Carlyle Secured Lending, Inc. [CGBD] Filings

10-Q 1 csli_1q22x10-qxdocument.htm 10-Q Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


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

For the quarterly period ended March 31, 2022


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

For the transition period to

Commission File No. 814-00995

Carlyle Secured Lending, Inc.

(Exact name of Registrant as specified in its charter)


Maryland						80-0789789
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification Number)

One Vanderbilt Avenue, Suite 3400, New York, NY 10017						(212) 813-4900
(Address of principal executive office) (Zip Code)						(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

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


Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common stock, $0.01 par value	CGBD	The Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☐ 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. (Check one):

Large accelerated filer

☒

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

The number of shares of the registrant’s common stock, $0.01 par value per share, outstanding at May 2, 2022 was 52,486,356.

Carlyle Secured Lending, Inc.

INDEX



Part I.	Financial Information
Item 1.	Financial Statements
	Consolidated Statements of Assets and Liabilities as of March 31, 2022 (unaudited) and December 31, 2021	3
	Consolidated Statements of Operations for the three month period s ended March 31, 2022 and 2021 (unaudited)	4
	Consolidated Statements of Changes in Net Assets for the three month periods ended March 31, 2022 and 2021 (unaudited)	5
	Consolidated Statements of Cash Flows for the three month periods ended March 31, 2022 and 2021 (unaudited)	6
	Consolidated Schedules of Investments as of March 31, 2022 (unaudited) and December 31, 2021	7
	Notes to Consolidated Financial Statements (unaudited)	33
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	73
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	107
Item 4.	Controls and Procedures	108
Part II.	Other Information
Item 1.	Legal Proceedings	109
Item 1A.	Risk Factors	109
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	109
Item 3.	Defaults Upon Senior Securities	109
Item 4.	Mine Safety Disclosures	109
Item 5.	Other Information	110
Item 6.	Exhibits	110
	Signatures	111

CARLYLE SECURED LENDING, INC.

CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES

(dollar amounts in thousands, except per share data)


	March 31, 2022		December 31, 2021
ASSETS	(unaudited)
Investments, at fair value
Investments—non-controlled/non-affiliated, at fair value (amortized cost of $1,610,824 and $1,631,067, respectively)	$	1,576,247	$	1,607,731
Investments—non-controlled/affiliated, at fair value (amortized cost of $38,332 and $38,462, respectively)	30,771		30,286
Investments—controlled/affiliated, at fair value (amortized cost of $271,097 and $288,024, respectively)	266,165		275,035
Total investments, at fair value (amortized cost of $1,920,253 and $1,957,553, respectively)	1,873,183		1,913,052
Cash, cash equivalents and restricted cash	69,512		93,074

Receivable for investment sold/repaid	13,060		530
Deferred financing costs	2,882		3,066
Interest receivable from non-controlled/non-affiliated investments	15,284		11,011
Interest receivable from non-controlled/affiliated investments	611		611
Interest and dividend receivable from controlled/affiliated investments	9,212		8,522
Prepaid expenses and other assets	2,214		1,484
Total assets	$	1,985,958	$	2,031,350
LIABILITIES
Secured borrowings (Note 7)	$	359,679	$	407,655
2015-1R Notes payable, net of unamortized debt issuance costs of $2,356 and $2,417, respectively (Note 8)	446,844		446,783
Senior Notes, net of unamortized debt issuance costs of $382 and $416, respectively (Note 8)	189,618		189,584
Payable for investments purchased	328		323

Interest and credit facility fees payable (Notes 7 and 8)	2,727		2,467
Dividend payable (Note 10)	21,035		20,705
Base management and incentive fees payable (Note 4)	12,304		11,819
Administrative service fees payable (Note 4)	825		482
Other accrued expenses and liabilities	2,058		2,728
Total liabilities	1,035,418		1,082,546
Commitments and contingencies (Notes 9 and 12)
EQUITY
NET ASSETS
Cumulative convertible preferred stock, $0.01 par value; 2,000,000 and 2,000,000 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively	50,000		50,000
Common stock, $0.01 par value; 198,000,000 shares authorized; 52,647,158 and 53,142,454 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively	527		532
Paid-in capital in excess of par value	1,045,424		1,052,427
Offering costs	(1,633)		(1,633)
Total distributable earnings (loss)	(143,778)		(152,522)
Total net assets	$	950,540	$	948,804
NET ASSETS PER COMMON SHARE	$	17.11	$	16.91

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

CARLYLE SECURED LENDING, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(dollar amounts in thousands, except per share data)

(unaudited)


	For the three month periods ended
	March 31, 2022		March 31, 2021
Investment income:
From non-controlled/non-affiliated investments:
Interest income	$	33,828	$	31,756
Other income	1,962		1,467
Total investment income from non-controlled/non-affiliated investments	35,790		33,223
From non-controlled/affiliated investments:
Interest income	48		38
Other income	2		3
Total investment income from non-controlled/affiliated investments	50		41
From controlled/affiliated investments:
Interest income	3,873		56
Dividend income	7,524		7,528
Other income	272		—
Total investment income from controlled/affiliated investments	11,669		7,584
Total investment income	47,509		40,848
Expenses:
Base management fees (Note 4)	7,050		6,800
Incentive fees (Note 4)	5,228		4,257
Professional fees	783		691
Administrative service fees (Note 4)	406		282
Interest expense (Notes 7 and 8)	7,099		6,975
Credit facility fees (Note 7)	517		519
Directors’ fees and expenses	160		116
Other general and administrative	394		405
Total expenses	21,637		20,045
Net investment income (loss) before taxes	25,872		20,803
Excise tax expense	353		124
Net investment income (loss)	25,519		20,679
Net realized gain (loss) and net change in unrealized appreciation (depreciation):
Net realized gain (loss) on investments:
Non-controlled/non-affiliated investments	4,575		1,672
Non-controlled/affiliated investments	—		1
Controlled/affiliated investments	1,264		—
Currency gains (losses) on non-investment assets and liabilities	(368)		(82)
Net change in unrealized appreciation (depreciation) on investments:
Non-controlled/non-affiliated investments	(11,243)		17,916
Non-controlled/affiliated investments	614		646
Controlled/affiliated investments	8,057		(4,703)
Net change in unrealized currency gains (losses) on non-investment assets and liabilities	2,265		(225)
Net realized and unrealized gain (loss) on investments and non-investment assets and liabilities	5,164		15,225
Net increase (decrease) in net assets resulting from operations	30,683		35,904
Preferred stock dividend	875		875
Net increase (decrease) in net assets resulting from operations attributable to Common Stockholders	$	29,808	$	35,029
Basic and diluted earnings per common share (Note 10)
Basic	$	0.56	$	0.64
Diluted	$	0.53	$	0.60
Weighted-average shares of common stock outstanding (Note 10)
Basic	52,892,054		55,039,010
Diluted	58,194,422		60,306,312

