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Form 10-Q GOLUB CAPITAL DIRECT For: Jun 30

August 15, 2022 3:14 PM EDT
TABLE OF CONTENTS

______________________________________________________________________________________________________
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
______________________________________________________________________________________________________ 
FORM 10-Q

þ         QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended June 30, 2022
OR
o         TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____ to _____
Commission File Number 814-01412

Golub Capital Direct Lending Corporation
(Exact name of registrant as specified in its charter)
Maryland87-1489837
(State or other jurisdiction of incorporation or organization)  (I.R.S. Employer Identification No.)

200 Park Avenue, 25th Floor
New York, NY 10166
(Address of principal executive offices)

(212) 750-6060
(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:
Title of each classTrading SymbolName of each exchange on which registered
NoneNoneNone

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes þ   No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).   Yes o No   o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer  o
Accelerated filer o
Non-accelerated filer  o
Smaller reporting company o
Emerging growth company þ

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. þ

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  o  No þ

As of August 15, 2022, the Registrant had 8,040,522.867 shares of common stock, $0.001 par value, outstanding.
1


TABLE OF CONTENTS

Part I. Financial Information  
Item 1. Financial Statements
Consolidated Statements of Financial Condition as of June 30, 2022 (unaudited) and September 30, 2021
Consolidated Statements of Operations for the three and nine months ended June 30, 2022 (unaudited)
Consolidated Statements of Changes in Net Assets for the three and nine months ended June 30, 2022 (unaudited)
Consolidated Statement of Cash Flows for the nine months ended June 30, 2022 (unaudited)
Consolidated Schedules of Investments as of June 30, 2022 (unaudited) and September 30, 2021
Notes to Consolidated Financial Statements (unaudited)
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Item 3.Quantitative and Qualitative Disclosures about Market Risk
Item 4.Controls and Procedures
Part II. Other Information
Item 1. Legal Proceedings
Item 1A.Risk Factors
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Item 3.Defaults Upon Senior Securities
Item 4.Mine Safety Disclosures
Item 5.Other Information
Item 6.Exhibits



TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Statements of Financial Condition


June 30, 2022September 30, 2021
(unaudited)
Assets
Investments at fair value (amortized cost of $129,577,167 and $23,059,426, respectively)
$128,777,064 $22,990,132 
Cash and cash equivalents7,141,063 29,432,086 
Foreign currencies (cost of $867,253 and $160,153, respectively)
861,590 158,327 
Interest receivable529,657 58,781 
Deferred offering costs258,042 350,272 
Other assets8,265 — 
Total Assets$137,575,681 $52,989,598 
Liabilities    
Debt$45,834,903 $16,350,000 
Less unamortized debt issuance costs392,082 — 
Debt less unamortized debt issuance costs45,442,821 16,350,000 
Interest payable221,476 1,466 
Distributions payable764,804 — 
Management and incentive fees payable131,227 — 
Payable for investments purchased1,330,009 — 
Accounts payable and accrued expenses431,796 345,271 
Accrued trustee fees20,004 5,001 
Total Liabilities48,342,137 16,701,738 
Commitments and Contingencies (Note 8)    
Net Assets
Preferred stock, par value $0.001 per share, 1,000,000 shares authorized, zero shares issued and outstanding as of June 30, 2022 and September 30, 2021
— — 
Common stock, par value $0.001 per share, 200,000,000 shares authorized, 5,989,253.866
 and 2,424,742.000 shares issued and outstanding as of June 30, 2022 and September 30, 2021, respectively
5,990 2,425 
Paid in capital in excess of par89,832,818 36,368,705 
Distributable earnings (losses)(605,264)(83,270)
Total Net Assets89,233,544 36,287,860 
Total Liabilities and Total Net Assets$137,575,681 $52,989,598 
Number of common shares outstanding5,989,253.866 2,424,742.000 
Net asset value per common share$14.90 $14.97 





See Notes to Consolidated Financial Statements

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TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Statements of Operations (unaudited)


Three months endedNine months ended
June 30, 2022June 30, 2022
Investment income    
Interest income$1,777,624 $3,950,733 
Fee income8,323 25,912 
Total investment income1,785,947 3,976,645 
Expenses
Interest expense247,925 291,565 
Base management fee257,576 567,171 
Incentive fee89,631 325,850 
Professional fees166,641 451,732 
Administrative service fee28,440 53,692 
General and administrative expenses30,672 85,272 
Total expenses820,885 1,775,282 
Base management fee waived (Note 4)(257,576)(567,171)
Incentive fee waived (Note 4)— (94,459)
Operating expenses reimbursement waived (Note 4)— (172,215)
Net expenses563,309 941,437 
Net investment income - before excise tax1,222,638 3,035,208 
Excise tax— 7,734 
Net investment income - after excise tax1,222,638 3,027,474 
Net gain (loss) on investment transactions    
Net realized gain (loss) from:    
Foreign currency transactions(21,499)(47,457)
Net realized gain (loss) on investment transactions(21,499)(47,457)
Net change in unrealized appreciation (depreciation) from:    
Investments(1,717,955)(730,808)
Translation of assets and liabilities in foreign currencies676,356 869,383 
Net change in unrealized appreciation (depreciation) on investment transactions(1,041,599)138,575 
Net gain (loss) on investment transactions(1,063,098)91,118 
Net increase in net assets resulting from operations$159,540 $3,118,592 
Per Common Share Data    
Basic and diluted earnings per common share (Note 10)$0.03 $0.85 
Basic and diluted weighted average common shares outstanding (Note 10)4,694,025 3,671,681 



See Notes to Consolidated Financial Statements

4


TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Statements of Changes in Net Assets (unaudited)
Common StockPaid in Capital in Excess of ParDistributable Earnings (Losses)Total Net Assets
SharesPar Amount
Balance at September 30, 2021
2,424,742.000 $2,425 $36,368,705 $(83,270)$36,287,860 
Issuance of common stock3,564,511.866 3,565 53,464,113 — 53,467,678 
Net increase (decrease) in net assets resulting from operations:
Net investment income— — — 3,027,474 3,027,474 
Net realized gain (loss) on investment transactions— — — (47,457)(47,457)
Net change in unrealized appreciation (depreciation) on investment transactions— — — 138,575 138,575 
Distributions to stockholders:
Distributions from distributable earnings (losses)— — — (2,875,782)(2,875,782)
Distributions declared and payable — — — (764,804)(764,804)
Total increase (decrease) for the nine months ended June 30, 2022
3,564,511.866 3,565 53,464,113 (521,994)52,945,684 
Balance at June 30, 2022
5,989,253.866 $5,990 $89,832,818 $(605,264)$89,233,544 
Balance at March 31, 2022
3,930,152.333 $3,930 $58,948,355 $— $58,952,285 
Issuance of common stock2,059,101.533 2,06030,884,463 — 30,886,523 
Net increase (decrease) in net assets resulting from operations:
Net investment income— — 1,222,638 1,222,638 
Net realized gain (loss) on investment transactions— — (21,499)(21,499)
Net change in unrealized appreciation (depreciation) on investment transactions— — (1,041,599)(1,041,599)
Distributions to stockholders:
Distributions declared and payable — — — (764,804)(764,804)
Total increase (decrease) for the three months ended June 30, 2022
2,059,101.533 2,06030,884,463(605,264)30,281,259 
Balance at June 30, 2022
5,989,253.866 $5,990 $89,832,818 $(605,264)$89,233,544 

See Notes to Consolidated Financial Statements

5


TABLE OF CONTENTS

Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Statement of Cash Flows (unaudited)


Nine months ended,
 June 30, 2022
Cash flows from operating activities  
Net increase in net assets resulting from operations$3,118,592 
Adjustments to reconcile net increase in net assets resulting from operations to net cash provided by (used in) operating activities:
Amortization of deferred debt issuance costs37,030 
Accretion of discounts and amortization of premiums(189,517)
Net realized (gain) loss on foreign currency transactions47,457 
Net change in unrealized (appreciation) depreciation on investments730,808 
Net change in unrealized (appreciation) depreciation on translation of assets and liabilities in foreign currencies(869,383)
Proceeds from (fundings of) revolving loans, net(564,701)
Fundings of investments(108,433,494)
Proceeds from principal payments of portfolio investments2,927,315 
PIK interest(257,343)
Changes in operating assets and liabilities:
Interest receivable(470,876)
Deferred offering costs92,230 
Other assets(8,265)
Interest payable220,010 
Management and incentive fees payable131,227 
Payable for investments purchased1,330,009 
Accounts payable and accrued expenses86,525 
Accrued trustee fees15,003 
Net cash provided by (used in) operating activities(102,057,373)
Cash flows from financing activities  
Borrowings on debt70,204,286 
Repayments of debt(39,850,000)
Capitalized debt issuance costs(429,112)
Proceeds from issuance of common shares53,467,678 
Distributions paid(2,875,782)
Net cash provided by (used in) financing activities80,517,070 
Net change in cash and cash equivalents and foreign currencies(21,540,303)
Effect of foreign currency exchange rates(47,457)
Cash and cash equivalents and foreign currencies, beginning of period29,590,413 
Cash and cash equivalents and foreign currencies, end of period$8,002,653 
Supplemental disclosure of cash flow information:
Cash paid during the period for interest$34,526 
Distributions declared during the period$3,640,586 
Supplemental disclosure of non-cash operating and financing activity:
Change in distributions payable$764,804 
The following table provides a reconciliation of cash and cash equivalents and foreign currencies within the Consolidated Statement of Financial Condition that sum to the total of the same such amounts in the Consolidated Statement of Cash Flows:
As of June 30, 2022
Cash and cash equivalents$7,141,063 
Foreign currencies (cost of $867,253)
861,590 
Total cash and cash equivalents and foreign currencies shown in the Consolidated Statement of Cash Flows$8,002,653 
See Note 2. Significant Accounting Policies and Recent Accounting Updates for a description of cash and cash equivalents and foreign currencies.
See Notes to Consolidated Financial Statements

6


TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Schedule of Investments (unaudited)
June 30, 2022



Investment
Type
Spread
Above
Index(1)
Interest
Rate(2)
Maturity
Date
Principal ($) /
Shares(3)
Amortized CostPercentage
of Net
Assets
Fair
Value (4)
Investments
Non-controlled/non-affiliate company investments
Debt investments
Auto Components
COP CollisionRight Holdings, Inc.One stopSF + 5.00%(h)(i)6.17%04/2028$658,850 $649,088 0.7 %$653,085 
COP CollisionRight Holdings, Inc.One stopSF + 5.00%(i)7.11%04/202816,296 15,903 — 15,889 
COP CollisionRight Holdings, Inc.(5)One stopSF + 5.00%N/A(6)04/2028— (4,140)— (3,886)
Covercraft Parent III, Inc.Senior loanL + 4.50%(b)5.50%08/2027277,704 275,326 0.3 277,704 
Covercraft Parent III, Inc.Senior loanL + 4.50%(b)6.75%08/202756,327 55,073 0.1 56,327 
Covercraft Parent III, Inc.(5)Senior loanL + 4.50%N/A(6)08/2027— (795)— — 
1,009,177 990,455 1.1 999,119 
Automobiles
CG Group Holdings, LLCOne stopL + 7.25%(b)7.50% cash/2.00% PIK07/20271,800,470 1,785,342 1.9 1,710,447 
CG Group Holdings, LLCOne stopL + 7.25%(a)6.92% cash/2.00% PIK07/2026336,541 333,139 0.4 319,648 
Cobblestone Intermediate Holdco, LLCOne stopL + 5.50%(a)7.17%01/2026548,134 543,442 0.6 548,134 
Cobblestone Intermediate Holdco, LLCOne stopL + 5.50%(a)7.11%01/2026375,876 372,197 0.4 375,876 
Denali Midco 2, LLCOne stopL + 5.50%(a)7.17%12/20271,726,623 1,710,862 1.9 1,692,091 
Denali Midco 2, LLCOne stopL + 5.50%(a)7.17%12/2027308,576 305,760 0.3 302,405 
Denali Midco 2, LLCOne stopL + 5.50%(a)7.17%12/2027179,196 176,211 0.2 172,656 
Denali Midco 2, LLCOne stopL + 5.50%(a)7.17%12/2027155,457 154,038 0.2 152,348 
Denali Midco 2, LLCOne stopL + 5.50%(a)7.17%12/2027124,365 123,230 0.1 121,878 
Denali Midco 2, LLCOne stopL + 5.50%(a)7.17%12/2027124,365 123,230 0.1 121,878 
Denali Midco 2, LLCOne stopL + 5.50%(a)7.17%12/2027102,602 101,665 0.1 100,550 
Denali Midco 2, LLC(5)One stopL + 5.50%N/A(6)12/2027— (13,885)— (30,421)
National Express Wash Parent JV, LLCOne stopSF + 5.50%(i)(j)6.29%02/2028665,794 659,592 0.7 665,794 
National Express Wash Parent JV, LLC(5)One stopSF + 5.50%N/A(6)02/2028— (508)— — 
National Express Wash Parent JV, LLC(5)One stopSF + 5.50%N/A(6)02/2028— (7,052)— — 
POY Holdings, LLCOne stopL + 5.50%(b)7.75%11/20272,278,922 2,237,963 2.7 2,278,922 
POY Holdings, LLCOne stopL + 5.50%(b)7.75%11/202735,833 31,979 — 35,833 
POY Holdings, LLC(5)One stopL + 5.50%N/A(6)11/2027— (2,779)— — 
8,762,754 8,634,426 9.6 8,568,039 
Building Products
BECO Holding Company, Inc.One stopL + 5.50%(b)7.75%11/20283,763,985 3,729,893 4.1 3,688,706 
BECO Holding Company, Inc.(5)One stopL + 5.50%N/A(6)11/2027— (4,450)— (7,985)
BECO Holding Company, Inc.(5)One stopL + 5.50%N/A(6)11/2028— (8,785)— (19,398)
3,763,985 3,716,658 4.1 3,661,323 
See Notes to Consolidated Financial Statements.
7

TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Schedule of Investments (unaudited) - (continued)
June 30, 2022


Investment
Type
Spread
Above
Index(1)
Interest
Rate(2)
Maturity
Date
Principal ($) /
Shares(3)
Amortized CostPercentage
of Net
Assets
Fair
Value (4)
Chemicals
PHM NL SP Bidco B.V.(7)(8)(11)One stopE + 6.25%(e)6.25%09/2028$1,906,228 $2,073,593 2.0 %$1,849,041 
PHM NL SP Bidco B.V.(7)(11)One stopL + 6.25%(c)6.75%09/2028790,419 778,067 0.9 766,707 
PHM NL SP Bidco B.V.(7)(8)(11)One stopSN + 6.25%(g)7.44%09/2028420,175 454,358 0.5 407,569 
PHM NL SP Bidco B.V.(7)(8)(11)One stopE + 6.25%(e)6.31%09/2028201,487 212,847 0.2 194,043 
3,318,309 3,518,865 3.6 3,217,360 
Commercial Services and Supplies
CI (Quercus) Intermediate Holdings, LLCOne stopL + 5.50%(b)7.75%10/2028885,192 873,517 1.0 885,192 
CI (Quercus) Intermediate Holdings, LLC(5)One stopL + 5.50%N/A(6)10/2028— (2,693)— — 
CI (Quercus) Intermediate Holdings, LLC(5)One stopL + 5.50%N/A(6)10/2028— (1,370)— — 
EGD Security Systems, LLC One stopL + 5.75%(b)8.00%12/20281,803,000 1,786,401 2.0 1,784,970 
EGD Security Systems, LLC One stopL + 5.75%(b)7.44%12/2028511,280 506,573 0.6 506,167 
EGD Security Systems, LLC One stopL + 5.75%(a)(b)7.30%12/2027235,440 232,473 0.3 232,170 
EGD Security Systems, LLC (5)One stopL + 5.75%N/A(6)12/2028— (5,379)— (5,843)
OVG Business Services, LLCOne stopL + 6.25%(a)7.25%11/2028102,244 100,133 0.1 97,132 
OVG Business Services, LLC(5)One stopL + 5.50%N/A(6)11/2026— (329)— (2,438)
Profile Products LLCOne stopL + 5.25%(b)6.66%11/2027280,786 275,762 0.3 280,786 
Profile Products LLC(7)One stopL + 5.25%(b)6.66%11/202772,796 71,494 0.1 72,796 
Profile Products LLCOne stopP + 4.25%(d)9.00%11/202716,375 15,553 — 16,375 
Profile Products LLC(5)One stopL + 5.25%N/A(6)11/2027— (699)— — 
Profile Products LLC(5)One stopL + 5.25%N/A(6)11/2027— (589)— — 
Radwell Parent, LLCOne stopSF + 5.75%(i)7.90%03/20297,824,900 7,702,651 8.6 7,707,527 
Radwell Parent, LLC(5)One stopSF + 5.75%N/A(6)03/2028— (3,458)— (3,608)
Radwell Parent, LLC(5)One stopSF + 5.75%N/A(6)03/2029— (14,601)— (14,019)
11,732,013 11,535,439 13.0 11,557,207 
Containers and Packaging
Chase IntermediateOne stopL + 5.50%(b)(c)6.72%10/20284,059,825 4,025,128 4.5 4,019,227 
Chase Intermediate(5)One stopL + 5.50%N/A(6)10/2028— (3,165)— (3,500)
Chase Intermediate(5)One stopL + 5.50%(b)N/A(6)10/2028— (775)— (800)
Fortis Solutions Group LLCOne stopL + 5.50%(b)7.65%10/20281,782,201 1,753,572 2.0 1,768,834 
Fortis Solutions Group LLCOne stopL + 5.50%(b)7.73%10/202720,173 14,785 — 17,903 
Fortis Solutions Group LLC(5)One stopL + 5.50%N/A(6)10/2028— (5,434)— (1,401)
Fortis Solutions Group LLC(5)One stopL + 5.50%N/A(6)10/2028— (5,313)— (5,329)
5,862,199 5,778,798 6.5 5,794,934 
See Notes to Consolidated Financial Statements

8


TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Schedule of Investments (unaudited) - (continued)
June 30, 2022


