| COMMITMENTS AND CONTINGENCIES |
COMMITMENTS AND CONTINGENCIES At June 30, 2023, Main Street had the following outstanding commitments (in thousands):
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| Investments with equity capital commitments that have not yet funded: |
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Amount |
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| Brightwood Capital Fund Investments |
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| Brightwood Capital Fund V, LP |
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$ |
3,000 |
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| Brightwood Capital Fund III, LP |
|
300 |
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3,300 |
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| Freeport Fund Investments |
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| Freeport First Lien Loan Fund III LP |
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6,733 |
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| Freeport Financial SBIC Fund LP |
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3,841 |
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10,574 |
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| Harris Preston Fund Investments |
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| HPEP 4, L.P. |
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7,204 |
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| HPEP 3, L.P. |
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1,555 |
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| HPEP 423 COR, LP |
|
600 |
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| 2717 MH, L.P. |
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52 |
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9,411 |
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| MS Private Loan Fund I, LP |
|
750 |
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| UnionRock Energy Fund Investments |
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| UnionRock Energy Fund III, LP |
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9,850 |
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| UnionRock Energy Fund II, LP |
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1,907 |
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11,757 |
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| Total Equity Commitments (1)(2) |
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$ |
35,792 |
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| Investments with commitments to fund revolving loans that have not been fully drawn or term loans with additional commitments not yet funded: |
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| Dalton US Inc. |
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$ |
16,463 |
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| HEADLANDS OP-CO LLC |
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10,125 |
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| MS Private Loan Fund I, LP |
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10,000 |
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| Xenon Arc, Inc. |
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9,408 |
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| Power System Solutions |
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9,255 |
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| JTI Electrical & Mechanical, LLC |
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8,421 |
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| AB Centers Acquisition Corporation |
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8,103 |
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| AMEREQUIP LLC. |
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7,704 |
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| SI East, LLC |
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7,500 |
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| PTL US Bidco, Inc |
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7,156 |
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| Archer Systems, LLC |
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7,115 |
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| Veregy Consolidated, Inc. |
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5,875 |
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| Robbins Bros. Jewelry, Inc. |
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4,500 |
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| South Coast Terminals Holdings, LLC |
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4,465 |
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| NWN Corporation |
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4,379 |
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| Direct Marketing Solutions, Inc. |
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4,250 |
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| Cody Pools, Inc. |
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4,214 |
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| Bettercloud, Inc. |
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4,189 |
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| Paragon Healthcare, Inc. |
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4,110 |
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| IG Investor, LLC |
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4,000 |
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| NexRev LLC |
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4,000 |
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| Watterson Brands, LLC |
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3,917 |
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| Microbe Formulas, LLC |
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3,601 |
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| Classic H&G Holdco, LLC |
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3,440 |
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| VVS Holdco, LLC |
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3,200 |
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| Imaging Business Machines, L.L.C. |
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2,965 |
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| MetalForming AcquireCo, LLC |
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2,795 |
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| Batjer TopCo, LLC |
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2,700 |
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| IG Parent Corporation |
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2,500 |
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| Nebraska Vet AcquireCo, LLC |
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2,500 |
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| Superior Rigging & Erecting Co. |
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2,500 |
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| CaseWorthy, Inc. |
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2,459 |
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| West Star Aviation Acquisition, LLC |
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2,411 |
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| Centre Technologies Holdings, LLC |
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2,400 |
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| Channel Partners Intermediateco, LLC |
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2,275 |
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| GS HVAM Intermediate, LLC |
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2,273 |
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| SPAU Holdings, LLC |
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2,235 |
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| Winter Services LLC |
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2,222 |
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| AVEX Aviation Holdings, LLC |
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2,210 |
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| ITA Holdings Group, LLC |
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2,174 |
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| ArborWorks, LLC |