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

CARLYLE SECURED LENDING, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS

(dollar amounts in thousands)

(unaudited)


	For the three month periods ended
	March 31, 2022		March 31, 2021
Net increase (decrease) in net assets resulting from operations:
Net investment income (loss)	$	25,519	$	20,679
Net realized gain (loss)	5,471		1,591
Net change in unrealized appreciation (depreciation) on investments	(2,572)		13,859
Net change in unrealized currency gains (losses) on non-investment assets and liabilities	2,265		(225)
Net increase (decrease) in net assets resulting from operations	30,683		35,904
Capital transactions:



Repurchase of common stock	(7,008)		(5,570)
Dividends declared on preferred and common stock (Note 10)	(21,939)		(21,177)
Net increase (decrease) in net assets resulting from capital share transactions	(28,947)		(26,747)
Net increase (decrease) in net assets	1,736		9,157
Net Assets at beginning of period	948,804		901,363
Net Assets at end of period	$	950,540	$	910,520

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

CARLYLE SECURED LENDING, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(dollar amounts in thousands)

(unaudited)


	For the three month periods ended
	March 31, 2022		March 31, 2021
Cash flows from operating activities:
Net increase (decrease) in net assets resulting from operations	$	30,683	$	35,904
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Amortization of deferred financing costs	279		253
Net accretion of discount on investments	(2,338)		(2,026)
Paid-in-kind interest	(4,217)		(2,025)
Net realized (gain) loss on investments	(5,839)		(1,673)
Net realized currency (gain) loss on non-investment assets and liabilities	368		82
Net change in unrealized (appreciation) depreciation on investments	2,572		(13,859)
Net change in unrealized currency (gains) losses on non-investment assets and liabilities	(2,265)		225
Cost of investments purchased and change in payable for investments purchased	(110,079)		(134,935)
Proceeds from sales and repayments of investments and change in receivable for investments sold/repaid	146,912		153,722
Changes in operating assets:
Interest receivable	(4,273)		(726)
Dividend receivable	(690)		(1,044)
Prepaid expenses and other assets	(730)		3
Changes in operating liabilities:

Interest and credit facility fees payable	260		(12)
Base management and incentive fees payable	485		(502)
Administrative service fees payable	343		117
Other accrued expenses and liabilities	(670)		(1,235)
Net cash provided by (used in) operating activities	50,801		32,269
Cash flows from financing activities:

Repurchase of common stock	(7,008)		(5,570)
Borrowings on SPV Credit Facility and Credit Facility	58,500		40,286
Repayments of SPV Credit Facility and Credit Facility	(104,246)		(79,000)




Debt issuance costs paid	—		(122)
Dividends paid in cash	(21,609)		(20,789)
Net cash provided by (used in) financing activities	(74,363)		(65,195)
Net increase (decrease) in cash, cash equivalents and restricted cash	(23,562)		(32,926)
Cash, cash equivalents, and restricted cash, beginning of period	93,074		68,419
Cash, cash equivalents, and restricted cash, end of period	$	69,512	$	35,493
Supplemental disclosures:
Interest paid during the period	$	7,106	$	6,915
Taxes, including excise tax, paid during the period	$	794	$	626
Dividends declared on preferred stock and common stock during the period	$	21,939	$	21,177

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

CARLYLE SECURED LENDING INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS

As of March 31, 2022

(dollar amounts in thousands)

(unaudited)


Investments—non-controlled/non-affiliated (1)		Footnotes	Industry	Reference Rate & Spread (2)	Interest Rate (2)	Acquisition Date	Maturity Date	Par/ Principal Amount **		Amortized Cost (4)		Fair Value (5)		% of Net Assets