Investment
Type
Spread
Above
Index(1)
Interest
Rate(2)
Maturity
Date
Principal ($) /
Shares(3)
Amortized CostPercentage
of Net
Assets
Fair
Value (4)
Distributors
WSC Holdings Midco LLCSenior loanSF + 4.50%(i)5.50%07/2027$170,469 $169,026 0.2 %$167,486 
WSC Holdings Midco LLCSenior loanSF + 4.50%(h)(i)5.69%07/2027103,178 102,304 0.1 101,372 
WSC Holdings Midco LLCSenior loanSF + 4.50%(i)5.52%07/202784,640 83,215 0.1 83,159 
WSC Holdings Midco LLC(5)Senior loanSF + 4.50%N/A(6)07/2027— (669)— (1,168)
WSC Holdings Midco LLC(5)Senior loanSF + 4.50%N/A(6)07/2027— (775)— (805)
358,287 353,101 0.4 350,044 
Diversified Consumer Services
COP Hometown Acquisitions, Inc.Senior loanL + 4.50%(b)5.50%07/2027145,635 143,666 0.2 144,178 
COP Hometown Acquisitions, Inc.Senior loanL + 4.50%(c)5.50%07/202798,589 97,761 0.1 97,603 
COP Hometown Acquisitions, Inc.Senior loanL + 4.50%(b)5.50%07/202796,060 94,815 0.1 95,099 
COP Hometown Acquisitions, Inc.Senior loanL + 4.75%(b)6.19%07/202768,766 67,257 0.1 68,766 
COP Hometown Acquisitions, Inc.Senior loanL + 4.50%(b)(c)5.50%07/202762,954 62,252 0.1 62,324 
COP Hometown Acquisitions, Inc.Senior loanL + 4.50%(b)(c)5.51%07/202744,491 43,959 — 44,046 
COP Hometown Acquisitions, Inc.(5)Senior loanL + 4.50%(b)N/A(6)07/2027— (336)— (400)
EMS LINQ, LLCOne stopL + 6.25%(a)7.92%12/2027523,200 518,424 0.6 517,968 
EMS LINQ, LLC(5)One stopL + 6.25%N/A(6)12/2027— (746)— (817)
FPG Intermediate Holdco, LLCOne stopL + 6.00%(a)7.67%03/2027902,361 888,298 1.0 902,361 
FPG Intermediate Holdco, LLCOne stopL + 6.00%(a)7.61%03/2027524,688 503,746 0.6 524,688 
FPG Intermediate Holdco, LLCOne stopL + 6.00%(a)(b)(d)7.92%03/202736,923 36,158 — 36,923 
FSS Buyer LLCOne stopL + 5.75%(a)7.42%08/2028311,844 306,348 0.3 305,607 
FSS Buyer LLC(5)One stopL + 5.75%N/A(6)08/2027— (689)— (631)
HS Spa Holdings, Inc.One stopSF + 5.75%(j)7.56%06/2029441,900 433,162 0.5 433,062 
HS Spa Holdings, Inc.(5)One stopSF + 5.75%N/A(6)06/2028— (1,245)— (1,262)
Mario Purchaser, LLCOne stopSF + 5.75%(h)7.38%04/2029422,462 414,231 0.5 414,013 
Mario Purchaser, LLCOne stopSF + 10.75%(h)11.63% PIK04/2029184,357 179,081 0.2 178,827 
Mario Purchaser, LLC(5)One stopSF + 5.75%N/A(6)04/2028— (866)— (893)
Mario Purchaser, LLC(5)One stopSF + 5.75%N/A(6)04/2029— (5,291)— (5,431)
Mathnasium, LLCOne stopL + 5.00%(c)5.75%11/2027523,235 518,547 0.6 512,770 
Mathnasium, LLCOne stopL + 5.00%(c)5.75%11/202712,857 11,993 — 10,929 
NSG Buyer, Inc. One stopP + 5.00%(d)9.75%06/20291,074,666 1,063,923 1.2 1,063,919 
NSG Buyer, Inc. One stopP + 5.00%(d)9.75%06/20287,011 6,457 — 6,457 
NSG Buyer, Inc. (5)One stopSF + 6.00%N/A(6)06/2029— (2,740)— (2,741)
RW AM Holdco LLCOne stopSF + 5.25%(i)7.45%04/20281,010,200 1,000,430 1.1 1,000,098 
RW AM Holdco LLC(5)One stopSF + 5.25%N/A(6)04/2028— (874)— (904)
6,492,199 6,377,721 7.2 6,406,559 
See Notes to Consolidated Financial Statements

9


TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Schedule of Investments (unaudited) - (continued)
June 30, 2022


Investment
Type
Spread
Above
Index(1)
Interest
Rate(2)
Maturity
Date
Principal ($) /
Shares(3)
Amortized CostPercentage
of Net
Assets
Fair
Value (4)
Diversified Financial Services
Banker's Toolbox, Inc.One stopL + 5.25%(c)6.75%07/2027$461,516 $455,803 0.5 %$452,286 
Banker's Toolbox, Inc.(5)One stopL + 5.25%N/A(6)07/2027— — — (2,252)
Banker's Toolbox, Inc.(5)One stopL + 5.25%N/A(6)07/2027— — — (3,930)
Flash Topco, Inc. One stopL + 5.75%(b)6.99%10/2028950,723 942,138 1.1 941,215 
Flash Topco, Inc. (5)One stopL + 5.75%N/A(6)10/2028— (957)— (1,060)
1,412,239 1,396,984 1.6 1,386,259 
Food and Staples Retailing
Wineshipping.com LLCOne stopL + 5.75%(c)7.58%10/2027383,839 380,430 0.5 383,839 
Wineshipping.com LLCOne stopL + 5.75%(b)6.87%10/202713,333 12,593 — 13,333 
Wineshipping.com LLCOne stopL + 5.75%(b)6.76%10/202710,471 9,981 — 10,471 
407,643 403,004 0.5 407,643 
Food Products
Louisiana Fish Fry Products, Ltd.One stopL + 5.75%(a)7.42%07/2027562,847 558,081 0.6 545,961 
Louisiana Fish Fry Products, Ltd.One stopL + 5.75%(b)(c)8.32%07/202772,500 71,272 0.1 68,150 
Ultimate Baked Goods Midco LLCOne stopL + 6.50%(a)8.17%08/2027378,884 375,652 0.4 359,940 
Ultimate Baked Goods Midco LLCOne stopL + 6.50%(a)8.17%08/202740,541 38,052 — 37,162 
Whitebridge Pet Brands, LLCOne stopL + 5.00%(a)6.67%07/20271,397,084 1,384,679 1.6 1,397,084 
Whitebridge Pet Brands, LLC(5)One stopL + 5.00%N/A(6)07/2027— (2,226)— — 
Wizard Bidco Limited(7)(8)(9)One stopSN + 4.75%(g)5.94%03/2029368,178 392,826 0.4 363,576 
Wizard Bidco Limited(5)(7)(8)(9)One stopSN + 4.75%N/A(6)09/2028— (900)— (599)
2,820,034 2,817,436 3.1 2,771,274 
Health Care Technology
Alegeus Technologies Holdings Corp.Senior loanL + 8.25%(b)10.95%09/202420,797 20,728 — 20,797 
Coding Solutions Acquisition, Inc.One stopSF + 5.75%(h)6.99%05/2028299,000 296,080 0.3 293,020 
Coding Solutions Acquisition, Inc.(5)One stopSF + 5.75%N/A(6)05/2028— (385)— (860)
Coding Solutions Acquisition, Inc.(5)One stopSF + 5.75%N/A(6)05/2028— (472)— (896)
Plasma Buyer LLCOne stopSF + 5.75%(i)7.80%05/2029307,876 301,839 0.4 301,719 
Plasma Buyer LLC(5)One stopSF + 5.75%N/A(6)05/2028— (669)— (684)
Plasma Buyer LLC(5)One stopSF + 5.75%N/A(6)05/2029— (783)— (798)
Veranex, Inc.Senior loanSF + 4.75%(i)5.60%04/2028126,700 125,477 0.1 125,433 
Veranex, Inc.(5)Senior loanSF + 4.75%N/A(6)04/2028— (306)— (317)
Veranex, Inc.(5)Senior loanSF + 4.75%N/A(6)04/2028— (2,046)— (2,120)
754,373 739,463 0.8 735,294 
Healthcare Providers and Services
AAH TOPCO, LLC One stopL + 5.50%(a)7.14%12/2027341,683 338,564 0.4 341,683 
AAH TOPCO, LLC Subordinated debtN/A11.50% PIK12/2031166,634 163,659 0.2 163,301 
AAH TOPCO, LLC (5)One stopL + 5.50%N/A(6)12/2027— (373)— — 
AAH TOPCO, LLC (5)One stopL + 5.50%N/A(6)12/2027— (9,585)(0.1)— 
See Notes to Consolidated Financial Statements

10


TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Schedule of Investments (unaudited) - (continued)
June 30, 2022


Investment
Type
Spread
Above
Index(1)
Interest
Rate(2)
Maturity
Date
Principal ($) /
Shares(3)
Amortized CostPercentage
of Net
Assets
Fair
Value (4)
Community Care Partners, LLCOne stopSF + 5.75%(h)7.39%06/2026$133,376 $132,213 0.1 %$132,209 
Community Care Partners, LLC(5)One stopSF + 5.75%N/A(6)06/2026— (171)— (172)
Datix Bidco Limited(7)(8)(9)Senior loanSN + 4.50%(g)6.19%04/20253,071,437 3,391,216 3.4 3,010,009 
Datix Bidco Limited(7)(8)(9)Second lienSN + 7.75%(g)9.44%04/20261,089,924 1,202,257 1.2 1,079,024 
ERC Topco Holdings, LLCOne stopL + 5.50%(a)(b)6.75%11/20282,162,098 2,144,905 2.4 2,140,477 
ERC Topco Holdings, LLC(5)One stopL + 5.50%N/A(6)11/2027— (1,340)— (1,079)
ERC Topco Holdings, LLC(5)One stopL + 5.50%N/A(6)11/2028— (6,214)— (5,333)
Heartland Veterinary Partners LLCSenior loanL + 4.75%(b)(c)6.28%12/202680,910 78,260 0.1 77,898 
Heartland Veterinary Partners LLCSenior loanL + 4.75%(b)5.75%12/202647,698 47,278 0.1 47,221 
Heartland Veterinary Partners LLC(5)Senior loanL + 4.75%N/A(6)12/2026— (127)— (144)
Suveto Buyer, LLCOne stopL + 5.00%(b)7.25%09/20271,040,253 1,027,121 1.1 1,009,903 
Suveto Buyer, LLCOne stopP + 4.00%(b)(d)8.07%09/202749,907 48,337 0.1 46,278 
8,183,920 8,556,000 9.0 8,041,275 
Hotels, Restaurants and Leisure
Harri US LLCOne stopL + 10.00%(b)7.40% cash/4.00% PIK08/202645,708 39,798 0.1 45,461 
Harri US LLC(5)One stopL + 10.00%N/A(6)08/2026— (82)— 91 
Harri US LLC(5)One stopL + 10.00%N/A(6)08/2026— (339)— 376 
Health Buyer, LLCSenior loanSF + 5.25%(j)7.98%04/2029148,400 146,591 0.1 146,545 
Health Buyer, LLC(5)Senior loanSF + 5.25%N/A(6)04/2028— (257)— (265)
194,108 185,711 0.2 192,208 
Industrial Conglomerates
Essential Services Holdings CorporationOne stopL + 5.75%(a)(b)7.12%11/20261,311,741 1,294,117 1.5 1,311,741 
Essential Services Holdings Corporation(5)One stopL + 5.75%N/A(6)11/2025— (555)— — 
1,311,741 1,293,562 1.5 1,311,741 
Insurance
Alera Group, Inc.One stopL + 5.50%(a)7.17%10/20281,440,875 1,428,009 1.6 1,440,875 
Alera Group, Inc.One stopL + 5.50%(a)7.17%10/2028395,422 389,922 0.4 395,422 
Alera Group, Inc.One stopL + 5.50%(a)7.17%10/2028128,497 125,712 0.1 128,497 
AMBA Buyer, Inc. One stopSF + 5.75%(j)6.93%07/2027183,545 181,991 0.2 183,545 
AMBA Buyer, Inc. One stopSF + 5.75%(j)6.93%07/202754,657 54,426 0.1 54,657 
AMBA Buyer, Inc. One stopSF + 5.75%(j)6.93%07/202749,323 48,853 0.1 49,323 
AMBA Buyer, Inc. (5)One stopSF + 5.75%N/A(6)07/2027— (183)— — 
AMBA Buyer, Inc. (5)One stopSF + 5.75%N/A(6)07/2027— (298)— — 
Keystone Agency Partners LLCSenior loanSF + 6.00%(i)8.20%05/2027340,035 334,999 0.4 334,935 
Keystone Agency Partners LLCSenior loanSF + 6.00%(i)8.20%05/2027188,342 185,556 0.2 185,516 
Keystone Agency Partners LLC(5)Senior loanSF + 6.00%N/A(6)05/2027— (2,447)— (2,485)
Long Term Care Group, Inc.One stopL + 6.00%(a)7.25%09/2027169,499 166,567 0.2 169,499 
Pareto Health Intermediate Holdings, Inc. One stopL + 4.25%(c)7.13%08/2025415,899 412,679 0.5 411,740 
Patriot Growth Insurance Services, LLCOne stopL + 5.25%(b)6.39%10/2028539,116 534,269 0.6 533,725 
See Notes to Consolidated Financial Statements

11


TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Schedule of Investments (unaudited) - (continued)
June 30, 2022


Investment
Type
Spread
Above
Index(1)
Interest
Rate(2)
Maturity
Date
Principal ($) /
Shares(3)
Amortized CostPercentage
of Net
Assets
Fair
Value (4)
Patriot Growth Insurance Services, LLC(5)One stopL + 4.25%N/A(6)10/2028$— $(593)— %$(660)
Patriot Growth Insurance Services, LLC(5)One stopL + 5.25%N/A(6)10/2028— (1,174)— (890)
3,905,210 3,858,288 4.4 3,883,699 
IT Services
CivicPlus, LLCOne stopL + 6.00%(b)7.51%08/2027349,800 345,934 0.4 346,302 
CivicPlus, LLCOne stopL + 6.25%(b)7.94%08/2027224,700 222,479 0.2 222,453 
CivicPlus, LLCOne stopL + 6.25%(b)7.94%08/2027163,900 162,089 0.2 162,261 
CivicPlus, LLCOne stopSF + 11.75%(h)12.93%06/2034142,100 137,858 0.2 137,837 
CivicPlus, LLC(5)One stopL + 6.00%N/A(6)08/2027— (847)— (800)
Cordeagle US Finco, Inc.One stopL + 6.75%(b)7.99%07/2027311,580 306,137 0.3 311,580 
Cordeagle US Finco, Inc.(5)One stopL + 6.75%N/A(6)07/2027— (790)— — 
Critical Start, Inc.One stopSF + 5.25%(i)6.52%05/2028183,651 181,852 0.2 181,815 
Critical Start, Inc.(5)One stopSF + 5.25%N/A(6)05/2028— (400)— (408)
Netwrix CorporationOne stopSF + 5.00%(i)6.50%06/20292,615,600 2,589,669 2.9 2,589,444 
Netwrix Corporation(5)One stopSF + 5.00%N/A(6)06/2029— (1,769)— (1,073)
Netwrix Corporation(5)One stopSF + 5.00%N/A(6)06/2029— (6,779)— (6,838)
Netwrix Corporation(5)One stopSF + 5.00%N/A(6)06/2029— — — (2,548)
ReliaQuest Holdings, LLCOne stopSF + 10.75%(i)12.86%10/2026205,379 201,271 0.2 201,271 
ReliaQuest Holdings, LLCOne stopSF + 10.75%N/A(6)10/2026— — — — 
ReliaQuest Holdings, LLC(5)One stopSF + 10.75%N/A(6)10/2026— (307)— (307)
4,196,710 4,136,397 4.6 4,140,989 
Life Sciences Tools & Services
Covaris Intermediate 3, LLCOne stopL + 5.25%(b)6.35%01/2028236,200 234,012 0.3 236,200 
Covaris Intermediate 3, LLC(5)One stopL + 5.25%N/A(6)01/2028— (328)— — 
Covaris Intermediate 3, LLC(5)One stopL + 5.25%N/A(6)01/2028— (4,391)— — 
PAS Parent Inc.One stopL + 5.50%(b)7.75%12/20281,974,285 1,936,566 2.1 1,915,056 
PAS Parent Inc.One stopL + 5.50%(b)7.75%12/202733,634 28,034 — 27,358 
PAS Parent Inc.(5)One stopSF + 5.50%N/A(6)12/2028— (8,994)— (24,612)
Reaction Biology CorporationOne stopSF + 5.25%(i)7.45%03/2029328,477 325,331 0.4 328,477 
Reaction Biology CorporationOne stopSF + 5.25%(i)7.45%03/202999,180 91,264 0.1 99,180 
Reaction Biology Corporation(5)One stopSF + 5.25%N/A(6)03/2029— (910)(0.1)— 
Unchained Labs, LLCSenior loanL + 5.50%(a)7.17%08/202757,490 55,889 0.1 57,490 
Unchained Labs, LLCSenior loanL + 5.50%(a)7.17%08/202748,560 47,733 0.1 48,560 
Unchained Labs, LLC(5)Senior loanL + 5.50%N/A(6)08/2027— (494)— — 
2,777,826 2,703,712 3.0 2,687,709 
Marine
Project Nike Purchaser, LLCOne stopSF + 6.00%(i)6.85%04/20293,894,100 3,856,261 4.3 3,855,159 
Project Nike Purchaser, LLC(5)One stopSF + 6.00%N/A(6)04/2029— (1,463)— (1,506)
Project Nike Purchaser, LLC(5)One stopSF + 6.00%N/A(6)04/2029— (5,394)— (5,553)
3,894,100 3,849,404 4.3 3,848,100 
Paper and Forest Products
Messenger, LLCOne stopSF + 5.75%(h)7.38%12/2027603,580 597,959 0.7 603,580 
Messenger, LLCOne stopL + 5.75%(b)7.44%12/2027182,144 180,477 0.2 182,144 
Messenger, LLCOne stopSF + 5.75%(h)7.38%12/202791,300 90,464 0.1 91,300 
Messenger, LLCOne stopP + 4.75%(d)9.50%12/202710,453 10,094 — 10,453 
887,477 878,994 1.0 887,477 
See Notes to Consolidated Financial Statements

12


TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Schedule of Investments (unaudited) - (continued)
June 30, 2022


