4			1						—			—			—
Risk rating 4			—			—			—						—			—			—
			$	941,649		100.0		%	91						$	889,065		100.0		%	82

CONSOLIDATED RESULTS OF OPERATIONS

We were formed on August 24, 2020 and commenced our investment operations in October 2020. The following table represents our operating results (dollar amounts in thousands):

(1) Excise tax expense incurred was $0 and $317 (dollar amount in actual), respectively, during the three and nine months ended September 30, 2021. The Company did not incur any excise tax for the period from August 24, 2020 (inception) through September 30, 2020.:

						For the Three Months Ended
						March 31, 2022						March 31, 2021
Total investment income						$	16,328					$	2,732
Less: Net expenses						4,848						1,454
Net investment income (loss)						11,480						1,278
Excise tax expense						—						0
Net change in unrealized appreciation (depreciation)						(799)						1,872
Net realized gain (loss)						64						—
Net increase (decrease) in net assets resulting from operations						10,745						3,150
Preferred Stock dividend						(16)						(16)
Net increase (decrease) in net assets resulting from operations attributable to holders of Common Stock						$	10,729					$	3,134

Investment Income

Investment income was as follows (dollar amounts in thousands):

    

						For the Three Months Ended
						March 31, 2022						March 31, 2021
Investment income:
Interest income						$	15,754					$	2,565
Payment-in-kind interest income						59						21
Dividend income						60						—
Other income						455						146
Total investment income						$	16,328					$	2,732

For the three and nine months ended September 30, 2021,The increase in total investment income wasfrom $2,732 to $16,328 for the three months ended March 31, 2022 and March 31, 2021 was primarily driven by our deployment of capital and invested balance of investments. AllThe size of our investment portfolio at fair value increased from $191.4 million as of March 31, 2021 to $941.6 million as of March 31, 2022. As of such dates, all our senior secured debt investments were income-producing as of September 30, 2021.  

We received payment-in-kind, or PIK, interest income of $67 and $110 for the three and nine months ended September 30, 2021, respectively. The increase was driven by new investments made during the periods earning PIK interest income.

. The fair value of an unsecured debt investment on non-accrual status as of March 31, 2022 was $176.

Interest income on our first and second lien debt investments is generally dependent on the composition and credit quality of the portfolio. Generally, we expect the portfolio to generate predictable quarterly interest income based on the terms stated in each loan’s credit agreement. As of September 30March 31, 2022 and March 31, 2021, and for the periodperiods then ended, all of our first and second lien debt investments were performing and current on their interest payments.

We earned $506 and $1,510 of other income from investments for the three and nine months ended September 30, 2021, respectively. Other income was primarily comprised of syndication fees earned.

We did not earn any investment income for the period from August 24, 2020 (inception) through September 30, 2020.

4652

---

Table of Contents

of Contents

Expenses

The Company is responsible for investment expenses, professional fees, and other general and administrative expenses related to the Company’s operations. Expenses were as follows (dollar amounts in thousands):for the three months ended March 31, 2022 and March 31, 2021, respectively:

						For the Three Months Ended
						March 31, 2022						March 31, 2021
Expenses:
Interest and other financing expenses						$	4,110					$	928
Management fees						265						55
Organization and offering costs						—						129
Professional fees						278						181
Directors’ fees						51						50
Administrative service fees						—						15
General and other expenses						144						96
Total expenses						$	4,848					$	1,454
Excise tax expense(1)						—						—

(1)  Excise tax expense incurred during the three and nine months ended September 30March 31, 2022 and March 31, 2021 was $0— and $317 (dollar amount in actual), respectively. The Company did not incur any excise tax for the period from August 24, 2020 (inception) through September 30, 2020

For the three months ended March 31, 2022, total expenses were primarily comprised of interest expense and other financing expenses of $4,110, base management fees of $265, professional fees of $278, fees to independent directors of $51 and other expenses of $144.

For the three months ended March 31, 2021, total expenses were primarily comprised of interest expense of $928, base management fees of $55, administrative service expenses of $15, professional fees of $181, fees to independent directors of $50, organization and offering costs of $129 and other expenses of $96.