First Lien Debt (63.8% of fair value)
Advanced Web Technologies Holding Company	^*	(2)(3)(14)	Containers, Packaging & Glass	L + 5.75%	6.75%	12/17/2020	12/17/2026	$	9,383	$	9,184	$	9,428	0.99	%
Airnov, Inc.	^*	(2)(3)(14)	Containers, Packaging & Glass	L + 5.00%	6.00%	12/20/2019	12/19/2025	2,047		2,019		2,045		0.21
Allied Universal Holdco LLC	^	(2)(3)	Business Services	L + 4.25%	4.75%	2/17/2021	7/10/2026	496		498		488		0.05
American Physician Partners, LLC	^*	(2)(3)(14)	Healthcare & Pharmaceuticals	L + 8.75%, 1.50% PIK	10.75%	1/7/2019	4/8/2022	28,012		28,013		28,013		2.95
Analogic Corporation	^*	(2)(3)(14)	Capital Equipment	L + 5.25%	6.25%	6/22/2018	6/22/2024	2,452		2,432		2,403		0.25
Applied Technical Services, LLC	^	(2)(3)(14)	Business Services	L + 5.75%	6.75%	12/29/2020	12/29/2026	529		519		529		0.06
Appriss Health, LLC	^	(2)(3)(14)	Healthcare & Pharmaceuticals	L + 7.25%	8.25%	5/6/2021	5/6/2027	43,247		42,437		42,448		4.47
Apptio, Inc.	^	(2)(3)(14)	Software	L + 7.25%	8.25%	1/10/2019	1/10/2025	6,131		6,051		6,131		0.64
Ascend Buyer, LLC	^*	(2)(3)(14)	Containers, Packaging & Glass	L + 5.75%	6.50%	9/30/2021	9/30/2028	12,806		12,546		12,506		1.32
Associations, Inc.	^	(2)(3)(14)	Construction & Building	L + 4.00%, 2.50% PIK	7.50%	7/2/2021	7/2/2027	12,612		12,499		12,284		1.29
Aurora Lux FinCo S.Á.R.L. (Luxembourg)	^*	(2)(3)(7)	Software	L + 6.00%	7.00%	12/24/2019	12/24/2026	32,406		31,814		29,408		3.09
Barnes & Noble, Inc.	^	(2)(3)(11)	Retail	L + 6.50%	9.31%	8/7/2019	12/20/2026	28,572		27,563		28,214		2.97
BlueCat Networks, Inc. (Canada)	*	(2)(3)(7)	High Tech Industries	L + 6.25%	7.25%	10/30/2020	10/30/2026	11,439		11,248		11,526		1.21
BMS Holdings III Corp.	^	(2)(3)(14)	Construction & Building	L + 5.50%	6.50%	9/30/2019	9/30/2026	—		(171)		(140)		(0.01)
Bubbles Bidco S.P.A. (Italy)	^	(2)(3)(7)(14)	Consumer Goods: Non-Durable	L + 9.25% (100% PIK)	9.25%	10/20/2021	10/20/2028	€	4,700	5,307		4,996		0.53
Bubbles Bidco S.P.A. (Italy)	^	(2)(3)(7)(14)	Consumer Goods: Non-Durable	L + 6.25%	6.25%	10/20/2021	10/20/2028	€	—	—		(30)		—
Captive Resources Midco, LLC	^*	(2)(3)(14)	Banking, Finance, Insurance & Real Estate	L + 5.50%	6.25%	6/30/2015	5/31/2027	10,223		10,111		10,102		1.06
Chartis Holding, LLC	^*	(2)(3)(14)	Business Services	L + 5.50%	6.60%	5/1/2019	5/1/2025	692		682		689		0.07
Chemical Computing Group ULC (Canada)	^*	(2)(3)(7)(14)	Software	L + 4.50%	5.50%	8/30/2018	8/30/2024	465		464		460		0.05
Chudy Group, LLC	^	(2)(3)(14)	Healthcare & Pharmaceuticals	L + 5.75%	6.75%	6/30/2021	6/30/2027	823		810		828		0.09
CircusTrix Holdings, LLC	^*	(2)(3)	Hotel, Gaming & Leisure	L + 5.50%, 2.50% PIK	9.00%	2/2/2018	1/16/2024	10,570		10,550		9,719		1.02
CircusTrix Holdings, LLC	^	(2)(3)	Hotel, Gaming & Leisure	L + 5.50%, 2.50% PIK	9.00%	1/8/2021	7/16/2023	700		643		701		0.07
Cobblestone Intermediate Holdco LLC	^	(2)(3)	Consumer Services	L + 5.50%	6.50%	1/29/2020	1/29/2026	721		716		718		0.07
Comar Holding Company, LLC	^*	(2)(3)(14)	Containers, Packaging & Glass	L + 5.75%	6.75%	6/18/2018	6/18/2024	26,375		26,112		25,510		2.68
Cority Software Inc. (Canada)	^*	(2)(3)(7)(14)	Software	L + 5.00%	6.00%	7/2/2019	7/2/2026	10,489		10,309		10,447		1.10
Cority Software Inc. (Canada)	^	(2)(3)(7)	Software	L + 7.00%	8.00%	9/3/2020	7/2/2026	1,874		1,830		1,890		0.20
DCA Investment Holding LLC	^*	(2)(3)(14)	Healthcare & Pharmaceuticals	SOFR + 6.00%	6.75%	3/11/2021	4/3/2028	13,328		13,153		13,136		1.38

CARLYLE SECURED LENDING, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of March 31, 2022

(dollar amounts in thousands)

(unaudited)


Investments—non-controlled/non-affiliated (1)		Footnotes	Industry	Reference Rate & Spread (2)	Interest Rate (2)	Acquisition Date	Maturity Date	Par/ Principal Amount **		Amortized Cost (4)		Fair Value (5)		% of Net Assets

Derm Growth Partners III, LLC	^	(2)(3)(8)	Healthcare & Pharmaceuticals	L + 6.25%	7.25%	5/31/2016	5/31/2022	$	55,807	$	50,994	$	41,077	4.32	%
DermaRite Industries, LLC	^*	(2)(3)	Healthcare & Pharmaceuticals	L + 7.00% (100% PIK)	8.00%	3/3/2017	6/30/2023	20,357		20,357		16,894		1.78
Diligent Corporation	^	(2)(3)(14)	Telecommunications	L + 6.25%	7.25%	8/4/2020	8/4/2025	650		636		647		0.07
DTI Holdco, Inc.	^	(2)(3)	High Tech Industries	L + 4.75%	5.75%	12/18/2018	9/30/2023	1,928		1,885		1,896		0.20
Dwyer Instruments, Inc	^*	(2)(3)(14)	Capital Equipment	L + 5.50%	6.50%	7/21/2021	7/21/2027	2,271		2,207		2,260		0.24
Ellkay, LLC	^	(2)(3)(14)	Healthcare & Pharmaceuticals	L + 5.75%	6.75%	9/14/2021	9/14/2027	14,214		13,922		13,883		1.46
Emergency Communications Network, LLC	^*	(2)(3)	Telecommunications	L + 2.625%, 5.125% PIK	8.75%	6/1/2017	6/1/2023	25,537		25,487		22,144		2.33
EPS Nass Parent, Inc.	^	(2)(3)(14)	Utilities: Electric	L + 5.75%	6.75%	4/19/2021	4/19/2028	890		873		878		0.09
Ethos Veterinary Health LLC	^	(2)(3)	Consumer Services	L + 4.75%	5.21%	5/17/2019	5/15/2026	2,579		2,563		2,579		0.27
EvolveIP, LLC	^*	(2)(3)(14)(15)	Telecommunications	SOFR + 5.50%	6.50%	11/26/2019	6/7/2025	5,455		5,447		5,441		0.57
Flagship Intermediate Holdco, LLC	^*	(2)(3)(14)(15)	Consumer Services	SOFR + 5.50%	6.50%	2/18/2022	2/18/2028	12,155		11,445		11,432		1.20
Frontline Technologies Holdings, LLC	^*	(2)(3)	Software	L + 5.25%	6.25%	9/18/2017	9/18/2023	3,060		3,050		3,057		0.32
Greenhouse Software, Inc.	^	(2)(3)(14)	Software	L + 6.50%	7.50%	3/1/2021	3/1/2027	15,196		14,870		14,740		1.55
Hadrian Acquisition Limited (United Kingdom)	^	(2)(3)	Banking, Finance, Insurance & Real Estate	SONIA + 5.26%, 3.47% PIK	9.48%	2/28/2022	2/28/2029	£	14,259	18,559		17,790		1.87
Hadrian Acquisition Limited (United Kingdom)	^	(2)(3)(14)	Banking, Finance, Insurance & Real Estate	SONIA + 5.00%, 2.75% PIK	8.50%	2/28/2022	2/28/2029	£	413	330		407		0.04
Harbour Benefit Holdings, Inc.	^*	(2)(3)(14)	Business Services	L + 5.25%	6.25%	12/13/2017	12/13/2024	8,358		8,293		8,342		0.88
Heartland Home Services, Inc	^*	(2)(3)(14)	Consumer Services	L + 6.00%	7.00%	12/15/2020	12/15/2026	13,904		13,549		13,624		1.43
Hercules Borrower LLC	^*	(2)(3)(14)	Environmental Industries	L + 6.50%	7.50%	12/14/2020	12/14/2026	18,636		18,177		18,806		1.98
Higginbotham Insurance Agency, Inc.	^	(2)(3)	Banking, Finance, Insurance & Real Estate	L + 5.50%	6.25%	11/25/2020	11/25/2026	4,966		4,906		4,925		0.52
Hoosier Intermediate, LLC	^*	(2)(3)(14)	Healthcare & Pharmaceuticals	L + 5.50%	6.50%	11/15/2021	11/15/2028	16,479		16,119		16,187		1.70
iCIMS, Inc.	^	(2)(3)	Software	L + 6.50%	7.50%	9/12/2018	9/12/2024	1,671		1,653		1,671		0.18
Individual FoodService Holdings, LLC	^*	(2)(3)(14)	Wholesale	L + 6.25%	7.56%	2/21/2020	11/22/2025	9,704		9,525		9,679		1.02
Infront Luxembourg Finance S.À R.L. (Luxembourg)	^	(2)(3)(7)	Hotel, Gaming & Leisure	L + 9.00%	9.00%	5/28/2021	5/28/2027	€	8,250	9,785		8,876		0.93
Integrity Marketing Acquisition, LLC	*	(2)(3)	Banking, Finance, Insurance & Real Estate	L + 5.75%	6.75%	1/15/2020	8/27/2025	4,908		4,860		4,800		0.50
Integrity Marketing Acquisition, LLC	^	(2)(3)(14)	Banking, Finance, Insurance & Real Estate	L + 5.50%	6.25%	1/15/2020	8/27/2025	—		(69)		(127)		(0.01)
Jeg's Automotive, LLC	^*	(2)(3)(14)	Automotive	L + 5.75%	6.75%	12/22/2021	12/22/2027	19,146		18,666		18,783		1.98