Investment
Type
Spread
Above
Index(1)
Interest
Rate(2)
Maturity
Date
Principal ($) /
Shares(3)
Amortized CostPercentage
of Net
Assets
Fair
Value (4)
Pharmaceuticals
Caerus Midco 3 S.A.R.L.(7)(13)One stopSF + 5.50%(j)7.25%05/2029$796,407 $780,709 0.9 %$780,479 
Caerus Midco 3 S.A.R.L.(5)(7)(13)One stopSF + 5.50%N/A(6)05/2029— (1,652)— (1,677)
Caerus Midco 3 S.A.R.L.(5)(7)(13)One stopSF + 5.50%N/A(6)05/2029— (1,180)— (1,198)
Cobalt Buyer Sub, Inc.One stopL + 5.25%(a)6.92%10/2028603,567 592,784 0.7 603,567 
Cobalt Buyer Sub, Inc.One stopL + 5.25%(a)6.89%10/202736,000 34,424 — 36,000 
Cobalt Buyer Sub, Inc.(5)One stopL + 5.25%N/A(6)10/2028— (1,806)— — 
Spark Bidco Limited(7)(8)(9)Senior loanSN + 4.75%(g)5.94%08/20281,370,416 1,528,316 1.5 1,370,416 
Spark Bidco Limited(7)(8)(9)Senior loanSN + 4.75%(g)5.94%08/2028166,111 172,266 0.2 166,111 
Spark Bidco Limited(5)(7)(8)(9)Senior loanSN + 4.75%N/A(6)02/2028— (2,321)— — 
2,972,501 3,101,540 3.3 2,953,698 
Professional Services
Citrin Cooperman Advisors LLC(5)One stopSF + 5.00%N/A(6)10/2027— (3,024)— (3,083)
Eliassen Group, LLCOne stopSF + 5.75%(i)7.80%04/202875,358 74,629 0.1 74,605 
Eliassen Group, LLC(5)One stopSF + 5.75%N/A(6)04/2028— (175)— (121)
Filevine, Inc.One stopSF + 6.50%(j)5.42% cash/2.50% PIK04/2027291,300 282,217 0.3 286,523 
Filevine, Inc.(5)One stopSF + 6.50%N/A(6)04/2027— (61)— (64)
IG Investments Holdings, LLCOne stopL + 6.00%(b)8.25%09/2028406,233 399,296 0.5 406,233 
IG Investments Holdings, LLCOne stopP + 5.00%(d)9.75%09/202711,723 10,980 — 11,723 
NBG Acquisition Corp. and NBG-P Acquisition Corp.One stopL + 5.25%(b)6.49%11/20283,229,162 3,207,207 3.7 3,204,943 
NBG Acquisition Corp. and NBG-P Acquisition Corp.One stopL + 5.25%(a)6.90%11/202847,812 41,039 — 40,341 
NBG Acquisition Corp. and NBG-P Acquisition Corp.One stopL + 5.25%(b)6.62%11/202842,000 40,375 — 40,250 
NBG Acquisition Corp. and NBG-P Acquisition Corp.(5)One stopL + 5.25%N/A(6)11/2028— (563)— (571)
NBG Acquisition Corp. and NBG-P Acquisition Corp.One stopL + 5.25%N/A(6)11/2028— — — — 
ProcessMAP CorporationOne stopL + 6.25%(b)4.75% cash/3.75% PIK12/2027213,309 211,392 0.2 209,043 
ProcessMAP Corporation(5)One stopL + 6.00%N/A(6)12/2027— (300)— (654)
Procure Acquireco, Inc.One stopL + 5.50%(c)8.25%12/2028964,309 955,394 1.1 964,309 
Procure Acquireco, Inc.(5)One stopL + 5.50%N/A(6)12/2028— (547)— — 
Procure Acquireco, Inc.(5)One stopL + 5.50%N/A(6)12/2028— (5,091)— — 
5,281,206 5,212,768 5.9 5,233,477 
Software
AgKnowledge Holdings Company, Inc.Senior loanL + 4.75%(c)6.25%07/20236,578 6,450 — 6,430 
Anaplan, Inc.One stopSF + 6.50%(h)8.01%06/20298,551,848 8,466,664 9.5 8,466,330 
Anaplan, Inc.(5)One stopSF + 6.50%N/A(6)06/2028— (1,803)— (1,811)
Armstrong Bidco Limited(7)(8)(9)One stopSN + 5.75%(g)6.94%06/2029622,761 623,365 0.7 607,192 
Armstrong Bidco Limited(7)(8)(9)One stopSN + 5.75%N/A(6)06/2029— — — — 
Auvik Networks Inc.(7)(10)One stopL + 5.75%(b)4.24% cash/2.75% PIK07/2027401,048 397,723 0.4 390,938 
Auvik Networks Inc.(7)(10)One stopSF + 6.25%(i)4.83% cash/3.25% PIK07/202784,000 83,167 0.1 83,160 
Auvik Networks Inc.(5)(7)(10)One stopL + 5.50%N/A(6)07/2027— (635)— (1,891)
Bayshore Intermediate #2, L.P.One stopL + 7.75%(a)8.87%10/20283,532,660 3,465,664 4.0 3,532,660 
Bayshore Intermediate #2, L.P.(5)One stopL + 6.75%N/A(6)10/2027— (3,283)— — 
Bonterra LLCOne stopL + 6.50%(b)8.75%09/20273,389,244 3,345,246 3.8 3,389,244 
Bonterra LLCOne stopL + 6.50%(b)8.75%09/2027122,016 119,421 0.1 122,016 
Bonterra LLC(5)One stopL + 6.50%N/A(6)09/2027— (4,883)— — 
Bottomline Technologies, Inc.One stopSF + 5.50%(h)6.74%05/20291,567,400 1,536,652 1.7 1,536,052 
Bottomline Technologies, Inc.(5)One stopSF + 5.50%N/A(6)05/2028— (2,552)— (2,610)
Daxko Acquisition CorporationOne stopL + 5.50%(a)7.17%10/20281,565,633 1,551,561 1.7 1,534,320 
See Notes to Consolidated Financial Statements

13


TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Schedule of Investments (unaudited) - (continued)
June 30, 2022


Investment
Type
Spread
Above
Index(1)
Interest
Rate(2)
Maturity
Date
Principal ($) /
Shares(3)
Amortized CostPercentage
of Net
Assets
Fair
Value (4)
Daxko Acquisition CorporationOne stopL + 5.50%(a)7.17%10/2028$132,036 $130,292 0.1 %$129,396 
Daxko Acquisition Corporation(5)One stopL + 5.50%N/A(6)10/2027— (1,581)— (2,862)
Daxko Acquisition Corporation(5)One stopL + 5.50%N/A(6)10/2028— (559)— (1,244)
Dragon UK Bidco Limited(7)(8)(9)One stopSN + 6.00%(g)7.19%02/2029785,029 838,079 0.9 777,179 
Dragon UK Bidco Limited(7)(8)(9)One stopC + 6.00%(f)6.00%02/2029505,680 505,680 0.6 500,623 
Dragon UK Bidco Limited(5)(7)(8)(9)One stopSN + 6.00%N/A(6)02/2029— — — (1,851)
Gainsight, Inc.One stopL + 6.75%(b)7.99% PIK07/2027591,158 582,629 0.7 591,158 
Gainsight, Inc.(5)One stopL + 6.75%N/A(6)07/2027— (1,686)— — 
IQN Holding Corp. One stopSF + 5.50%(i)6.90%05/2029836,653 826,757 0.9 828,287 
IQN Holding Corp. (5)One stopSF + 5.50%N/A(6)05/2028— (673)— (692)
IQN Holding Corp. (5)One stopSF + 5.50%N/A(6)05/2029— (3,033)— (1,965)
Kaseya Inc.One stopSF + 5.75%(j)8.29%06/20294,185,100 4,122,479 4.6 4,143,249 
Kaseya Inc.(5)One stopSF + 5.75%N/A(6)06/2029— (1,620)— (1,625)
Kaseya Inc.(5)One stopSF + 5.75%N/A(6)06/2029— (3,328)— (2,524)
Ministry Brands Holdings LLCOne stopL + 5.50%(b)7.75%12/20281,202,087 1,190,927 1.3 1,178,046 
Ministry Brands Holdings LLC(5)One stopL + 5.50%N/A(6)12/2027— (1,079)— (1,889)
Ministry Brands Holdings LLC(5)One stopL + 5.50%N/A(6)12/2028— (10,172)— (21,912)
Newscycle Solutions, Inc.Senior loanL + 7.00%(b)9.25%12/20226,101 6,021 — 6,101 
ProcessUnity Holdings, LLCOne stopL + 6.00%(b)8.25%09/2028239,100 236,971 0.3 239,100 
ProcessUnity Holdings, LLCOne stopL + 6.00%(a)7.63%09/202813,500 12,699 — 13,500 
ProcessUnity Holdings, LLC(5)One stopL + 6.00%N/A(6)09/2028— (426)— — 
QAD, Inc.One stopL + 6.00%(a)7.67%11/20273,925,875 3,890,881 4.4 3,925,875 
QAD, Inc.(5)One stopL + 6.00%N/A(6)11/2027— (4,139)— — 
Quant Buyer, Inc.One stopSF + 5.25%(i)6.68%06/20292,060,900 2,040,517 2.3 2,040,291 
Quant Buyer, Inc.One stopSF + 5.25%(i)6.72%06/2029412,177 387,972 0.4 387,704 
Quant Buyer, Inc.(5)One stopSF + 5.25%N/A(6)06/2029— (908)— (918)
Riskonnect Parent, LLCOne stopL + 5.50%(c)6.30%12/20283,675,528 3,641,737 4.1 3,638,772 
Riskonnect Parent, LLC(5)One stopSF + 5.50%N/A(6)12/2028— (2,250)— (2,447)
Riskonnect Parent, LLC(5)One stopSF + 5.50%N/A(6)12/2028— (4,326)— (4,705)
Sapphire Bidco Oy(7)(8)(9)One stopE + 6.00%N/A(6)04/2029— — — — 
Sapphire Bidco Oy(7)(8)(9)One stopE + 6.00%N/A(6)04/2029— — — — 
Tahoe Bidco B.V. One stopL + 6.00%(a)7.12%09/2028683,100 676,999 0.8 683,100 
Tahoe Bidco B.V. (5)One stopL + 6.00%N/A(6)10/2027— (657)— — 
Vendavo, Inc.One stopL + 5.75%(b)7.44%09/20271,113,784 1,105,346 1.2 1,102,646 
Vendavo, Inc.(5)One stopL + 5.75%N/A(6)09/2027— (1,136)— (1,500)
WebPT, Inc.Senior loanL + 6.75%(b)8.32%01/202834,800 34,303 — 34,278 
40,245,796 39,775,473 44.6 39,835,201 
Specialty Retail
Ave Holdings III, CorpOne stopSF + 5.50%(i)7.70%02/20281,034,473 1,014,918 1.1 1,024,129 
Ave Holdings III, Corp(5)One stopSF + 5.50%N/A(6)02/2028— (1,757)— (930)
Ave Holdings III, Corp(5)One stopSF + 5.50%N/A(6)02/2028— (18,335)— (19,454)
VSG Acquisition Corp. and Sherrill, Inc.One stopSF + 5.50%(i)7.82%04/2028463,500 456,804 0.5 456,548 
VSG Acquisition Corp. and Sherrill, Inc.(5)One stopSF+ 5.50%N/A(6)04/2028— (893)— (927)
VSG Acquisition Corp. and Sherrill, Inc.(5)One stopSF + 5.50%N/A(6)04/2028— (8,357)— (8,678)
1,497,973 1,442,380 1.6 1,450,688 
See Notes to Consolidated Financial Statements

14


TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Schedule of Investments (unaudited) - (continued)
June 30, 2022


Investment
Type
Spread
Above
Index(1)
Interest
Rate(2)
Maturity
Date
Principal ($) /
Shares(3)
Amortized CostPercentage
of Net
Assets
Fair
Value (4)
Textiles, Apparel and Luxury Goods
QF Holdings, Inc.Senior loanL + 6.25%(c)7.54%12/2027$34,800 $34,303 — %$34,278 
Water Utilities
Vessco Midco Holdings, LLCSenior loanL + 4.50%(b)(c)6.62%11/202622,163 20,342 — 19,187 
Vessco Midco Holdings, LLCSenior loanL + 4.50%(c)6.00%11/202611,795 11,696 — 11,559 
Vessco Midco Holdings, LLCSenior loanP + 3.50%(d)8.25%10/20263,230 3,108 — 2,939 
37,188 35,146 — 33,685 
Total debt investments$122,113,768 $121,326,028 134.9 %$120,389,280 
See Notes to Consolidated Financial Statements

15


TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Schedule of Investments (unaudited) - (continued)
June 30, 2022


Investment
Type
Spread
Above
Index(1)
Interest
Rate(2)
Maturity
Date
Principal ($) /
Shares(3)
Amortized CostPercentage
of Net
Assets
Fair
Value (4)
Equity investments(13)(14)
Automobiles
CG Group Holdings, LLCLP unitsN/AN/AN/A51 $51,000 0.1 %$46,854 
Go Car Wash Parent, Corp.Preferred stockN/AN/AN/A15 154,613 0.2 159,227 
Go Car Wash Parent, Corp.Common StockN/AN/AN/A45,019 0.1 55,316 
POY Holdings, LLCLLC unitsN/AN/AN/A40,600 40,600 — 70,951 
291,232 0.4 332,348 
Building Products
BECO Holding Company, Inc.Preferred stockN/AN/AN/A15,000 1,455,000 1.8 1,579,358 
BECO Holding Company, Inc.LP InterestN/AN/AN/A1,030 103,000 0.1 104,231 
1,558,000 1.9 1,683,589 
Commercial Services and Supplies
CI (Quercus) Intermediate Holdings, LLCLP InterestN/AN/AN/A36,042 36,042 — 37,591 
EGD Security Systems, LLC Common StockN/AN/AN/A376,100 376,100 0.4 334,528 
Radwell Parent, LLCLP unitsN/AN/AN/A717 71,742 0.1 71,742 
483,884 0.5 443,861 
Containers and Packaging
Chase IntermediateLP unitsN/AN/AN/A18,987 18,987 — 18,987 
Diversified Consumer Services
EMS LINQ, LLCLP InterestN/AN/AN/A32,700 32,700 — 25,897 
HS Spa Holdings, Inc.Common StockN/AN/AN/A30,606 30,606 0.1 30,606 
63,306 0.1 56,503 
Food Products
Louisiana Fish Fry Products, Ltd.Common StockN/AN/AN/A34 34,302 — 27,903 
Healthcare Providers and Services
Suveto Buyer, LLCCommon StockN/AN/AN/A354 35,406 — 26,100 
Hotels, Restaurants and Leisure
Harri US LLCLLC unitsN/AN/AN/A5,456 43,375 — 43,375 
Harri US LLCPreferred stockN/AN/AN/A4,677 30,026 0.1 32,600 
Harri US LLCWarrantN/AN/AN/A1,181 6,968 — 8,220 
80,369 0.1 84,195 
IT Services
Critical Start, Inc.Common StockN/AN/AN/A17,100 17,100 — 17,100 
Kentik Technologies, Inc.Preferred stockN/AN/AN/A11,035 63,399 0.1 63,399 
Netwrix CorporationLLC unitsN/AN/AN/A7,424 15,060 — 15,060 
95,559 0.1 95,559 
Life Sciences Tools & Services
PAS Parent Inc.LP InterestN/AN/AN/A824 82,433 0.1 66,161 
Reaction Biology CorporationLLC unitsN/AN/AN/A38 38,496 — 38,496 
120,929 0.1 104,657 
Paper and Forest Products
Messenger, LLCLLC unitsN/AN/AN/A274 27,396 — 26,995 
Messenger, LLCLLC unitsN/AN/AN/A44 — — — 
27,396 — 26,995 
See Notes to Consolidated Financial Statements

16


TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Schedule of Investments (unaudited) - (continued)
June 30, 2022


Investment
Type
Spread
Above
Index(1)
Interest
Rate(2)
Maturity
Date
Principal ($) /
Shares(3)
Amortized CostPercentage
of Net
Assets
Fair
Value (4)
Pharmaceuticals
Cobalt Buyer Sub, Inc.Preferred stockN/AN/AN/A493 $478,183 0.6 %$534,115 
Cobalt Buyer Sub, Inc.Preferred stockN/AN/AN/A10 10,472 — 9,621 
Cobalt Buyer Sub, Inc.Common StockN/AN/AN/A106 106 — — 
488,761 0.6 543,736 
Professional Services
Enboarder, Inc.(7)(12)Preferred stockN/AN/AN/A3,111 32,090 0.1 32,090 
Filevine, Inc.Preferred stockN/AN/AN/A36,385 230,594 0.3 230,592 
Filevine, Inc.WarrantN/AN/AN/A5,426 8,064 — 8,064 
Procure Acquireco, Inc.LP InterestN/AN/AN/A42 42,290 — 42,290 
313,038 0.4 313,036 
Software
Anaplan, Inc.LP InterestN/AN/AN/A335,957 336,148 0.4 335,957 
Auvik Networks Inc.(7)(10)Preferred stockN/AN/AN/A1,657 16,590 — 18,101 
Bayshore Intermediate #2, L.P.Common StockN/AN/AN/A242,867 242,867 0.3 230,638 
Kaseya Inc.Preferred stockN/AN/AN/A1,845 1,798,778 1.9 1,798,778 
Kaseya Inc.LP InterestN/AN/AN/A46,009 46,009 0.1 46,009 
Ministry Brands Holdings LLCLP InterestN/AN/AN/A46,355 46,355 — 29,875 
QAD, Inc.Preferred stockN/AN/AN/A55 54,909 0.1 54,909 
QAD, Inc.Common StockN/AN/AN/A3,787 — — — 
Riskonnect Parent, LLCPreferred stockN/AN/AN/A1,005 984,905 1.1 959,303 
Riskonnect Parent, LLCLP InterestN/AN/AN/A46,724 46,784 — 39,993 
3,573,345 3.9 3,513,563 
Specialty Retail
Ave Holdings III, CorpPreferred stockN/AN/AN/A986 956,845 1.2 1,006,968 
Ave Holdings III, CorpLP unitsN/AN/AN/A105 105,066 0.1 105,070 
VSG Acquisition Corp. and Sherrill, Inc.LP unitsN/AN/AN/A47 4,714 — 4,714 
1,066,625 1.3 1,116,752 
Total equity investments$8,251,139 9.4 %$8,387,784 
Total investments$122,113,768 $129,577,167 144.3%$128,777,064 
Money market funds (included in cash and cash equivalents)
Morgan Stanley Institutional Money Market (CUSIP 61747C582)
1.34% (15)
$1,015,234 1.1 %$1,015,234 
Total investments and money market funds$130,592,401 145.4 %$129,792,298 



See Notes to Consolidated Financial Statements

17


TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Schedule of Investments (unaudited) - (continued)
June 30, 2022



