SIXTH STREET SPECIALTY LENDING, INC. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (form 10-Q)

The information contained in this section should be read in conjunction with the
consolidated financial statements and notes thereto appearing elsewhere in this
report. This discussion also should be read in conjunction with the "Cautionary
Statement Regarding Forward-Looking Statements" set forth on page 3 of this
Quarterly Report on Form 10-Q.

Overview

Sixth Street Specialty Lending, Inc. is a Delaware corporation formed on
July 21, 2010. The Adviser is our external manager. We have four wholly owned
subsidiaries, TC Lending, LLC, a Delaware limited liability company, which holds
a California finance lender and broker license, Sixth Street SL SPV, LLC, a
Delaware limited liability company, in which we hold assets that were previously
used to support our asset-backed credit facility, Sixth Street SL Holding, LLC,
a Delaware limited liability company, in which we hold certain investments, and
Sixth Street Specialty Lending Sub, LLC, a Cayman Islands limited liability
company, in which we plan to hold certain investments.

We have elected to be regulated as a BDC under the 1940 Act and as a RIC under
the Code. We made our BDC election on April 15, 2011. As a result, we are
required to comply with various statutory and regulatory requirements, such as:

• the requirement to invest at least 70% of our assets in “qualifying assets”;

  • source of income limitations;


  • asset diversification requirements; and

• the requirement to distribute (or be treated as distributing) in each taxable

year at least 90% of our investment company taxable income and tax-exempt

interest for that taxable year.

Our shares are currently listed on the NYSE under the symbol “TSLX.”

Our Investment Framework

We are a specialty finance company focused on lending to middle-market
companies. Since we began our investment activities in July 2011, through
September 30, 2021, we have originated approximately $17.5 billion aggregate
principal amount of investments and retained approximately $7.7 billion
aggregate principal amount of these investments on our balance sheet prior to
any subsequent exits and repayments. We seek to generate current income
primarily in U.S.-domiciled middle-market companies through direct originations
of senior secured loans and, to a lesser extent, originations of mezzanine and
unsecured loans and investments in corporate bonds and equity securities.

By "middle-market companies," we mean companies that have annual EBITDA, which
we believe is a useful proxy for cash flow, of $10 million to $250 million,
although we may invest in larger or smaller companies on occasion. As of
September 30, 2021, our core portfolio companies, which exclude certain
investments that fall outside of our typical borrower profile and represent
88.1% of our total investments based on fair value, had weighted average annual
revenue of $108.6 million and weighted average annual EBITDA of $36.9 million.

We invest in first-lien debt, second-lien debt, mezzanine and unsecured debt and
equity and other investments. Our first-lien debt may include stand-alone
first-lien loans; "last out" first-lien loans, which are loans that have a
secondary priority behind super-senior "first out" first-lien loans;
"unitranche" loans, which are loans that combine features of first-lien,
second-lien and mezzanine debt, generally in a first-lien position; and secured
corporate bonds with similar features to these categories of first-lien loans.
Our second-lien debt may include secured loans, and, to a lesser extent, secured
corporate bonds, with a secondary priority behind first-lien debt.

The debt in which we invest typically is not rated by any rating agency, but if
these instruments were rated, they would likely receive a rating of below
investment grade (that is, below BBB- or Baa3 as defined by Standard & Poor's
and Moody's Investors Services, respectively), which is often referred to as
"junk."

The companies in which we invest use our capital to support organic growth,
acquisitions, market or product expansion and recapitalizations (including
restructurings). As of September 30, 2021, the largest single investment based
on fair value represented 3.6% of our total investment portfolio.

As of September 30, 2021, the average investment size in each of our portfolio
companies was approximately $35.9 million based on fair value.

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Through our Adviser, we consider potential investments utilizing a four-tiered
investment framework and against our existing portfolio as a whole:

Business and sector selection. We focus on companies with enterprise value
between $50 million and $1 billion. When reviewing potential investments, we
seek to invest in businesses with high marginal cash flow, recurring revenue
streams and where we believe credit quality will improve over time. We look for
portfolio companies that we think have a sustainable competitive advantage in
growing industries or distressed situations. We also seek companies where our
investment will have a low loan-to-value ratio.

We currently do not limit our focus to any specific industry and we may invest
in larger or smaller companies on occasion. We classify the industries of our
portfolio companies by end-market (such as healthcare, and business services)
and not by the products or services (such as software) directed to those
end-markets.

As of September 30, 2021, the largest industry represented 21.3% of our total
investment portfolio based on fair value.

Investment Structuring. We focus on investing at the top of the capital
structure and protecting that position. As of September 30, 2021, approximately
92.5% of our portfolio was invested in secured debt, all of which are in
first-lien debt investments. We carefully perform diligence and structure
investments to include strong investor covenants. As a result, we structure
investments with a view to creating opportunities for early intervention in the
event of non-performance or stress. In addition, we seek to retain effective
voting control in investments over the loans or particular class of securities
in which we invest through maintaining affirmative voting positions or
negotiating consent rights that allow us to retain a blocking position. We also
aim for our loans to mature on a medium term, between two to six years after
origination. For the three months ended September 30, 2021, the weighted average
term on new investment commitments in new portfolio companies was 6.0 years.

Deal Dynamics. We focus on, among other deal dynamics, direct origination of
investments, where we identify and lead the investment transaction. A
substantial majority of our portfolio investments are sourced through our direct
or proprietary relationships.

Risk Mitigation. We seek to mitigate non-credit-related risk on our returns in
several ways, including call protection provisions to protect future interest
income. As of September 30, 2021, we had call protection on 83.5% of our debt
investments based on fair value, with weighted average call prices of 107.2% for
the first year, 104.4% for the second year and 101.4% for the third year, in
each case from the date of the initial investment. As of September 30, 2021,
98.9% of our debt investments based on fair value bore interest at floating
rates (when including investment specific hedges), with 99.4% of these subject
to interest rate floors, which we believe helps act as a portfolio-wide hedge
against inflation.

Relationship with our Adviser and Sixth Street

Our Adviser is a Delaware limited liability company. Our Adviser acts as our
investment adviser and administrator and is a registered investment adviser with
the SEC under the Advisers Act. Our Adviser sources and manages our portfolio
through a dedicated team of investment professionals predominately focused on
us. Our Investment Team is led by our Chairman and Chief Executive Officer and
our Adviser's Co-Chief Investment Officer Joshua Easterly and our Adviser's
Co-Chief Investment Officer Alan Waxman, both of whom have substantial
experience in credit origination, underwriting and asset management. Our
investment decisions are made by our Investment Review Committee, which includes
senior personnel of our Adviser and Sixth Street Partners, LLC, or "Sixth
Street."

Sixth Street is a global investment business with over $50 billion of assets
under management as of September 30, 2021. Sixth Street's core platforms include
Sixth Street Specialty Lending, Sixth Street Specialty Lending Europe, which is
aimed at European middle-market loan originations, Sixth Street TAO, which has
the flexibility to invest across all of Sixth Street's private credit market
investments, Sixth Street Opportunities, which focuses on actively managed
opportunistic investments across the credit cycle, Sixth Street Credit Market
Strategies, which is the firm's "public-side" credit investment platform focused
on investment opportunities in broadly syndicated leveraged loan markets, Sixth
Street Growth, which provides financing solutions to growing companies, Sixth
Street Fundamental Strategies, which primarily invests in secondary credit, and
Sixth Street Agriculture, which invests in niche agricultural opportunities.
Sixth Street has a long-term oriented, highly flexible capital base that allows
it to invest across industries, geographies, capital structures and asset
classes. Sixth Street has extensive experience with highly complex, global
public and private investments executed through primary originations, secondary
market purchases and restructurings, and has a team of over 370 investment and
operating professionals. As of September 30, 2021, thirty-three (33) of these
personnel are dedicated to our business, including twenty-five (25) investment
professionals.

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Our Adviser consults with Sixth Street in connection with a substantial number
of our investments. The Sixth Street platform provides us with a breadth of
large and scalable investment resources. We believe we benefit from Sixth
Street's market expertise, insights into industry, sector and macroeconomic
trends and intensive due diligence capabilities, which help us discern market
conditions that vary across industries and credit cycles, identify favorable
investment opportunities and manage our portfolio of investments. Sixth Street
and its affiliates will refer all middle-market loan origination activities for
companies domiciled in the United States to us and conduct those activities
through us. The Adviser will determine whether it would be permissible,
advisable or otherwise appropriate for us to pursue a particular investment
opportunity allocated to us.

On December 16, 2014, we were granted an exemptive order from the SEC that
allows us to co-invest, subject to certain conditions and to the extent the size
of an investment opportunity exceeds the amount our Adviser has independently
determined is appropriate to invest, with certain of our affiliates (including
affiliates of Sixth Street) in middle-market loan origination activities for
companies domiciled in the United States and certain "follow-on" investments in
companies in which we have already co-invested pursuant to the order and remain
invested. On January 16, 2020, we filed a further application for co-investment
exemptive relief with the SEC to better align our existing co-investment relief
with more recent SEC exemptive orders. There can be no assurance when or if the
SEC will grant a further order in response to our application. Until such time a
new order is granted, we will continue to operate under the terms of our current
exemptive order.

We believe our ability to co-invest with Sixth Street affiliates is particularly
useful where we identify larger capital commitments than otherwise would be
appropriate for us. We expect that with the ability to co-invest with Sixth
Street affiliates we will continue to be able to provide "one-stop" financing to
a potential portfolio company in these circumstances, which may allow us to
capture opportunities where we alone could not commit the full amount of
required capital or would have to spend additional time to locate unaffiliated
co-investors.

Under the terms of the Investment Advisory Agreement and Administration
Agreement, the Adviser's services are not exclusive, and the Adviser is free to
furnish similar or other services to others, so long as its services to us are
not impaired. Under the terms of the Investment Advisory Agreement, we will pay
the Adviser the base management fee, or the Management Fee, and may also pay
certain incentive fees, or the Incentive Fees.

Under the terms of the Administration Agreement, the Adviser also provides
administrative services to us. These services include providing office space,
equipment and office services, maintaining financial records, preparing reports
to stockholders and reports filed with the SEC, and managing the payment of
expenses and the oversight of the performance of administrative and professional
services rendered by others. Certain of these services are reimbursable to the
Adviser under the terms of the Administration Agreement.