CARLYLE SECURED LENDING, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of March 31, 2022

(dollar amounts in thousands)

(unaudited)


Investments—non-controlled/non-affiliated (1)		Footnotes	Industry	Reference Rate & Spread (2)	Interest Rate (2)	Acquisition Date	Maturity Date	Par/ Principal Amount **		Amortized Cost (4)		Fair Value (5)		% of Net Assets

K2 Insurance Services, LLC	^*	(2)(3)(14)	Banking, Finance, Insurance & Real Estate	L + 5.00%	6.00%	7/3/2019	7/1/2026	$	3,356	$	3,299	$	3,351	0.35	%
Kaseya, Inc.	^	(2)(3)(14)	High Tech Industries	L + 5.50%, 1.00% PIK	7.50%	5/3/2019	5/3/2025	19,123		18,882		18,942		1.99
Lifelong Learner Holdings, LLC	^	(2)(3)(14)	Business Services	L + 5.75%	6.75%	10/18/2019	10/18/2026	26,149		25,787		24,107		2.54
LinQuest Corporation	*	(2)(3)	Aerospace & Defense	L + 5.75%	6.50%	7/28/2021	7/28/2028	9,950		9,767		9,701		1.02
Liqui-Box Holdings, Inc.	^	(2)(3)(14)	Containers, Packaging & Glass	L + 4.50%	5.50%	6/3/2019	6/3/2024	1,504		1,490		1,240		0.13
LVF Holdings, Inc.	^*	(2)(3)(14)	Beverage, Food & Tobacco	L + 6.25%	7.82%	6/10/2021	6/10/2027	41,524		40,689		39,359		4.14
Material Holdings, LLC	^*	(2)(3)(14)	Business Services	L + 5.75%	6.75%	8/19/2021	8/19/2027	7,043		6,886		6,753		0.71
Maverick Acquisition, Inc.	^*	(2)(3)(14)	Aerospace & Defense	L + 6.00%	7.00%	6/1/2021	6/1/2027	35,892		35,153		34,140		3.59
Medical Manufacturing Technologies, LLC	^*	(2)(3)(14)(15)	Healthcare & Pharmaceuticals	SOFR + 6.00%	7.00%	12/23/2021	12/23/2027	21,477		20,874		21,013		2.21
MMIT Holdings, LLC	^*	(2)(3)(14)	High Tech Industries	L + 6.25%	7.25%	9/15/2021	9/15/2027	10,937		10,717		10,697		1.13
National Technical Systems, Inc.	^	(2)(3)(14)	Aerospace & Defense	L + 5.50%	6.50%	10/28/2020	6/12/2023	1,164		1,151		1,158		0.12
NES Global Talent Finance US, LLC (United Kingdom)	^	(2)(3)(7)	Energy: Oil & Gas	L + 5.50%	6.50%	5/9/2018	5/11/2023	9,662		9,618		9,414		0.99
NMI AcquisitionCo, Inc.	^*	(2)(3)(14)	High Tech Industries	L + 5.75%	6.50%	9/6/2017	9/6/2025	40,229		40,004		39,672		4.17
Performance Health Holdings, Inc.	*	(2)(3)	Healthcare & Pharmaceuticals	L + 6.00%	7.00%	7/12/2021	7/12/2027	6,444		6,324		6,286		0.66
PF Atlantic Holdco 2, LLC	^*	(2)(3)(14)	Hotel, Gaming & Leisure	L + 6.00%	7.00%	11/12/2021	11/12/2027	27,654		26,900		27,037		2.84
PF Growth Partners, LLC	^*	(2)(3)	Hotel, Gaming & Leisure	L + 5.00%	6.00%	7/1/2019	7/11/2025	8,019		7,947		7,885		0.83
PPT Management Holdings, LLC	^	(2)(3)	Healthcare & Pharmaceuticals	L + 6.00%, 2.50% PIK	9.50%	12/15/2016	12/16/2022	28,454		28,424		23,576		2.48
Product Quest Manufacturing, LLC	^	(2)(3)(8)	Containers, Packaging & Glass	L + 6.75%	10.00%	9/21/2017	3/31/2021	840		840		840		0.09
Prophix Software Inc. (Canada)	^	(2)(3)(7)(14)	Software	L + 6.50%	7.50%	2/1/2021	2/1/2026	10,963		10,743		11,093		1.17
PXO Holdings I Corp.	^*	(2)(3)(14)(15)	Chemicals, Plastics & Rubber	SOFR + 5.50%	6.25%	3/8/2022	3/8/2028	14,790		14,406		14,402		1.52
Quantic Electronics, LLC	^*	(2)(3)(14)	Aerospace & Defense	L + 6.00%	7.00%	11/19/2020	11/19/2026	14,588		14,301		14,248		1.50
Quantic Electronics, LLC	^*	(2)(3)(14)	Aerospace & Defense	L + 6.00%	7.00%	3/1/2021	3/1/2027	8,860		8,647		8,604		0.91
QW Holding Corporation	^*	(2)(3)	Environmental Industries	L + 5.75%	6.75%	8/31/2016	8/31/2026	42,559		42,361		42,151		4.43
Redwood Services Group, LLC	^*	(2)(3)(14)	High Tech Industries	L + 6.00%	7.00%	11/13/2018	6/6/2024	30,814		30,388		30,429		3.20
Regency Entertainment, Inc.	^	(2)(3)	Media: Diversified & Production	L + 6.75%	7.75%	5/22/2020	10/22/2025	20,000		19,716		19,716		2.07
Riveron Acquisition Holdings, Inc.	*	(2)(3)	Banking, Finance, Insurance & Real Estate	L + 5.75%	6.75%	5/22/2019	5/22/2025	11,372		11,240		11,372		1.20
RSC Acquisition, Inc.	^	(2)(3)(14)	Banking, Finance, Insurance & Real Estate	L + 5.50%	6.28%	11/1/2019	11/1/2026	8,407		8,274		8,042		0.85
Sapphire Convention, Inc.	^*	(2)(3)(14)	Telecommunications	L + 6.25%	7.25%	11/20/2018	11/20/2025	29,803		29,451		25,461		2.68