(1)     The majority of the investments bear interest at a rate that is permitted to be determined by reference to the London Interbank Offered Rate (‘‘LIBOR’’ or ‘‘L’’) denominated in U.S. dollars or U.K. pound sterling (‘‘GBP’’), Euro Interbank Offered Rate (‘‘EURIBOR’’ or ‘‘E’’), Prime (‘‘P’’), Sterling Overnight Index Average (‘‘SONIA’’ or ‘‘SN’’), Canadian Bankers’ Acceptance Rate (“CDOR” or “C”), or Secured Overnight Financing Rate (‘‘SOFR’’ or ‘‘SF’’) which reset daily, monthly, quarterly, semiannually or annually. For each, the Company has provided the spread over the applicable index and the weighted average current interest rate in effect as of June 30, 2022. Certain investments are subject to an interest rate floor. For fixed rate loans, a spread above a reference rate is not applicable. For positions with multiple outstanding contracts, the spread for the largest outstanding contract is shown. Listed below are the index rates as of June 30, 2022, which was the last business day of the period on which the applicable index was determined. The actual index rate for each loan listed may not be the applicable index rate outstanding as of June 30, 2022, as the loan may have priced or repriced based on an index rate prior to June 30, 2022.
(a) Denotes that all or a portion of the loan was indexed to the 30-day LIBOR, which was 1.79% as of June 30, 2022.
(b) Denotes that all or a portion of the loan was indexed to the 90-day LIBOR, which was 2.29% as of June 30, 2022.
(c) Denotes that all or a portion of the loan was indexed to the 180-day LIBOR, which was 2.94% as of June 30, 2022.
(d) Denotes that all or a portion of the loan was indexed to the Prime rate, which was 4.75% as of June 30, 2022.
(e) Denotes that all or a portion of the loan was indexed to the 180-day EURIBOR, which was 0.26% as of June 30, 2022.
(f) Denotes that all or a portion of the loan was indexed to the 90-day CDOR, which was 2.76% as of June 30, 2022.
(g) Denotes that all or a portion of the loan was indexed to SONIA, which was 1.19% as of June 30, 2022.
(h) Denotes that all or a portion of the loan was indexed to the 30-day term SOFR Rate which was 1.69% as of June 30, 2022.
(i) Denotes that all or a portion of the loan was indexed to the 90-day term SOFR Rate which was 2.12% as of June 30, 2022.
(j) Denotes that all or a portion of the loan was indexed to the 180-day term SOFR Rate which was 2.63% as of June 30, 2022.
(2)For positions with multiple interest rate contracts, the interest rate shown is a weighted average current interest rate in effect as of June 30, 2022.
(3)The total principal amount is presented for debt investments while the number of shares or units owned is presented for equity investments.
(4)The fair value of the investment was valued using significant unobservable inputs. See Note 6. Fair Value Measurements.
(5)The negative fair value is the result of the capitalized discount on the loan or the unfunded commitment being valued below par. The negative amortized cost is the result of the capitalized discount being greater than the principal amount outstanding on the loan.
(6)The entire commitment was unfunded as of June 30, 2022. As such, no interest is being earned on this investment. The investment may be subject to an unused facility fee.
(7)The investment is treated as a non-qualifying asset under Section 55(a) of the Investment Company Act of 1940, as amended (the ‘‘1940 Act’’). Under the 1940 Act, the Company cannot acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company’s total assets. As of June 30, 2022, total non-qualifying assets at fair value represented 9.2% of the Company’s total assets calculated in accordance with the 1940 Act.
(8)Investment is denominated in foreign currency and is translated into U.S. dollars as of the valuation date or the date of the transaction. See Note 2. Significant Accounting Policies and Recent Accounting Updates - Foreign Currency Translation.
(9)The headquarters of this portfolio company is located in the United Kingdom.
(10)The headquarters of this portfolio company is located in Canada.
(11)The headquarters of this portfolio company is located in Netherlands.
(12)The headquarters of this portfolio company is located in Australia.
(13)Equity investments are non-income producing securities.
(14)Ownership of certain equity investments occurs through a holding company or partnership.
(15)The rate shown is the annualized seven-day yield as of June 30, 2022.



See Notes to Consolidated Financial Statements

18


TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Schedule of Investments
September 30, 2021


Investment
Type
Spread
Above
Index(1)
Interest
Rate(2)
Maturity
Date
Principal ($) /
Shares(3)
Amortized CostPercentage
of Net
Assets
Fair
Value (4)
Investments
Non-controlled/non-affiliate company investments
Debt investments
Auto Components
Covercraft Parent III, Inc.Senior loanL + 4.50%(b)5.50%08/2027$279,099 $276,362 0.8 %$276,308 
Covercraft Parent III, Inc.(5)Senior loanL + 4.50%N/A(6)08/2027— (911)— (929)
Covercraft Parent III, Inc.(5)Senior loanL + 4.50%N/A(6)08/2027— (995)— (1,015)
279,099 274,456 0.8 274,364 
Automobiles
CG Group Holdings, LLCOne stopL + 5.25%(b)6.25%07/20271,806,600 1,789,144 4.9 1,788,534 
CG Group Holdings, LLCOne stopL + 5.25%(a)(b)6.25%07/2026168,000 163,970 0.5 163,800 
1,974,600 1,953,114 5.4 1,952,334 
Chemicals
PHM NL SP Bidco B.V.(7)(8)(11)One stopE + 6.25%(e)6.25%10/20282,106,520 2,077,566 5.7 2,077,555 
PHM NL SP Bidco B.V.(7)(11)One stopL + 6.25%(c)6.75%10/2028790,419 779,555 2.1 779,551 
PHM NL SP Bidco B.V.(5)(7)(8)(11)One stopE + 6.25%N/A(6)10/2028— (10,197)— (10,201)
2,896,939 2,846,924 7.8 2,846,905 
Distributors
WSC Holdings Midco LLCSenior loanL + 4.50%(b)5.50%07/2027171,757 170,089 0.5 170,040 
WSC Holdings Midco LLC(5)Senior loanL + 4.50%N/A(6)07/2027— (528)— (544)
WSC Holdings Midco LLC(5)Senior loanL + 4.50%N/A(6)07/2027— (1,003)— (1,033)
171,757 168,558 0.5 168,463 
Diversified Consumer Services
COP Hometown Acquisitions, Inc.Senior loanL + 4.50%(b)5.50%07/202798,836 97,882 0.3 97,848 
COP Hometown Acquisitions, Inc.Senior loanL + 4.50%(b)5.50%07/202796,301 94,871 0.3 94,856 
COP Hometown Acquisitions, Inc.Senior loanL + 4.50%(b)5.50%07/202734,212 33,568 0.1 33,262 
COP Hometown Acquisitions, Inc.(5)Senior loanL + 4.50%N/A(6)07/2027— (386)— (400)
COP Hometown Acquisitions, Inc.Senior loanL + 4.50%N/A(6)07/2027— — — — 
FSS Buyer LLCOne stopL + 5.75%(b)6.50%08/2028314,200 307,992 0.8 307,916 
FSS Buyer LLCOne stopL + 5.75%(b)6.50%08/202717,143 16,354 — 16,343 
560,692 550,281 1.5 549,825 
See Notes to Consolidated Financial Statements.
19

Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021

Investment
Type
Spread
Above
Index(1)
Interest
Rate(2)
Maturity
Date
Principal ($) /
Shares(3)
Amortized CostPercentage
of Net
Assets
Fair
Value (4)
Diversified Financial Services
Banker's Toolbox, Inc.One stopL + 5.50%(b)6.25%07/2027$465,004 $458,449 1.3 %$465,004 
Banker's Toolbox, Inc.One stopL + 5.50%N/A(6)07/2027— — — — 
Banker's Toolbox, Inc.One stopL + 5.50%N/A(6)07/2027— — — — 
465,004 458,449 1.3 465,004 
Food Products
Louisiana Fish Fry Products, Ltd.One stopL + 5.75%(b)6.75%07/2027567,100 561,592 1.5 561,429 
Louisiana Fish Fry Products, Ltd.One stopL + 5.75%(b)6.75%07/202736,250 34,842 0.1 34,800 
Ultimate Baked Goods Midco LLCOne stopL + 6.25%(a)7.25%08/2027380,788 377,065 1.0 376,980 
Ultimate Baked Goods Midco LLCOne stopL + 6.25%(b)7.25%08/202710,980 8,128 — 10,304 
Whitebridge Pet Brands, LLCOne stopL + 5.00%(a)6.00%07/2027876,000 867,496 2.4 867,240 
Whitebridge Pet Brands, LLCOne stopL + 5.00%(a)6.00%07/202710,000 8,544 — 8,500 
1,881,118 1,857,667 5.0 1,859,253 
Healthcare Providers and Services
Datix Bidco Limited(7)(8)(9)Senior loanL + 4.50%(f)4.55%04/20253,445,251 3,376,922 9.2 3,331,055 
Datix Bidco Limited(7)(8)(9)Second lienL + 7.75%(f)7.80%04/20261,222,575 1,198,283 3.3 1,182,051 
Suveto Buyer, LLCOne stopL + 4.25%(b)5.00%09/2027245,606 230,542 0.6 230,389 
Suveto Buyer, LLC(5)One stopL + 4.25%N/A(6)09/2027— (1,797)— (1,815)
4,913,432 4,803,950 13.1 4,741,680 
Hotels, Restaurants and Leisure
Harri US LLCOne stopL + 10.00%(b)7.00% cash/4.00% PIK08/202644,349 37,364 0.1 40,685 
Harri US LLC(5)One stopL + 6.00%N/A(6)08/2026— (97)— 81 
Harri US LLC(5)One stopL + 6.00%N/A(6)08/2026— (400)— (2,443)
44,349 36,867 0.1 38,323 
Insurance
Alera Group, Inc.One stopL + 5.50%(a)6.25%10/20281,451,763 1,437,251 4.0 1,437,246 
Alera Group, Inc.(5)One stopL + 5.50%N/A(6)10/2028— (2,061)— (4,124)
AMBA Buyer, Inc. One stopL + 5.75%(b)6.50%07/2027184,931 183,135 0.5 183,082 
AMBA Buyer, Inc. (5)One stopL + 5.75%N/A(6)07/2027— (210)— (216)
AMBA Buyer, Inc. (5)One stopL + 5.75%N/A(6)07/2027— (266)— (274)
Long Term Care Group, Inc.One stopL + 6.00%(b)6.75%09/2027170,780 167,400 0.5 167,364 
Pareto Health Intermediate Holdings, Inc. One stopL + 5.75%(c)6.75%08/2025419,050 415,037 1.1 414,859 
2,226,524 2,200,286 6.1 2,197,937 
IT Services
CivicPlus, LLCOne stopL + 6.25%(b)7.00%08/2027349,800 346,363 1.0 346,302 
CivicPlus, LLC(5)One stopL + 6.25%N/A(6)08/2027— (472)— (480)
CivicPlus, LLC(5)One stopL + 6.25%N/A(6)08/2027— (1,611)— (1,639)
Cordeagle US Finco, Inc.One stopL + 6.75%(b)7.75%07/2027192,180 188,447 0.5 188,336 
Cordeagle US Finco, Inc.(5)One stopL + 6.75%N/A(6)07/2027— (906)— (933)
541,980 531,821 1.5 531,586 
See Notes to Consolidated Financial Statements.
20

Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021

Investment
Type
Spread
Above
Index(1)
Interest
Rate(2)
Maturity
Date
Principal ($) /
Shares(3)
Amortized CostPercentage
of Net
Assets
Fair
Value (4)
Life Sciences Tools & Services
Unchained Labs, LLCSenior loanL + 5.50%(a)6.50%08/2027$48,928 $47,973 0.1 %$47,949 
Unchained Labs, LLC(5)Senior loanL + 5.50%N/A(6)08/2027— (567)— (581)
Unchained Labs, LLC(5)Senior loanL + 5.50%N/A(6)08/2027— (1,197)— (1,226)
48,928 46,209 0.1 46,142 
Pharmaceuticals
Spark Bidco Limited(7)(8)(9)Senior loanSN + 4.75%(g)4.80%08/20281,548,731 1,525,836 4.1 1,497,627 
Spark Bidco Limited(7)(8)(9)Senior loanSN + 4.75%N/A(6)02/2028— — — — 
Spark Bidco Limited(5)(7)(8)(9)Senior loanSN + 4.75%N/A(6)08/2028— (4,336)— (4,308)
1,548,731 1,521,500 4.1 1,493,319 
Professional Services
IG Investments Holdings, LLCOne stopL + 6.00%(b)6.75%09/2028373,914 366,462 1.0 366,436 
IG Investments Holdings, LLC(5)One stopL + 6.00%N/A(6)09/2027— (849)— (853)
373,914 365,613 1.0 365,583 
Software
Auvik Networks Inc.(7)(10)One stopL + 5.75%(b)4.00% cash/2.75% PIK07/2027392,800 388,985 1.1 388,872 
Auvik Networks Inc.(5)(7)(10)One stopL + 5.50%N/A(6)07/2027— (728)— (750)
Cybergrants Holdings, LLCOne stopL + 6.50%(b)7.25%09/20273,156,700 3,109,846 8.6 3,125,133 
Cybergrants Holdings, LLC(5)One stopL + 6.50%N/A(6)09/2027— (2,969)— (2,000)
Cybergrants Holdings, LLC(5)One stopL + 5.75%N/A(6)09/2027— (2,400)— (2,426)
Gainsight, Inc.One stopL + 6.25%(b)7.00%07/2027411,800 404,801 1.1 404,593 
Gainsight, Inc.(5)One stopL + 6.25%N/A(6)07/2027— (1,934)— (1,992)
ProcessUnity Holdings, LLCOne stopL + 6.00%(c)6.75%09/2028239,100 236,716 0.7 236,709 
ProcessUnity Holdings, LLC(5)One stopL + 6.00%N/A(6)09/2028— (898)— (900)
ProcessUnity Holdings, LLC(5)One stopL + 6.00%N/A(6)09/2028— (477)— (478)
Vendavo, Inc.One stopL + 5.75%(b)6.50%09/20271,122,200 1,112,475 3.1 1,112,381 
Vendavo, Inc.(5)One stopL + 5.75%N/A(6)09/2027— (1,300)— (1,313)
5,322,600 5,242,117 14.6 5,257,829 
Water Utilities
Vessco Midco Holdings, LLCSenior loanL + 4.50%(b)5.50%11/202619,196 17,730 — 17,707 
Vessco Midco Holdings, LLCSenior loanL + 4.50%(b)5.50%11/202611,885 11,768 — 11,766 
Vessco Midco Holdings, LLC(5)Senior loanL + 4.50%N/A(6)10/2026— (143)— (145)
31,081 29,355 — 29,328 
Total debt investments$23,280,748 $22,887,167 62.9%$22,817,875 

See Notes to Consolidated Financial Statements.
21

Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021

Investment
Type
Spread
Above
Index(1)
Interest
Rate(2)
Maturity
Date
Principal ($) /
Shares(3)
Amortized CostPercentage
of Net
Assets
Fair
Value (4)
Equity investments(12)(13)
Automobiles
CG Group Holdings, LLCLP unitsN/AN/AN/A51 $51,000 0.2 %$51,000 
Food Products
Louisiana Fish Fry Products, Ltd.Common stockN/AN/AN/A34 34,302 0.1 34,300 
Hotels, Restaurants and Leisure
Harri US LLCWarrantN/AN/AN/A1,181 6,968 — 6,968 
IT Services
Kentik Technologies, Inc.Preferred stockN/AN/AN/A11,035 63,399 0.2 63,399 
Software
Auvik Networks Inc.(7)(10)Preferred stockN/AN/AN/A1,657 16,590 — 16,590 
Total equity investments$172,259 0.5 %$172,257 
Total investments$23,280,748 $23,059,426 63.4%$22,990,132 




See Notes to Consolidated Financial Statements.
22

Golub Capital Direct Lending Corporation and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021

(1)The majority of the investments bear interest at a rate that is permitted to be determined by reference to LIBOR denominated in U.S. dollars or GBP, EURIBOR, Prime, or SONIA which reset daily, monthly, quarterly, semiannually or annually. For each, the Company has provided the spread over the applicable index and the weighted average current interest rate in effect as of September 30, 2021. Certain investments are subject to an interest rate floor. For fixed rate loans, a spread above a reference rate is not applicable. For positions with multiple outstanding contracts, the spread for the largest outstanding contract is shown. Listed below are the index rates as of September 30, 2021, which was the last business day of the period on which the applicable index was determined. The actual index rate for each loan listed may not be the applicable index rate outstanding as of September 30, 2021, as the loan may have priced or repriced based on an index rate prior to September 30, 2021.
(a) Denotes that all or a portion of the loan was indexed to the 30-day LIBOR, which was 0.08% as of September 30, 2021.
(b) Denotes that all or a portion of the loan was indexed to the 90-day LIBOR, which was 0.13% as of September 30, 2021.
(c) Denotes that all or a portion of the loan was indexed to the 180-day LIBOR, which was 0.16% as of September 30, 2021.
(d) Denotes that all or a portion of the loan was indexed to the Prime rate, which was 3.25% as of September 30, 2021.
(e) Denotes that all or a portion of the loan was indexed to the 90-day EURIBOR, which was -0.56% as of September 30, 2021.
(f) Denotes that all or a portion of the loan was indexed to the 90-day GBP LIBOR, which was 0.08% as of September 30, 2021.
(g) Denotes that all or a portion of the loan was indexed to SONIA, which was 0.05% as of September 30, 2021.
(2)For positions with multiple interest rate contracts, the interest rate shown is a weighted average current interest rate in effect as of September 30, 2021.
(3)The total principal amount is presented for debt investments while the number of shares or units owned is presented for equity investments.
(4)The fair value of the investment was valued using significant unobservable inputs. See Note 6. Fair Value Measurements.
(5)The negative fair value is the result of the capitalized discount on the loan or the unfunded commitment being valued below par. The negative amortized cost is the result of the capitalized discount being greater than the principal amount outstanding on the loan.
(6)The entire commitment was unfunded as of September 30, 2021. As such, no interest is being earned on this investment. The investment may be subject to an unused facility fee.
(7)The investment is treated as a non-qualifying asset under Section 55(a) of the 1940 Act. Under the 1940 Act, the Company cannot acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company’s total assets. As of September 30, 2021, total non-qualifying assets at fair value represented 17.6% of the Company’s total assets calculated in accordance with the 1940 Act.
(8)Investment is denominated in foreign currency and is translated into U.S. dollars as of the valuation date or the date of the transaction. See Note 2. Significant Accounting Policies and Recent Accounting Updates - Foreign Currency Translation.
(9)The headquarters of this portfolio company is located in the United Kingdom.
(10)The headquarters of this portfolio company is located in Canada.
(11)The headquarters of this portfolio company is located in Netherlands.
(12)Equity investments are non-income producing securities.
(13)Ownership of certain equity investments occurs through a holding company or partnership.
See Notes to Consolidated Financial Statements.
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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)
Note 1.    Organization

Golub Capital Direct Lending Corporation (“GDLC” and, collectively with its consolidated subsidiaries, the “Company”) is an externally managed, closed-end, non-diversified management investment company that elected to be treated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”), on June 30, 2021. On July 1, 2021, the date of commencement of operations, the Company entered into subscription agreements (collectively, the “Subscription Agreements”) to sell shares of GDLC's common stock in private placements. In addition, for U.S. federal income tax purposes, GDLC elected to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”) beginning with the fiscal year ending September 30, 2021.