Interest expense and other financing expenses increased from $928 to $4,110 for the three months ended September 30March 31, 2022 and March 31, 2021. The increase was mainlyprimarily driven by approximately $294,873501.2 million of average borrowings (at an average effective interest rate of 2.3359%) under our JPM Funding Facility (as defined in Note 6 of our accompanying unaudited consolidated financial statements) related to borrowings for investments and expenses.

Interest expense for the nine during the three months ended September 30March 31, 20212022 was mainly driven byas compared to approximately $180,19677.9 million of average borrowings (at an average effective interest rate of 2.47%) under our JPM Funding Facility related to borrowings for investments and expenses78% for the three months ended March 31, 2021.

Professional fees include legal, audit, tax, valuation, and other professional fees incurred related to the management of the Company. Administrative service fees represent fees paid to the Administrator for our allocable portion of certain expenses incurred by our Administrator in performing its administrative obligations under the Restated Administration Agreement between us and our Administrator. Other general and administrative expenses include insurance, filing, research, subscriptions and other costs. Organization costs and offering costs include expenses incurred in our initial formation and our offering of Common Stock and Series A Preferred Stock. 

For the three and nine months ended September 30March 31, 2022 and March 31, 2021, the Company incurred $200 and $201129 towards organization cost and amortization of offering cost, respectively. These costs did not exceed the Investment Adviser reimbursement threshold, and as a result, no excess organization and offering costs were waived. For the period from August 24, 2020 (inception) through September 30, 2020, the Company incurred $182 towards organization cost. See “See “Item 1. Consolidated Financial Statements—Notes to Consolidated Financial Statements—Note 3. Related Party Transactions.”

Income Taxes, Including Excise Taxes

We have elected to be treated as a RIC under Subchapter M of the Code, and we intend to operate in a manner so as to continue to qualify for the tax treatment applicable to RICs. To qualify for tax treatment as a RIC, we must, among other things, distribute to our stockholders in each taxable year generally at least 90% of the sum of our investment company taxable incomeICTI, as defined by the Code (without regard to the deduction for dividends paid), and net tax-exempt income for that taxable year. To maintain our tax treatment as a RIC, we, among other things, intend to make the requisite distributions to our stockholders, which generally relieve us from corporate-level U.S. federal income taxes. For the three and nine months ended September 30March 31, 2022 and March 31, 2021, we incurred $0have accrued $— and $317 (dollar amount in actual) of U.S. federal excise tax (dollar amount in actual), respectively. For the period from August 24, 2020 (inception) through September 30, 2020, we did not incur any excise tax.

47

---

Table of Contents

.

Net Realized Gain (Loss) and Unrealized Gain (Loss) on Investments

						March 31, 2022						March 31, 2021
Realized and unrealized gains (losses) on investment transactions:
Net realized gain (loss):
Non-controlled/non-affiliated investments						$	64					$	—
Net change in unrealized appreciation (depreciation):
Non-controlled/non-affiliated investments						(799)						1,872
Net realized and unrealized gains (losses)						$	(735)					$	1,872

 53

---

Table of Contents

During the three and nine For the three months ended September 30March 31, 2022 and March 31, 2021, the  net change in unrealized appreciation ofrealized gain on our investments was $10.1 million and $4.5— million of investments were primarily driven by the increase of valuations of our debt, respectively, primarily driven by the sale of debt and equity investments in our investment portfolio. 

We determine the fair value of our portfolio investments quarterly and any changes in fair value are recorded as unrealized gains or losses. For the three months ended March 31, 2022, net change in unrealized loss on our investments of $0.8 million was primarily driven by the decreases of valuations of our debt and equity investments as a result of the tightening credit spread volatile credit environment in the broadly syndicated loan market. For the three months ended March 31, 2021, net change in unrealized gain on our investments of $1.9 million was primarily driven by the increases of valuations of our debt and equity investments in a tightening credit environment and generally strong portfolio company performance. 

For the three and nine months ended September 30, 2021, the net realized gain of $52 and $52 were driven by sale of investments to third parties.

The Company commenced investing operations in October 2020 and did not hold any investments during the period from August 24, 2020 (inception) through September 30, 2020.