CARLYLE SECURED LENDING, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of March 31, 2022

(dollar amounts in thousands)

(unaudited)


Investments—non-controlled/non-affiliated (1)		Footnotes	Industry	Reference Rate & Spread (2)	Interest Rate (2)	Acquisition Date	Maturity Date	Par/ Principal Amount **		Amortized Cost (4)		Fair Value (5)		% of Net Assets

Smarsh Inc.	^	(2)(3)(14)	Software	SOFR + 6.50%	7.25%	2/18/2022	2/18/2029	$	6,530	$	6,362	$	6,359	0.67	%
SPay, Inc.	^*	(2)(3)	Hotel, Gaming & Leisure	L + 2.30%, 6.95% PIK	10.25%	6/15/2018	6/17/2024	23,440		23,269		20,445		2.15
Speedstar Holding, LLC	^*	(2)(3)(14)	Automotive	L + 7.00%	8.00%	1/22/2021	1/22/2027	27,157		26,640		27,164		2.86
Tank Holding Corp.	^*	(2)(3)(14)(15)	Capital Equipment	SOFR + 6.00%	6.75%	3/31/2022	3/31/2028	37,931		37,140		37,139		3.90
TCFI Aevex LLC	^*	(2)(3)(14)	Aerospace & Defense	L + 6.00%	7.00%	3/18/2020	3/18/2026	11,132		10,953		9,015		0.95
Trafigura Trading LLC	^	(2)(3)(13)(14)	Metals & Mining	L + 8.40%	9.37%	7/26/2021	7/18/2022	4,174		4,213		4,250		0.45
Turbo Buyer, Inc.	^*	(2)(3)(14)	Automotive	L + 6.00%	7.00%	12/2/2019	12/2/2025	20,325		19,872		19,918		2.10
Unifrutti Financing PLC (Cyprus)	^	(7)	Beverage, Food & Tobacco	7.50%, 1.00% PIK	8.50%	9/15/2019	9/15/2026	€	4,644	4,950		5,138		0.54
Unifrutti Financing PLC (Cyprus)	^	(7)	Beverage, Food & Tobacco	11.00% PIK	11.00%	10/22/2020	9/15/2026	€	776	881		912		0.10
US INFRA SVCS Buyer, LLC	^	(2)(3)(14)	Environmental Industries	L + 6.50%	7.50%	4/13/2020	4/13/2026	9,382		8,949		8,436		0.89
USALCO, LLC	*	(2)(3)	Chemicals, Plastics & Rubber	L + 6.00%	7.00%	10/19/2021	10/19/2027	998		979		967		0.10
U.S. Legal Support, Inc.	^*	(2)(3)(14)(15)	Business Services	SOFR + 5.75%	6.75%	11/30/2018	11/30/2024	15,657		15,448		15,276		1.61
Westfall Technik, Inc.	^*	(2)(3)	Chemicals, Plastics & Rubber	L + 5.75%	6.75%	9/13/2018	9/13/2024	21,468		21,309		21,125		2.22
Westfall Technik, Inc.	^	(2)(3)	Chemicals, Plastics & Rubber	L + 6.25%	7.25%	7/1/2021	9/13/2024	4,945		4,857		4,888		0.51
Wineshipping.com LLC	^*	(2)(3)(14)	Beverage, Food & Tobacco	L + 5.75%	6.75%	10/29/2021	10/29/2027	14,425		14,090		14,074		1.48
Yellowstone Buyer Acquisition, LLC	^	(2)(3)	Consumer Goods: Durable	L + 5.75%	6.75%	9/13/2021	9/13/2027	448		439		435		0.05
YLG Holdings, Inc.	^	(2)(3)	Consumer Services	L + 5.25%	6.32%	9/30/2020	11/1/2025	1,976		1,927		1,976		0.21