Key Components of Our Results of Operations

Investments

We focus primarily on the direct origination of loans to middle-market companies
domiciled in the United States.

Our level of investment activity (both the number of investments and the size of
each investment) can and does vary substantially from period to period depending
on many factors, including the amount of debt and equity capital generally
available to middle-market companies, the level of merger and acquisition
activity for such companies, the general economic environment and the
competitive environment for the types of investments we make.

In addition, as part of our risk strategy on investments, we may reduce certain
levels of investments through partial sales or syndication to additional
investors.

Revenues

We generate revenues primarily in the form of interest income from the
investments we hold. In addition, we may generate income from dividends on
direct equity investments, capital gains on the sale of investments and various
loan origination and other fees. Our debt investments typically have a term of
two to six years, and, as of September 30, 2021, 98.9% of these investments
based on fair value bore interest at a floating rate (when including investment
specific hedges), with 99.4% of these subject to interest rate floors. Interest
on debt investments is generally payable quarterly or semiannually. Some of our
debt investments provide for deferred interest payments or PIK interest. For the
three and nine months ended September 30, 2021, 3.5% and 3.3%, respectively, of
our total investment income was comprised of PIK interest.

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Changes in our net investment income are primarily driven by the spread between
the payments we receive from our investments in our portfolio companies against
our cost of funding, rather than by changes in interest rates. Our investment
portfolio primarily consists of floating rate loans, and our credit facilities,
2022 Convertible Notes, 2023 Notes, 2024 Notes and 2026 Notes, after taking into
account the effect of the interest rate swaps we have entered into in connection
with these securities, all bear interest at floating rates. Macro trends in base
interest rates like LIBOR or other alternate reference rates may affect our net
investment income over the long term. However, because we generally originate
loans to a small number of portfolio companies each quarter, and those
investments also vary in size, our results in any given period-including the
interest rate on investments that were sold or repaid in a period compared to
the interest rate of new investments made during that period-often are
idiosyncratic, and reflect the characteristics of the particular portfolio
companies that we invested in or exited during the period and not necessarily
any trends in our business.

In addition to interest income, our net investment income is also driven by
prepayment and other fees, which also can vary significantly from quarter to
quarter. The level of prepayment fees is generally correlated to the movement in
credit spreads and risk premiums, but also will vary based on corporate events
that may take place at an individual portfolio company in a given period-e.g.,
merger and acquisition activity, initial public offerings and restructurings. As
noted above, generally a small but varied number of portfolio companies may make
prepayments in any quarter, meaning that changes in the amount of prepayment
fees received can vary significantly between periods and can vary without regard
to underlying credit trends.

Loan origination fees, original issue discount and market discount or premium
are capitalized, and we accrete or amortize such amounts as interest income
using the effective interest method for term instruments and the straight-line
method for revolving or delayed draw instruments. Repayments of our debt
investments can reduce interest income from period to period. We record
prepayment premiums on loans as interest income when earned. We also may
generate revenue in the form of commitment, amendment, structuring, syndication
or due diligence fees, fees for providing managerial assistance and consulting
fees. The frequency or volume of these items of revenue may fluctuate
significantly.

Dividend income on common equity investments is recorded on the record date for
private portfolio companies or on the ex-dividend date for publicly traded
portfolio companies.

Our portfolio activity also reflects the proceeds of sales of investments. We
recognize realized gains or losses on investments based on the difference
between the net proceeds from the disposition and the amortized cost basis of
the investment without regard to unrealized gains or losses previously
recognized. We record current period changes in fair value of investments that
are measured at fair value as a component of the net change in unrealized gains
(losses) on investments in the consolidated statements of operations.

Expenses

Our primary operating expenses include the payment of fees to our Adviser under
the Investment Advisory Agreement, expenses reimbursable under the
Administration Agreement and other operating costs described below.
Additionally, we pay interest expense on our outstanding debt. We bear all other
costs and expenses of our operations, administration and transactions, including
those relating to:

• calculating individual asset values and our net asset value (including the

cost and expenses of any independent valuation firms);

• expenses, including travel expenses, incurred by the Adviser, or members of

our Investment Team, or payable to third parties, in respect of due diligence

on prospective portfolio companies and, if necessary, in respect of enforcing

our rights with respect to investments in existing portfolio companies;

• the costs of any public offerings of our common stock and other securities,

    including registration and listing fees;


  • the Management Fee and any Incentive Fee;

• certain costs and expenses relating to distributions paid on our shares;

  • administration fees payable under our Administration Agreement;

• costs of preparing financial statements and maintaining books and records and

filing reports or other documents with the SEC (or other regulatory bodies)

and other reporting and compliance costs, and the compensation of

professionals responsible for the preparation of the foregoing, including the

allocable portion of the compensation of our Chief Compliance Officer, Chief

Financial Officer and other professionals who provide operational and

administrative services to us pursuant to the Administration Agreement (based

on the percentage of time those individuals devote, on an estimated basis, to

our business and affairs);

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

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• the Adviser’s allocable share of costs incurred in providing significant

managerial assistance to those portfolio companies that request it;

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

    holding investments;


  • transfer agent and custodial fees;


  • costs of hedging;


  • commissions and other compensation payable to brokers or dealers;


  • taxes;


  • Independent Director fees and expenses;


  • 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 the compensation of investor relations personnel

    responsible for the preparation of the foregoing and related matters;


  • our fidelity bond;

• directors and officers/errors and omissions liability insurance, and any other

    insurance premiums;


  • indemnification payments;

• direct costs and expenses of administration, including audit, accounting,

consulting and legal costs; and

• all other expenses reasonably incurred by us in connection with making

investments and administering our business.

We expect that during periods of asset growth, our general and administrative
expenses will be relatively stable or will decline as a percentage of total
assets, and will increase as a percentage of total assets during periods of
asset declines.

Leverage

While as a BDC the amount of leverage that we are permitted to use is limited in
significant respects, we use leverage to increase our ability to make
investments. The amount of leverage we use in any period depends on a variety of
factors, including cash available for investing, the cost of financing and
general economic and market conditions, however, under the 1940 Act, our total
borrowings are limited so that our asset coverage ratio cannot fall below 150%
immediately after any borrowing, as defined in the 1940 Act. In any period, our
interest expense will depend largely on the extent of our borrowing and we
expect interest expense will increase as we increase leverage over time within
the limits of the 1940 Act. In addition, we may dedicate assets as collateral to
financing facilities from time to time.

On October 8, 2018, our stockholders approved the application of the minimum
asset coverage ratio of 150% to us, as set forth in Section 61(a)(2) of the 1940
Act, as amended by the Small Business Credit Availability Act ("SBCAA"). As a
result and subject to certain additional disclosure requirements, as of October
9, 2018, our minimum asset coverage ratio was reduced from 200% to 150%. In
other words, pursuant to Section 61(a) of the 1940 Act, as amended by the SBCAA,
we are permitted to increase our maximum debt-to-equity ratio from an effective
level of one-to-one to two-to-one.

Market Trends

We believe trends in the middle-market lending environment, including the
limited availability of capital, strong demand for debt capital and specialized
lending requirements, are likely to continue to create favorable opportunities
for us to invest at attractive risk-adjusted rates.

The limited number of dedicated providers of capital to middle-market companies,
combined with increases in required capital levels for regulated financial
institutions, reduces the capacity of traditional lenders to serve middle-market
companies. We believe that the limited availability of capital creates a
significant opportunity for us to directly originate investments. We also
believe that the large amount of uninvested capital held by private equity firms
will continue to drive deal activity, which may in turn create additional demand
for debt capital.

The limited number of dedicated providers is further exacerbated by the
specialized due diligence and underwriting capabilities, as well as extensive
ongoing monitoring, required for middle-market lending. We believe middle-market
lending is generally more labor-intensive than lending to larger companies due
to smaller investment sizes and the lack of publicly available information on
these companies.

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An imbalance between the supply of, and demand for, middle-market debt capital
creates attractive pricing dynamics for investors such as BDCs. The negotiated
nature of middle-market financings also generally provides for more favorable
terms to the lenders, including stronger covenant and reporting packages, better
call protection and lender-protective change of control provisions. We believe
that BDCs have flexibility to develop loans that reflect each borrower's
distinct situation, provide long-term relationships and a potential source for
future capital, which renders BDCs, including us, attractive lenders.

In late 2019 and early 2020, the novel coronavirus SARS-CoV-2 and related
respiratory disease COVID-19 spread rapidly across the world, including to the
United States. This outbreak has led to, and for an unknown and potentially
significant period of time will continue to lead to, disruptions in local,
regional, national and global markets and economies affected thereby. To date,
cross border commercial activity and market sentiment have been negatively
impacted by the outbreak and government and other measures seeking to contain
its spread. The federal government and the Federal Reserve, as well as foreign
governments and central banks, have implemented significant fiscal and monetary
policies in response to these disruptions, and additional government and
regulatory responses may be possible. It is currently impossible to determine
the scope of this or any future outbreak, how long any such outbreak and market
disruption, volatility or uncertainty may last, the effect any governmental
actions and changes in base interest rates will have or the full potential
impact on us, our industry and our portfolio companies.





Portfolio and Investment Activity

As of September 30, 2021, our portfolio based on fair value consisted of 92.5%
first-lien debt investments, 0.7% mezzanine debt investments, and 6.8% equity
and other investments. As of December 31, 2020, our portfolio based on fair
value consisted of 95.6% first-lien debt investments, 0.2% second-lien debt
investments, 0.5% mezzanine debt investments, and 3.7% equity and other
investments.

As of September 30, 2021 and December 31, 2020, our weighted average total yield
of debt and income-producing securities at fair value (which includes interest
income and amortization of fees and discounts) was 9.9% and 10.0%, respectively,
and our weighted average total yield of debt and income-producing securities at
amortized cost (which includes interest income and amortization of fees and
discounts) was 10.2% and 10.2%, respectively.

As of September 30, 2021 and December 31, 2020, we had investments in 67 and 70
portfolio companies, respectively, with an aggregate fair value of $2,406.5
million
and $2,298.9 million, respectively.

For the three months ended September 30, 2021, the principal amount of new
investments funded was $65.4 million in one new portfolio company and four
existing portfolio companies. For this period, we had $283.7 million aggregate
principal amount in exits and repayments.

For the three months ended September 30, 2020, the principal amount of new
investments funded was $332.3 million in twelve new portfolio companies and four
existing portfolio companies. For this period, we had $253.1 million aggregate
principal amount in exits and repayments.