48

---

Table of Contents

FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES

We generate cash from the net proceeds of offerings of our Common Stock, net borrowings from our credit facility, and through cash flows from operations, including investment sales and repayments as well as income earned on investments and cash equivalents. As of September 30March 31, 20212022, we had one revolving credit facility outstanding, as described in ““Debt”” below. We may also from time to time enter into new credit facilities, increase the size of existing credit facilities or issue debt securities. Any such incurrence or issuance would be subject to prevailing market conditions, our liquidity requirements, contractual and regulatory restrictions and other factors.

As of September 30March 31, 20212022, we had approximately $2019.40 million of cash, which taken together with our approximately $174227.6 million of availability under the JPM Funding Facility (subject to borrowing base availability), and our approximately $387227.8 million of uncalled capital commitments to purchase shares of Common Stock, or Capital Commitmentscapital commitments, we expect towill be sufficient for our investing activities and sufficient to conduct our operations in the near term. 

Equity

As of September 30March 31, 20212022, we had received aggregate Capital Commitmentscapital commitments of approximately $652.3 million.

During the nine During the three months ended September 30March 31, 20212022, we issued fivedid not issue any capital calls to the holders of our Common Stock. As a result, thestockholders.

The total shares issued and proceeds received related to the capital drawdowndrawdowns delivered pursuant to the Subscription Agreements for the three months ended March 31, 2021 were as follows (dollar amounts in millions):

Common Share Issuance Date						Common Shares Issued						Amount
March 12, 2021						1,113,310						$	22.50
Total						1,113,310						$	22.50

During the period from August 24, 2020 (inception) through September 30, 2020, we received $20 Seed Capital from the Investment Advisor and issued 1,000 Common Shares.Distributions

DistributionsCommon Stock

The following table summarizes our distributions declared and payable for the nine months ended September 30, 2021 to holders of ourthe Common Stock (dollar amounts in thousands):for the three months ended March 31, 2022 and March 31, 2021:

Date Declared						Record Date						Payment Date						Per Share Amount												Dividend Yield(1)						Total Amount
March 25, 2022						March 25, 2022						April 22, 2022						$	0.62											11.5		%				$	12,551
Total Distributions																		$	0.62																	$	12,551

Date Declared						Record Date						Payment Date						Per Share Amount												Dividend Yield(1)						Total Amount
March 09, 2021						March 09, 2021						April 15, 2021						$	0.20											6.2		%				$	775
Total Distributions																		$	0.20																	$	775

(1)  Annualized dividend yield is calculated by dividing the declared dividend by the weighted average of the net asset value attributable to the holders of Common Stock at the beginning of the quarter and the capital called during the quarter and annualizing over four quarterly periodsperiod.

During the ninethree months ended September 30March 31, 20212022, we accrued $47.012,551 of dividend to holders of the Series A Preferredour Common Stock, of which $15.612,551 was unpaid and included in dividends payable on the Consolidated Statements of Assets and Liabilities. For the three months ended March 31, 2021, a distribution of approximately $775 was declared on March 09, 2021.

Preferred Stock

For the three months ended March 31, 2022 and March 31, 2021, we accrued and paid $16 and $16 of dividend to holders of the Series A Preferred Stock, respectively.

4954

---

Table of Contents

For the period from August 24, 2020 (inception) through September 30, 2020, we did not accrue any dividends to the holders of Common Stock. For the period from August 24, 2020 (inception) though September 30, 2020, no shares of Series A Preferred Stock were outstanding, and no dividends were accrued.of Contents

Debt

Our outstanding debt obligations were as follows (dollar amounts in thousands):

(1) The amount available reflects any limitations related to such credit facility’s borrowing base.