First Lien Debt Total										$	1,231,985	$	1,193,346	125.54	%

Second Lien Debt (16.2% of fair value)
11852604 Canada Inc. (Canada)	^	(2)(3)(7)	Healthcare & Pharmaceuticals	L + 9.50% (100% PIK)	10.50%	9/30/2021	9/30/2028	$	6,767	$	6,616	$	6,597	0.69	%
AI Convoy S.A.R.L (United Kingdom)	^	(2)(3)(7)	Aerospace & Defense	L + 8.25%	9.25%	1/17/2020	1/17/2028	24,814		24,372		25,806		2.71
Aimbridge Acquisition Co., Inc.	^	(2)(3)	Hotel, Gaming & Leisure	L + 7.50%	7.73%	2/1/2019	2/1/2027	9,241		9,128		8,575		0.90
AP Plastics Acquisition Holdings, LLC	^	(2)(3)	Chemicals, Plastics & Rubber	L + 7.50%	8.25%	8/10/2021	8/10/2029	33,680		32,807		33,714		3.55
AQA Acquisition Holdings, Inc.	^*	(2)(3)	High Tech Industries	L + 7.50%	8.50%	3/3/2021	3/3/2029	35,000		34,212		34,973		3.68
Blackbird Purchaser, Inc.	^	(2)(3)(14)	Capital Equipment	L + 7.50%	8.25%	12/14/2021	4/8/2027	13,791		13,441		13,109		1.38
Brave Parent Holdings, Inc.	^*	(2)(3)	Software	L + 7.50%	7.96%	10/3/2018	4/19/2026	18,197		17,930		18,197		1.91
Drilling Info Holdings, Inc.	^	(2)(3)	Energy: Oil & Gas	L + 8.25%	8.71%	2/11/2020	7/30/2026	18,600		18,230		18,786		1.98
Jazz Acquisition, Inc.	^	(2)(3)	Aerospace & Defense	L + 8.00%	8.46%	6/13/2019	6/18/2027	23,450		23,197		20,947		2.20

CARLYLE SECURED LENDING, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of March 31, 2022

(dollar amounts in thousands)

(unaudited)


Investments—non-controlled/non-affiliated (1)		Footnotes	Industry	Reference Rate & Spread (2)	Interest Rate (2)	Acquisition Date	Maturity Date	Par/ Principal Amount **		Amortized Cost (4)		Fair Value (5)		% of Net Assets

Outcomes Group Holdings, Inc.	^*	(2)(3)	Business Services	L + 7.50%	7.85%	10/23/2018	10/26/2026	$	1,731	$	1,728	$	1,731	0.18	%
PAI Holdco, Inc.	^	(2)(3)	Automotive	L + 5.50%, 2.00% PIK	8.50%	10/28/2020	10/28/2028	13,878		13,529		13,945		1.47
Peraton Corp.	^*	(2)(3)	Aerospace & Defense	L + 7.75%	8.50%	2/24/2021	2/1/2029	11,941		11,776		11,798		1.24
Quartz Holding Company	^*	(2)(3)	Software	L + 8.00%	8.46%	4/2/2019	4/2/2027	7,048		6,948		7,048		0.74
Stonegate Pub Company Bidco Limited (United Kingdom)	^	(2)(3)(7)	Beverage, Food & Tobacco	SONIA + 8.50%	9.19%	3/12/2020	3/12/2028	£	20,000	24,802		22,445		2.36
TruGreen Limited Partnership	^	(2)(3)	Consumer Services	L + 8.50%	9.25%	11/16/2020	11/2/2028	13,000		12,775		13,088		1.38
Watchfire Enterprises, Inc.	^	(2)(3)	Media: Advertising, Printing & Publishing	L + 8.00%	9.00%	10/2/2013	10/2/2024	7,000		7,000		7,000		0.74
World 50, Inc.	^	(9)	Business Services	11.50%	11.50%	1/10/2020	1/9/2027	18,552		18,228		17,784		1.87
WP CPP Holdings, LLC	^	(2)(3)	Aerospace & Defense	L + 7.75%	8.75%	7/18/2019	4/30/2026	29,500		29,303		28,659		3.02



Second Lien Debt Total										$	306,022	$	304,202	32.00	%


Investments—non-controlled/non-affiliated (1)		Footnotes	Industry	Acquisition Date	Shares/ Units	Cost		Fair Value (5)		% of Net Assets
Equity Investments (4.2% of fair value)
ANLG Holdings, LLC	^	(6)	Capital Equipment	6/22/2018	592	$	592	$	729	0.08	%
Appriss Health, LLC	^	(6)	Healthcare & Pharmaceuticals	5/6/2021	5	4,579		4,581		0.48
Atlas Ontario LP (Canada)	^	(6)(7)	Business Services	4/7/2021	5,114	5,114		5,114		0.54
Avenu Holdings, LLC	^	(6)	Sovereign & Public Finance	9/28/2018	172	173		558		0.06
Blackbird Holdco, Inc.	^	(6)	Capital Equipment	12/14/2021	10	9,813		9,822		1.03
Buckeye Parent, LLC	^	(6)	Automotive	12/22/2021	885	885		885		0.09
Chartis Holding, LLC	^	(6)	Business Services	5/1/2019	433	433		683		0.07
CIP Revolution Holdings, LLC	^	(6)	Media: Advertising, Printing & Publishing	8/19/2016	318	318		192		0.02
Cority Software Inc. (Canada)	^	(6)	Software	7/2/2019	250	250		579		0.06
Derm Growth Partners III, LLC	^	(6)	Healthcare & Pharmaceuticals	5/31/2016	1,000	1,000		—		—
Diligent Corporation	^	(6)	Telecommunications	4/5/2021	11	10,830		10,741		1.13
ECP Parent, LLC	^	(6)	Healthcare & Pharmaceuticals	3/29/2018	268	—		290		0.03
GB Vino Parent, L.P.	^	(6)	Beverage, Food & Tobacco	10/29/2021	4	351		351		0.04
Integrity Marketing Group, LLC	^	(6)	Banking, Finance, Insurance & Real Estate	12/21/2021	15,425	15,126		15,173		1.60
K2 Insurance Services, LLC	^	(6)	Banking, Finance, Insurance & Real Estate	7/3/2019	433	306		690		0.07
Legacy.com, Inc.	^	(6)	High Tech Industries	3/20/2017	1,500	1,500		1,178		0.12
Mailgun Technologies, Inc.	^	(6)	High Tech Industries	3/26/2019	51	—		367		0.04

CARLYLE SECURED LENDING, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of March 31, 2022

(dollar amounts in thousands)

(unaudited)