The Company’s investment strategy is to invest primarily in one stop (a loan that combines characteristics of traditional first lien senior secured loans and second lien or subordinated loans and that are often referred to by other middle-market lenders as unitranche loans) and other senior secured loans of U.S. middle-market companies that are, in most cases, sponsored by private equity firms. The Company also selectively invests in second lien and subordinated (a loan that ranks senior only to a borrower’s equity securities and ranks junior to all of such borrower’s other indebtedness in priority of payment) loans of, and warrants and minority equity securities in, primarily U.S. middle-market companies. The Company has entered into an investment advisory agreement (the “Investment Advisory Agreement”) with GC Advisors LLC (the “Investment Adviser”), under which the Investment Adviser manages the day-to-day operations of, and provides investment advisory services to, the Company. Under an administration agreement (the “Administration Agreement”) the Company is provided with certain services by an administrator (the “Administrator”), which is currently Golub Capital LLC.

Note 2.    Significant Accounting Policies and Recent Accounting Updates

Basis of presentation: The Company is an investment company as defined in the accounting and reporting guidance under Accounting Standards Codification (“ASC”) Topic 946 - Financial Services - Investment Companies (“ASC Topic 946”).

The accompanying unaudited interim consolidated financial statements of the Company and related financial information have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) as established by the Financial Accounting Standards Board (“FASB”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Articles 6, 10 and 12 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for annual financial statements. In the opinion of management, the consolidated financial statements reflect all adjustments and reclassifications consisting solely of normal accruals that are necessary for the fair presentation of financial results as of and for the periods presented. All intercompany balances and transactions have been eliminated. The unaudited interim consolidated financial statements and notes thereto should be read in conjunction with the financial statements and notes thereto in the Company’s Form 10-K for the period ended September 30, 2021, as filed with the U.S. Securities and Exchange Commission (the “SEC”).

Fair value of financial instruments: The Company applies fair value to all of its financial instruments in accordance with ASC Topic 820 - Fair Value Measurement (“ASC Topic 820”). ASC Topic 820 defines fair value, establishes a framework used to measure fair value and requires disclosures for fair value measurements. In accordance with ASC Topic 820, the Company has categorized its financial instruments carried at fair value, based on the priority of the valuation technique, into a three-level fair value hierarchy. Fair value is a market-based measure considered from the perspective of the market participant who holds the financial instrument rather than an entity-specific measure. Therefore, when market assumptions are not readily available, the Company’s own assumptions are set to reflect those that management believes market participants would use in pricing the financial instrument at the measurement date.

The availability of observable inputs can vary depending on the financial instrument and is affected by a wide variety of factors, including, for example, the type of product, whether the product is new, whether the product is traded on an active exchange or in the secondary market and the current market conditions. To the extent that the
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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)
valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for financial instruments classified as Level 3.

Any changes to the valuation methodology are reviewed by management and the Company’s board of directors (the “Board”) to confirm that the changes are appropriate. As markets change, new products develop and the pricing for products becomes more or less transparent, the Company will continue to refine its valuation methodologies. See further description of fair value methodology in Note 6. Fair Value Measurements.

Use of estimates: The preparation of the unaudited consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Consolidation: As provided under ASC Topic 946 and Regulation S-X, the Company will generally not consolidate its investment in a company other than an investment company subsidiary or a controlled operating company whose business consists of providing services to the Company. Accordingly, the Company consolidated the results of the Company’s wholly-owned subsidiaries, GDLC Holdings LLC and GDLC Funding LLC (“GDLC Funding”), in its consolidated financial statements.

Cash and cash equivalents and foreign currencies: Cash, cash equivalents and foreign currencies are highly liquid investments with an original maturity of three months or less at the date of acquisition. The Company deposits its cash in financial institutions and, at times, such balances exceed the Federal Deposit Insurance Corporation insurance limits.

Foreign currency translation: The Company’s books and records are maintained in U.S. dollars. Any foreign currency amounts are translated into U.S. dollars on the following basis:
(1)cash and cash equivalents, fair value of investments, interest receivable, and other assets and liabilities—at the spot exchange rate on the last business day of the period; and
(2)purchases and sales of investments, income and expenses—at the exchange rates prevailing on the respective dates of such transactions.
Although net assets and fair values are presented based on the applicable foreign exchange rates described above, the Company does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in fair values of investments held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. Fluctuations arising from the translation of assets other than investments and liabilities are included with the net change in unrealized appreciation (depreciation) on translation of assets and liabilities in foreign currencies on the Consolidated Statements of Operations.

Foreign security and currency transactions involve certain considerations and risks not typically associated with investing in U.S. companies. These risks include, but are not limited to, currency fluctuations and revaluations and future adverse political, social and economic developments, which could cause investments in foreign markets to be less liquid and prices more volatile than those of comparable U.S. companies or U.S. government securities.

Revenue recognition:

Investments and related investment income: Interest income is accrued based upon the outstanding principal amount and contractual interest terms of debt investments.

Loan origination fees, original issue discount and market discount or premium are capitalized, and the Company accretes or amortizes such amounts over the life of the loan as interest income. For the three and nine months ended June 30, 2022, interest income included $68,425 and $189,517, respectively, of accretion of discounts. For the three
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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)
and nine months ended June 30, 2022, the Company received loan origination fees of $681,708 and $1,629,082, respectively.

For investments with contractual payment-in-kind (“PIK”) interest, which represents contractual interest accrued and added to the principal balance that generally becomes due at maturity, the Company will not accrue PIK interest if the portfolio company valuation indicates that the PIK interest is not collectible. For the three and nine months ended June 30, 2022, the Company capitalized PIK interest of $152,308 and $257,343, respectively, into the principal balance of certain debt investments.

In addition, the Company generates revenue in the form of amendment, structuring or due diligence fees, fees for providing managerial assistance, consulting fees, administrative agent fees, and prepayment premiums on loans. The Company records these fees as fee income when earned. All other income is recorded into income when earned. For the three and nine months ended June 30, 2022, fee income included no prepayment premiums.

For the three and nine months ended June 30, 2022, the Company received interest and fee income in cash, which excludes capitalized loan origination fees, in the amounts of $1,570,446 and $3,282,278, respectively.

Dividend income on preferred equity securities is recorded as dividend income on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly traded portfolio companies. Each distribution received from limited liability company (“LLC”) and limited partnership (“LP”) investments is evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, the Company will not record distributions from equity investments in LLCs and LPs as dividend income unless there are sufficient accumulated tax-basis earnings and profits in the LLC or LP prior to the distribution. Distributions that are classified as a return of capital are recorded as a reduction in the amortized cost basis of the investment.

Investment transactions are accounted for on a trade-date basis. Realized gains or losses on investments are measured by the difference between the net proceeds from the disposition and the amortized cost basis of investment, without regard to unrealized gains or losses previously recognized. The Company reports current period changes in fair value of investments that are measured at fair value as a component of the net change in unrealized appreciation (depreciation) on investments and foreign currency translation in the Consolidated Statements of Operations.

Non-accrual loans: A loan can be left on accrual status during the period the Company is pursuing repayment of the loan. Management reviews all loans that become 90 days or more past due on principal and interest, or when there is reasonable doubt that principal or interest will be collected, for possible placement on non-accrual status. When a loan is placed on non-accrual status, unpaid interest credited to income is reversed. Additionally, any original issue discount and market discount are no longer accreted to interest income as of the date the loan is placed on non-accrual status. Interest payments received on non-accrual loans are recognized as income or applied to principal depending upon management’s judgment. Non-accrual loans are restored to accrual status when past due principal and interest is paid, and, in management’s judgment, payments are likely to remain current. As of June 30, 2022 and September 30, 2021, the Company had no portfolio company investments on non-accrual status.

Income taxes: The Company elected to be treated as a RIC under Subchapter M of the Code and operates in a manner so as to qualify for the tax treatment applicable to RICs. In order to qualify and be subject to tax as a RIC, among other things, the Company is required to meet certain source of income and asset diversification requirements and timely distribute dividends for U.S. federal income tax purposes to its stockholders of an amount generally at least equal to 90% of its investment company taxable income, as defined by the Code and determined without regard to any deduction for dividends paid, for each tax year. The Company has made, and intends to continue to make, the requisite distributions to its stockholders, which will generally relieve the Company from U.S. federal income taxes with respect to all income distributed to its stockholders.

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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)
Depending on the level of taxable income earned in a tax year, the Company can determine to retain taxable income in excess of current year dividend distributions and distribute such taxable income in the next tax year. The Company may then be required to incur a 4% excise tax on such income. To the extent that the Company determines that its estimated current year annual taxable income, determined on a calendar year basis, could exceed estimated current calendar year dividend distributions, the Company accrues excise tax, if any, on estimated excess taxable income as taxable income is earned. For the three and nine months ended June 30, 2022, $0 and $7,734, respectively, was incurred for U.S. federal excise tax.

The Company accounts for income taxes in conformity with ASC Topic 740 - Income Taxes (“ASC Topic 740”). ASC Topic 740 provides guidelines for how uncertain tax positions should be recognized, measured, presented and disclosed in financial statements. ASC Topic 740 requires the evaluation of tax positions taken in the course of preparing the Company’s tax returns to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax benefits of positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax expense or tax benefit in the current year. It is the Company’s policy to recognize accrued interest and penalties related to uncertain tax benefits in income tax expense. There were no material unrecognized tax benefits or unrecognized tax liabilities related to uncertain income tax positions through June 30, 2022.

Distributions: Distributions to common stockholders are recorded on the record date. Subject to the discretion of and as determined by the Board, the Company intends to authorize and declare ordinary cash distributions based on a formula approved by the Board on a quarterly basis. The amount to be paid out as a dividend or distribution is determined by the Board each quarter and is generally based upon the earnings estimated by management. Net realized capital gains, if any, are distributed at least annually, although the Company can retain such capital gains for investment in its discretion.

The Company has adopted a dividend reinvestment plan (“DRIP”) that provides for reinvestment of any distributions the Company declares in cash on behalf of its stockholders, unless a stockholder elects to receive cash. As a result, if the Board authorizes and the Company declares a cash distribution, then stockholders who have not “opted out” of the DRIP will have their cash distribution automatically reinvested in additional shares of the Company’s common stock, rather than receiving the cash distribution. Shares issued under the DRIP will be issued at a price per share equal to the most recent net asset value (“NAV”) per share as determined by the Board (subject to adjustment to the extent required by Section 23 of the 1940 Act).

Deferred debt issuance costs: Deferred debt issuance costs represent fees and other direct incremental costs incurred in connection with the Company’s borrowings. As of June 30, 2022, the Company had deferred debt issuance costs of $392,082. These amounts are amortized and included in interest expense in the Consolidated Statements of Operations over the estimated average life of the borrowings. Amortization expense for deferred debt issuance costs for the three and nine months ended June 30, 2022 was $33,235 and $37,030, respectively.

Deferred offering costs: Deferred offering costs consist of fees paid in relation to legal, accounting, regulatory and printing work completed in preparation of equity offerings. Deferred offering costs are amortized on a straight-line basis over three years.

Note 3. Stockholders’ Equity

GDLC is authorized to issue 1,000,000 shares of preferred stock at a par value of $0.001 per share and 200,000,000 shares of common stock at a par value of $0.001 per share. Since the commencement of operations on July 1, 2021, GDLC has entered into Subscription Agreements with several investors, including with affiliates of the Investment Adviser, providing for the private placement of GDLC’s common stock. Under the terms of the Subscription Agreements, investors are required to fund drawdowns to purchase GDLC’s common stock at a price per share equal to the most recent NAV per share as determined by the Board (subject to adjustment to the extent required by Section 23 of the 1940 Act) up to the amount of their respective capital subscriptions on an as-needed basis as determined by GDLC with a minimum of 10 calendar days prior notice.

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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)



As of June 30, 2022 and September 30, 2021, the Company had the following subscriptions, pursuant to the Subscription Agreements, and contributions from its stockholders:

As of June 30, 2022
As of September 30, 2021
SubscriptionsContributionsSubscriptionsContributions
GDLC Stockholders$213,010,500 $89,838,808 $202,010,500 $36,371,130 

As of June 30, 2022 and September 30, 2021, the ratio of total contributed capital to total capital subscriptions was 42.2% and 18.0%, respectively, and the Company had uncalled capital commitments of $123,171,692 and $165,639,370, respectively.

The following table summarizes the shares of GDLC common stock issued for the nine months ended June 30, 2022:
DateShares IssuedNAV ($) per shareProceeds
Shares issued for the nine months ended June 30, 2022
Issuance of shares10/28/21673,368.33315.00 $10,100,525 
Issuance of shares01/28/22416,021.00015.00 6,240,315 
Issuance of shares03/24/22416,021.00015.00 6,240,315 
Issuance of shares04/15/22568,028.00015.00 8,520,420 
Issuance of shares05/27/22639,031.53315.00 9,585,473 
Issuance of shares06/27/22852,042.00015.00 12,780,630 
Shares issued for capital drawdowns3,564,511.866 $53,467,678 

Note 4.    Related Party Transactions

Investment Advisory Agreement: Under the Investment Advisory Agreement, the Investment Adviser manages the day-to-day operations of, and provides investment advisory services to, the Company. The Investment Adviser is a registered investment adviser with the SEC. The Investment Adviser receives fees for providing services, consisting of two components, a base management fee and an Incentive Fee (as defined below).

The base management fee is calculated at an annual rate equal to 1.00% of the fair value of the average adjusted gross assets of the Company at the end of the two most recently completed calendar quarters (including assets purchased with borrowed funds, securitization-related assets, unrealized depreciation or appreciation on derivative instruments and cash collateral on deposit with custodian, but adjusted to exclude cash and cash equivalents so that investors do not pay the base management fee for such assets) and is payable quarterly in arrears. Additionally, the Investment Adviser voluntarily excludes any assets funded with secured borrowing proceeds from the base management fee calculation. The base management fee is adjusted, based on the actual number of days elapsed relative to the total number of days in such calendar quarter, for any share issuances or repurchases during such calendar quarter. For purposes of the Investment Advisory Agreement, cash equivalents mean U.S. government securities and commercial paper instruments maturing within 270 days of purchase (which is different than the GAAP definition, which defines cash equivalents as U.S. government securities and commercial paper instruments maturing within 90 days of purchase). To the extent that the Investment Adviser or any of its affiliates provides investment advisory, collateral management or other similar services to a subsidiary of GDLC, the base management fee will be reduced by an amount equal to the product of (1) the total fees paid to the Investment Adviser by such subsidiary for such services and (2) the percentage of such subsidiary’s total equity, including membership interests
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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)
and any class of notes not exclusively held by one or more third parties, that is owned, directly or indirectly, by the Company. The Investment Adviser has agreed to certain waivers with respect to the base management fee for the periods following July 1, 2021, the initial closing date for the private placement of shares of the Company's common stock (the “Initial Closing”), and will irrevocably waive 100% of the base management fee payable pursuant to the Investment Advisory Agreement for the period from July 1, 2021 to June 30, 2022; 66.7% of the base management fee payable pursuant to the Investment Advisory Agreement for the period from July 1, 2022 to June 30, 2023; and 33.3% of the base management fee payable pursuant to the Investment Advisory Agreement for the period from July 1, 2023 to June 30, 2024.

For the three and nine months ended June 30, 2022, the base management fees incurred by the Company were $257,576 and $567,171, respectively, and the base management fees irrevocably waived by the Investment Adviser were $257,576 and $567,171, respectively.

The Incentive Fee consists of three parts: the income component (the “Income Incentive Fee”), the capital gains component (the “Capital Gain Incentive Fee”) and the subordinated liquidation incentive component (the “Subordinated Liquidation Incentive Fee” and, together with the Income Incentive Fee and the Capital Gain Incentive Fee, the “Incentive Fee”).

The Income Incentive Fee is calculated quarterly in arrears based on Pre-Incentive Fee Net Investment Income for the immediately preceding calendar quarter. “Pre-Incentive Fee Net Investment Income” means interest income, dividend income and any other income (including any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies but excluding fees for providing managerial assistance) accrued during the calendar quarter, minus operating expenses for the calendar quarter (including the base management fee, taxes, any expenses payable under the Investment Advisory Agreement and the Administration Agreement, any expenses of securitizations and any interest expense and dividends paid on any outstanding preferred stock, but excluding the Incentive Fee). Pre-Incentive Fee Net Investment Income includes, in the case of investments with a deferred interest feature such as market discount, debt instruments with PIK interest, preferred stock with PIK dividends and zero coupon securities, accrued income that the Company has not yet received in cash.

Pre-Incentive Fee Net Investment Income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation. Because of the structure of the Income Incentive Fee, it is possible that an Incentive Fee is calculated under this formula with respect to a period in which the Company has incurred a loss. For example, if the Company receives Pre-Incentive Fee Net Investment Income in excess of the hurdle rate (as defined below) for a calendar quarter, the Income Incentive Fee will result in a positive value, and an Income Incentive Fee will be paid even if the Company has incurred a loss in such period due to realized and/or unrealized capital losses unless the payment of such Income Incentive Fee would cause the Company to pay Income Incentive Fees and Capital Gain Incentive Fees on a cumulative basis that exceed the Incentive Fee Cap described below.

Pre-Incentive Fee Net Investment Income, expressed as a rate of return on the value of the Company’s net assets (defined as total assets less indebtedness and before taking into account any Incentive Fees payable during the period) at the end of the immediately preceding calendar quarter, is compared to a fixed ‘‘hurdle rate’’ of 1.5% quarterly. If market interest rates rise, it is possible that the Company will be able to invest funds in debt instruments that provide for a higher return, which would increase the Company’s Pre-Incentive Fee Net Investment Income and make it easier for the Investment Adviser to surpass the fixed hurdle rate and receive an Income Incentive Fee. Pre-Incentive Fee Net Investment Income used to calculate this part of the Incentive Fee is also included in the amount of the Company’s total assets (excluding cash and cash equivalents but including assets purchased with borrowed funds, securitization-related assets, unrealized depreciation or appreciation on derivative instruments and cash collateral on deposit with custodian) used to calculate the base management fee.

The Company calculates the Income Incentive Fee with respect to its Pre-Incentive Fee Net Investment Income quarterly, in arrears, as follows:

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Notes to Consolidated Financial Statements (unaudited)
zero in any calendar quarter in which the Pre-Incentive Fee Net Investment Income does not exceed the hurdle rate;
100% of Pre-Incentive Fee Net Investment Income with respect to that portion of such Pre-Incentive Fee Net Investment Income, if any, that exceeds the hurdle rate but is less than the percentage at which amounts payable to the Investment Adviser pursuant to the Income Incentive Fee equal 10.0% of the Pre-Incentive Fee Net Investment Income that exceeds the hurdle rate as if a hurdle rate did not apply. This portion of Pre-Incentive Fee Net Investment Income that exceeds the hurdle rate is referred to as the ‘‘catch-up’’ provision; and
10.0% of the amount of Pre-Incentive Fee Net Investment Income, if any, that exceeds the catch-up provision in any calendar quarter.

The sum of these calculations yields the Income Incentive Fee. This amount is appropriately adjusted for any share issuances or repurchases during the quarter.