						March 31, 2022																		December 31, 2021
						Aggregate Principal Committed						Outstanding Principal						Unused Portion						Aggregate Principal Committed						Outstanding Principal						Unused Portion
JPM Funding Facility						$	750,000					$	522,400					$	227,600					$	750,000					$	503,400					$	246,600
Total						$	750,000					$	522,400					$	227,600					$	750,000					$	503,400					$	246,600

JPM Funding Facility

On June 3, 2021, SLIC SPV entered into an Amended and Restated Loan and Security Agreement, which was subsequently amended on August 18, 2021 and November 24, 2021, by and among SLIC SPV, as the borrower, the Company, as the parent and as the servicer, SL Investment Feeder Fund L.P. and SL Investment Feeder Fund GP Ltd., as pledgors, U.S. Bank National Association, as collateral agent, collateral administrator and securities intermediary, and JP Morgan Chase Bank, NA (“JPM”), as the administrative agent and arranger, the lenders party thereto, and the issuing banks party thereto (as amended, the “JPM Funding Facility”). Pursuant to the JPM Funding Facility, JPM has agreed to extend credit to SLIC SPV in an aggregate principal amount, as of September 30March 31, 20212022, of up to $500750.0 million at any one time outstanding, subject to the satisfaction of various conditions, including availability under the borrowing base, which is based on a combination of unfunded capital commitments and loan collateral. In addition, the JPM Funding Facility provides for an ability to increase the maximum capacity, at the option of existing and new lenders, from $500.0 million to $950.0 million, subject to lender consent and the other conditions set forth therein.

The JPM Funding Facility is a revolving funding facility with a reinvestment period ending December 3, 2023 (or earlier upon the occurrence of certain events as specified therein) and a final maturity date of December 3, 2025. Subject to certain conditions, the reinvestment period and final maturity are both subject to a one-year extension. Advances under the JPM Funding Facility are available in U.S. dollars and other permitted currencies. The interest charged on the JPM Funding Facility is based on LIBOR (Dollar), SONIA, EURIBOR or CDOR, as applicable (or, if LIBOR (Dollar) is not available, a benchmark replacement or a “base rate” (which is the greater of a prime rate and the federal funds rate plus 0.50%), as applicable), plus a margin of 2.225% prior to the transition date, and 2.375% subsequent to the transition date, as set forth in the JPM Funding Facility. 

During the three and nine months ended September 30March 31, 2022 and March 31, 2021, we borrowed $21037.50 million and $39157.94 million, respectively, and repaid $9218.0 million and $124.0 million, respectively, under the JPM Funding Facility. During the year ended December 31, 2020, we borrowed $57.5 million under the JPM Funding Facility. As of September 30, 2021 and December 31, 2020, we had $325.4 million and $57.5 million outstanding5.0 million under the JPM Funding Facility, respectively. As of September 30March 31, 20212022 and December 31, 20202021, we had $174522.4 million and $503.4 million outstanding debt balance, and $227.6 million and $192246.56 million, respectively, of available capacity under the JPM Funding Facility, respectively (subject to borrowing base availability). During the period from August 24, 2020 (inception) through September 30, 2020, the Company did not have any borrowings outstanding.

50

---

Table of Contents

restrictions).

As of September 30March 31, 20212022, we werethe Company was in compliance with all covenants and other requirements of the JPM Funding Facility, as well as the leverage restrictions contained in the 1940 Act.

OFF BALANCE SHEET ARRANGEMENTS

In the ordinary course of our business, we enter into contracts or agreements that contain indemnifications or warranties. Future events could occur which may give rise to liabilities arising from these provisions against us. We believe that the likelihood of such an event is remote; however, the maximum potential exposure is unknown. No accrual has been made in our financial statements as of September 30, 2021 in Part I, Item 1 of this Report for any such exposure.

We have in the past and may in the future become obligated to fund commitments such as revolving credit facilities, bridge financing commitments, or delayed draw commitments.

As of September 30, 2021, we had delayed draw and revolving senior secured loans with an aggregate of $189.2 million of unfunded commitments.

As of December 31, 2020, we had delayed draw and revolving senior secured loans with an aggregate of $42.0 million of unfunded commitments.

Other Commitments and Contingencies

From time to time, we may become a party to certain legal proceedings incidental to the normal course of our business. As of September 30, 2021, management is not aware of any material pending or threatened litigation relating to us.

CONTRACTUAL OBLIGATIONS

A summary of our contractual payment obligations under our JPM Funding Facility as of September 30, 2021 was as follows (dollar amounts in thousands):

.

