Quarterly report pursuant to Section 13 or 15(d)

FAIR VALUE HIERARCHY FOR INVESTMENTS???PORTFOLIO COMPOSITION (Tables)

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FAIR VALUE HIERARCHY FOR INVESTMENTS—PORTFOLIO COMPOSITION (Tables)
 6 Months Ended
Jun. 30, 2024
Fair Value Disclosures [Abstract]  
Schedule of Fair Value Measurement Inputs and Valuation Techniques
The following tables provide a summary of the significant unobservable inputs used to fair value Main Street’s Level 3 portfolio investments as of June 30, 2024 and December 31, 2023:
Type of
Investment
Fair Value as of
June 30, 2024
(in thousands)
 Valuation Technique Significant Unobservable Inputs Range (4) Weighted Average (4) Median (4)
Equity investments $ 1,498,912  Discounted cash flow WACC
9.2% - 22.9%
 14.2  % 15.1  %
Market comparable / Enterprise value EBITDA multiple (1) (3)
4.5x - 8.9x (2)
 7.1x 6.3x
Debt investments $ 3,103,832  Discounted cash flow Risk adjusted discount factor (5)
9.6% - 18.4% (2)
 12.9  % 13.0  %
Expected principal recovery percentage
0.0% - 100.0%
 99.4  % 100.0  %
Debt investments $ 134,767  Market approach Third-party quote
40.8 - 101.0
 92.7 97.9
Total Level 3 investments $ 4,737,511 
____________________
(1)EBITDA may include proforma adjustments and/or other addbacks based on specific circumstances related to each investment.
(2)Range excludes outliers that are greater than one standard deviation from the mean. Including these outliers, the range for EBITDA multiple is 2.0x - 15.7x and the range for risk adjusted discount factor is 5.0% - 31.7%.
(3)The fair value of the equity investment in the External Investment Manager is based on a fee multiple of 7.1x. The fair value determination is based on a discounted, blended multiple based on the multiples for similar businesses in active markets and actual multiples used in private transactions.
(4)Does not include investments for which the valuation technique does not include the use of the applicable fair value input.
(5)Discount rate includes the effect of the standard SOFR base rate, as applicable.
Type of Investment
Fair Value as of December 31, 2023
(in thousands)
 Valuation Technique Significant Unobservable Inputs Range (4) Weighted Average (4) Median (4)
Equity investments $ 1,402,354  Discounted cash flow WACC
9.7% - 22.7%
 14.5  % 15.5  %
Market comparable / Enterprise value EBITDA multiple (1) (3)
4.8x - 8.9x (2)
 7.1x 6.4x
Debt investments $ 2,720,425  Discounted cash flow Risk adjusted discount factor (5)
9.8% - 18.0% (2)
 12.9  % 13.0  %
Expected principal recovery percentage
0.0% - 100.0%
 99.7  % 100.0  %
Debt investments $ 163,492  Market approach Third-party quote
3.0 - 100.0
 89.8 92.4
Total Level 3 investments $ 4,286,271 
____________________
(1)EBITDA may include proforma adjustments and/or other addbacks based on specific circumstances related to each investment.
(2)Range excludes outliers that are greater than one standard deviation from the mean. Including these outliers, the range for EBITDA multiple is 2.0x - 15.7x and the range for risk adjusted discount factor is 7.0% - 31.6%.
(3)The fair value of the equity investment in the External Investment Manager is based on a fee multiple of 7.2x. The fair value determination is based on a discounted, blended multiple based on the multiples for similar businesses in active markets and actual multiples used in private transactions.
(4)Does not include investments for which the valuation technique does not include the use of the applicable fair value input.
(5)Discount rate includes the effect of the standard SOFR base rate, as applicable.
Schedule of Changes in Fair Value of Main Street’s Level 3 Portfolio Investments
The following tables provide a summary of changes in fair value of Main Street’s Level 3 portfolio investments for the six months ended June 30, 2024 and 2023 (amounts in thousands):
Type of Investment
Fair Value
as of
December 31, 2023
 Transfers Into Level 3 Hierarchy Redemptions/ Repayments New Investments Net Changes from Unrealized to Realized Net Unrealized Appreciation (Depreciation) Other(1)
Fair Value
as of
June 30, 2024
Debt $ 2,883,917  $ —  $ (406,233) $ 753,750  $ 7,468  $ (19,162) $ 18,859  $ 3,238,599 
Equity 1,395,744  —  (28,445) 65,122  (960) 75,391  (18,859) 1,487,993 
Equity Warrant 6,610  —  —  3,920  —  389  —  10,919 
$ 4,286,271  $ —  $ (434,678) $ 822,792  $ 6,508  $ 56,618  $ —  $ 4,737,511 
____________________
(1)Includes the impact of non-cash conversions. These transactions represent non-cash investing activities. See additional cash flow information in the Consolidated Statements of Cash Flows.