For the three and nine months ended June 30, 2022, the Income Incentive Fee incurred was $131,227 and $325,850, respectively. For the three and nine months ended June 30, 2022, the Income Incentive Fee irrevocably waived by the Investment Adviser was $0 and $94,459, respectively. After taking into account the waivers by the Investment Adviser, the Income Incentive Fee incurred was $131,227 and $231,391 for the three and nine months ended June 30, 2022, respectively.

The second part of the Incentive Fee, the Capital Gain Incentive Fee, equals (a) 10.0% of the Company’s Capital Gain Incentive Fee Base (as defined below), if any, calculated in arrears as of the end of each calendar year (or, upon termination of the Investment Advisory Agreement, as of the termination date), commencing with the calendar year ended December 31, 2021, less (b) the aggregate amount of any previously paid Capital Gain Incentive Fees. The Company’s ‘‘Capital Gain Incentive Fee Base’’ equals (1) the sum of (A) realized capital gains, if any, on a cumulative positive basis, (B) all realized capital losses on a cumulative basis and (C) all unrealized capital depreciation on a cumulative basis, less (2) unamortized deferred debt issuance costs as of the date of calculation, if and to the extent such costs exceed all unrealized capital appreciation on a cumulative basis from the date of the Company's election to be regulated as a business development company.

The cumulative aggregate realized capital losses are calculated as the sum of the amounts by which (a) the net sales price of each investment in the Company’s portfolio when sold is less than (b) the accreted or amortized cost basis of such investment.
The cumulative aggregate realized capital gains are calculated as the sum of the differences, if positive, between (a) the net sales price of each investment in the Company’s portfolio when sold and (b) the accreted or amortized cost basis of such investment.
The aggregate unrealized capital depreciation is calculated as the sum of the differences, if negative, between (a) the valuation of each investment in the Company’s portfolio as of the applicable Capital Gain Incentive Fee calculation date and (b) the accreted or amortized cost basis of such investment.

The Capital Gain Incentive Fee is calculated on a cumulative basis from July 1, 2021 through the end of each calendar year or termination of the Investment Advisory Agreement. However in accordance with GAAP, the Company is required to include the aggregate unrealized capital appreciation on investments in the calculation and accrue a capital gain incentive fee on a quarterly basis, as if such unrealized capital appreciation were realized, even though such unrealized capital appreciation is not permitted to be considered in calculating the fee actually payable under the Investment Advisory Agreement. If the Capital Gain Incentive Fee Base, adjusted as required by GAAP to include unrealized capital appreciation, is positive at the end of a period, then GAAP requires the Company to accrue a capital gain incentive fee equal to 10.0% of such amount, less the aggregate amount of the actual Capital Gain Incentive Fees paid and capital gain incentive fees accrued under GAAP in all prior periods. If such amount is negative, then there is no accrual for such period. The resulting accrual under GAAP in a given period results in additional expense if such cumulative amount is greater than in the prior period or a reversal of previously recorded expense if such cumulative amount is less than in the prior period. There can be no assurance that such unrealized capital appreciation will be realized in the future.

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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)
For the three months ended June 30, 2022, the Company recorded a reversal of the accrual of capital gain incentive fee under GAAP of $41,596. For the nine months ended June 30, 2022, there was no accrual for capital gain incentive fee under GAAP.

There was no Capital Gain Incentive Fee as calculated under the Investment Advisory Agreement (as described above) payable as of both June 30, 2022 and September 30, 2021.

As of June 30, 2022, there was no accrual of capital gain incentive fee under GAAP included in management and incentive fees payable on the Consolidated Statement of Financial Condition. As of September 30, 2021, there was no accrual for the capital gain incentive fee under GAAP included in management and incentive fees payable on the Consolidated Statement of Financial Condition.

The third part of the Incentive Fee, the Subordinated Liquidation Incentive Fee, equals 10.0% of the net proceeds from a liquidation of the Company in excess of adjusted capital, as calculated immediately prior to liquidation. For purposes of this calculation, (a) ‘‘liquidation’’ includes the sale of all or substantially all of the Company's assets or the acquisition of all or substantially all of the shares of the Company’s common stock in a single or series of related transactions and (b) ‘‘adjusted capital’’ means the net asset value of the Company calculated immediately prior to liquidation in accordance with GAAP less unrealized capital appreciation that would have been subject to the Capital Gain Incentive Fee had capital gain been recognized on the transfer of such assets in the liquidation.

The Company has structured the calculation of the Incentive Fee to include a fee limitation such that the Income Incentive Fee and the Capital Gain Incentive Fee will not be paid at any time if, after such payment, the cumulative Income Incentive Fees and Capital Gain Incentive Fees paid to date would exceed an incentive fee cap (the ‘‘Incentive Fee Cap’’). The Incentive Fee Cap in any quarter is equal to the difference between (a) 10% of Cumulative Pre-Incentive Fee Net Income and (b) cumulative incentive fees of any kind paid to the Investment Adviser by the Company since June 30, 2021.

To the extent the Incentive Fee Cap is zero or a negative value in any quarter, no incentive fee would be payable in that quarter. ‘‘Cumulative Pre-Incentive Fee Net Income’’ is equal to the sum of (a) Pre-Incentive Fee Net Investment Income for each period since June 30, 2021 and (b) cumulative aggregate realized capital gains, cumulative aggregate realized capital losses, cumulative aggregate unrealized capital depreciation and cumulative aggregate unrealized capital appreciation since June 30, 2021.

Administration Agreement: Pursuant to the Administration Agreement, the Administrator furnishes the Company with office facilities and equipment and provides clerical, bookkeeping, and record-keeping services at such facilities and provides the Company with other administrative services as the Administrator, subject to review by the Board, determines necessary to conduct the Company's day-to-day operations. The Company reimburses the Administrator for the allocable portion (subject to the review and approval of the Board) of the Administrator’s overhead and other expenses incurred by it in performing its obligations under the Administration Agreement, including rent, the fees and expenses associated with performing compliance functions and the Company’s allocable portion of the cost of its chief financial officer and chief compliance officer and their respective staffs. The Board reviews such expenses to determine that these expenses, including any allocation of expenses among the Company and other entities for which the Administrator provides similar services, are reasonable and comparable to administrative services charged by unaffiliated third-party asset managers. In addition, under the Administration Agreement, the Administrator also provides, on the Company’s behalf, managerial assistance to those portfolio companies to which the Company is required to provide such assistance and will be paid an additional amount based on the cost of the services provided, which amount shall not exceed the amount the Company receives from such portfolio companies.


As of June 30, 2022, included in accounts payable and accrued expenses is $28,440 for accrued allocated shared services under the Administration Agreement. As of September 30, 2021, there were no amounts included in accounts payable and accrued expenses for accrued allocated shared services under the Administration Agreement,
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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)
as a result of the Operating Expenses Reimbursement Waiver as defined in the Other related party transactions section below.

Other related party transactions: The Investment Adviser elected to incur the organizational costs associated with the Company’s formation and professional fees through June 30, 2021 and incurred $185,272 of organization costs and professional fees on behalf of the Company since the Company’s formation in September 2020.

The Company agreed to reimburse the Investment Adviser for formation and costs associated with the initial closing of the Subscription Agreements incurred on its behalf up to an aggregate amount of $700,000. Any costs in excess of $700,000 will be borne by the Investment Adviser. As of June 30, 2022, the formation and initial closing costs paid by the Investment Adviser on behalf of the Company subject to reimbursement by the Company totaled $373,403.

The Administrator and Investment Adviser voluntarily agreed to irrevocably waive reimbursement from the Company for operating expenses, including but not limited to, audit fees, fees related to professional tax services, administrative fees payable under the Administration Agreement and trustee fees, for the three months ended December 31, 2021 (the “Operating Expenses Reimbursement Waiver”). During the three months ended December 31, 2021, the Administrator and Investment Adviser waived the reimbursement of $172,215 in operating expenses.

The Administrator pays for certain unaffiliated third-party expenses incurred by the Company. Such expenses include postage, printing, office supplies, rating agency fees and professional fees. These expenses are not marked-up and represent the same amount the Company would have paid had the Company paid the expenses directly. These expenses are subsequently reimbursed in cash. There were no expenses reimbursed to the Administrator for the three and nine months ended June 30, 2022. As of June 30, 2022 and September 30, 2021, accounts payable and accrued expenses included $323,764 and $211,571, respectively, for reimbursable expenses, net of the Operating Expenses Reimbursement Waiver, that were paid by the Administrator on behalf of the Company.

On June 30, 2021, GGP Holdings LP, an affiliate of the Investment Adviser, acquired 700.000 shares of common stock of the Company as part of the Company's conversion to a Maryland corporation, in respect of GGP Holdings LP's capital contribution to the Company prior to such date of $10,500. On July 1, 2021, GGP Holdings LP entered into a Subscription Agreement for $102,000,000. On April 1, 2022, GGP Holdings LP transferred its shares and capital commitments to its wholly-owned subsidiary, GGP Class B-P, LLC. As of June 30, 2022, GGP Class B-P, LLC has an aggregate commitment of $102,010,500. As of June 30, 2022, the Company has issued 2,958,920.533 shares of its common stock to GGP Class B-P, LLC in exchange for aggregate capital contributions totaling $44,383,808.

The Company is party to an unsecured revolving credit facility with the Investment Adviser (as amended, the “Adviser Revolver”) which, as of June 30, 2022, permits the Company to borrow a maximum of $70,000,000 and expires on July 1, 2024. Refer to Note 7. Borrowings for discussion of the Adviser Revolver.


Note 5.    Investments

Investments as of June 30, 2022 and September 30, 2021 consisted of the following:
As of June 30, 2022As of September 30, 2021
  PrincipalAmortized
Cost
Fair
Value
PrincipalAmortized
Cost
Fair
Value
Senior secured$6,995,176 $7,434,613 $6,896,063 $5,754,196 $5,642,935 $5,568,237 
One stop113,862,034 112,525,499 112,250,892 16,303,977 16,045,949 16,067,587 
Second lien1,089,924 1,202,257 1,079,024 1,222,575 1,198,283 1,182,051 
Subordinated debt166,634 163,659 163,301 — — — 
EquityN/A8,251,139 8,387,784 N/A172,259 172,257 
Total$122,113,768 $129,577,167 $128,777,064 $23,280,748 $23,059,426 $22,990,132 

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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)
The following tables show the portfolio composition by geographic region at amortized cost and fair value as a percentage of total investments in portfolio companies. The geographic composition is determined by the location of the corporate headquarters of the portfolio company, which may not be indicative of the primary source of the portfolio company’s business.
As of June 30, 2022As of September 30, 2021
Amortized Cost:    
United States  
Mid-Atlantic$24,602,881 19.0 %$646,413 2.8 %
Midwest15,312,802 11.8 3,394,404 14.7 
Northeast14,183,530 11.0 3,339,818 14.5 
Southeast25,114,837 19.4 534,171 2.3 
Southwest9,509,890 7.3 2,000,980 8.7 
West27,376,766 21.1 3,795,164 16.5 
Canada496,845 0.4 404,847 1.8 
United Kingdom8,650,784 6.7 6,096,705 26.4 
Netherlands3,518,865 2.7 2,846,924 12.3 
Australia32,090 0.0 *— — 
Luxembourg777,877 0.6 — — 
Total$129,577,167 100.0 %$23,059,426 100.0 %
Fair Value:      
United States  
Mid-Atlantic$24,857,730 19.3 %$647,553 2.8 %
Midwest15,289,506 11.9 3,393,916 14.8 
Northeast14,271,882 11.1 3,356,038 14.6 
Southeast25,151,224 19.5 534,046 2.3 
Southwest9,478,810 7.4 2,006,629 8.7 
West27,338,870 21.2 3,793,908 16.5 
Canada490,308 0.4 404,712 1.8 
United Kingdom7,871,680 6.1 6,006,425 26.1 
Netherlands3,217,360 2.5 2,846,905 12.4 
Australia32,090 0.0 *— — 
Luxembourg777,604 0.6 — — 
Total$128,777,064 100.0 %$22,990,132 100.0 %

* Represents an amount less than 0.1%

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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)
The industry compositions of the portfolio at amortized cost and fair value as of June 30, 2022 and September 30, 2021 were as follows:
As of June 30, 2022
As of September 30, 2021
Amortized Cost:  
Auto Components$990,455 0.8 %$274,456 1.2 %
Automobiles8,925,658 6.9 2,004,114 8.7 
Building Products5,274,658 4.1 — — 
Chemicals3,518,865 2.7 2,846,924 12.4 
Commercial Services and Supplies12,019,323 9.3 — — 
Containers and Packaging5,797,785 4.4 — — 
Distributors353,101 0.3 168,558 0.7 
Diversified Consumer Services6,441,027 5.0 550,281 2.4 
Diversified Financial Services1,396,984 1.1 458,449 2.0 
Food and Staples Retailing403,004 0.3 — — 
Food Products2,851,738 2.2 1,891,969 8.2 
Health Care Technology739,463 0.6 — — 
Healthcare Providers and Services8,591,406 6.6 4,803,950 20.8 
Hotels, Restaurants and Leisure266,080 0.2 43,835 0.2 
Industrial Conglomerates1,293,562 1.0 — — 
Insurance3,858,288 3.0 2,200,286 9.5 
IT Services4,231,956 3.3 595,220 2.6 
Life Sciences Tools & Services2,824,641 2.2 46,209 0.2 
Marine3,849,404 3.0 — — 
Paper and Forest Products906,390 0.7 — — 
Pharmaceuticals3,590,301 2.7 1,521,500 6.6 
Professional Services5,525,806 4.2 365,613 1.6 
Software43,348,818 33.5 5,258,707 22.8 
Specialty Retail2,509,005 1.9 — — 
Textiles, Apparel and Luxury Goods34,303 0.0 *— — 
Water Utilities 35,146 0.0 *29,355 0.1 
Total$129,577,167 100.0 %$23,059,426 100.0 %

* Represents an amount less than 0.1%

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TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)
As of June 30, 2022As of September 30, 2021
Fair Value:    
Auto Components$999,119 0.8 %$274,364 1.2 %
Automobiles8,900,387 6.9 2,003,334 8.7 
Building Products5,344,912 4.2 — — 
Chemicals3,217,360 2.5 2,846,905 12.4 
Commercial Services and Supplies12,001,068 9.3 — — 
Containers and Packaging5,813,921 4.5 — — 
Distributors350,044 0.3 168,463 0.7 
Diversified Consumer Services6,463,062 5.0 549,825 2.4 
Diversified Financial Services1,386,259 1.1 465,004 2.0 
Food and Staples Retailing407,643 0.3 — — 
Food Products2,799,177 2.2 1,893,553 8.3 
Health Care Technology735,294 0.6 — — 
Healthcare Providers and Services8,067,375 6.3 4,741,680 20.6 
Hotels, Restaurants and Leisure276,403 0.2 45,291 0.2 
Industrial Conglomerates1,311,741 1.0 — — 
Insurance3,883,699 3.0 2,197,937 9.6 
IT Services4,236,548 3.3 594,985 2.6 
Life Sciences Tools & Services2,792,366 2.2 46,142 0.2 
Marine3,848,100 3.0 — — 
Paper and Forest Products914,472 0.7 — — 
Pharmaceuticals3,497,434 2.7 1,493,319 6.5 
Professional Services5,546,513 4.2 365,583 1.6 
Software43,348,764 33.7 5,274,419 22.9 
Specialty Retail2,567,440 2.0 — — 
Textiles, Apparel and Luxury Goods34,278 0.0 *— — 
Water Utilities 33,685 0.0 *29,328 0.1 
Total$128,777,064 100.0 %$22,990,132 100.0 %
* Represents an amount less than 0.1%



Note 6.    Fair Value Measurements

The Company follows ASC Topic 820 for measuring fair value. Fair value is the price that would be received in the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Where available, fair value is based on observable market prices or parameters, or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models are applied. These valuation models involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the assets or liabilities or market and the assets’ or liabilities’ complexity. The Company’s fair value analysis includes an analysis of the value of any unfunded loan commitments. Assets and liabilities are categorized for disclosure purposes based upon the level of judgment associated with the inputs used to measure their value. The valuation hierarchical levels are based upon the transparency of the inputs to the valuation of the asset or liability as of the measurement date. The three levels are defined as follows: 
Level 1:     Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.
Level 2:     Inputs include quoted prices for similar assets or liabilities in active markets and inputs that are observable for the assets or liabilities, either directly or indirectly, for substantially the full term of the assets or liabilities.
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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)

Level 3:     Inputs include significant unobservable inputs for the assets or liabilities and include situations where there is little, if any, market activity for the assets or liabilities. The inputs into the determination of fair value are based upon the best information available and require significant management judgment or estimation.
In certain cases, the inputs used to measure fair value fall into different levels of the fair value hierarchy. In such cases, an asset’s or a liability’s categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. The Company assesses the levels of assets and liabilities at each measurement date, and transfers between levels are recognized on the actual date of the event or change in circumstances that caused the transfers. There were no transfers among Level 1, 2 and 3 of the fair value hierarchy for assets and liabilities for the three and nine months ended June 30, 2022. The following section describes the valuation techniques used by the Company to measure different assets and liabilities at fair value and includes the level within the fair value hierarchy in which the assets and liabilities are categorized.

Investments

Level 1 investments are valued using quoted market prices. Level 2 investments are valued using market consensus prices that are corroborated by observable market data and quoted market prices for similar assets and liabilities. Level 3 investments are valued at fair value as determined in good faith by the Board, based on input of management, the audit committee and independent valuation firms that have been engaged at the direction of the Board to assist in the valuation of each portfolio investment without a readily available market quotation at least once during a trailing twelve-month period under a valuation policy and a consistently applied valuation process. This valuation process is conducted at the end of each fiscal quarter, with approximately 25% (based on the number of portfolio companies) of the Company’s valuations of debt and equity investments without readily available market quotations subject to review by an independent valuation firm and each portfolio company subject to review at least once during a trailing twelve-month period. Investments originated during the three months ended September 30, 2021 were not subject to review by an independent valuation firm prior to October 1, 2021. As of June 30, 2022, all investments were valued using Level 3 inputs of the fair value hierarchy, with the exception of money market funds included in cash and cash equivalents (Level 1 investments). As of September 30, 2021, all investments were valued using Level 3 inputs of the fair value hierarchy.

When determining fair value of Level 3 debt and equity investments, the Company takes into account the following factors, where relevant: the enterprise value of a portfolio company, the nature and realizable value of any collateral, the portfolio company’s ability to make payments and its earnings and discounted cash flows, the markets in which the portfolio company does business, comparisons to publicly traded securities, and changes in the interest rate environment and the credit markets generally that affect the price at which similar investments are made and other relevant factors. The primary method for determining enterprise value uses a multiple analysis whereby appropriate multiples are applied to the portfolio company’s net income before net interest expense, income tax expense, depreciation and amortization (“EBITDA”). A portfolio company’s EBITDA can include pro-forma adjustments for items such as acquisitions, divestitures, or expense reductions. The enterprise value analysis is performed to determine the value of equity investments and to determine if debt investments are credit impaired. If debt investments are credit impaired, the Company will use the enterprise value analysis or a liquidation basis analysis to determine fair value. For debt investments that are not determined to be credit impaired, the Company uses a market interest rate yield analysis to determine fair value.