RECENT DEVELOPMENTS

During the period from October 1, 2021Subsequent to March 31, 2022 through NovemberMay 1210, 20212022, the Company has closed or the Investment Adviser’s Investment Committee has committed/approved approximately $30347.68 million of new/add-on investments. This includes transactions for which a formal mandate, letter of intent or a signed commitment have been issued, and therefore the Company believes are likely to close. Of these new commitments, approximately 99.4%$46.7 million were first lien senior secured loans, 0.3%and $1.1 million were second lien senior secured loans and 0.3% werecommon equity investments. 100% of the senior secured loans were floating rate loans. We remain highly focused on conducting extensive due diligence and leveraging the Morgan Stanley platform. We continue to seek to invest in companies that are led by strong management teams, generate substantial free cash flow, have leading market positions, benefit from sustainable business models, and are well positioned to perform well despite the impact of the Coronavirus pandemic. We believe the current market environment offers opportunities to seek compelling risk adjusted returns. Our investment pace will depend on several factors including the market environment, deal flow, and the continued impact of the Coronavirus pandemic.

On October 7, 2021, the Company delivered a capital drawdown notice to its stockholders relating to the sale of approximately 1,643,192 shares of Common Stock for an aggregate offering price of approximately $35.0 million. The sale closed on October 15, 2021.

51

---

Table of Contents

On November 5, 2021, the Company delivered a capital drawdown notice to its stockholders for an aggregate offering price of approximately $75.0 million. The sale of Common Stock closed on November 12, 2021.

.

CRITICAL ACCOUNTING POLICIESESTIMATES

The preparation of our financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. Changes in the economic environment, financial markets, and any other parameters used in determining such estimates could cause actual results to differ. Our critical accounting policiesestimates, including those relating to the valuation of our investment portfolio, should be read in connection with our financial statements in Part I, Item 1 of this Report, and “Risk Factors” in Part II, Item 1A of this Report, and “Risk Factors” in Part I, Item 1A of our Form 10-K.our Form 10-K.

RELATED PARTY TRANSACTIONS

We have entered into a number of business relationships with affiliated or related parties, including the following: (which are defined in the notes to the accompanying unaudited financial statements if not defined herein):

•the Restated Advisory Agreement;

Investment Advisory Agreement;

55

---

Table of Contents

•the Restated Administration Agreement; and

•the Expense Support and Waiver Agreement.

See “See “Item 1. Consolidated Financial Statements—Notes to Consolidated Financial Statements—Note 3. Related Party Transactions.”

52

---

Table of Contents

”

Item  3. Quantitative and Qualitative Disclosures aboutAbout Market Risk

We are subject to financial market risks, including valuation risk, market risk and interest rate risk.

Valuation Risk

Valuation Risk

We have invested, and plan to continue to invest, primarily in illiquid debt and equity securities of portfolio companies. During periods of market dislocation, we will seek to invest prudently in the secondary loan market to provide our investors better risk adjusted returns while adhering to our core investment tenants. See  “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations—-Coronavirus Developments.” Most of our investments will not have a readily available market price. To ensure accurate valuation, our investments are valued at fair value in good faith by theour boardBoard of directors, or the BoardDirectors, based on, among other things, the input of the Investment Adviser, our Audit Committee and independent third-party valuation firm engaged at the direction of theour Board of Directors, and in accordance with our valuation policy. There is no single standard for determining fair value. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each investment while employing a consistently applied valuation process for the investments we hold. If we were required to liquidate a portfolio investment in a forced or liquidation sale, we may realize amounts that are different from the amounts presented and such differences could be material.

Market Risk

Market Risk

The market value of a security may move up or down, sometimes rapidly and unpredictably. These fluctuations may cause a security to be worth less than the price originally paid for it, or less than it was worth at an earlier time. Market risk may affect a single issuer, industry, sector of the economy or the market as a whole. Global economies and financial markets are increasingly interconnected, which increases the probabilities that conditions in one country or region might adversely impact issuers in a different country or region. Conditions affecting the general economy, including political, social, or economic instability at the local, regional, or global level, may also affect the market value of a security. Health crises, such as pandemic and epidemic diseases, as well as other incidents that interrupt the expected course of events, such as natural disasters, war or civil disturbance, acts of terrorism, power outages and other unforeseeable and external events, and the public response to or fear of such diseases or events, havehave and may in the future have an adverse effect on oura company’s investments and net asset value and can lead to increased market volatility. See “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Coronavirus Developments.”