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Our investment activity for the three months ended September 30, 2021 and 2020
is presented below (information presented herein is at par value unless
otherwise indicated).



                                                                     Three Months Ended
($ in millions)                                          September 30, 2021       September 30, 2020
New investment commitments:
Gross originations                                      $              572.4     $            1,385.3
Less: Syndications/sell downs                                          467.0                    949.8
Total new investment commitments                        $              105.4     $              435.5
Principal amount of investments funded:
First-lien                                              $               65.1     $              324.2
Second-lien                                                                -                        -
Mezzanine                                                                  -                        -
Equity and other                                                         0.3                      8.1
Total                                                   $               65.4     $              332.3
Principal amount of investments sold or repaid:
First-lien                                              $              277.6     $              247.6
Second-lien                                                              5.8                        -
Mezzanine                                                                  -                        -
Equity and other                                                         0.3                      5.5
Total                                                   $              283.7     $              253.1

Number of new investment commitments in

  new portfolio companies                                                  1                       12

Average new investment commitment amount in

  new portfolio companies                               $               75.0     $               34.8

Weighted average term for new investment

commitments in new portfolio companies

  (in years)                                                             6.0                      3.8

Percentage of new debt investment commitments

  at floating rates                                                    100.0 %                  100.0 %

Percentage of new debt investment commitments

  at fixed rates                                                           -                        -

Weighted average interest rate of new

  investment commitments                                                10.7 %                   10.3 %

Weighted average spread over LIBOR of new

  floating rate investment commitments                                  10.6 %                   10.1 %

Weighted average interest rate on investments

  fully sold or paid down                                                9.0 %                    9.6 %




As of September 30, 2021 and December 31, 2020, our investments consisted of the
following:



                                           September 30, 2021                     December 31, 2020
($ in millions)                      Fair Value       Amortized Cost       Fair Value       Amortized Cost
First-lien debt investments         $    2,226.1     $        2,180.1     $    2,196.9     $        2,165.1
Second-lien debt investments                   -                    -              5.0                  5.0
Mezzanine debt investments                  16.4                  7.2             11.0                  8.2
Equity and other investments               164.0                111.1             86.0                 80.7
Total                               $    2,406.5     $        2,298.4     $    2,298.9     $        2,259.0




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The following tables show the fair value and amortized cost of our performing
and non-accrual investments as of September 30, 2021 and December 31, 2020:

                              September 30, 2021               December 31, 2020
       ($ in millions)   Fair Value       Percentage      Fair Value       Percentage
       Performing        $   2,406.4            100.0 %   $   2,277.3             99.1 %
       Non-accrual (1)           0.1              0.0            21.6              0.9
       Total             $   2,406.5            100.0 %   $   2,298.9            100.0 %






                           September 30, 2021                     December 31, 2020
  ($ in millions)    Amortized Cost       Percentage       Amortized Cost       Percentage
  Performing        $        2,296.4             99.9 %   $        2,233.7             98.9 %
  Non-accrual (1)                2.0              0.1                 25.3              1.1
  Total             $        2,298.4            100.0 %   $        2,259.0            100.0 %



(1) Loans are generally placed on non-accrual status when principal or interest

payments are past due 30 days or more or when management has reasonable doubt

that the borrower will pay principal or interest in full. Accrued and unpaid

interest is generally reversed when a loan is placed on non-accrual status.

Non-accrual loans are restored to accrual status when past due principal and

interest has been paid and, in management’s judgment, the borrower is likely

to make principal and interest payments in the future. Management may

determine to not place a loan on non-accrual status if, notwithstanding any

failure to pay, the loan has sufficient collateral value and is in the

process of collection.

The weighted average yields and interest rates of our performing debt
investments at fair value as of September 30, 2021 and December 31, 2020 were as
follows:


                                                      September 30, 2021       December 31, 2020
Weighted average total yield of debt and income
  producing securities (1)                                            9.9 %                  10.0 %

Weighted average interest rate of debt and income

  producing securities                                                9.4 %                   9.5 %

Weighted average spread over LIBOR of all floating

  rate investments (2)                                                9.3 %                   9.3 %



(1) Weighted average total portfolio yield at fair value was 9.3% at

September 30, 2021 and 9.5% at December 31, 2020.

(2) Includes fixed rate investments for which we entered into interest rate swap

agreements to swap to floating rates.

The Adviser monitors our portfolio companies on an ongoing basis. The Adviser
monitors the financial trends of each portfolio company to determine if it is
meeting its business plans and to assess the appropriate course of action for
each company. The Adviser has a number of methods of evaluating and monitoring
the performance and fair value of our investments, which may include the
following:

• assessment of success of the portfolio company in adhering to its business

plan and compliance with covenants;

  • periodic and regular contact with portfolio company management and, if
    appropriate, the financial or strategic sponsor, to discuss financial
    position, requirements and accomplishments;


  • comparisons to other companies in the industry;


  • attendance at, and participation in, board meetings; and

• review of monthly and quarterly financial statements and financial projections

for portfolio companies.

As part of the monitoring process, the Adviser regularly assesses the risk
profile of each of our investments and, on a quarterly basis, grades each
investment on a risk scale of 1 to 5. Risk assessment is not standardized in our
industry and our risk assessment may not be comparable to ones used by our
competitors. Our assessment is based on the following categories:

• An investment is rated 1 if, in the opinion of the Adviser, it is performing

as agreed and there are no concerns about the portfolio company’s performance

or ability to meet covenant requirements. For these investments, the Adviser

    generally prepares monthly reports on investment performance and intensive
    quarterly asset reviews.


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• An investment is rated 2 if it is performing as agreed, but, in the opinion of

the Adviser, there may be concerns about the company’s operating performance

or trends in the industry. For these investments, in addition to monthly

reports and quarterly asset reviews, the Adviser also researches any areas of

concern with the objective of early intervention with the portfolio company.

• An investment will be assigned a rating of 3 if it is paying its obligations

to us as agreed but a material covenant violation is expected. For these

investments, in addition to monthly reports and quarterly asset reviews, the

Adviser also adds the investment to its “watch list” and researches any areas

    of concern with the objective of early intervention with the portfolio
    company.

• An investment will be assigned a rating of 4 if a material covenant has been

violated, but the company is making its scheduled payments on its obligations

to us. For these investments, the Adviser generally prepares a bi-monthly

asset review email and generally has monthly meetings with the portfolio

company’s senior management. For investments where there have been material

defaults, including bankruptcy filings, failures to achieve financial

performance requirements or failure to maintain liquidity or loan-to-value

requirements, the Adviser often will take immediate action to protect its

position. These remedies may include negotiating for additional collateral,

modifying investment terms or structure, or payment of amendment and waiver

fees.

• A rating of 5 indicates an investment is in default on its interest and/or

principal payments. For these investments, our Adviser reviews the investments

on a bi-monthly basis and, where possible, pursues workouts that achieve an

early resolution to avoid further deterioration of our investment. The Adviser

retains legal counsel and takes actions to preserve our rights, which may

include working with the portfolio company to have the default cured, to have

the investment restructured or to have the investment repaid through a

consensual workout.

The following table shows the distribution of our investments on the 1 to 5
investment performance rating scale at fair value as of September 30, 2021 and
December 31, 2020. Investment performance ratings are accurate only as of those
dates and may change due to subsequent developments relating to a portfolio
company's business or financial condition, market conditions or developments,
and other factors.



                           September 30, 2021                           December 31, 2020
 Investment       Investments at                              Investments

at

Performance         Fair Value           Percentage of          Fair Value

Percentage of

   Rating        ($ in millions)        Total Portfolio      ($ in millions)        Total Portfolio
         1       $        2,192.2                   91.1 %   $        1,996.5                   86.8 %
         2                  129.7                    5.4                244.1                   10.7
         3                   84.5                    3.5                 36.7                    1.6
         4                      -                      -                    -                      -
         5                    0.1   (1)              0.0                 21.6   (1)              0.9
   Total         $        2,406.5                  100.0 %   $        2,298.9                  100.0 %



(1) Includes investments with an amortized cost of $1.5 million for which the

    fair value as of September 30, 2021 and December 31, 2020 was $0.




Results of Operations

Operating results for the three and nine months ended September 30, 2021 and
2020 were as follows:



                                                         Three Months Ended                                Nine Months Ended
($ in millions)                            September 30, 2021

September 30, 2020 September 30, 2021 September 30, 2020
Total investment income

                    $              71.2       $               71.3     $             200.3     $             207.8
Less: Net expenses                                        34.6                       28.2                   103.4                    89.6
Net investment income before income
taxes                                                     36.6                       43.1                    96.9                   118.2
Less: Income taxes, including excise
taxes                                                      0.1                        2.0                     0.7                     4.0
Net investment income                                     36.5                       41.1                    96.2                   114.2
Net realized gains (losses) (1)                          (10.5 )                     11.0                     6.1                     8.1
Net change in unrealized gains (1)                        29.0                       29.8                    67.7                     2.3
Net increase in net assets resulting
from operations                            $              55.0       $               81.9     $             170.0     $             124.6



(1) Includes foreign exchange hedging activity.

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Investment Income



                                                         Three Months Ended                                Nine Months Ended
($ in millions)                             September 30, 2021        September 30, 2020      September 30, 2021      September 30, 2020
Interest from investments                  $               68.6       $              62.8     $             192.5     $             189.1
Dividend income                                             0.8                       0.4                     2.6                     1.3
Other income                                                1.8                       8.1                     5.2                    17.4
Total investment income                    $               71.2       $              71.3     $             200.3     $             207.8




Interest from investments, which includes amortization of upfront fees and
prepayment fees, increased from $62.8 million for the three months ended
September 30, 2020 to $68.6 million for the three months ended September 30,
2021. The increase in interest from investments was primarily the result of an
increase in prepayment fees related to paydowns, and an increase in interest
earned due to a larger average portfolio size for the period ended September 30,
2021 compared to the same period in 2020. Accelerated amortization of upfront
fees, which were primarily from unscheduled paydowns, increased from $3.5
million for the three months ended September 30, 2020 to $3.6 million for the
three months ended September 30, 2021. Prepayment fees increased from $5.8
million for the three months ended September 30, 2020 to $6.3 million for the
three months ended September 30, 2021. Accelerated amortization of upfront fees
and prepayment fees primarily resulted from full paydowns on five portfolio
investments, partial paydowns on three portfolio investments and earning
prepayment fees on seven portfolio investments during the three months ended
September 30, 2020. Accelerated amortization of upfront fees and prepayment fees
primarily resulted from full paydowns on six portfolio investments, a partial
paydown on one portfolio investment, and earning prepayment fees on five
portfolio investments during the three months ended September 30, 2021. Other
income decreased from $8.1 million for the three months ended September 30, 2020
to $1.8 million for the three months ended September 30, 2021, primarily due to
decreased amendment and other fees during the three months ended September 30,
2021 compared to the same period in 2020.



