| COMMITMENTS AND CONTINGENCIES |
COMMITMENTS AND CONTINGENCIES At March 31, 2024, 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 |
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65 |
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3,065 |
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| EnCap Equity - Fund XII, LP |
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7,310 |
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| Freeport Fund Investments |
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| Freeport First Lien Loan Fund III LP |
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8,340 |
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| Freeport Financial SBIC Fund LP |
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4,490 |
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12,830 |
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| Harris Preston Fund Investments |
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| HPEP 4, L.P. |
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8,378 |
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| HPEP 3, L.P. |
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1,308 |
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| HPEP 423 COR, LP |
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600 |
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| 2717 MH, L.P. |
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52 |
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10,338 |
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| MS Private Loan Fund I, LP |
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750 |
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| MS Private Loan Fund II, LP |
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7,632 |
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| UnionRock Energy Fund Investments |
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| UnionRock Energy Fund III, LP |
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7,500 |
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| UnionRock Energy Fund II, LP |
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1,465 |
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8,965 |
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| Total Equity Commitments (1)(2) |
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$ |
50,890 |
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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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| MS Private Loan Fund II, LP |
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$ |
22,000 |
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| Computer Data Source, LLC |
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10,000 |
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| Garyline, LLC |
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8,118 |
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| MS Private Loan Fund I, LP |
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8,000 |
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| CQ fluency, LLC |
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6,750 |
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| Insight Borrower Corporation |
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6,688 |
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| PTL US Bidco, Inc |
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6,520 |
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| SI East, LLC |
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6,375 |
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| California Splendor Holdings LLC |
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6,000 |
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| BP Loenbro Holdings Inc. |
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5,994 |
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| Veregy Consolidated, Inc. |
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5,875 |
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| Richardson Sales Solutions |
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5,470 |
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| Gulf Manufacturing, LLC |
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5,000 |
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| Channel Partners Intermediateco, LLC |
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4,557 |
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| South Coast Terminals Holdings, LLC |
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4,465 |
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| Classic H&G Holdco, LLC |
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4,240 |
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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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| IG Investor, LLC |
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4,000 |
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| AB Centers Acquisition Corporation |
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3,910 |
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| AVEX Aviation Holdings, LLC |
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3,684 |
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| Mako Steel, LP |
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3,651 |
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| Microbe Formulas, LLC |
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3,601 |
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| Johnson Downie Opco, LLC |
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3,600 |
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| Titan Meter Midco Corp. |
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3,598 |
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| HEADLANDS OP-CO LLC |
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3,375 |
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| VVS Holdco, LLC |
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3,200 |
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| Watterson Brands, LLC |
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3,175 |
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| Power System Solutions |
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3,085 |
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| Metalforming Holdings, LLC |
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2,795 |
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| Career Team Holdings, 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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| NexRev LLC |
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2,400 |
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| Centre Technologies Holdings, LLC |
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2,400 |
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| Burning Glass Intermediate Holding Company, Inc. |
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2,397 |
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| Evergreen North America Acquisitions, LLC |
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2,317 |
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| SPAU Holdings, LLC |
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2,235 |
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| Engineering Research & Consulting, LLC |
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2,064 |
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| Cybermedia Technologies, LLC |
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2,000 |
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| Purge Rite, LLC |
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1,969 |
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| Elgin AcquireCo, LLC |
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1,877 |
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| Imaging Business Machines, L.L.C. |
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1,779 |
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| GULF PACIFIC ACQUISITION, LLC |
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1,767 |
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| NinjaTrader, LLC |
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1,750 |
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| Acousti Engineering Company of Florida |
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1,730 |
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| Batjer TopCo, LLC |
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1,620 |
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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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| Acumera, Inc. |
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1,598 |
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| Winter Services LLC |
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1,556 |
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| Mini Melts of America, LLC |
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1,505 |
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| Bluestem Brands, Inc. |
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1,447 |
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| ATS Operating, LLC |
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1,440 |
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| Bond Brand Loyalty ULC |
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1,427 |
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| Pinnacle TopCo, LLC |
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1,380 |
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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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| CaseWorthy, Inc. |
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1,230 |
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| Gamber-Johnson Holdings, LLC |
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1,200 |
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| Clad-Rex Steel, LLC |
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1,200 |
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| JTI Electrical & Mechanical, LLC |
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1,074 |
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| ArborWorks, LLC |
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997 |
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| Invincible Boat Company, LLC. |
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976 |
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| GRT Rubber Technologies LLC |
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950 |
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| GS HVAM Intermediate, LLC |
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909 |
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| Orttech Holdings, LLC |
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800 |
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| Mystic Logistics Holdings, LLC |
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800 |
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| Roof Opco, LLC |
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778 |
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| Project BarFly, LLC |
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760 |
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| RTIC Subsidiary Holdings, LLC |
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753 |
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| Jackmont Hospitality, Inc. |
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710 |
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| ITA Holdings Group, LLC |
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640 |
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| Analytical Systems Keco Holdings, LLC |
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580 |
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| Jensen Jewelers of Idaho, LLC |
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500 |
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| Wall Street Prep, Inc. |
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400 |
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| Gulf Publishing Holdings, LLC |
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400 |
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| Eastern Wholesale Fence LLC |
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372 |
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| AAC Holdings, Inc. |
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200 |
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| Inspire Aesthetics Management, LLC |
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50 |
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| Adams Publishing Group, LLC |
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22 |
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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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$ |
237,148 |
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| Total Commitments |
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$ |
288,038 |
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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 March 31, 2024.
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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