 1A. Risk Factors—General Risk Factors—Risks Relating to Our Business and Structure—We are operating in a period of capital markets disruption and economic uncertainty. The conditions have materially and adversely affected debt and equity capital markets in the United States, and any future disruptions or instability in capital markets may have a negative impact on our business and operations.” and “Terrorist attacks, acts of war, natural disasters, outbreaks or pandemics, such as the Coronavirus pandemic, may impact our portfolio companies and our Adviser and harm our business, operating results and financial condition” in the Form 10-K.

Interest Rate Risk

We are subject to financial market risks, most significantly changes in interest rates. Interest rate sensitivity refers to the change in our earnings that may result from changes in the level of interest rates. Because we expect to fund a portion of our investments with borrowings, our net investment income is expected to be affected by the difference between the rate at which we invest and the rate at which we borrow. As a result, we can offer no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income.

In addition, the Coronavirus pandemic has resulted in a decrease in LIBOR and a general reduction of certain interest rates by the U.S. Federal Reserve and other central banks. A continued decline in interest rates, including LIBOR, could result in a reductionAs of March 31, 2022, 100.0% of our gross investment income. In addition, our net investment income could also decline if such decreases in LIBOR are not offset by, among other things, a corresponding increase in the spread over LIBOR in our portfolio investments, a decrease in our operating expenses, or a decrease in the interest rates of our liabilities that are tied to LIBOR. See “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Coronavirus Developments.” 

As of September 30, 2021, 99.9% of our debt investments were at floating rates. Based on our Consolidated Statement of Assets and Liabilities as of September 30income-producing senior secured debt investments were at floating rates. Based on our Consolidated Statement of Assets and Liabilities as of March 31, 20212022, the following table shows the annualized impact on net income of hypothetical base rate changes in interest rates (considering interest rate floors and ceilings for floating rate debt instruments assuming no changes in our investments and borrowing structure as of September 30March 31, 2021) (dollar amounts in thousands):

53

---

Table of Contents

2022) (dollar amounts in thousands):

						Interest						Interest						Net
Basis Point Change - Interest Rates						Income						Expense						Income
Up 300 basis points			$			26,524			$			(15,672)			$			10,852
Up 200 basis points			$			17,244			$			(10,448)			$			6,796
Up 100 basis points			$			7,965			$			(5,224)			$			2,741
Down 100 basis points			$			(603)			$			5,023			$			4,420
Down 200 basis points			$			(603)			$			5,023			$			4,420
Down 300 basis points			$			(603)			$			5,023			$			4,420

We may hedge against interest rate fluctuations by using standard hedging instruments such as futures, options and forward contracts or our credit facilities subject to the requirements of the 1940 Act and applicable commodities laws. While hedging activities may , subject to the requirements of the 1940 Act and applicable commodities laws. While hedging activities may

56

---

Table of Contents

insulate us against adverse changes in interest rates, they may also limit our ability to participate in benefits of lower interest rates or higher exchange rates with respect to our portfolio of investments with fixed interest rates or investments denominated in foreign currencies. During the periods covered by this Report, we did not engage in interest rate hedging activities.

54

---

Table of Contents

Item  4:. Controls and Procedures.

(a) Evaluation of Disclosure Controls and Procedures

In accordance with Rules 13a-15(b) and 15d-15(b) of 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) as of the end of the period covered by this Report and determined that our disclosure controls and procedures are effective as of the end of the period covered by this Report.

(b) Changes in Internal Controls Over Financial Reporting

There have been no changes in our internal control over financial reporting that occurred during the quarterthree months ended September 30March 31, 20212022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

55

---

Table of Contents

Part II - Other Information

Item PART II

Item 1:. Legal Proceedings.

    Each of usThe Company, the Investment Adviser and the Administrator may become party to certain lawsuits in the ordinary course of business, including proceedings relating to the enforcement of our rights under contracts with our portfolio companies. Each of usthe Company, the Investment Adviser and the Administrator, is not currently subject to any material legal proceedings, nor, to our knowledge, is any material legal proceeding threatened against any of us, the Investment Adviser or the Administrator.

the Company.

Item  1A:. Risk Factors.