Investments—non-controlled/non-affiliated (1)		Footnotes	Industry	Acquisition Date	Shares/ Units	Cost		Fair Value (5)		% of Net Assets
North Haven Goldfinch Topco, LLC	^	(6)	Containers, Packaging & Glass	6/18/2018	2,315	$	2,315	$	1,881	0.20	%
Pascal Ultimate Holdings, L.P	^	(6)	Capital Equipment	7/21/2021	36	364		364		0.04
Profile Holdings I, LP	^	(6)	Chemicals, Plastics & Rubber	3/8/2022	5	523		523		0.06
Sinch AB (Sweden)	^	(6)	High Tech Industries	3/26/2019	53	593		364		0.04
Tailwind HMT Holdings Corp.	^	(6)	Energy: Oil & Gas	11/17/2017	22	1,558		1,362		0.14
Tank Holding Corp.	^	(6)	Capital Equipment	3/26/2019	850	—		1,982		0.21
Titan DI Preferred Holdings, Inc.	^	(6)	Energy: Oil & Gas	2/11/2020	13,270	13,021		13,403		1.41
Turbo Buyer, Inc.	^	(6)	Automotive	12/2/2019	1,925	933		2,872		0.30
Unifrutti Financing PLC (Cyprus)	^	(6)	Beverage, Food & Tobacco	10/22/2020	1	494		666		0.07
Unifrutti Financing PLC (Cyprus)	^	(6)	Beverage, Food & Tobacco	10/22/2020	—	133		218		0.02
U.S. Legal Support Investment Holdings, LLC	^	(6)	Business Services	11/30/2018	641	641		942		0.10
W50 Parent LLC	^	(6)	Business Services	1/10/2020	500	190		752		0.08
Zenith American Holding, Inc.	^	(6)	Business Services	12/13/2017	1,564	782		1,437		0.15
Equity Investments Total						$	72,817	$	78,699	8.28	%
Total investments—non-controlled/non-affiliated						$	1,610,824	$	1,576,247	165.83	%


Investments—non-controlled/affiliated		Footnotes	Industry	Reference Rate & Spread (2)	Interest Rate (2)	Acquisition Date	Maturity Date	Par/ Principal Amount **		Amortized Cost (4)		Fair Value (5)		% of Net Assets
First Lien Debt (1.6% of fair value)
Direct Travel, Inc.	^*	(2)(3)(8)(12)	Hotel, Gaming & Leisure	L + 1.00%, 7.50% PIK	9.50%	10/14/2016	10/1/2023	$	36,711	$	35,729	$	28,040	2.95	%
Direct Travel, Inc.	^	(2)(3)(12)(14)	Hotel, Gaming & Leisure	L + 6.00%	7.00%	10/1/2020	10/1/2023	2,731		2,603		2,731		0.29
First Lien Debt Total										$	38,332	$	30,771	3.24	%


Investments—non-controlled/affiliated		Footnotes	Industry	Acquisition Date	Shares/ Units	Cost		Fair Value (5)		% of Net Assets
Equity Investments (0.0% of fair value)
Direct Travel, Inc.	^	(6)(12)	Hotel, Gaming & Leisure	10/1/2020	43	$	—	$	—	—	%
Equity Investments Total						$	—	$	—	—	%
Total investments—non-controlled/affiliated						$	38,332	$	30,771	3.24	%

CARLYLE SECURED LENDING, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of March 31, 2022

(dollar amounts in thousands)

(unaudited)


Investments—controlled/affiliated		Footnotes	Industry	Reference Rate & Spread (2)	Interest Rate (2)	Acquisition Date	Maturity Date	Par Amount/ LLC Interest **		Cost		Fair Value (5)		% of Net Assets
Investment Funds (14.2% of fair value)
Middle Market Credit Fund II, LLC, Member's Interest	^	(7)(10)	Investment Funds	N/A	—%	11/3/2020	12/31/2030	$	78,121	$	78,096	$	76,880	8.09	%
Middle Market Credit Fund, LLC, Subordinated Loan and Member's Interest	^	(7)(10)	Investment Funds	N/A	—%	2/29/2016	12/31/2024	193,000		193,001		189,285		19.92
Middle Market Credit Fund, Mezzanine Loan	^	(2)(7)(9)(10)	Investment Funds	L + 9.00%	9.21%	6/30/2016	5/21/2022	—		—		—		—
Investment Funds Total										$	271,097	$	266,165	28.01	%

Total investments—controlled/affiliated										$	271,097	$	266,165	28.01	%
Total Investments										$	1,920,253	$	1,873,183	197.07	%

^ Denotes that all or a portion of the assets are owned by Carlyle Secured Lending, Inc. (together with its consolidated subsidiaries, “we,” “us,” “our,” “CSL” or the “Company”). The Company has entered into a senior secured revolving credit facility (as amended, the “Credit Facility”). The lenders of the Credit Facility have a first lien security interest in substantially all of the portfolio investments held by the Company (see Note 7, Borrowings, to these consolidated financial statements). Accordingly, such assets are not available to creditors of Carlyle Direct Lending CLO 2015-1R LLC (formerly known as Carlyle GMS Finance MM CLO 2015-1 LLC) (the “2015-1 Issuer”).

* Denotes that all or a portion of the assets are owned by the Company's wholly owned subsidiary, the 2015-1 Issuer, and secure the notes issued in connection with a term debt securitization completed by the Company on June 26, 2015 (see Note 8, Notes Payable, to these consolidated financial statements). Accordingly, such assets are not available to the creditors of the Company.

** Par amount is denominated in USD (“$”) unless otherwise noted, as denominated in Euro (“€”) or British Pound (“£”).

(1)Unless otherwise indicated, issuers of debt and equity investments held by the Company are domiciled in the United States. Under the Investment Company Act of 1940, as amended (together with the rules and regulations promulgated thereunder, the “Investment Company Act”), the Company would be deemed to “control” a portfolio company if the Company owned more than 25% of its outstanding voting securities and/or held the power to exercise control over the management or policies of the portfolio company. As of March 31, 2022, the Company does not “control” any of these portfolio companies. Under the Investment Company Act, the Company would be deemed an “affiliated person” of a portfolio company if the Company owns 5% or more of the portfolio company’s outstanding voting securities. As of March 31, 2022, the Company is not an “affiliated person” of any of these portfolio companies. Certain portfolio company investments are subject to contractual restrictions on sales.

(2)Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR (“L”), the Secured Overnight Financing Rate (“SOFR”) or an alternate base rate (commonly based on the Federal Funds Rate or the U.S. Prime Rate), which generally resets quarterly. For each such loan, the Company has indicated the reference rate used and provided the spread and the interest rate in effect as of March 31, 2022. As of March 31, 2022, the reference rates for our variable rate loans were the 30-day LIBOR at 0.45%, the 90-day LIBOR at 0.96%, the 180-day LIBOR at 1.47%, the 30-day SOFR at 0.30%, and the 90-day SOFR at 0.68%.

(3)Loan includes interest rate floor feature, which is generally 1.00%.