Type of Investment
Fair Value
as of
December 31, 2022
 Transfers Into Level 3 Hierarchy Redemptions/ Repayments New Investments Net Changes from Unrealized to Realized Net Unrealized Appreciation (Depreciation) Other(1)
Fair Value
as of
June 30, 2023
Debt $ 2,928,196  $ —  $ (421,050) $ 376,859  $ 100,164  $ (23,390) $ (29,746) $ 2,931,033 
Equity 1,166,643  —  (35,199) 48,210  4,126  56,358  32,322  1,272,460 
Equity Warrant 5,434  —  —  2,091  —  2,101  (2,576) 7,050 
$ 4,100,273  $ —  $ (456,249) $ 427,160  $ 104,290  $ 35,069  $ —  $ 4,210,543 
____________________
(1)Includes the impact of non-cash conversions. These transactions represent non-cash investing activities. See additional cash flow information in the Consolidated Statements of Cash Flows.
Schedule of Portfolio Investments by Level in the Fair Value Hierarchy
At June 30, 2024 and December 31, 2023, Main Street’s investments at fair value were categorized as follows in the fair value hierarchy for ASC 820 purposes:
Fair Value Measurements
(in thousands)
At June 30, 2024
 Fair Value Quoted Prices in
Active Markets for
Identical Assets
(Level 1)		 Significant Other
Observable Inputs
(Level 2)		 Significant
Unobservable
Inputs
(Level 3)
LMM portfolio investments $ 2,439,993  $ —  $ —  $ 2,439,993 
Private Loan portfolio investments 1,747,502  —  —  1,747,502 
Middle Market portfolio investments 183,965  —  —  183,965 
Other Portfolio investments 179,491  —  —  179,491 
External Investment Manager 186,560  —  —  186,560 
Total investments $ 4,737,511  $ —  $ —  $ 4,737,511 
Fair Value Measurements
(in thousands)
At December 31, 2023
 Fair Value Quoted Prices in
Active Markets for
Identical Assets
(Level 1)		 Significant Other
Observable Inputs
(Level 2)		 Significant
Unobservable
Inputs
(Level 3)
LMM portfolio investments $ 2,273,000  $ —  $ —  $ 2,273,000 
Private Loan portfolio investments 1,453,549  —  —  1,453,549 
Middle Market portfolio investments 243,695  —  —  243,695 
Other Portfolio investments 141,964  —  —  141,964 
External Investment Manager 174,063  —  —  174,063 
Total investments $ 4,286,271  $ —  $ —  $ 4,286,271 
Schedule of Investment Holdings
The following tables provide a summary of Main Street’s investments in the LMM, Private Loan and Middle Market portfolios as of June 30, 2024 and December 31, 2023 (this information excludes Other Portfolio investments and the External Investment Manager, which are discussed further below).
As of June 30, 2024
LMM (a) Private Loan Middle Market
(dollars in millions)
Number of portfolio companies 83  92  19 
Fair value $ 2,440.0  $ 1,747.5  $ 184.0 
Cost $ 1,920.9  $ 1,768.0  $ 220.6 
Debt investments as a % of portfolio (at cost) 72.6  % 95.4  % 88.3  %
Equity investments as a % of portfolio (at cost) 27.4  % 4.6  % 11.7  %
% of debt investments at cost secured by first priority lien 99.2  % 99.9  % 98.6  %
Weighted-average annual effective yield (b) 13.0  % 12.8  % 13.0  %
Average EBITDA (c) $ 9.3  $ 32.3  $ 57.7 
____________________
(a)At June 30, 2024, Main Street had equity ownership in all of its LMM portfolio companies, and the average fully diluted equity ownership in those portfolio companies was 39%.