In addition to the other information set forth in this Report, you should carefully consider the risk factors previously disclosed under Item 1A of the Form 10-K, which could materially affect our business, financial condition and/or operating results. The risks disclosed in the 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 may also materially and adversely affect our business, financial condition and/or operating results.

56

---

Table of Contents

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

Sales of Unregistered Securities

Refer to “Item 1. Financial Statements—Notes to Consolidated Financial Statements—Note 8. Net Assets” in this Report and our Current Report on Form 8-K filed on September 15, 2021 for an issuanceThere were no issuances of our Common Stock during the quarter ended September 30March 31, 2021. Such issuance was2022, as part of our Private Offering pursuant to Section 4(a)(2) of the Securities Act and Regulation D thereunder.

Issuer Purchases of Equity Securities

None.

Item 3:Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

Item 4: Mine Safety Disclosures.

Not applicable

Item 5: Other Information.

None.

57

---

Table of Contents

of Contents

Item  6:. Exhibits.

(a) Documents filed as part of this report

EXHIBIT INDEX(b) Exhibits

_________________

* Filed herewith

The following exhibits are filed as part of this report or hereby incorporated by reference to exhibits previously filed with the SEC:

Exhibit			Description
31.1*			Certification of Chief Executive Officer (Principal Executive Officer) Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended.
31.2*			Certification of Chief Financial Officer (Principal Financial Officer) Pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as amended.
32.1*			Certification of Chief Executive Officer (Principal Executive Officer) Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*			Certification of Chief Financial Officer (Principal Financial Officer) Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

58

---

Table of Contents

SIGNATURES

SIGNATURES

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

									SL Investment Corp.
May 10, 2022
Dated: November 12, 2021			By:			/s/ Jeffrey S. Levin
									Jeffrey S. Levin
						President and Chief Executive Officer
						(Principal Executive OfficerDirector and Chief Executive Officer (principal executive officer)
Dated: November 12, 2021May 10, 2022						By:			/s/ Venugopal Rathi
									Venugopal Rathi Chief Financial Officer (principal financial officer)
						Chief Financial Officer
						(Principal Financial Officer)

59

Exhibit 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

CERTIFICATION

I, Jeffrey S. Levin, certify that:

1.I have reviewed this quarterly report on Form 10-Q of SL INVESTMENT CORP.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, if any, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

c.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

 Dated: NovemberMay 1210, 20212022

/s/ Jeffrey S. Levin
Jeffrey S. Levin Chief Executive Officer (Principal Executive Officer)

Exhibit 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

CERTIFICATION

I, Venugopal Rathi, certify that:

1.I have reviewed this quarterly report on Form 10-Q of SL INVESTMENT CORP.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, if any, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

c.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

 Dated: NovemberMay 1210, 20212022

/s/ Venugopal Rathi
Venugopal Rathi Chief Financial Officer (Principal Financial Officer)

Exhibit 32.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER, SECTION 906

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Jeffrey S. Levin, the Chief Executive Officer (Principal Executive Officer) of SL INVESTMENT CORP. (the “Company”), hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

•the Form 10-Q of the Company for the quarter ended SeptemberMarch 3031, 20212022 as filed with the Securities and Exchange Commission on the date hereof (the “Form 10-Q”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

•the information contained in the Form 10-Q of the Company for the quarter ended September 30March 31, 20212022 fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: NovemberMay 1210, 20212022
/s/ Jeffrey S. Levin
Jeffrey S. Levin Chief Executive Officer (Principal Executive Officer)

*The foregoing certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document.

Exhibit 32.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER, SECTION 906

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Venugopal Rathi, the Chief Financial Officer (Principal Financial Officer) of SL INVESTMENT CORP. (the “Company”), hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

•the Form 10-Q of the Company for the quarter ended SeptemberMarch 3031, 20212022 as filed with the Securities and Exchange Commission on the date hereof (the “Form 10-Q”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

•the information contained in the Form 10-Q of the Company for the quarter September 30ended March 31, 20212022 fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: NovemberMay 1210, 20212022
/s/ Venugopal Rathi
Venugopal Rathi Chief Financial Officer (Principal Financial Officer)

*The foregoing certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document.