(4)Amortized cost represents original cost, including origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion/amortization of discounts/premiums, as applicable, on debt investments using the effective interest method.

(5)Fair value is determined in good faith by or under the direction of the Board of Directors of the Company (see Note 2, Significant Accounting Policies, and Note 3, Fair Value Measurements, to these consolidated financial statements), pursuant to the Company’s valuation policy. The fair value of all first lien and second lien debt investments, equity investments and the investment funds was determined using significant unobservable inputs.

(6)Security acquired in transaction exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), and may be deemed to be “restricted securities” under the Securities Act. As of March 31, 2022, the aggregate fair value of these securities is $78,699, or 8.28% of the Company’s net assets.

(7)The Company has determined the indicated investments are non-qualifying assets under Section 55(a) of the Investment Company Act. Under the Investment Company Act, the Company may not acquire any non-qualifying assets unless, at the time such acquisition is made, qualifying assets represent at least 70% of the Company’s total assets.

(8)Loan was on non-accrual status as of March 31, 2022.

(9)Represents a corporate mezzanine loan, which is subordinated to senior secured term loans of the portfolio company/investment fund.

CARLYLE SECURED LENDING, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of March 31, 2022

(dollar amounts in thousands)

(unaudited)

(10)Under the Investment Company Act, the Company is deemed to be an “affiliated person” of and “control” this investment fund because the Company owns more than 25% of the investment fund’s outstanding voting securities and/or has the power to exercise control over management or policies of such investment fund. See Note 5, Middle Market Credit Fund, LLC, and Note 6, Middle Market Credit Fund II, LLC, to these consolidated financial statements for more details. Transactions related to investments in controlled affiliates for the three month period ended March 31, 2022, were as follows:


Investments—controlled/affiliated	Fair Value as of December 31, 2021		Additions/Purchases		Reductions/Sales/ Paydowns		Net Realized Gain (Loss)		Net Change in Unrealized Appreciation (Depreciation)		Fair Value as of March 31, 2022		Dividend and Interest Income
Middle Market Credit Fund, LLC, Mezzanine Loan	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Middle Market Credit Fund, LLC, Subordinated Loan and Member’s Interest	184,141		—		—		—		5,144		189,285		5,000
Middle Market Credit Fund II LLC, Member's Interest	77,958		—		—		—		(1,078)		76,880		2,524
Total investments—controlled/affiliated	$	262,099	$	—	$	—	$	—	$	4,066	$	266,165	$	7,524


Investments—controlled/affiliated	Fair Value as of December 31, 2021		Additions/Purchases		Reductions/Sales/ Paydowns		Net Realized Gain (Loss)		Net Change in Unrealized Appreciation (Depreciation)		Fair Value as of March 31, 2022		Dividend and Interest Income
SolAero Technologies Corp. (Priority Term Loan)	$	2,251	$	—	$	(2,251)	$	—	$	—	$	—	$	8
SolAero Technologies Corp. (A1 Term Loan)	2,850		—		(3,166)		—		316		—		1,031
SolAero Technologies Corp. (A2 Term Loan)	7,835		—		(8,707)		—		872		—		2,834
Solaero Technology Corp. (Equity)	—		—		(4,003)		1,189		2,814		—		—
Total investments—controlled/affiliated	$	12,936	$	—	$	(18,127)	$	1,189	$	4,002	$	—	$	3,873

(11) In addition to the interest earned based on the stated interest rate of this loan, which is the amount reflected in this schedule, the Company is entitled to receive additional interest as a result of an agreement among lenders. Pursuant to the agreement among lenders in respect of this loan, this investment represents a first lien/last out loan, which has a secondary priority behind the first lien/first out loan with respect to principal, interest and other payments.

(12) Under the Investment Company Act, the Company is deemed an “affiliated person” of this portfolio company because the Company owns 5% or more of the portfolio company's outstanding voting securities. Transactions related to the portfolio company during the three month period ended March 31, 2022 were as follows:


Investments—non-controlled/affiliated	Fair Value as of December 31, 2021		Additions/Purchases		Reductions/Sales/ Paydowns		Net Realized Gain (Loss)		Net Change in Unrealized Appreciation (Depreciation)		Fair Value as of March 31, 2022		Dividend and Interest Income
Direct Travel, Inc.	$	27,555	$	—	$	(131)	$	—	$	616	$	28,040	$	—
Direct Travel, Inc.	2,731		—		—		—		—		2,731		48
Direct Travel, Inc. (Equity)	—		—		—		—		—		—		—
Total investments—non-controlled/affiliated	$	30,286	$	—	$	(131)	$	—	$	616	$	30,771	$	48

CARLYLE SECURED LENDING, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of March 31, 2022

(dollar amounts in thousands)

(unaudited)

(13)The investment is secured by receivables purchased from the portfolio company, with an implied discount of 9.37%. The investment was made via a tranched participation arrangement between the purchaser of such receivables and the Company. The investment has a secondary priority behind the rights of such purchaser.

(14)As of March 31, 2022, the Company had the following unfunded commitments to fund delayed draw and revolving senior secured loans:

Investments—non-controlled/non-affiliated

Carlyle Secured Lending, Inc. [CGBD] Filings
10-Q	[2022-05-03]
10-K	[2022-02-22]
10-Q	[2021-11-02]
10-Q	[2021-08-03]
10-Q	[2021-05-04]
10-K	[2021-02-23]
10-Q	[2020-11-04]
10-Q	[2020-08-05]
10-Q	[2020-05-05]
10-K	[2020-02-25]
10-Q	[2019-11-05]
10-Q	[2019-08-06]
10-Q	[2019-05-07]
10-K	[2019-02-26]
10-Q	[2018-11-06]
10-Q	[2018-08-07]
10-Q	[2018-05-03]
10-K	[2018-02-27]
10-Q	[2017-11-07]
10-Q	[2017-08-09]
10-Q	[2017-05-10]
10-K	[2017-03-22]
10-Q	[2016-11-10]
10-Q	[2016-08-10]
10-Q	[2016-05-09]
10-K	[2016-03-11]
10-Q	[2015-11-06]
10-Q	[2015-08-12]
10-Q	[2015-05-08]
10-K	[2015-03-27]
10-Q	[2014-11-05]
10-Q	[2014-08-13]
10-Q	[2014-05-09]
10-K	[2014-03-14]
10-Q	[2013-11-08]
10-Q	[2013-07-31]
10-Q	[2013-05-28]