In addition, for certain debt investments, the Company bases its valuation on indicative bid and ask prices provided by an independent third-party pricing service. Bid prices reflect the highest price that the Company and others may be willing to pay. Ask prices represent the lowest price that the Company and others may be willing to accept. The Company generally uses the midpoint of the bid/ask range as its best estimate of fair value of such investment.

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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)
Due to the inherent uncertainty of determining the fair value of Level 3 investments that do not have a readily available market value, the fair value of the investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that are
ultimately received or settled. Further, such investments are generally subject to legal and other restrictions or otherwise are less liquid than publicly traded instruments. If the Company were required to liquidate a portfolio investment in a forced or liquidation sale, the Company could realize significantly less than the value at which such investment had previously been recorded.

The Company’s investments are subject to market risk. Market risk is the potential for changes in the value due to market changes. Market risk is directly impacted by the volatility and liquidity in the markets in which the investments are traded.

The following tables present fair value measurements of the Company’s investments and indicate the fair value hierarchy of the valuation techniques utilized by the Company to determine such fair value as of June 30, 2022 and September 30, 2021:

As of June 30, 2022Fair Value Measurements Using
DescriptionLevel 1Level 2Level 3Total
Assets, at fair value:        
Debt investments(1)
$— $— $120,389,280 $120,389,280 
Equity investments(1)
— — 8,387,784 8,387,784 
Money market funds(1)(2)
1,015,234 — — 1,015,234 
Total assets, at fair value:$1,015,234 $— $128,777,064 $129,792,298 
As of September 30, 2021Fair Value Measurements Using
DescriptionLevel 1Level 2Level 3Total
Assets, at fair value:
Debt investments(1)
$— $— $22,817,875 $22,817,875 
Equity investments(1)
— — 172,257 172,257 
Total assets, at fair value:$— $— $22,990,132 $22,990,132 

(1)Refer to the Consolidated Schedule of Investments for further details.
(2)Included in cash and cash equivalents on the Consolidated Statements of Financial Condition.
The net change in unrealized appreciation (depreciation) for the three and nine months ended June 30, 2022, reported within the net change in unrealized appreciation (depreciation) on investments and foreign currency translation in the Company’s Consolidated Statements of Operations attributable to the Company's Level 3 assets held as of June 30, 2022 was ($1,708,748) and ($730,808), respectively.
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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)

The following table presents the changes in investments measured at fair value using Level 3 inputs for the nine months ended June 30, 2022:
Nine months ended June 30, 2022
  Debt
Investments
Equity
Investments
Total
Investments
Fair value, beginning of period$22,817,875 $172,257 $22,990,132 
Net change in unrealized appreciation (depreciation) on investments (867,456)136,648 (730,808)
Funding of (proceeds from) revolving loans, net564,701 — 564,701 
Fundings of investments100,354,615 8,078,879 108,433,494 
PIK interest257,343 — 257,343 
Proceeds from principal payments of portfolio investments(2,927,315)— (2,927,315)
Accretion of discounts and amortization of premiums189,517 — 189,517 
Fair value, end of period$120,389,280 $8,387,784 $128,777,064 

The following tables present quantitative information about the significant unobservable inputs of the Company’s Level 3 investments as of June 30, 2022 and September 30, 2021:

Quantitative information about Level 3 Fair Value Measurements
Fair Value as of
June 30, 2022
Valuation TechniquesUnobservable Input
Range (Weighted Average)(1)
Assets, at fair value:        
Senior secured loans$6,889,633 Market rate approachMarket interest rate4.5% - 11.0% (7.0%)
Market comparable companiesEBITDA multiples6.0x - 25.5x (18.6x)
6,430 Market comparable companiesBroker/ Dealer bids or quotesN/A
One stop loans(2)
$112,156,198 Market rate approachMarket interest rate5.0% - 23.5% (8.3%)
Market comparable companiesEBITDA multiples6.9x-36.8x (17.7x)
Market comparable companiesRevenue multiples5.5x - 25.0x (13.5x)
94,694 Market comparable companiesBroker/ Dealer bids or quotesN/A
Subordinated debt and second lien loans$1,242,325 Market rate approachMarket interest rate10.0% - 11.8% (10.2%)
Market comparable companiesEBITDA multiples23.0x - 24.0x (23.1x)
Equity(3)
$8,387,784 Market comparable companiesEBITDA multiples9.0x - 24.0x (16.2x)
Revenue multiples9.5x - 25.0x (18.7x)

(1)Unobservable inputs were weighted by the relative fair value of the instruments.

(2)The Company valued $87,889,663 and $24,266,535 of one stop loans using EBITDA and revenue multiples, respectively. All one stop loans were also valued using the market rate approach.

(3)The Company valued $5,496,964 and $2,890,820 of equity investments using EBITDA and revenue multiples, respectively.

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TABLE OF CONTENTS
Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)
Quantitative information about Level 3 Fair Value Measurements
Fair Value as of September 30, 2021
Valuation TechniquesUnobservable Input
Range (Weighted Average)(1)
Assets, at fair value:        
Senior secured loans$5,568,237 Market rate approachMarket interest rate2.5% - 7.3% (5.1%)
Market comparable companiesEBITDA multiples10.6x - 24.2x (22.1x)
One stop loans(2)
$16,067,587 Market rate approachMarket interest rate5.8% - 15.5% (7.6%)
Market comparable companiesEBITDA multiples9.7x - 24.0x (15.1x)
Market comparable companiesRevenue multiples5.3x - 14.3x (10.7x)
Second lien loans$1,182,051 Market rate approachMarket interest rate9.3%
Market comparable companiesEBITDA multiples23.6x
Equity(3)
$172,257 Market comparable companiesEBITDA multiples13.4x - 20.3x (17.6x)
Revenue multiples5.3x - 14.0x (12.9x)

(1)Unobservable inputs were weighted by the relative fair value of the instruments.

(2)The Company valued $14,471,624 and $1,595,963 of one stop loans using EBITDA and revenue multiples, respectively. All one stop loans were also valued using the market rate approach.

(3)The Company valued $85,300 and $86,957 of equity investments using EBITDA and revenue multiples, respectively.

The above tables are not intended to be all-inclusive but rather to provide information on significant unobservable inputs and valuation techniques used by the Company.
The significant unobservable inputs used in the fair value measurement of the Company’s debt and equity investments are EBITDA multiples, revenue multiples and market interest rates. The Company uses EBITDA multiples and, to a lesser extent, revenue multiples on its debt and equity investments to determine any credit gains or losses. Increases or decreases in either of these inputs in isolation would have resulted in a significantly lower or higher fair value measurement. The Company uses market interest rates for loans to determine if the effective yield on a loan is commensurate with the market yields for that type of loan. If a loan’s effective yield was significantly less than the market yield for a similar loan with a similar credit profile, then the resulting fair value of the loan may have been lower.

Other Financial Assets and Liabilities

ASC Topic 820 requires disclosure of the fair value of financial instruments for which it is practical to estimate such value. As a result, with the exception of the line item titled “debt” which is reported at cost, all assets and liabilities approximate fair value on the Consolidated Statements of Financial Condition due to their short maturity. Fair value of the Company’s debt is estimated using Level 3 inputs by discounting remaining payments using applicable implied market rates.

The following are the carrying values and fair values of the Company’s debt as of June 30, 2022 and September 30, 2021:
As of June 30, 2022As of September 30, 2021
  Carrying ValueFair ValueCarrying ValueFair Value
Debt$45,834,903 $45,834,903 $16,350,000 $16,350,000 

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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)
Note 7.    Borrowings

In accordance with the 1940 Act, with certain limited exceptions, the Company is currently allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 200% after such borrowing. The Company has not sought or obtained any approval necessary to be subject to the reduced asset coverage requirements available to BDCs pursuant to Section 61(a)(2) of the 1940 Act, which permits a BDC to have asset coverage of 150%, or a ratio of total consolidated assets to outstanding indebtedness of 2:1 as compared to a maximum of 1:1 under the 200% asset coverage requirement under the 1940 Act. As of June 30, 2022, the Company’s asset coverage for borrowed amounts was 293.8%.

PNC Facility: On March 21, 2022, the Company and GDLC Funding entered into a revolving credit and security agreement (the “PNC Facility”) with PNC Bank, National Association (“PNC Bank”), as administrative agent, collateral agent and a lender and PNC Capital Markets LLC, as structuring agent. Under the PNC Facility, the lender has agreed to extend credit to the Company in an aggregate amount of up to $34,000,000, subject to leverage and borrowing base restrictions, with a stated maturity date of March 21, 2025.

Borrowings under the PNC Facility bear interest, at the Company’s election and depending on the currency of the borrowing, of either Term SOFR, Daily Simple SOFR, CDOR, SONIA, or the Euro Short-Term Rate (“€STR”) plus a margin ranging from 1.75% to 2.15%, depending on the degree of uncalled capital commitments coverage of the PNC Facility’s borrowing base versus the assets of the Company. The Company will pay to PNC Bank, an unused commitment fee, payable quarterly, equal to 0.20% to 0.30% per annum of the average unused portion of available borrowings under the PNC Facility. The PNC Facility is secured by assets held by GDLC Funding and by the unfunded commitments of investors in the Company. As of June 30, 2022, the Company had outstanding debt of $34,000,000 under the PNC Facility.

For the three and nine months ended June 30, 2022, the stated interest expense, annualized average stated interest rates and average outstanding balances for the PNC Facility were as follows:

Three months endedNine months ended
June 30, 2022June 30, 2022
Stated interest expense$180,955 $182,170 
Facility fees3,317 6,225 
Amortization of debt issuance costs33,235 37,030 
Total interest expense$217,507 $225,425 
Annualized average stated interest rate2.6 %2.6 %
Average outstanding balance$27,439,561 $9,221,612 

Adviser Revolver: On July 1, 2021, the Company entered into the Adviser Revolver with the Investment Adviser, with a maximum credit limit of $40,000,000 and expiration date of July 1, 2024. On November 15, 2021, the Company and the Investment Adviser amended the Adviser Revolver to, among other things, increase the borrowing capacity under the Adviser Revolver to $70,000,000 and permit the Company to borrow under the Adviser Revolver in certain foreign currencies.

The Adviser Revolver bears interest at a rate equal to the short-term Applicable Federal Rate (“AFR”). As of June 30, 2022, the short-term AFR in effect on the Adviser Revolver based on the last interest rate reset was 1.3%. As of June 30, 2022 and September 30, 2021, the Company had outstanding debt of $11,834,903 and $16,350,000, respectively, under the Adviser Revolver.

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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)
For the three and nine months ended June 30, 2022, the stated interest expense, cash paid for interest expense, annualized average stated interest rates and average outstanding balances for the Adviser Revolver were as follows:
Three months endedNine months ended
June 30, 2022June 30, 2022
Stated interest expense$30,419 $66,141 
Cash paid for interest expense24,907 34,526 
Annualized average stated interest rate1.2 %0.5 %
Average outstanding balance$10,396,547 $18,151,924 

For the three and nine months ended June 30, 2022, the average total debt outstanding was $37,836,108 and $27,373,536, respectively.

For the three and nine months ended June 30, 2022, the effective annualized average interest rate, which includes amortization of debt financing costs and non-usage facility fees, on the Company's total debt was 2.6% and 1.4%, respectively.

A summary of the Company’s maturity requirements for borrowings as of June 30, 2022 is as follows:
Payments Due by Period
  TotalLess Than
1 Year
1 – 3 Years3 – 5 YearsMore Than
5 Years
Adviser Revolver$11,834,903 $— $11,834,903 $— $— 
PNC Facility34,000,000 34,000,000 
Total borrowings$45,834,903 $— $45,834,903 $— $— 

Note 8. Commitments and Contingencies

Commitments: As of June 30, 2022, the Company had outstanding commitments to fund investments totaling $39,550,197, including $8,404,646 of commitments on undrawn revolvers. As of September 30, 2021, the Company had outstanding commitments to fund investments totaling $6,196,567, including $2,015,644 on undrawn revolvers.

Indemnifications: In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties that provide general indemnifications. The Company’s maximum exposure under these arrangements is unknown, as these involve future claims against the Company that have not occurred. The Company expects the risk of any future obligations under these indemnifications to be remote.

Off-balance sheet risk: Off-balance sheet risk refers to an unrecorded potential liability that may result in a future obligation or loss, even though it does not appear on the Consolidated Statements of Financial Condition. The Company may enter into derivative instruments that contain elements of off-balance sheet market and credit risk. As of June 30, 2022 and September 30, 2021, there were no commitments outstanding for derivative contracts. Derivative instruments can be affected by market conditions, such as foreign currency volatility, which could impact the fair value of the derivative instruments. If market conditions move against the Company, it may not achieve the anticipated benefits of any derivative instruments and may realize a loss. The Company minimizes market risk through monitoring its investments and borrowings.

Concentration of credit and counterparty risk: Credit risk arises primarily from the potential inability of counterparties to perform in accordance with the terms of the contract. The Company in the future may engage in derivative transactions with counterparties. In the event that the counterparties do not fulfill their obligations, the Company may be exposed to risk. The risk of default depends on the creditworthiness of the counterparties or issuers of the instruments. The Company’s maximum loss that it could incur related to counterparty risk on derivative instruments is the value of the collateral for that respective derivative instrument. It is the Company’s policy to review, as necessary, the credit standing of each counterparty.

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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)
Legal proceedings: In the normal course of business, the Company is subject to legal and regulatory proceedings that are generally incidental to its ongoing operations. While there can be no assurance of the ultimate disposition of any such proceedings, the Company does not believe any disposition will have a material adverse effect on the Company’s consolidated financial statements.

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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)
Note 9. Financial Highlights

The financial highlights for the Company are as follows:
Per share data:(1)
Nine months ended
June 30, 2022
Net asset value at beginning of period$14.97 
Distributions declared:(2)
From net investment income(1.09)
Net investment income0.82 
Net realized gain (loss) on foreign currency transactions(0.01)
Net change in unrealized appreciation (depreciation) on investment transactions(3)
0.21 
Net asset value at end of period$14.90 
Total return based on net asset value per share(4)
6.92 %
Number of common shares outstanding5,989,253.866 
Listed below are supplemental data and ratios to the financial highlights:Nine months ended
June 30, 2022
Ratio of net investment income to average net assets*
7.37 %
Ratio of total expenses to average net assets*
4.14 %
Ratio of management fee waiver to average net assets*
(1.38)%
Ratio of incentive fee waiver to average net assets(0.17)%
Ratio of operating expense waiver to average net assets(0.31)%
Ratio of net expenses to average net assets*
2.28 %
Ratio of incentive fees to average net assets0.59 %
Ratio of total expenses (without incentive fees) to average net assets*
3.55 %
Total return based on average net asset value(5)*
7.59 %
Net assets at end of period$89,233,544 
Average debt outstanding$27,373,536 
Average debt outstanding per share$4.57 
Portfolio Turnover *5.19 %
Asset coverage ratio(6)
293.79 %
Asset coverage ratio per unit(7)
$2,938 
Average market value per unit (8):
Adviser RevolverN/A
PNC FacilityN/A
* Annualized for a period less than one year.
(1)Based on actual number of shares outstanding at the end of the corresponding period or the weighted average shares outstanding for the period, unless otherwise noted, as appropriate.
(2)The per share data for distributions reflect the amount of distributions paid or payable with a record date during the applicable period.
(3)Includes the impact of different share amounts as a result of calculating certain per share data based on weighted average shares outstanding during the period and certain per share data based on the shares outstanding at the end of the period and as of the dividend record date.
(4)Total return based on net asset value per share assumes distributions are reinvested in accordance with the DRIP. Total return does not include sales load.
(5)Total return based on average net asset value is calculated as (a) the net increase (decrease) in net assets resulting from operations divided by (b) the daily average of total net assets. Total return does not include sales load.
(6)In accordance with the 1940 Act, with certain limited exceptions, the Company is currently allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 200% after such borrowing.
(7)Asset coverage ratio per unit is the ratio of the carrying value of our total consolidated assets, less all liabilities and indebtedness not represented by senior securities, to the aggregate amount of senior securities representing indebtedness. Asset coverage ratio per unit is expressed in terms of dollar amounts per $1,000 of indebtedness.
(8)Not applicable as both the Adviser Revolver and PNC Facility are not registered for public trading.
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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)

Note 10. Earnings Per Share

The following information sets forth the computation of the net increase in net assets per share resulting from operations for the three and nine months ended June 30, 2022:
  Three months endedNine months ended
June 30, 2022June 30, 2022
Earnings available to stockholders$159,540 $3,118,592 
Basic and diluted weighted average shares outstanding4,694,025 3,671,681 
Basic and diluted earnings per share$0.03 $0.85 

Note 11. Dividends and Distributions

The Company’s dividends and distributions are recorded on the record date. The following table summarizes the Company’s dividend declarations and distributions with a record date during the nine months ended June 30, 2022:

Date DeclaredRecord DatePayment DateShares OutstandingAmount Per ShareTotal Dividends Declared
For the nine months ended June 30, 2022
10/05/202110/05/202111/22/20212,424,742.000 $— 
(1)
$— 
10/05/202110/18/202111/22/20212,424,742.000 0.1530 371,044 
11/19/202111/29/202112/27/20213,098,110.333 0.0898 278,168 
11/19/202112/20/202102/28/20223,098,110.333 0.1939 600,698 
11/19/202101/20/202203/23/20223,098,110.333 0.1656 513,049 
02/04/202202/25/202205/23/20223,514,131.333 0.1461 513,385 
02/04/202203/21/202205/23/20223,514,131.333 0.1706 599,438 
02/04/2022Total dividends declared for 04/29/202207/25/2022Total dividends declared for 4,498,180.333 0.0764 343,580 
05/06/202205/20/202207/25/20224,498,180.333 0.0936 421,224 
05/06/202206/24/202209/14/20225,137,211.866 — 
(2)
— 
Total dividends declared for the nine months ended June 30, 2022$3,640,586 
(1)On October 5, 2021, the Company’s board of directors declared a distribution in an amount equal to the net increase in net assets resulting from operations earned by the Company (if positive) as determined in accordance with GAAP for the period September 1, 2021 through September 30, 2021, per share payable on November 22, 2021, to stockholders of record on October 5, 2021. Due to a net decrease in net assets resulting from operations for the period September 1, 2021, through September 30, 2021, the distribution declared for the September 2021 earnings period was zero.
(2)On May 5, 2022, the Company’s board of directors declared a distribution in an amount equal to the net increase in net assets resulting from operations earned by the Company (if positive) as determined in accordance with GAAP for the period June 1, 2022 through June 30, 2022, per share payable on September 14, 2022, to stockholders of record on June 24, 2022. Due to a net decrease in net assets resulting from operations for the period June 1, 2022, through June 30, 2022, the distribution declared for the June 2022 earnings period was zero.