Interest from investments, which includes amortization of upfront fees and
prepayment fees, increased from $189.1 million for the nine months ended
September 30, 2020 to $192.5 million for the nine months ended September 30,
2021. The increase in interest from investments was primarily a result of an
increase in interest earned due to a larger average portfolio size for the
period ended September 30, 2021 compared to the same period in 2020 offset by a
decrease in accelerated amortization of upfront fees and prepayment fees related
to paydowns. Accelerated amortization of upfront fees from unscheduled paydowns
decreased from $11.9 million for the nine months ended September 30, 2020 to
$9.2 million for the nine months ended September 30, 2021. Prepayment fees
decreased from $19.6 million for the nine months ended September 30, 2020 to
$11.1 million for the nine months ended September 30, 2021. Accelerated
amortization of upfront fees and prepayment fees primarily resulted from full
paydowns on eleven portfolio investments, partial paydowns on seven portfolio
investments, partial realizations of two portfolio investments and earning
prepayment fees on thirteen portfolio investments during the nine months ended
September 30, 2020 and full paydowns on eleven portfolio investments, partial
paydowns on three portfolio investments, realizations on two portfolio
investments and earning prepayment fees on ten portfolio investments during the
nine months ended September 30, 2021. Other income decreased from $17.4 million
for the nine months ended September 30, 2020 to $5.2 million for the nine months
ended September 30, 2021, primarily due to decreased amendment and other fees
earned during the nine months ended September 30, 2021 compared to the same
period in 2020.

Expenses

Operating expenses for the three and nine months ended September 30, 2021 and
2020 were as follows:



                                                          Three Months Ended                                 Nine Months Ended
($ in millions)                              September 30, 2021

September 30, 2020 September 30, 2021 September 30, 2020
Interest

                                    $                9.9       $               8.4     $              29.0      $               31.2
Management fees (net of waivers)                             9.5                       7.8                    27.5                      23.7
Incentive fees related to pre-incentive
fee net investment
  income (net of waivers)                                    8.5                       8.7                    23.3                      24.2
Incentive fees related to
realized/unrealized capital gains                            3.4                         -                    13.5                         -
Professional fees                                            1.6                       1.6                     4.8                       5.2
Directors fees                                               0.2                       0.2                     0.6                       0.6
Other general and administrative                             1.5                       1.5                     4.7                       4.7
Net Expenses                                $               34.6       $              28.2     $             103.4      $               89.6


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Interest

Interest expense, including other debt financing expenses, increased from $8.4
million for the three months ended September 30, 2020 to $9.9 million for the
three months ended September 30, 2021. This increase was primarily due to an
increase in the average debt outstanding from $1,006.9 million for the three
months ended September 30, 2020 to $1,240.8 million for the three months ended
September 30, 2021, which was partially offset by a decrease in the average
interest rate on our debt outstanding from the three months ended September 30,
2020 to the three months ended September 30, 2021. The average interest rate on
our debt outstanding decreased from 2.4% for three months ended September 30,
2020 to 2.3% for the three months ended September 30, 2021 primarily due to
changes in LIBOR rates.

Interest expense, including other debt financing expenses, decreased from $31.2
million for the nine months ended September 30, 2020 to $29.0 million for the
nine months ended September 30, 2021. This decrease was primarily due to a
decrease in the average interest rate on our debt outstanding from 3.2% for the
nine months ended September 30, 2020 to 2.3% for the nine months ended September
30, 2021.

Management Fees

Management Fees (gross of waivers) increased from $7.8 million for the three
months ended September 30, 2020 to $9.5 million for the three months ended
September 30, 2021 due to an increase in average assets for the three months
ended September 30, 2021 compared to the same period in 2020. Management Fees
(net of waivers) increased from $7.8 million for the three months ended
September 30, 2020 to $9.5 million for the three months ended September 30,
2021. The Adviser waived Management Fees of less than $0.1 million for the three
months ended September 30, 2021 pursuant to the Leverage Waiver. The Advisers
did not waive any management fees for the three months ended September 30, 2020.

Management Fees (gross of waivers) increased from $23.7 million for the nine
months ended September 30, 2020 to $27.7 million for the nine months ended
September 30, 2021 due to an increase in average assets for the nine months
ended September 30, 2021 compared to the same period in 2020. Management Fees
(net of waivers) increased from $23.7 million for the nine months ended
September 30, 2020 to $27.5 million for the nine months ended September 30,
2021. The Adviser waived Management Fees of $0.2 million for the nine months
ended September 30, 2021 pursuant to the Leverage Waiver. The Adviser did not
waive any Management Fees for the nine months ended September 30, 2020.

Incentive Fees

Incentive Fees related to pre-Incentive Fee net investment income decreased from
$8.7 million for the three months ended September 30, 2020 to $8.5 million for
the three months ended September 30, 2021. This decrease resulted from a
decrease in other income resulting from lower amendment and other fees for the
three months ended September 30, 2021. The Adviser did not waive any Incentive
Fees related to pre-Incentive Fee net investment income for the three months
ended September 30, 2021 or 2020. There were no Incentive Fees accrued related
to net capital gains for the three months ended September 30, 2020 and $3.4
million of Incentive Fees were accrued for the three months ended September 30,
2021 related to cumulative unrealized capital gains in excess of cumulative net
realized capital gains less cumulative unrealized losses and capital gains
incentive fees paid inception to date.

Incentive Fees related to pre-Incentive Fee net investment income decreased from
$24.2 million for the nine months ended September 30, 2020 to $23.3 million for
the nine months ended September 30, 2021. This decrease resulted from a decrease
in other income resulting from lower amendment and other fees for the nine
months ended September 30, 2021. The Adviser did not waive any Incentive Fees
related to pre-Incentive Fee net investment income for the nine months ended
September 30, 2021 or 2020. There were no Incentive Fees accrued related to net
capital gains for the nine months ended September 30, 2020 and $13.5 million of
Incentive Fees were accrued for the nine months ended September 30, 2021 related
to cumulative unrealized capital gains in excess of cumulative net realized
capital gains less cumulative unrealized losses and capital gains incentive fees
paid inception to date.

Professional Fees and Other General and Administrative Expenses

Professional fees remained constant at $1.6 million for the three months ended
September 30, 2021 and 2020. Other general and administrative expenses remained
constant at $1.5 million for the three months ended September 30, 2021 and 2020.

Professional fees decreased from $5.2 million for the nine months ended
September 30, 2020 to $4.8 million for the nine months ended September 30, 2021
primarily due to lower legal fees. Other general and administrative expenses
remained constant at $4.7 million for the nine months ended September 30, 2021
and 2020.

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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 as a RIC, we must, among other things, distribute
to our stockholders in each taxable year generally at least 90% of our
investment company taxable income, as defined by the Code, and net tax-exempt
income for that taxable year. To maintain our RIC status, we, among other
things, have made and intend to continue to make the requisite distributions to
our stockholders, which generally relieve us from corporate-level U.S. federal
income taxes.

Depending on the level of taxable income earned in a tax year, we can be
expected to carry forward taxable income (including net capital gains, if any)
in excess of current year dividend distributions from the current tax year into
the next tax year and pay a nondeductible 4% U.S. federal excise tax on such
taxable income, as required. To the extent that we determine that our estimated
current year annual taxable income will be in excess of estimated current year
dividend distributions from such income, we accrue excise tax on estimated
excess taxable income.

For the three and nine months ended September 30, 2021, we recorded a net
expense of $0.1 million and $0.7 million, respectively, for U.S. federal excise
tax and other taxes. For the three and nine months ended September 30, 2020, we
recorded a net expense of $2.0 million and $4.0 million, respectively, for U.S.
federal excise tax and other taxes.

Net Realized and Unrealized Gains and Losses

The following table summarizes our net realized and unrealized gains (losses)
for the three and nine months ended September 30, 2021 and 2020:

                                                         Three Months Ended                                Nine Months Ended
($ in millions)                            September 30, 2021

September 30, 2020 September 30, 2021 September 30, 2020
Net realized gains (losses) on
investments

                                $             (10.5 )     $               11.1     $               6.1     $               7.5
Net realized gains on extinguishment of
debt                                                         -                          -                       -                     0.7
Net realized gains (losses) on foreign
currency transactions                                     (0.0 )                      0.0                    (0.0 )                  (0.0 )
Net realized losses on foreign currency
investments                                               (0.0 )                     (1.3 )                  (0.0 )                  (1.1 )
Net realized gains (losses) on foreign
currency borrowings                                       (0.0 )                      1.2                    (0.0 )                   1.0
Net Realized Gains (Losses)                $             (10.5 )     $               11.0     $               6.1     $               8.1

Change in unrealized gains on
investments                                $              45.6       $               44.5     $              97.4     $              41.1
Change in unrealized losses on
investments                                              (18.8 )                     (8.7 )                 (29.2 )                 (47.8 )
Net Change in Unrealized Gains (Losses)
on
  Investments                              $              26.8       $               35.8     $              68.2     $              (6.7 )
Unrealized gains (losses) on foreign
currency borrowings                                        3.7                       (4.5 )                   4.3                     0.8
Unrealized gains (losses) on foreign
currency cash                                                -                       (0.0 )                     -                     0.0
Unrealized gains (losses) on interest
rate swaps                                                (1.5 )                     (1.5 )                  (4.8 )                   8.2
Net Change in Unrealized Gains (Losses)
on Foreign
  Currency Transactions and Interest
Rate Swaps                                 $               2.2       $               (6.0 )   $              (0.5 )   $               9.0

Net Change in Unrealized Gains (Losses)    $              29.0       $               29.8     $              67.7     $               2.3




For the three and nine months ended September 30, 2021, we had net realized
losses on investments of $10.5 million and net realized gains on investments of
$6.1 million respectively, primarily driven by one investment and four
investments, respectively. For the three and nine months ended September 30,
2021, we had net realized losses of less than $0.1 million on foreign currency
transactions, primarily as a result of translating foreign currency related to
our non-USD denominated investments. For the three and nine months ended
September 30, 2021, we had net realized losses of less than $0.1 million, on
foreign currency investments. For the three and nine months ended September 30,
2021, we had net realized losses of less than $0.1 million, on foreign currency
borrowings. The net realized losses on foreign currency borrowings were a result
of payments on our revolving credit facility.