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2,128 |
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| GRT Rubber Technologies LLC |
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2,050 |
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| Bluestem Brands, Inc. |
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2,019 |
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| Cybermedia Technologies, LLC |
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2,000 |
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| Engineering Research & Consulting, LLC |
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1,965 |
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| GULF PACIFIC ACQUISITION, LLC |
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1,919 |
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| Acumera, Inc. |
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1,885 |
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| Elgin AcquireCo, LLC |
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1,877 |
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| Johnson Downie Opco, LLC |
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1,800 |
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| NinjaTrader, LLC |
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1,750 |
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| RTIC Subsidiary Holdings, LLC |
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1,644 |
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| MonitorUS Holding, LLC |
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1,623 |
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| Trantech Radiator Topco, LLC |
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1,600 |
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| Chamberlin Holding LLC |
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1,600 |
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| Roof Opco, LLC |
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1,556 |
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| Burning Glass Intermediate Holding Company, Inc. |
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1,549 |
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| Pearl Meyer Topco LLC |
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1,500 |
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| Bond Brand Loyalty ULC |
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1,427 |
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| Career Team Holdings, LLC |
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1,350 |
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| American Health Staffing Group, Inc. |
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1,333 |
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| Escalent, Inc. |
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1,326 |
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| Evergreen North America Acquisitions, LLC |
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1,313 |
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| Mako Steel, LP |
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1,278 |
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| RA Outdoors LLC |
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1,278 |
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| Project Eagle Holdings, LLC |
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1,250 |
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| Gamber-Johnson Holdings, LLC |
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1,200 |
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| Eastern Wholesale Fence LLC |
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1,115 |
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| ATS Operating, LLC |
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1,080 |
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| Infolinks Media Buyco, LLC |
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1,008 |
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| Orttech Holdings, LLC |
|
800 |
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| Mystic Logistics Holdings, LLC |
|
800 |
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| Adams Publishing Group, LLC |
|
788 |
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| Project BarFly, LLC |
|
760 |
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| Inspire Aesthetics Management, LLC |
|
555 |
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| Jensen Jewelers of Idaho, LLC |
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500 |
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| Invincible Boat Company, LLC. |
|
457 |
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| Clad-Rex Steel, LLC |
|
400 |
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| Wall Street Prep, Inc. |
|
400 |
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| Gulf Publishing Holdings, LLC |
|
400 |
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| Hawk Ridge Systems, LLC |
|
334 |
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| ASC Interests, LLC |
|
300 |
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| Jackmont Hospitality, Inc. |
|
237 |
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| AAC Holdings, Inc. |
|
200 |
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| SIB Holdings, LLC |
|
160 |
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| Acousti Engineering Company of Florida |
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53 |
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| Interface Security Systems, L.L.C |
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1 |
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| Total Loan Commitments |
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248,577 |
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| Total Commitments |
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$ |
284,369 |
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____________________
(1)This table excludes commitments related to six additional Other Portfolio investments for which the investment period has expired and remaining commitments may only be drawn to pay fund expenses. The Company does not expect any material future capital to be called on its commitment to these investments and as a result has excluded those commitments from this table.
(2)This table excludes commitments related to three additional Other Portfolio investments for which the investment period has expired and remaining commitments may only be drawn to pay fund expenses or for follow on investments in existing portfolio companies. The Company does not expect any material future capital to be called on its commitment to these investments to pay fund expenses, and based on representations from the fund manager, the Company does not expect any further capital will be called on its commitment for follow on investments. As a result, the Company has excluded those commitments from this table.
Main Street will fund its unfunded commitments from the same sources it uses to fund its investment commitments that are funded at the time they are made (which are typically through existing cash and cash equivalents and borrowings under the Credit Facilities). Main Street follows a process to manage its liquidity and ensure that it has available capital to fund its unfunded commitments as necessary. The Company had no unrealized appreciation or depreciation on the outstanding unfunded commitments as of June 30, 2023.
Main Street may, from time to time, be involved in litigation arising out of its operations in the normal course of business or otherwise. Furthermore, third parties may try to impose liability on Main Street in connection with the activities of its portfolio companies. While the outcome of any current legal proceedings cannot at this time be predicted with certainty, Main Street does not expect any current matters will materially affect its financial condition or results of operations; however, there can be no assurance whether any pending legal proceedings will have a material adverse effect on Main Street’s financial condition or results of operations in any future reporting period.
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