Note 6. Borrowings

In accordance with the 1940 Act, with certain limitations, BDCs are allowed to borrow amounts such that their asset coverage ratios, as defined in the 1940 Act, are at least 200% (or 150% if certain conditions are met) after such borrowing. As a result of complying with the requirements set forth in Section 61 of the 1940 Act, the Company is able to borrow amounts such that its asset coverage ratio is at least 150%, rather than 200%. As of March 31, 2025 and December 31, 2024, the Company’s asset coverage ratios were 189% and 194%, respectively.

The following tables show the Company’s outstanding debt as of March 31, 2025 and December 31, 2024, respectively:


	March 31, 2025
($ in thousands)	Aggregate Principal Committed		Outstanding Principal		Amount Available		Net Carrying Value (2)
Capital Call Facility	$	65,000	$	22,000	$	43,000	$	21,818
Revolving Credit Facility		850,000		721,000		129,000		713,270
Secured Credit Facility		300,000		245,000		55,000		242,275
2025 Notes		225,000		225,000		—		224,872
2029 Notes		200,000		200,000		—		197,782
Total	$	1,640,000	$	1,413,000	$	227,000	$	1,400,017


	December 31, 2024
($ in thousands)	Aggregate Principal Committed		Outstanding Principal		Amount Available		Net Carrying Value (2)
Capital Call Facility	$	65,000	$	27,000	$	38,000	$	26,757
Revolving Credit Facility		850,000		680,000		170,000		671,821
Secured Credit Facility		300,000		200,000		100,000		197,076
2025 Notes		225,000		225,000		—		224,612
2029 Notes		200,000		200,000		—		197,660
Total	$	1,640,000	$	1,332,000	$	308,000	$	1,317,926

(1)

The amount available may be subject to limitations related to the borrowing base under the Financing Facilities, outstanding letters of credit issued and asset coverage requirements.

(2)

As of December 31, 2024 and 2023, all of the Company’s outstanding debt was categorized as Level 3 within the fair value hierarchy.

Capital Call Facility

Effective as of December 29, 2020 (the “Initial Closing Date”), the Company entered into a revolving credit facility (as amended, the “Capital Call Facility”) by and among, inter alios, the Company as the initial borrower, the lenders from time-to-time party thereto (collectively, the “Lenders”) and Capital One, National Association, as the administrative agent (the “Administrative Agent”), sole lead arranger and a Lender.

As of March 31, 2025 and December 31, 2024, the maximum borrowing capacity of the Company under the Capital Call Facility was $65 million.

At the Company’s option, the Capital Call Facility accrues interest at a rate per annum based on (i) a daily simple SOFR plus an applicable margin of 2.35% or (ii) the greatest of (1) the prime rate or (2) the federal funds effective rate plus 0.5% plus an applicable margin of 1.35%. If the average unused portion of the commitment is greater than 50% during a calendar month, the unused fee will be 0.50% per annum multiplied by the daily unused portion of the commitment.

The stated Maturity Date of the Capital Call Facility December 26, 2025, unless otherwise terminated.

The Capital Call Facility includes customary covenants as well as usual and customary events of default for revolving credit facilities of this nature.

As of each of March 31, 2025 and December 31, 2024, the carrying amount of the Company’s borrowings under the Capital Call Facility approximated its fair value. As of March 31, 2025, and December 31, 2024, unamortized financing costs of $182 and $243, respectively, are being deferred and amortized over the remaining term of the Capital Call Facility. As of March 31, 2025 and December 31, 2024, the Company had an outstanding balance of $22,000 and $27,000, respectively. As of March 31, 2025 and December 31, 2024, the Capital Call Facility is presented on the Consolidated Statements of Assets and Liabilities net of unamortized financing costs, which results in an outstanding balance totaling $21,818 and $26,757, respectively.

The following table shows additional information about the interest and financing costs related to the Capital Call Facility for the three months ended March 31, 2025 and 2024:


($ in thousands)	Three Months Ended March 31, 2025		Three Months Ended March 31, 2024
Interest expense related to the Capital Call Facility	$	492	$	821
Financing expenses related to the Capital Call Facility		61		88
Total interest and financing expenses related to the Capital Call Facility	$	553	$	909

Revolving Credit Facility

On June 28, 2021, SPV I entered into a senior secured revolving credit facility (as amended, the “Revolving Credit Facility”) with JPMorgan Chase Bank, National Association (“JPM”). JPM serves as administrative agent and lender, U.S. Bank, National Association, serves as collateral agent, securities intermediary and collateral administrator, and the Adviser serves as portfolio manager under the Revolving Credit Facility.