For the three months ended September 30, 2021, we had $45.6 million in
unrealized gains on 32 portfolio company investments, which was offset by $18.8
million in unrealized losses on 38 portfolio company investments. Unrealized
gains resulted from an increase in fair value, primarily due to tightening of
credit spreads and positive portfolio company specific developments. Unrealized
losses primarily resulted from the unwind of prior period unrealized gains due
to realizations and negative portfolio company specific developments. For the
nine months ended September 30, 2021, we had $97.4 million in unrealized gains
on 48 portfolio company

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investments, which was offset by $29.2 million in unrealized losses on 29
portfolio company investments. Unrealized gains resulted from an increase in
fair value, primarily due to tightening of credit spreads and positive portfolio
company specific developments. Unrealized losses primarily resulted from the
unwind of prior period unrealized gains due to realizations and negative
portfolio company specific developments.

For the three and nine months ended September 30, 2021, we had unrealized gains
on foreign currency borrowings of $3.7 million and $4.3 million, respectively,
as a result of fluctuations in the AUD, CAD and EUR exchange rates. For the
three and nine months ended September 30, 2021, we had unrealized losses on
interest rate swaps of $1.5 million and $4.8 million, respectively, due to
fluctuations in interest rates and the periodic settlement of interest rate
swaps.

For the three and nine months ended September 30, 2020, we had net realized
gains on investments of $11.1 million and $7.5 million, respectively, primarily
driven by one investment. For the three and nine months ended September 30,
2020, we had net realized gains of zero and $0.7 million, respectively, on
extinguishment of debt, as a result of our repurchases of our debt securities.
For the three and nine months ended September 30, 2020, we had net realized
gains of less than $0.1 million on foreign currency transactions and unrealized
losses of less than $0.1 million on foreign currency transactions, respectively,
primarily as a result of translating foreign currency related to our non-USD
denominated investments. For the three and nine months ended September 30, 2020,
we had net realized losses of $1.3 million and $1.1 million, respectively, on
foreign currency investments. For the three and nine months ended September 30,
2020, we had net realized gains of $1.2 million and $1.0 million, respectively,
on foreign currency borrowings. The net realized losses on foreign currency
borrowings were a result of payments on our revolving credit facility.

For the three months ended September 30, 2020, we had $44.5 million in
unrealized gains on 58 portfolio company investments, which was offset by $8.7
million in unrealized losses on 13 portfolio company investments. Unrealized
gains resulted from an increase in fair value, primarily due to tightening of
credit spreads and positive portfolio company specific adjustments. Unrealized
losses primarily resulted from the unwind of prior period unrealized gains due
to realizations and negative credit-related adjustments. For the nine months
ended September 30, 2020, we had $41.1 million in unrealized gains on 48
portfolio company investments, which was offset by $47.8 million in unrealized
losses on 34 portfolio company investments. Unrealized gains resulted from an
increase in fair value, primarily due to positive investment-related
adjustments. Unrealized losses primarily resulted from a widening spread
environment.

For the three and nine months ended September 30, 2020, we had unrealized losses
on foreign currency borrowings of $4.5 million and unrealized gains on foreign
currency borrowings of $0.8 million, respectively, as a result of fluctuations
in the AUD, CAD and EUR exchange rates. For the three and nine months ended
September 30, 2020, we had unrealized losses on foreign currency cash of less
than $0.1 and unrealized gains of less than $0.0 million, respectively. For the
three and nine months ended September 30, 2020, we had unrealized losses on
interest rate swaps of $1.5 million and unrealized gains on interest rate swaps
of $8.2 million, respectively, due to fluctuations in interest rates and the
periodic settlement of interest rate swaps.

Realized Gross Internal Rate of Return

Since we began investing in 2011 through September 30, 2021, weighted by capital
invested, our exited investments have generated an average realized gross
internal rate of return to us of 19.1% (based on total capital invested of $5.4
billion and total proceeds from these exited investments of $6.8 billion).
Ninety-two percent of these exited investments resulted in a realized gross
internal rate of return to us of 10% or greater.

Gross IRR, with respect to an investment, is calculated based on the dates that
we invested capital and dates we received distributions, regardless of when we
made distributions to our stockholders. Initial investments are assumed to occur
at time zero, and all cash flows are deemed to occur on the fifteenth of each
month in which they occur.

Gross IRR reflects historical results relating to our past performance and is
not necessarily indicative of our future results. In addition, gross IRR does
not reflect the effect of Management Fees, expenses, Incentive Fees or taxes
borne, or to be borne, by us or our stockholders, and would be lower if it did.

Average gross IRR is the average of the gross IRR for each of our exited
investments (each calculated as described above), weighted by the total capital
invested for each of those investments.

Average gross IRR on our exited investments reflects only invested and realized
cash amounts as described above, and does not reflect any unrealized gains or
losses in our portfolio.

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Internal rate of return, or IRR, is a measure of our discounted cash flows
(inflows and outflows). Specifically, IRR is the discount rate at which the net
present value of all cash flows is equal to zero. That is, IRR is the discount
rate at which the present value of total capital invested in each of our
investments is equal to the present value of all realized returns from that
investment. Our IRR calculations are unaudited.

Capital invested, with respect to an investment, represents the aggregate cost
basis allocable to the realized or unrealized portion of the investment, net of
any upfront fees paid at closing for the term loan portion of the investment.
Capital invested also includes realized losses on hedging activity, with respect
to an investment, which represents any inception-to-date realized losses on
foreign currency forward contracts allocable to the investment, if any.

Realized returns, with respect to an investment, represents the total cash
received with respect to each investment, including all amortization payments,
interest, dividends, prepayment fees, upfront fees (except upfront fees paid at
closing for the term loan portion of an investment), administrative fees, agent
fees, amendment fees, accrued interest, and other fees and proceeds. Realized
returns also include realized gains on hedging activity, with respect to an
investment, which represents any inception-to-date realized gains on foreign
currency forward contracts allocable to the investment, if any.

Interest Rate and Foreign Currency Hedging

We use interest rate swaps to hedge our fixed rate debt and certain fixed rate
investments. We have designated certain interest rate swaps to be in a hedge
accounting relationship. See Note 2 for additional disclosure regarding our
accounting for derivative instruments designated in a hedge accounting
relationship. See Note 5 for additional disclosure regarding these derivative
instruments and the interest payments paid and received. See Note 7 for
additional disclosure regarding the carrying value of our debt. Our current
approach to hedging the foreign currency exposure in our non-U.S. dollar
denominated investments is primarily to borrow the par amount in local currency
under our Revolving Credit Facility to fund these investments. For the three and
nine months ended September 30, 2021, we incurred $3.7 million and $4.3 million
of unrealized gains, respectively, on the translation of our non-U.S. dollar
denominated debt into U.S. dollars; such amounts approximate the corresponding
unrealized gains and losses on the translation of our non-U.S. dollar
denominated investments into U.S. dollars for the three and nine months ended
September 30, 2021.

For the three and nine months ended September 30, 2020, we incurred $4.5 million
of unrealized losses and $0.8 million of unrealized gains, respectively, on the
translation of our non-U.S. dollar denominated debt into U.S. dollars; such
amounts approximate the corresponding unrealized gains and losses on the
translation of our non-U.S. dollar denominated investments into U.S. dollars for
the three and nine months ended September 30, 2020.

See Note 2 for additional disclosure regarding our accounting for foreign
currency. See Note 7 for additional disclosure regarding the amounts of
outstanding debt denominated in each foreign currency at September 30, 2021. See
our consolidated schedule of investments for additional disclosure regarding the
foreign currency amounts (in both par and fair value) of our non-U.S. dollar
denominated investments.




Financial Condition, Liquidity and Capital Resources

Our liquidity and capital resources are derived primarily from proceeds from
equity issuances, advances from our credit facilities, and cash flows from
operations. The primary uses of our cash and cash equivalents are:

• investments in portfolio companies and other investments and to comply with

    certain portfolio diversification requirements;


  • the cost of operations (including paying our Adviser);


  • debt service, repayment, and other financing costs; and


  • cash dividends to the holders of our shares.


We intend to continue to generate cash primarily from cash flows from
operations, future borrowings and future offerings of securities. We may from
time to time enter into additional debt facilities, increase the size of
existing 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. In accordance with
the 1940 Act, with certain limited exceptions, we are only allowed to incur
borrowings, issue debt securities or issue preferred stock if immediately after
the borrowing or issuance the ratio of total assets (less total liabilities
other than indebtedness) to total indebtedness plus preferred stock, is at least
150%. For more information, see "Key Components of Our Results of Operations -
Leverage" above. As of September 30, 2021 and December 31, 2020, our asset
coverage ratio was 211.6% and 204.5%, respectively. We carefully consider our
unfunded commitments for the purpose of planning our capital resources and
ongoing liquidity, including our financial leverage. Further, we maintain
sufficient borrowing capacity

                                       63

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within the 150% asset coverage limitation under the 1940 Act and the asset
coverage limitation under our credit facilities to cover any outstanding
unfunded commitments we are required to fund.

Cash and cash equivalents as of September 30, 2021, taken together with cash
available under our credit facilities, is expected to be sufficient for our
investing activities and to conduct our operations in the near term. As of
September 30, 2021, we had approximately $1.3 billion of availability on our
Revolving Credit Facility, subject to asset coverage limitations.

As of September 30, 2021, we had $18.3 million in cash and cash equivalents,
including $12.8 million of restricted cash, an increase of $5.0 million from
December 31, 2020. During the nine months ended September 30, 2021, we provided
$75.9 million in cash from operating activities as a result of repayments and
proceeds from investments of $522.0 million and an increase in net assets
resulting from operations of $170.0 million which was partially offset by
funding portfolio investments of $531.8 million, and other operating activity of
$84.3 million. Lastly, cash used in financing activities was $70.9 million
during the period due to paydowns on our Revolving Credit Facility of $928.9
million, dividends paid of $162.9 million, and deferred financing costs of $8.0
million, which was partially offset by borrowings of $943.0 million (including
net proceeds of $293.7 million from the issuance of our 2026 Notes), and
proceeds from the issuance of common stock, net of offering and underwriting
costs, of $85.9 million.