(b)The weighted-average annual effective yields were computed using the effective interest rates for all debt investments at cost as of June 30, 2024, including amortization of deferred debt origination fees and accretion of original issue discount but excluding fees payable upon repayment of the debt instruments and any debt investments on non-accrual status. The weighted-average annual effective yield on Main Street’s debt portfolio as of June 30, 2024 including debt investments on non-accrual status was 12.5% for its LMM portfolio, 12.4% for its Private Loan portfolio and 11.0% for its Middle Market portfolio. The weighted-average annual effective yield is not reflective of what an investor in shares of Main Street’s common stock will realize on its investment because it does not reflect changes in the market value of Main Street’s stock, Main Street’s utilization of debt capital in its capital structure, Main Street’s expenses or any sales load paid by an investor.
(c)The average EBITDA is calculated using a simple average for the LMM portfolio and a weighted-average for the Private Loan and Middle Market portfolios. These calculations exclude certain portfolio companies, including four LMM portfolio companies, four Private Loan portfolio companies and three Middle Market portfolio companies, as EBITDA is not a meaningful valuation metric for Main Street’s investments in these portfolio companies, and those portfolio companies whose primary purpose is to own real estate.
As of December 31, 2023
LMM (a) Private Loan Middle Market
(dollars in millions)
Number of portfolio companies 80  87  23 
Fair value $ 2,273.0  $ 1,453.5  $ 243.7 
Cost $ 1,782.9  $ 1,470.1  $ 294.4 
Debt investments as a % of portfolio (at cost) 72.0  % 94.7  % 91.4  %
Equity investments as a % of portfolio (at cost) 28.0  % 5.3  % 8.6  %
% of debt investments at cost secured by first priority lien 99.2  % 100.0  % 99.1  %
Weighted-average annual effective yield (b) 13.0  % 12.9  % 12.5  %
Average EBITDA (c) $ 8.2  $ 27.2  $ 64.2 
____________________
(a)At December 31, 2023, Main Street had equity ownership in all of its LMM portfolio companies, and the average fully diluted equity ownership in those portfolio companies was 40%.
(b)The weighted-average annual effective yields were computed using the effective interest rates for all debt investments at cost as of December 31, 2023, including amortization of deferred debt origination fees and accretion of original issue discount but excluding fees payable upon repayment of the debt instruments and any debt investments on non-accrual status. The weighted-average annual effective yield on Main Street’s debt portfolio as of December 31, 2023 including debt investments on non-accrual status was 12.9% for its LMM portfolio, 12.5% for its Private Loan portfolio and 10.8% for its Middle Market portfolio. The weighted-average annual effective yield is not reflective of what an investor in shares of Main Street’s common stock will realize on its investment because it does not reflect changes in the market value of Main Street’s stock, Main Street’s utilization of debt capital in its capital structure, Main Street’s expenses or any sales load paid by an investor.
(c)The average EBITDA is calculated using a simple average for the LMM portfolio and a weighted-average for the Private Loan and Middle Market portfolios. These calculations exclude certain portfolio companies, including two LMM portfolio companies and two Private Loan portfolio companies, as EBITDA is not a meaningful valuation metric for Main Street’s investments in these portfolio companies, and those portfolio companies whose primary purpose is to own real estate.
The following tables summarize the composition of Main Street’s total combined LMM, Private Loan and Middle Market portfolio investments at cost and fair value by type of investment as a percentage of the total combined LMM, Private Loan and Middle Market portfolio investments, as of June 30, 2024 and December 31, 2023 (this information excludes Other Portfolio investments and the External Investment Manager, which are discussed above).
Cost: June 30, 2024 December 31, 2023
First lien debt 83.5  % 82.7  %
Equity 15.9  16.8 
Second lien debt 0.1  0.1 
Equity warrants 0.3  0.2 
Other 0.2  0.2 
100.0  % 100.0  %
Fair Value: June 30, 2024 December 31, 2023
First lien debt 72.4  % 71.6  %
Equity 27.0  27.8 
Second lien debt 0.2  0.2 
Equity warrants 0.2  0.2 
Other 0.2  0.2 
100.0  % 100.0  %
The following tables summarize the composition of Main Street’s total combined LMM, Private Loan and Middle Market portfolio investments by geographic region of the United States and other countries at cost and fair value as a percentage of the total combined LMM, Private Loan and Middle Market portfolio investments, as of June 30, 2024 and December 31, 2023 (this information excludes Other Portfolio investments and the External Investment Manager). The geographic composition is determined by the location of the corporate headquarters of the portfolio company.