As of March 31, 2025 and December 31, 2024, the financing commitment from the lenders under the Revolving Credit Facility was $850 million and borrowings under the Revolving Credit Facility bore interest at an applicable margin of 2.45% per annum with respect to SOFR loans. In connection with the Revolving Credit Facility, SPV I made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The Revolving Credit Facility contains customary events of default for similar financing transactions. The stated Maturity Date of the Revolving Credit Facility is June 27, 2029, unless otherwise terminated.

As of each of March 31, 2025 and December 31, 2024, the carrying amount of the Company’s borrowings under the Revolving Credit Facility approximated its fair value. As of March 31, 2025 and December 31, 2024, unamortized financing costs of $7,730 and $8,179, respectively, are being deferred and amortized over the remaining term of the Revolving Credit Facility. As of March 31, 2025 and December 31, 2024, the Revolving Credit Facility had an outstanding balance of $721,000 and $680,000, respectively. As of March 31, 2025 and December 31, 2024, the Revolving Credit Facility is presented in the Consolidated Statements of Assets and Liabilities net of unamortized financing costs, which results in an outstanding balance, totaling $713,270 and $671,821, respectively.

The following table shows additional information about the interest and financing costs related to the Revolving Credit Facility for the three months ended March 31, 2025 and 2024:


($ in thousands)	Three Months Ended March 31, 2025		Three Months Ended March 31, 2024
Interest expense related to the Revolving Credit Facility	$	11,851	$	12,327
Financing expenses related to the Revolving Credit Facility		449		407
Total interest and financing expenses related to the Revolving Credit Facility	$	12,300	$	12,734

Secured Credit Facility

On August 14, 2023, SPV II entered into a Credit Agreement (as amended, the “Secured Credit Facility”), with the lenders from time to time parties thereto, Goldman Sachs Bank USA, as syndication agent and administrative agent (the “Administrative Agent”), U.S. Bank Trust Company, National Association, as collateral agent and collateral administrator, and U.S. Bank National Association, as collateral custodian.

As of March 31, 2025 and December 31, 2024, the Secured Credit Facility is comprised of (i) a $250 million asset-based revolving loan facility (the “ABL Facility”) and (ii) a $50 million asset-based revolving loan facility (the “Revolver Facility”), each of which has its own borrowing base. The Secured Credit Facility contains customary covenants, including certain limitations on the activities of SPV II, and customary events of default.

On March 3, 2025, (the “First Amendment Date”), SPV II entered into an amendment to the Secured Credit Facility, which, among other things, reduced the applicable margin on borrowings from 3.10% to 2.00% per annum, extended the reinvestment period to March 3, 2028, and extended the maturity date to March 3, 2030.

As of each of March 31, 2025 and December 31, 2024, the carrying amount of the Company’s borrowings under the Secured Credit Facility approximated its fair value. As of March 31, 2025, and December 31, 2024, unamortized financing costs of $2,725 and $2,924, respectively, are being deferred and amortized over the remaining term of the Secured Credit Facility. As of both March 31, 2025, and December 31, 2024, the Secured Credit Facility had an outstanding balance of $245,000 and $200,000, respectively. As of March 31, 2025 and December 31, 2024, the Secured Credit Facility is presented in the Consolidated Statements of Assets and Liabilities net of unamortized financing costs, which results in an outstanding balance totaling $242,275 and $197,076, respectively.

The following table shows additional information about the interest and financing costs related to the Secured Credit Facility for the three months ended March 31, 2025 and 2024:


($ in thousands)	Three Months Ended March 31, 2025		Three Months Ended March 31, 2024
Interest expense related to the Secured Credit Facility	$	3,777	$	3,962
Financing expenses related to the Secured Credit Facility		199		108
Total interest and financing expenses related to the Secured Credit Facility	$	3,976	$	4,070

2025 Notes

On May 19, 2022, the Company entered into a Note Purchase Agreement (the “NPA”) governing the issuance of $225 million in aggregate principal amount of senior unsecured notes due May 19, 2025 (the “2025 Notes”) to qualified institutional investors in a private placement. $150 million of the 2025 Notes were delivered and paid for on May 19, 2022, and $75 million of the 2025 Notes were delivered and paid for on August 18, 2022.

The 2025 Notes have a fixed interest rate of 5.83% per year, subject to a step up of (1) 1.00% per year, to the extent and for so long as the 2025 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent and for so long as either the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end, or the Company fails to deliver the required quarterly or annual financial statements and related certificates when due.

The 2025 Notes mature on May 19, 2025 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the NPA. Interest on the 2025 Notes is due semiannually in May and November of each year, beginning in November 2022. In addition, the Company is obligated to offer to repay the 2025 Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the NPA, the Company may redeem the 2025 Notes in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before February 17, 2025, a make-whole premium.