As of September 30, 2021, we had $12.8 million of restricted cash pledged as
collateral under our interest rate swap agreements, an increase of $2.0 million
from December 31, 2020 primarily due to increases in the notional amount and
fair value of our swaps.

Equity

On February 23, 2021, we issued a total of 4,000,000 shares of commons stock at
$21.30 per share. Net of underwriting fees and offering costs, we received total
cash proceeds of $84.9 million. Subsequent to the offering we issued an
additional 49,689 shares in March 2021 pursuant to the overallotment option
granted to underwriters and received, net of underwriting fees, total cash
proceeds of $1.0 million.

During the nine months ended September 30, 2021 and 2020, we also issued
1,115,079 and 1,310,513 shares of our common stock, respectively, to investors
who have not opted out of our dividend reinvestment plan for proceeds of $23.4
million and $21.2 million, respectively. On October 15, 2021, we issued 254,691
shares of our common stock through our dividend reinvestment plan for proceeds
of $5.6 million, which is not reflected in the number of shares issued for the
nine months ended September 30, 2021 in this section or the consolidated
financial statements for the three and nine months ended September 30, 2021.

On August 4, 2015, our Board authorized us to acquire up to $50 million in
aggregate of our common stock from time to time over an initial six month
period, and has continued to authorize the refreshment of the $50 million amount
authorized under and extension of the stock repurchase program prior to its
expiration since that time, most recently as of November 2, 2021. The amount and
timing of stock repurchases under the program may vary depending on market
conditions, and no assurance can be given that any particular amount of common
stock will be repurchased.

During the nine months ended September 30, 2020, we repurchased 206,964 shares
at a weighted average price per share of $14.17 inclusive of commissions, for a
total cost of $2.9 million. No shares were repurchased during the nine months
ended September 30, 2021.





Debt

Debt obligations consisted of the following as of September 30, 2021 and
December 31, 2020:



                                                                 September 30, 2021
                                    Aggregate Principal       Outstanding          Amount             Carrying
($ in millions)                      Amount Committed          Principal        Available (1)       Value (2)(3)
Revolving Credit Facility          $             1,510.0     $       184.2     $       1,325.8     $        171.7
2022 Convertible Notes                             142.8             142.8                   -              142.2
2023 Notes                                         150.0             150.0                   -              149.1
2024 Notes                                         347.5             347.5                   -              352.7
2026 Notes                                         300.0             300.0                   -              287.4
Total Debt                         $             2,450.3     $     1,124.5     $       1,325.8     $      1,103.1




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(1) The amount available may be subject to limitations related to the borrowing

base under the Revolving Credit Facility and asset coverage requirements.

(2) The carrying values of the Revolving Credit Facility, 2022 Convertible Notes,

2023 Notes, 2024 Notes and 2026 Notes are presented net of deferred financing

costs and original issue discounts of $12.6 million, $0.6 million, $0.9

million, $4.3 million and $5.6 million, respectively.

(3) The carrying values of the 2024 Notes and 2026 Notes are presented inclusive

of an incremental $9.6 million and $(7.0) million, respectively, which

represents an adjustment in the carrying values of the 2024 Notes and 2026

    Notes, each resulting from a hedge accounting relationship.




                                                                 December 31, 2020
                                    Aggregate Principal       Outstanding          Amount             Carrying
($ in millions)                      Amount Committed          Principal        Available (1)       Value (2)(3)
Revolving Credit Facility          $             1,335.0     $       472.3     $         862.7     $        461.5
2022 Convertible Notes                             142.8             142.8                   -              141.3
2023 Notes                                         150.0             150.0                   -              148.7
2024 Notes                                         347.5             347.5                   -              358.9
Total Debt                         $             1,975.3     $     1,112.6     $         862.7     $      1,110.4



(1) The amount available may be subject to limitations related to the borrowing

base under the Revolving Credit Facility and asset coverage requirements.

(2) The carrying values of the Revolving Credit Facility, 2022 Convertible Notes,

2023 Notes, and 2024 Notes are presented net of deferred financing costs and

original issue discounts of $10.8 million, $1.5 million, $1.3 million and

$5.3 million, respectively.

(3) The carrying value of the 2024 Notes is presented net of an incremental $16.8

million, which represents an adjustment in the carrying value of the 2024

Notes resulting from a hedge accounting relationship.

As of September 30, 2021 and December 31, 2020, we were in compliance with the
terms of our debt arrangements. We intend to continue to utilize our credit
facilities to fund investments and for other general corporate purposes.

Revolving Credit Facility

On August 23, 2012, we entered into a senior secured revolving credit agreement
with Truist Bank (as successor by merger to SunTrust Bank), as administrative
agent, and J.P. Morgan Chase Bank, N.A., as syndication agent, and certain other
lenders (as amended and restated, the "Revolving Credit Facility").

As of December 31, 2020, aggregate commitments under the facility were $1.335
billion. Pursuant to an amendment to the Revolving Credit Facility dated as of
February 5, 2021 (the "Tenth Amendment"), the aggregate commitments under the
facility were increased to $1.485 billion. The facility includes an uncommitted
accordion feature that allows us, under certain circumstances, to increase the
size of the facility to up to $2.0 billion. On September 30, 2021, in accordance
with the accordion feature the aggregate commitments under the facility were
increased to $1.510 billion.

Pursuant to the Tenth Amendment, with respect to $1.390 billion in commitments,
the revolving period, during which period we, subject to certain conditions, may
make borrowings under the facility, was extended from January 31, 2024 to
February 4, 2025 and the stated maturity date was extended from January 31, 2025
to February 4, 2026. Subsequent to the Tenth Amendment, on April 12, 2021 an
additional $70.0 million of existing commitments were extended to these
revolving period and stated maturity dates. On September 30, 2021, the aggregate
commitments under the facility increased an additional $25.0 million in
accordance with the accordion feature. As a result, $1.485 billion of total
commitments are subject to these revolving period and stated maturity dates. For
the remaining $25.0 million of commitments, the revolving period ends January
31, 2024 and the stated maturity is January 31, 2025.

We may borrow amounts in U.S. dollars or certain other permitted currencies. As
of September 30, 2021, we had outstanding debt denominated in Australian Dollars
(AUD) of 51.2 million, Canadian Dollars (CAD) of 74.2 million, and Euro (EUR) of
33.1 million on our Revolving Credit Facility, included in the Outstanding
Principal amount in the table above.

The Revolving Credit Facility also provides for the issuance of letters of
credit up to an aggregate amount of $75.0 million. As of September 30, 2021 and
December 31, 2020, we had no outstanding letters of credit issued through the
Revolving Credit Facility. The amount available for borrowing under the
Revolving Credit Facility is reduced by any letters of credit issued through the
Revolving Credit Facility.

Amounts drawn under the Revolving Credit Facility, including amounts drawn in
respect of letters of credit, bear interest at either LIBOR plus a margin of
either 1.75% or 1.875%, or the base rate plus a margin of either 0.75% or
0.875%, in each case, based on the

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total amount of the borrowing base relative to the sum of the total commitments
(or, if greater, the total exposure) under the Revolving Credit Facility plus
certain other designated secured debt. We may elect either the LIBOR or base
rate at the time of drawdown, and loans may be converted from one rate to
another at any time, subject to certain conditions. We also pay a fee of 0.375%
on undrawn amounts and, in respect of each undrawn letter of credit, a fee and
interest rate equal to the then applicable margin while the letter of credit is
outstanding.

The Revolving Credit Facility is guaranteed by Sixth Street SL SPV, LLC, TC
Lending, LLC and Sixth Street SL Holding, LLC. The Revolving Credit Facility is
secured by a perfected first-priority security interest in substantially all the
portfolio investments held by us and each guarantor. Proceeds from borrowings
may be used for general corporate purposes, including the funding of portfolio
investments.

The Revolving Credit Facility includes customary events of default, as well as
customary covenants, including restrictions on certain distributions and
financial covenants. The financial covenants require:

• an asset coverage ratio of no less than 1.5 to 1 on the last day of any fiscal

quarter;

• a liquidity test under which we must not maintain cash and liquid investments

of less than 10% of the covered debt amount for more than 30 consecutive

business days under circumstances where our adjusted covered debt balance is

greater than 90% of our adjusted borrowing base under the facility;

• stockholders’ equity of at least $500 million plus 25% of the net proceeds of

the sale of equity interests after January 31, 2020;

• minimum asset coverage ratio of no less than 2 to 1 with respect to (i) the

consolidated assets of the Company and the subsidiary guarantors (including

certain limitations on the contribution of equity in financing subsidiaries)

to (ii) the secured debt of the Company and its subsidiary guarantors plus

unsecured senior securities of the Company and its subsidiary guarantors that

    mature within 90 days of the date of determination (the "Obligor Asset
    Coverage Ratio"); and

• minimum consolidated assets of the Company and the subsidiary guarantors

(including certain limitations on the contribution of equity in financing

subsidiaries), less total secured debt of the Company and the subsidiary

guarantors, of at least $350 million at the last day of any fiscal quarter.

The Revolving Credit Facility also contains certain additional concentration
limits in connection with the calculation of the borrowing base, based on the
Obligor Asset Coverage Ratio.

Net proceeds received from the Company's common stock issuance in February 2021
and net proceeds received from the issuance of the 2026 Notes were used to pay
down borrowings on the Revolving Credit Facility.

2022 Convertible Notes

In February 2017, we issued in a private offering $115 million aggregate
principal amount convertible notes due August 2022 (the "2022 Convertible
Notes"). The 2022 Convertible Notes were issued in a private placement only to
qualified institutional buyers pursuant to Rule 144A under the Securities Act.
The 2022 Convertible Notes are unsecured, and bear interest at a rate of
4.50% per year, payable semiannually. The 2022 Convertible Notes will mature on
August 1, 2022. In certain circumstances, the 2022 Convertible Notes will be
convertible into cash, shares of our common stock or a combination of cash and
shares of our common stock, at our election, at an initial conversion rate of
46.8516 shares of common stock per $1,000 principal amount of 2022 Convertible
Notes, which is equivalent to an initial conversion price of approximately
$21.34 per share of our common stock, subject to customary anti-dilution
adjustments. As of September 30, 2021, the estimated adjusted conversion price
was approximately $18.53 per share of common stock. The sale of the 2022
Convertible Notes generated net proceeds of approximately $111.2 million. We
used the net proceeds of the offering to pay down debt under the Revolving
Credit Facility. In connection with the offering of 2022 Convertible Notes, we
entered into an interest rate swap to align the interest rates of our
liabilities with our investment portfolio, which consists of predominately
floating rate loans. The notional amount of the interest rate swap is $115.0
million, which matures on August 1, 2022, matching the maturity date of the 2022
Convertible Notes. As a result of the swaps, our effective interest rate on the
original issuance of 2022 Convertible Notes is three-month LIBOR plus 2.37%.