Cost: June 30, 2024 December 31, 2023
West 24.4  % 25.8  %
Northeast 22.6  22.3 
Midwest 21.0  17.0 
Southwest 16.3  19.7 
Southeast 13.9  13.1 
Canada 0.3  0.4 
Other Non-United States 1.5  1.7 
100.0  % 100.0  %
Fair Value: June 30, 2024 December 31, 2023
West 23.7  % 25.4  %
Midwest 21.7  18.1 
Northeast 21.7  21.3 
Southwest 19.3  22.0 
Southeast 11.9  11.3 
Canada 0.3  0.3 
Other Non-United States 1.4  1.6 
100.0  % 100.0  %
Main Street’s LMM, Private Loan and Middle Market portfolio investments are in companies conducting business in a variety of industries. The following tables summarize the composition of Main Street’s total combined LMM, Private Loan and Middle Market portfolio investments by industry at cost and fair value as of June 30, 2024 and December 31, 2023 (this information excludes Other Portfolio investments and the External Investment Manager).
Cost: June 30, 2024 December 31, 2023
Professional Services 7.3  % 6.0  %
Machinery 6.9  7.7 
Internet Software & Services 6.1  7.6 
Electrical Equipment 5.2  1.6 
Health Care Providers & Services 5.0  5.4 
Commercial Services & Supplies 4.6  4.5 
Diversified Consumer Services 4.6  4.9 
Auto Components 4.2  1.6 
Distributors 4.2  4.3 
Construction & Engineering 4.1  4.9 
IT Services 4.0  5.0 
Containers & Packaging 3.9  3.8 
Energy Equipment & Services 3.2  2.7 
Tobacco 3.0  3.1 
Textiles, Apparel & Luxury Goods 2.9  3.2 
Aerospace & Defense 2.7  2.9 
Leisure Equipment & Products 2.5  3.1 
Specialty Retail 2.4  2.1 
Computers & Peripherals 2.3  2.7 
Software 2.0  2.0 
Diversified Financial Services 1.8  1.7 
Media 1.8  2.4 
Building Products 1.6  1.7 
Food Products 1.6  1.6 
Food & Staples Retailing 1.5  1.6 
Electronic Equipment, Instruments & Components 1.4  1.5 
Health Care Equipment & Supplies 1.2  1.3 
Internet & Catalog Retail 1.2  1.3 
Communications Equipment 1.1  1.2 
Hotels, Restaurants & Leisure 1.0  1.1 
Chemicals 0.9  1.0 
Household Products 0.9  1.0 
Other (1) 2.9  3.5 
100.0  % 100.0  %
____________________
(1)Includes various industries with each industry individually less than 1.0% of the total combined LMM, Private Loan and Middle Market portfolio investments at each date.
Fair Value: June 30, 2024 December 31, 2023
Machinery 8.4  % 8.8  %
Professional Services 7.7  6.5 
Diversified Consumer Services 6.6  7.1 
Internet Software & Services 5.1  6.2 
Electrical Equipment 4.8  1.7 
Health Care Providers & Services 4.7  5.0 
Construction & Engineering 4.4  5.1 
Distributors 4.4  4.5 
Computers & Peripherals 4.1  4.4 
Commercial Services & Supplies 4.0  3.9 
Containers & Packaging 4.0  3.9 
IT Services 3.8  4.6 
Auto Components 3.7  1.5 
Energy Equipment & Services 3.1  2.5 
Tobacco 3.1  3.2 
Specialty Retail 2.8  2.7 
Aerospace & Defense 2.5  2.7 
Media 2.1  2.7 
Software 2.1  2.1 
Textiles, Apparel & Luxury Goods 2.0  2.6 
Leisure Equipment & Products 1.8  2.5 
Diversified Financial Services 1.7  1.6 
Food Products 1.5  1.5 
Building Products 1.4  1.5 
Food & Staples Retailing 1.1  1.2 
Air Freight & Logistics 1.0  1.1 
Internet & Catalog Retail 1.0  1.2 
Construction Materials 0.9  1.0 
Health Care Equipment & Supplies 0.9  1.0 
Other (1) 5.3  5.7 
100.0  % 100.0  %
____________________
(1)Includes various industries with each industry individually less than 1.0% of the total combined LMM, Private Loan and Middle Market portfolio investments at each date.