As of each of March 31, 2025 and December 31, 2024, the carrying amount of the Company’s borrowings under the 2025 Notes approximated its fair value. As of March 31, 2025 and December 31, 2024, unamortized debt issuance costs of $128 and $388, respectively, are being deferred and amortized over the remaining term of the 2025 Notes. As of both March 31, 2025 and December 31, 2024, the 2025 Notes had an outstanding balance of $225,000. The 2025 Notes are presented on the Consolidated Statements of Assets and Liabilities net of unamortized debt issuance costs, which results in an outstanding balance, totaling $224,872 as of March 31, 2025 and $224,612 as of December 31, 2024.

The following table shows additional information about the interest and financing costs related to the 2025 Notes for the three months ended March 31, 2025 and 2024:


($ in thousands)	Three Months Ended March 31, 2025		Three Months Ended March 31, 2024
Interest expense related to the 2025 Notes	$	3,279	$	3,279
Financing expenses related to the 2025 Notes		260		259
Total interest and financing expenses related to the 2025 Notes	$	3,539	$	3,538

2029 Notes

On September 17, 2024, the Company entered into a Note Purchase Agreement (the “September 2024 NPA”) governing the issuance of $200 million in aggregate principal amount of senior unsecured notes due September 15, 2029 (the “2029 Notes”) to qualified institutional investors in a private placement.

The 2029 Notes have a fixed interest rate of 6.70% per year, subject to a step up of (1) 1.00% per year, to the extent and for so long as the 2029 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent and for so long as either the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end, or the Company fails to deliver the required quarterly or annual financial statements and related certificates when due. The Company intends to use the net proceeds from the offering of the 2029 Notes to repay existing Indebtedness and for general corporate purposes.

The 2029 Notes will mature on September 15, 2029 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the September 2024 NPA. Interest on the 2029 Notes will be due semiannually in April and October of each year, beginning in April 2025. In addition, the Company is obligated to offer to repay the 2029 Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the September 2024 NPA, the Company may redeem the 2029 Notes in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before June 16, 2029, a make-whole premium.

As of each of March 31, 2025 and December 31, 2024 the carrying amount of the Company’s borrowings under the 2029 Notes approximated its fair value. As of March 31, 2025 and December 31, 2024, unamortized debt issuance costs of $2,218 and $2,340, respectively, are being deferred and amortized over the remaining term of the 2029 Notes. As of both March 31, 2025 and December 31, 2024, the 2029 Notes had an outstanding balance of $200,000. The 2029 Notes are presented on the Consolidated Statements of Assets and Liabilities net of unamortized debt issuance costs, which results in an outstanding balance, totaling $197,782 as of March 31, 2025 and $197,660 as of December 31, 2024.

The following table shows additional information about the interest and financing costs related to the 2029 Notes for the three months ended March 31, 2025:


($ in thousands)	Three Months Ended March 31, 2025
Interest expense related to the 2029 Notes	$	3,350
Financing expenses related to the 2029 Notes		123
Total interest and financing expenses related to the 2029 Notes	$	3,473

Senior Notes

On March 21, 2025, the Company entered into a Note Purchase Agreement (the “March 2025 NPA”) governing the issuance of (i) $60 million in aggregate principal amount of senior unsecured notes due May 15, 2028 (the “2028 Notes”) and (ii) $240 million in aggregate principal amount of senior unsecured notes due May 15, 2030 (the “2030 Notes”) to qualified institutional investors in a private placement.

The 2028 Notes have a fixed interest rate of 6.03% per year and the 2030 Notes have a fixed interest rate of 6.26% per year. Each of the 2028 Notes and 2030 Notes are subject to a step up of (1) 1.00% per year, to the extent and for so long as the 2028 Notes or 2030 Notes fail to satisfy certain investment grade rating conditions and/or (2) (a) if the 2028 Notes or 2030 Notes do not satisfy certain investment grade rating conditions, an additional 1.50% per year, to the extent and for so long as either the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end, or the Company fails to deliver the required quarterly or annual financial statements and related certificates when due or (b) if the 2028 Notes or 2030 Notes satisfy certain investment grade conditions, an additional 1.00% per year, to the extent and for so long as either the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end, or the Company fails to deliver the required quarterly or annual financial statements and related certificates when due.

The 2028 Notes will mature on May 15, 2028 and the 2030 Notes will mature on May 15, 2030, in each case, unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the March 2025 NPA. Interest on each of the 2028 Notes and 2030 Notes will be due semiannually in May and November of each year, beginning in November 2025. In addition, the Company is obligated to offer to repay each of the 2028 Notes and 2030 Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the March 2025 NPA, the Company may redeem each of the 2028 Notes and 2030 Notes in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed, with respect to the 2028 Notes, on or before 90 days prior to the maturity date of such notes or, with respect to the 2030 Notes, on or before 180 days prior to the maturity date of such notes, a make-whole premium.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
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-URI https://asc.fasb.org/1943274/2147481544/470-10-50-6

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Stone Point Credit Corp 10-Q