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In June 2018, we issued an additional $57.5 million aggregate principal amount
of 2022 Convertible Notes. The additional 2022 Convertible Notes were issued
with identical terms, and are fungible with and are part of a single series with
the previously outstanding $115 million aggregate principal amount of our 2022
Convertible Notes issued in February 2017. In connection with the reopening of
the 2022 Convertible Notes, we entered into interest rate swaps to align the
interest rates of its liabilities with its investment portfolio, which consists
of predominately floating rate loans. The notional amount of the two interest
rates swaps is $50.0 million and $7.5 million, which matures on August 1, 2022,
matching the maturity date of the 2022 Convertible Notes. As a result of the
additional swaps, our effective interest rate on the additional 2022 Convertible
Notes is approximately three-month LIBOR plus 1.60%.

During the year ended December 31, 2020, we repurchased on the open market and
extinguished $29.7 million in aggregate principal amount of the 2022 Convertible
Notes for $29.5 million. These repurchases resulted in a gain on extinguishment
of debt of less than $0.7 million. This gain is included in the extinguishment
of debt in the accompanying consolidated statements of operations. In connection
with the repurchases of the 2022 Convertible Notes, we entered into
floating-to-fixed interest rate swaps with an aggregate notional amount equal to
the amount of 2022 Convertible Notes repurchased, which had the effect of
reducing the notional exposure of the fixed-to-floating interest rate swaps,
which were entered into in connection with the issuance of the 2022 Convertible
Notes, to match the remaining principal amount of the 2022 Convertible Notes
outstanding. As a result of the swaps, our effective interest rate on the
outstanding 2022 Convertible Notes is three-month LIBOR plus 2.11% (on a
weighted-average basis).

Holders may convert their 2022 Convertible Notes at their option at any time
prior to February 1, 2022 only under the following circumstances: (1) during any
calendar quarter commencing after the calendar quarter ending on June 30, 2017
(and only during such calendar quarter), if the last reported sale price of the
common stock for at least 20 trading days (whether or not consecutive) during a
period of 30 consecutive trading days ending on the last trading day of the
immediately preceding calendar quarter is greater than or equal to 130% of the
conversion price on each applicable trading day; (2) during the five business
day period after any five consecutive trading day period (the "measurement
period") in which the trading price (as defined in the indenture governing the
2022 Convertible Notes) per $1,000 principal amount of notes for each trading
day of the measurement period was less than 98% of the product of the last
reported sale price of our common stock and the conversion rate on each such
trading day; or (3) upon the occurrence of specified corporate events. On or
after February 1, 2022 until the close of business on the scheduled trading day
immediately preceding the maturity date, holders may convert their notes at any
time, regardless of the occurrence or nonoccurrence of any of the foregoing
circumstances.

On September 30, 2021, we notified the trustee and holders of the 2022
Convertible Notes that the terms of one of the conversion features had been met
and the notes were eligible for conversion at the option of the holders. The
notes remained convertible until October 12, 2021. During this period $42.8
million aggregate principal amount of notes were surrendered for conversion and
we elected combination settlement. The settlement of the converted notes is
expected to occur after the 40 day observation period described in the notes
indenture.

The 2022 Convertible Notes are our unsecured obligations and rank senior in
right of payment to our future indebtedness that is expressly subordinated in
right of payment to the 2022 Convertible Notes; equal in right of payment to our
existing and future indebtedness that is not so subordinated; effectively junior
in right of payment to any of our secured indebtedness (including unsecured
indebtedness that we later secure) to the extent of the value of the assets
securing such indebtedness; and structurally junior to all existing and future
indebtedness (including trade payables) incurred by our subsidiaries, financing
vehicles or similar facilities.

The indenture governing the 2022 Convertible Notes contains certain covenants,
including covenants requiring us to comply with the applicable asset coverage
ratio requirement under the 1940 Act and to provide financial information to the
holders of the 2022 Convertible Notes under certain circumstances. These
covenants are subject to important limitations and exceptions that are described
in the indenture governing the 2022 Convertible Notes. As of September 30, 2021,
we were in compliance with the terms of the indenture governing the 2022
Convertible Notes.

The 2022 Convertible Notes are accounted for in accordance with ASC Topic
470-20. Upon conversion of any of the 2022 Convertible Notes, we currently
intend to pay the outstanding principal amount in cash and, to the extent that
the conversion value exceeds the principal amount, we have the option to pay in
cash or shares of our common stock (or a combination of cash and shares) in
respect of the excess amount, subject to the requirements of the indenture
governing the 2022 Convertible Notes. We have determined that the embedded
conversion options in the 2022 Convertible Notes are not required to be
separately accounted for as a derivative under U.S. GAAP. In accounting for the
2022 Convertible Notes, we estimated at the time of issuance separate debt and
equity components of the 2022 Convertible Notes. A discount equal to the equity
components of the 2022 Convertible Notes was recorded in "additional paid-in
capital" in the accompanying consolidated balance sheet. Additionally, the
issuance costs associated with the 2022 Convertible Notes were allocated to the
debt and equity components in proportion to the allocation of the proceeds and
accounted for as deferred financing costs and equity issuance costs,
respectively. During the period ended March 31, 2021, we early adopted ASU
2020-06 and in accordance with this guidance reclassed the remaining unamortized
discount on the 2022 Convertible Notes from the carrying value of the instrument
to "additional paid-in capital" in the accompanying consolidated balance sheet.

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The average daily closing price of our common stock for the three and nine
months ended September 30, 2021 was greater than the estimated adjusted
conversion price for the 2022 Convertible Notes outstanding as of September 30,
2021
.

2023 Notes

In January 2018, we issued $150.0 million aggregate principal amount of
unsecured notes that mature on January 22, 2023 (the "2023 Notes"). The
principal amount of the 2023 Notes is payable at maturity. The 2023 Notes bear
interest at a rate of 4.50% per year, payable semi-annually commencing on July
22, 2018, and may be redeemed in whole or in part at our option at any time at
par plus a "make whole" premium. Total proceeds from the issuance of the 2023
Notes, net of underwriting discounts and offering costs, were $146.9 million. We
used the net proceeds of the 2023 Notes to repay outstanding indebtedness under
the Revolving Credit Facility.

In connection with the 2023 Notes offering, we entered into an interest rate
swap to align the interest rates of our liabilities with our investment
portfolio, which consists of predominately floating rate loans. The notional
amount of the interest rate swap is $150.0 million, which matures on January 22,
2023, matching the maturity date of the 2023 Notes. As a result of the swap, our
effective interest rate on the 2023 Notes is three-month LIBOR plus 1.99%.

2024 Notes

In November 2019, we issued $300.0 million aggregate principal amount of
unsecured notes that mature on November 1, 2024 (the "2024 Notes"). The
principal amount of the 2024 Notes is payable at maturity. The 2024 Notes bear
interest at a rate of 3.875% per year, payable semi-annually commencing on May
1, 2020, and may be redeemed in whole or in part at our option at any time at
par plus a "make whole" premium. Total proceeds from the issuance of the 2024
Notes, net of underwriting discounts, offering costs and original issue discount
were $292.9 million. We used the net proceeds of the 2024 Notes to repay
outstanding indebtedness under the Revolving Credit Facility.

On February 5, 2020, we issued an additional $50.0 million aggregate principal
amount of unsecured notes that mature on November 1, 2024. The additional 2024
Notes are a further issuance of, fungible with, rank equally in right of payment
with and have the same terms (other than the issue date and the public offering
price) as the initial issuance of 2024 Notes. Total proceeds from the issuance
of the additional 2024 Notes, net of underwriting discounts, offering costs and
original issue premium were $50.1 million. We used the net proceeds of the 2024
Notes to repay outstanding indebtedness under the Revolving Credit Facility.

In connection with the 2024 Notes offering and reopening of the 2024 Notes, we
entered into interest rate swaps to align the interest rates of our liabilities
with our investment portfolio, which consists of predominately floating rate
loans. The notional amount of the two interest rates swaps is $300.0 million and
$50.0 million, respectively, which matures on November 1, 2024, matching the
maturity date of the 2024 Notes. As a result of the swaps, our effective
interest rate on the 2024 Notes is three-month LIBOR plus 2.28% (on a weighted
average basis).

During the year ended December 31, 2020, we repurchased on the open market and
extinguished $2.5 million in aggregate principal amount of the 2024 Notes for
$2.4 million. These repurchases resulted in a gain on extinguishment of debt of
less than $0.1 million. This gain is included in the extinguishment of debt in
the accompanying consolidated statements of operations. In connection with the
repurchase of the 2024 Notes, we entered into a floating-to-fixed interest rate
swap with a notional amount equal to the amount of 2024 Notes repurchased, which
had the effect of reducing the notional exposure of the fixed-to-floating
interest rate swaps, which were entered into in connection with the issuance of
the 2024 Notes, to match the remaining principal amount of the 2024 Notes
outstanding. As a result of the swap, our effective interest rate on the
outstanding 2024 Notes is three-month LIBOR plus 2.28% (on a weighted average
basis).

2026 Notes

On February 3, 2021, we issued $300.0 million aggregate principal amount of
unsecured notes that mature on August 1, 2026 (the "2026 Notes"). The principal
amount of the 2026 Notes is payable at maturity. The 2026 Notes bear interest at
a rate of 2.50% per year, payable semi-annually commencing on August 1, 2021,
and may be redeemed in whole or in part at our option at any time at par plus a
"make whole" premium. Total proceeds from the issuance of the 2026 Notes, net of
underwriting discounts, offering costs and original issue discount were $293.7
million. We used the net proceeds of the 2026 Notes to repay outstanding
indebtedness under the Revolving Credit Facility.

In connection with the issuance of the 2026 Notes, we entered into an interest
rate swap to align the interest rates of our liabilities with our investment
portfolio, which consists of predominately floating rate loans. The notional
amount of the interest rate swap is

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$300.0 million, which matures on August 1, 2026, matching the maturity date of
the 2026 Notes. As a result of the swap, our effective interest rate on the 2026
Notes is three-month LIBOR plus 1.91%.



Off-Balance Sheet Arrangements

Portfolio Company Commitments

From time to time, we may enter into commitments to fund investments. We
incorporate these commitments into our assessment of our liquidity position. Our
senior secured revolving loan commitments are generally available on a
borrower's demand and may remain outstanding until the maturity date of the
applicable loan. Our senior secured term loan commitments are generally
available on a borrower's demand and, once drawn, generally have the same
remaining term as the associated loan agreement. Undrawn senior secured term
loan commitments generally have a shorter availability period than the term of
the associated loan agreement. As of September 30, 2021 and December 31, 2020,
we had the following commitments to fund investments in current portfolio
companies:



($ in millions)                                   September 30, 2021       December 31, 2020
Alpha Midco, Inc. - Delayed Draw                  $               5.0     $               5.0
American Achievement, Corp. - Revolver                            2.4                       -
AvidXchange, Inc. - Delayed Draw                                  4.4                     4.6
Axonify, Inc. - Delayed Draw                                      7.7                       -
Biohaven Pharmaceuticals, Inc. - Delayed Draw                    12.5                    22.5
Clinicient, Inc. - Revolver                                       1.6                     1.6
DaySmart Holdings, LLC - Delayed Draw                             5.3                    11.2
Destiny Solutions Parent Holding Company -
Delayed Draw                                                     11.7                       -
ExtraHop Networks, Inc. - Delayed Draw                           26.2                       -
Factor Systems, Inc. - Delayed Draw                                 -                    13.3
ForeScout Technologies, Inc. - Revolver                           0.5                     0.5
G Treasury SS, LLC - Delayed Draw                                 6.2                     2.8
Ibis Intermediate Co. - Delayed Draw                              6.3                       -
Integration Appliance, Inc. - Revolver                              -                     1.3
IntelePeer Holdings, Inc. - Delayed Draw                          3.0                     2.9
InvMetrics Holdings, Inc. - Revolver                              1.9                     1.9
IRGSE Holding Corp. - Revolver                                    0.3                     0.1
Kyriba Corp. - Delayed Draw                                       3.1                     3.0
Kyriba Corp. - Revolver                                           0.0                     0.0
Lexipol, LLC - Delayed Draw                                         -                     0.2
Lithium Technologies, LLC - Revolver                              3.2                     2.0
Lucidworks, Inc. - Revolver                                       3.3                     3.3
Netwrix Corp. - Delayed Draw                                      5.4                    16.5
Netwrix Corp. - Revolver                                          2.8                     2.7
Nintex Global, Ltd. - Revolver                                    0.9                     0.9
PageUp People, Ltd. - Revolver                                    3.6                     3.9
Passport Labs, Inc. - Delayed Draw                                5.6                       -
Passport Labs, Inc. - Revolver                                    2.8                       -
PayScale Holdings, Inc. - Delayed Draw                              -                     7.7
PrimeRevenue, Inc. - Delayed Draw                                 0.2                     0.6
PrimeRevenue, Inc. - Revolver                                     6.3                     6.3
ReliaQuest Holdings, LLC - Delayed Draw                          24.0                    29.3
ReliaQuest Holdings, LLC - Revolver                               2.8                     2.8
ResMan, LLC - Delayed Draw                                          -                     7.4
ResMan, LLC - Revolver                                              -                     2.0
Sprinklr - Delayed Draw Convertible Note                            -                     3.8
Valant Medical Solutions, Inc. - Delayed Draw                     1.4                     2.0
Valant Medical Solutions, Inc. - Revolver                         0.5                     0.5
Verdad Resources Intermediate Holdings, LLC -
Delayed Draw                                                     15.6                    15.6
WideOrbit, Inc. - Revolver                                        4.8                     4.8
Workwell Acquisition Co. - Delayed Draw                          10.0                    10.0
Total Portfolio Company Commitments (1)(2)        $             191.3     $             192.8




                                       69
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(1) Represents the full amount of our commitments to fund investments on such

date. Commitments may be subject to limitations on borrowings set forth in

the agreements between us and the applicable portfolio company. As a result,

portfolio companies may not be eligible to borrow the full commitment amount

on such date.

(2) Our estimate of the fair value of the current investments in these portfolio

companies includes an analysis of the fair value of any unfunded commitments.

Other Commitments and Contingencies

As of September 30, 2021 and December 31, 2020, we did not have any unfunded
commitments to fund new investments to new borrowers that were not current
portfolio companies as of such date.

We have certain contracts under which we have material future commitments. Under
the Investment Advisory Agreement, our Adviser provides us with investment
advisory and management services. For these services, we pay the Management Fee
and the Incentive Fee.

Under the Administration Agreement, our Adviser furnishes us with office
facilities and equipment, provides us clerical, bookkeeping and record keeping
services at such facilities and provides us with other administrative services
necessary to conduct our day-to-day operations. We reimburse our Adviser or its
affiliates for the allocable portion (subject to the review and approval of our
Board) of expenses incurred by it in performing its obligations under the
Administration Agreement, and the fees and expenses associated with performing
compliance functions. Such reimbursable amounts include the allocable portion of
the compensation of our Chief Compliance Officer, Chief Financial Officer and
other professionals who provide operational and administrative services to us
pursuant to the Administration Agreement. We reimburse the Adviser (or its
affiliates) for the allocable portion of the compensation paid by the Adviser
(or its affiliates) to such individuals based on a percentage of time those
individuals devote, on an estimated basis, to our business and affairs. We may
also reimburse the Adviser or its affiliates for the allocable portion of
overhead expenses (including rent, office equipment and utilities) attributable
thereto. Our Adviser also offers on our behalf significant managerial assistance
to those portfolio companies to which we are required to offer to provide such
assistance.

Contractual Obligations

A summary of our contractual payment obligations as of September 30, 2021 is as
follows:



                                                                 Payments Due by Period
                                                     Less than
($ in millions)                         Total         1 year         1-3 years       3-5 years       After 5 years
Revolving Credit Facility             $   184.2     $         -     $         -     $     184.2     $             -
2022 Convertible Notes                    142.8           142.8               -               -                   -
2023 Notes                                150.0               -           150.0               -                   -
2024 Notes                                347.5               -               -           347.5                   -
2026 Notes                                300.0               -               -           300.0                   -

Total Contractual Obligations $ 1,124.5 $ 142.8 $ 150.0 $ 831.7 $

             -




In addition to the contractual payment obligations in the tables above, we also
have commitments to fund investments and to pledge assets as collateral under
the terms of our derivatives agreements.

Distributions

We have elected and qualified to be treated for U.S. federal income tax purposes
as a RIC under subchapter M of the Code. To maintain our RIC status, we must
distribute (or be treated as distributing) in each taxable year dividends for
tax purposes equal to at least 90 percent of the sum of our:

• investment company taxable income (which is generally our ordinary income plus

the excess of realized net short-term capital gains over realized net

long-term capital losses), determined without regard to the deduction for

dividends paid, for such taxable year; and

• net tax-exempt interest income (which is the excess of our gross tax-exempt

interest income over certain disallowed deductions) for such taxable year.

As a RIC, we (but not our stockholders) generally will not be subject to U.S.
federal income tax on investment company taxable income and net capital gains
that we distribute to our stockholders.

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We intend to distribute annually all or substantially all of such income. To the
extent that we retain our net capital gains or any investment company taxable
income, we generally will be subject to corporate-level U.S. federal income tax.
We may choose to retain our net capital gains or any investment company taxable
income, and pay the U.S. federal excise tax described below.

Amounts not distributed on a timely basis in accordance with a calendar year
distribution requirement are subject to a nondeductible 4% U.S. federal excise
tax payable by us. To avoid this tax, we must distribute (or be treated as
distributing) during each calendar year an amount at least equal to the sum of:

• 98% of our net ordinary income excluding certain ordinary gains or losses for

that calendar year;

• 98.2% of our capital gain net income, adjusted for certain ordinary gains and

losses, recognized for the twelve-month period ending on October 31 of that

calendar year; and

• 100% of any income or gains recognized, but not distributed, in preceding

years.

While we intend to distribute any income and capital gains in the manner
necessary to minimize imposition of the 4% U.S. federal excise tax, sufficient
amounts of our taxable income and capital gains may not be distributed to avoid
entirely the imposition of this tax. In that event, we will be liable for this
tax only on the amount by which we do not meet the foregoing distribution
requirement.

We intend to pay quarterly dividends to our stockholders out of assets legally
available for distribution. All dividends will be paid at the discretion of our
Board and will depend on our earnings, financial condition, maintenance of our
RIC status, compliance with applicable BDC regulations and such other factors as
our Board may deem relevant from time to time.

To the extent our current taxable earnings for a year fall below the total
amount of our distributions for that year, a portion of those distributions may
be deemed a return of capital to our stockholders for U.S. federal income tax
purposes. Thus, the source of a distribution to our stockholders may be the
original capital invested by the stockholder rather than our income or gains.
Stockholders should read any written disclosure carefully and should not assume
that the source of any distribution is our ordinary income or gains.

We have adopted an "opt out" dividend reinvestment plan for our common
stockholders. As a result, if we declare a cash dividend or other distribution,
each stockholder that has not "opted out" of our dividend reinvestment plan will
have their dividends or distributions automatically reinvested in additional
shares of our common stock rather than receiving cash dividends. Stockholders
who receive distributions in the form of shares of common stock will be subject
to the same U.S. federal, state and local tax consequences as if they received
cash distributions.

Related-Party Transactions

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

  • the Investment Advisory Agreement;


  • the Administration Agreement; and

• an ongoing agreement with an affiliate of TPG Global, LLC governing, inter

alia, the parties’ respective ownership of and rights to use the “Sixth

Street” and “TPG” trademarks and certain variations thereof.

Critical Accounting Policies

The preparation of our consolidated 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 policies,
including those relating to the valuation of our investment portfolio, are
described in our Annual Report on Form 10-K for the year ended December 31,
2020, filed with the SEC on February 17, 2021, and elsewhere in our filings with
the SEC.





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