Note 12. Subsequent Events

In preparing these financial statements, the Company has evaluated events and transactions for potential recognition or disclosure through the date of issuance. There are no subsequent events to disclose except for the following:

On July 1, 2022, the Company entered into subscription agreements with additional stockholders totaling $126,540,000 which included a $115,000,000 commitment from GDLC Feeder Fund, L.P., a Delaware limited partnership, whose general partner is controlled by the Investment Adviser.

On July 25, 2022, the Company issued 147.138 shares of common stock through the DRIP.

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Golub Capital Direct Lending Corporation and Subsidiaries
Notes to Consolidated Financial Statements (unaudited)
On August 5, 2022, the Company issued a capital call to stockholders that was due on August 15, 2022. The estimated shares and proceeds are summarized in the table below:
DateShares IssuedNAV ($) per shareProceeds
Issuance of Shares8/15/20222,051,121.863 $14.90 $30,559,545 

On May 6, 2022 and August 5, 2022, the Company’s board of directors declared distributions to holders of record as set forth in the table below:
Record DatePayment DateAmount Per Share
July 19, 2022September 14, 2022Net increase in net assets resulting from operations earned by the Company (if positive) as determined in accordance with GAAP for the period July 1, 2022 through July 31, 2022 per share
September 20, 2022November 22, 2022In an amount (if positive) such that the net asset value of the Company as of September 30, 2022 on a pro forma basis after giving effect to the net increase in net assets resulting from operations earned by the Company (if positive) as determined in accordance with GAAP for the period August 1, 2022 through September 30, 2022 and the payment of this distribution is $15.00 per share
October 18, 2022December 28, 2022In an amount (if positive) such that the net asset value of the Company as of October 31, 2022 on a pro forma basis after giving effect to the net increase in net assets resulting from operations earned by the Company (if positive) as determined in accordance with GAAP for the period October 1, 2022 through October 31, 2022 and the payment of this distribution is $15.00 per share
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The information contained in this section should be read in conjunction with our interim and unaudited consolidated financial statements and related notes thereto appearing elsewhere in this Quarterly Report on Form 10-Q. In this report, “we,” “us,” “our” and “GDLC” refer to Golub Capital Direct Lending Corporation and its consolidated subsidiaries.

Forward-Looking Statements

Some of the statements in this Quarterly Report on Form 10-Q constitute forward-looking statements, which relate to future events or our future performance or financial condition. The forward-looking statements contained in this Quarterly Report on Form 10-Q involve risks and uncertainties, including statements as to:

our future operating results;
our business prospects and the prospects of our portfolio companies, including our and their ability to achieve our respective objectives as a result of the novel coronavirus, or COVID-19, pandemic;
the effect of investments that we expect to make and the competition for those investments;
our contractual arrangements and relationships with third parties;
actual and potential conflicts of interest with GC Advisors LLC, or GC Advisors, and other affiliates of Golub Capital LLC, or collectively, Golub Capital;
the dependence of our future success on the general economy and its effect on the industries in which we invest;
the ability of our portfolio companies to achieve their objectives;
the use of borrowed money to finance a portion of our investments;
the adequacy of our financing sources and working capital;
the timing of cash flows, if any, from the operations of our portfolio companies;
general economic and political trends and other external factors, including the COVID-19 pandemic;
changes in political, economic or industry conditions, the interest rate environment or conditions affecting the financial and capital markets that could result in changes to the value of our assets;
elevating levels of inflation, and its impact on us, on our portfolio companies and on the industries in which we invest;
the ability of GC Advisors to locate suitable investments for us and to monitor and administer our investments;
the ability of GC Advisors or its affiliates to attract and retain highly talented professionals;
the ability of GC Advisors to continue to effectively manage our business due to the disruptions caused by the COVID-19 pandemic;
turmoil in Ukraine and Russia, including sanctions related to such turmoil, and the potential for volatility in energy prices and other supply chain issues and any impact on the industries in which we invest;
our ability to qualify and maintain our qualification as a regulated investment company, or RIC, and as a business development company;
general price and volume fluctuations in the stock markets;
the impact on our business of the Dodd-Frank Wall Street Reform and Consumer Protection Act, or Dodd-Frank, and the rules and regulations issued thereunder and any actions toward repeal thereof; and
the effect of changes to tax legislation and our tax position.

Such forward-looking statements may include statements preceded by, followed by or that otherwise include the words “may,” “might,” “will,” “intend,” “should,” “could,” “can,” “would,” “expect,” “believe,” “estimate,” “anticipate,” “predict,” “potential,” “plan” or similar words. The forward-looking statements contained in this Quarterly Report on Form 10-Q involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth as “Risk
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Factors” in this quarterly report on Form 10-Q, in our Annual Report on Form 10-K for the period ended September 30, 2021 and in our quarterly report on Form 10-Q for the quarter ended March 31, 2022..

We have based the forward-looking statements included in this report on information available to us on the date of this report. Actual results could differ materially from those anticipated in our forward-looking statements and future results could differ materially from historical performance. You are advised to consult any additional disclosures that we make directly to you or through reports that we have filed or in the future file with the Securities and Exchange Commission, or the SEC, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and current reports on Form 8-K. This Quarterly Report on Form 10-Q contains statistics and other data that have been obtained from or compiled from information made available by third-party service providers. We have not independently verified such statistics or data.

Overview

We are an externally managed, closed-end, non-diversified management investment company that has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended, or the 1940 Act. In addition, for U.S. federal income tax purposes, we have elected to be treated as a RIC under Subchapter M of the Internal Revenue Code of 1986, as amended, or the Code. As a business development company, we are also subject to certain constraints, including limitations imposed by the 1940 Act and after our election to be treated as a RIC, limitations imposed by the Code. We were formed in September 2020 as a Delaware limited liability company and converted to a Maryland corporation effective July 1, 2021.

Our investment objective is to generate current income and capital appreciation by investing primarily in one stop (a loan that combines characteristics of traditional first lien senior secured loans and second lien or subordinated loans and that are often referred to by other middle-market lenders as unitranche loans) and other senior secured loans of U.S. middle-market companies. We also selectively invest in second lien and subordinated loans of, and warrants and minority equity securities in, middle-market companies. We intend to achieve our investment objective by (1) accessing the established loan origination channels developed by Golub Capital, a leading lender to U.S. middle-market companies with over $50.0 billion in capital under management as of April 1, 2022, (2) selecting investments within our core middle-market company focus, (3) partnering with experienced private equity firms, or sponsors, in many cases with whom Golub Capital has invested alongside in the past, (4) implementing the disciplined underwriting standards of Golub Capital and (5) drawing upon the aggregate experience and resources of Golub Capital.

Our investment activities are managed by GC Advisors and supervised by our board of directors of which a majority of the members are independent of us, GC Advisors and its affiliates.

Under an investment advisory agreement, or the Investment Advisory Agreement, dated as of July 1, 2021, we have agreed to pay GC Advisors an annual base management fee based on our average adjusted gross assets as well as an incentive fee based on our investment performance. Under an administration agreement, or the Administration Agreement, we are provided with certain administrative services by an administrator, or the Administrator, which is currently Golub Capital LLC. Under the Administration Agreement, we have agreed to reimburse the Administrator for our allocable portion (subject to the review and approval of our independent directors) of overhead and other expenses incurred by the Administrator in performing its obligations under the Administration Agreement.

We seek to create a portfolio that includes primarily one stop and other senior secured loans by primarily investing approximately $5.0 million to $30.0 million of capital, on average, in the securities of U.S. middle-market companies. We also selectively invest more than $30.0 million in some of our portfolio companies and generally expect that the size of our individual investments will vary proportionately with the size of our capital base.

We generally invest in securities that have been rated below investment grade by independent rating agencies or that would be rated below investment grade if they were rated. These securities, which are often referred to as “junk,” have predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal. In addition, many of our debt investments have floating interest rates that reset on a periodic basis and typically do not fully pay down principal prior to maturity, which may increase our risk of losing part or all of our investment.
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As of June 30, 2022 and September 30, 2021, our portfolio at fair value was comprised of the following:
As of June 30, 2022
As of September 30, 2021
Investment TypeInvestments at
 Fair Value
Percentage of
Total
Investments
Investments at
 Fair Value
Percentage of
Total
Investments
Senior secured$6,896,063 5.4 %$5,568,237 24.2 %
One stop112,250,892 87.2 16,067,587 70.0 
Second lien1,079,024 0.8 1,182,051 5.1 
Subordinated debt163,301 0.1 — — 
Equity8,387,784 6.5 172,257 0.7 
Total$128,777,064 100.0 %$22,990,132 100.0 %

One stop loans include loans to technology companies undergoing strong growth due to new services, increased adoption and/or entry into new markets. We refer to loans to these companies as late stage lending loans or recurring revenue loans. Other targeted characteristics of late stage lending businesses include strong customer revenue retention rates, a diversified customer base and backing from growth equity or venture capital firms. In some cases, the borrower’s high revenue growth is supported by a high level of discretionary spending. As part of the underwriting of such loans and consistent with industry practice, we adjust our characterization of the earnings of such borrowers for a reduction or elimination of such discretionary expenses, if appropriate. As of June 30, 2022 and September 30, 2021, one stop loans included $24.3 million and $1.6 million of late stage lending loans at fair value, respectively.

Equity investments include investments in preferred equity of portfolio companies structured to have all or a majority of their expected return from contractual rates of payment on the original investment. We refer to these investments as yield oriented preferred equity investments. As of June 30, 2022, we had yield oriented preferred equity investments with a total cost basis of $5.9 million with a weighted average contractual rate of approximately 11%, or the Yield Oriented Preferred Return. The Yield Oriented Preferred Return is included in net change in unrealized appreciation (depreciation) on investments in the Consolidated Statement of Operations.

As of June 30, 2022 and September 30, 2021, we had debt and equity investments in 102 and 29 portfolio companies, respectively.

The following table shows the weighted average income yield and weighted average investment income yield of our earning portfolio company investments, which represented 100% of our debt investments, as well as the total return based on our average net asset value, total return based on the change in the net asset value of our stock assuming distributions were reinvested in accordance with our dividend reinvestment plan, or DRIP, in each case, and our net investment income - return on equity for the three and nine months ended June 30, 2022:
Three months endedNine months ended
June 30, 2022June 30, 2022
Weighted average income yield(1)*
7.1%7.0%
Weighted average investment income yield(2)*
7.3%7.3%
Total return based on average net asset value(3) *
0.9%7.6%
Total return based on net asset value per share(4)
0.5%6.9%
Net investment income - return on equity(5)*
7.0%7.4%
* Annualized for periods less than one year.
(1)Represents income from interest and fees, excluding amortization of capitalized fees and discounts divided by the average fair value of earning portfolio company investments, and does not represent a return to any investor in us.
(2)Represents income from interest, fees and amortization of capitalized fees and discounts, divided by the average fair value of earning portfolio company investments, and does not represent a return to any investor in us.
(3)Total return based on average net asset value is calculated as (a) the net increase (decrease) in net assets resulting from operations divided by (b) the daily average of total net assets. Total return does not include sales load.
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(4)Total return based on net asset value per share assumes distributions are reinvested in accordance with the DRIP. Total return does not include sales load.
(5)Net investment income - return on equity is calculated as (a) net investment income after excise tax divided by (b) the daily average of total net assets.
As of June 30, 2022, GDLC has earned an inception-to-date internal rate of return, or IRR, of 7.0% for stockholders taken as a whole. For the nine months ended June 30, 2022, GDLC has earned a year-to-date IRR of 7.9% for stockholders taken as a whole. An individual stockholder’s IRR may vary based on the timing of their capital transactions. The IRR is the annualized effective compound rate of return that brings a series of cash flows to the current value of the cash invested. The IRR was computed based on the actual dates of cash inflows (share issuances, including share issuances through the DRIP), outflows (capital distributions), the stockholders’ net asset value, or NAV, at the end of the period and distributions declared and payable at the end of the period (residual value of the stockholders’ NAV and distributions payable as of each measurement date).

Revenues: We generate revenue in the form of interest and fee income on debt investments and capital gains and distributions, if any, on portfolio company investments that we originate or acquire. Our debt investments, whether in the form of senior secured, one stop, second lien or subordinated loans, typically have a term of three to seven years and bear interest at a fixed or floating rate. In some instances, we receive payments on our debt investments based on scheduled amortization of the outstanding balances. In addition, we receive repayments of some of our debt investments prior to their scheduled maturity date. The frequency or volume of these repayments fluctuates significantly from period to period. Our portfolio activity also reflects the proceeds of sales of securities. In some cases, our investments provide for deferred interest payments or payment-in-kind, or PIK, interest. The principal amount of loans and any accrued but unpaid interest generally become due at the maturity date. In addition, we generate revenue in the form of commitment, origination, amendment, structuring or due diligence fees, fees for providing managerial assistance, administrative agent fees and consulting fees. Loan origination fees, original issue discount and market discount or premium are capitalized, and we accrete or amortize such amounts as interest income. We record prepayment premiums on loans as fee income. For additional details on revenues, see “Critical Accounting Policies - Revenue Recognition.”

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 or derivative instrument, without regard to unrealized gains or losses previously recognized. We record current period changes in fair value of investments or derivative instruments that are measured at fair value as a component of the net change in unrealized appreciation (depreciation) on investment transactions in the Consolidated Statements of Operations.

Expenses: Our primary operating expenses include the payment of fees to GC Advisors under the Investment Advisory Agreement and interest expense on our outstanding debt. We bear all other out-of-pocket costs and expenses of our operations and transactions including:

reimbursement to GC Advisors of organizational and offering expenses up to an aggregate amount of $0.7 million;
calculating our NAV (including the cost and expenses of any independent valuation firm);
fees and expenses incurred by GC Advisors payable to third parties, including agents, consultants or other advisors, in monitoring financial and legal affairs for us and in monitoring our investments and performing due diligence on our prospective portfolio companies or otherwise relating to, or associated with, evaluating and making investments, which fees and expenses include, among other items, due diligence reports, appraisal reports, any studies commissioned by GC Advisors and travel and lodging expenses, except reimbursement amounts waived by GC Advisors;
expenses related to unsuccessful portfolio acquisition efforts;
administration fees and expenses, if any, payable under the Administration Agreement (including payments based upon our allocable portion of the Administrator’s overhead in performing its obligations under the Administration Agreement, including rent and the allocable portion of the cost of our chief compliance officer, chief financial officer and their respective staffs);
fees payable to third parties, including agents, consultants or other advisors, relating to, or associated with, evaluating and making investments in portfolio companies, including costs associated with meeting financial sponsors;
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transfer agent, dividend agent and custodial fees and expenses;
U.S. federal and state registration and franchise fees;
U.S. federal, state and local taxes;
independent directors’ fees and expenses;
costs of preparing and filing reports or other documents required by the SEC or other regulators;
costs of any reports, proxy statements or other notices to stockholders, including printing costs;
costs associated with individual or group stockholders;
costs associated with compliance under the Sarbanes-Oxley Act of 2002, as amended, or the Sarbanes-Oxley Act;
our allocable portion of any fidelity bond, directors and officers/errors and omissions liability insurance, and any other insurance premiums;
direct costs and expenses of administration, including printing, mailing, long distance telephone, copying, secretarial and other staff, independent auditors and outside legal costs;
proxy voting expenses; and
all other expenses incurred by us or the Administrator in connection with administering our business.

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

We believe that these administrative expenses approximate the amount of ongoing fees and expenses that we would be required to pay in connection with a traditional secured credit facility. Our common stockholders indirectly bear all of these expenses.

COVID-19 Pandemic

The spread of COVID-19, which was identified as a global pandemic by the World Health Organization in 2020, resulted in governmental authorities imposing restrictions on travel and the temporary closure of many corporate offices, retail stores, restaurants, healthcare facilities, fitness clubs and manufacturing facilities and factories in affected jurisdictions. While restrictions, business closures and other quarantine measures have been lifted in certain states in the United States and other countries, COVID-19 outbreaks have led and could lead to the re-introduction of such restrictions. As a result, we are unable to predict the duration of business and supply chain disruptions, the extent to which COVID-19 will continue to affect our portfolio companies’ operating results or the impact COVID-19 may have on our results of operations and financial condition.

We and GC Advisors continue to monitor the COVID-19 pandemic and guidance from U.S. and international authorities, including federal, state and local public health authorities, and future recommendations from such authorities may further impact our business operations and financial results and those of our portfolio companies. Due to certain resurgences of COVID-19 and the threat of new variants of COVID-19, we remain cautious and concerned about the on-going impacts to the U.S. economy from COVID-19.

LIBOR Transition

In July 2017, the Financial Conduct Authority, or the FCA, announced its intention to cease sustaining the London Inter-Bank Offered Rate, or LIBOR, by the end of 2021.

At the end of January 2021, LIBOR’s administrator, the ICE Benchmark Administration Limited, or the IBA, concluded a consultation on its intention to cease the publication of the one-week and two-month U.S. dollar LIBOR, settings immediately following the LIBOR publication on December 31, 2021, and the remaining U.S. dollar LIBOR settings, including one-month LIBOR, immediately following the LIBOR publication on June 30, 2023. On March 5, 2021, the FCA released an announcement confirming that such LIBOR settings would cease to be provided by any administrator or no longer be representative as of the dates specified in the IBA proposal, and confirmed that the FCA
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does not expect any LIBOR settings will become unrepresentative before such dates. Concurrent with the IBA’s proposal, the Federal Reserve Board, the Office of the Comptroller of the Currency, and the Federal Deposit Insurance Corporation released a statement that (i) encouraged banks to cease entering into new contracts that use U.S. dollar LIBOR as a reference rate as soon as practicable and in any event by December 31, 2021, (ii) indicated that new contracts entered into before December 31, 2021 should either utilize a reference rate other than U.S. dollar LIBOR or have robust fallback language that includes a clearly defined alternative reference rate after U.S. dollar LIBOR’s discontinuation and (iii) explained that extending the publication of certain U.S. dollar LIBOR tenors until June 30, 2023 would allow most legacy U.S. dollar LIBOR contracts to mature before LIBOR experiences disruptions. On March 8, 2021, the Alternative Reference Rates Committee confirmed that in its opinion the March 5, 2021 announcements by the IBA and the FCA on the future cessation and loss of the representativeness of the LIBOR benchmark rates constitutes a “benchmark transition event” with respect to all U.S. dollar LIBOR settings. A “benchmark transition event” may cause, or allow for, certain contracts to replace LIBOR with an alternative reference rate and such replacement could have a material and adverse impact on the debt financing securitization (CLO) market, the leveraged loan market and/or us.

In April 2018, the New York Federal Reserve Bank began publishing its alternative rate, the Secured Overnight Financing Rate, or SOFR. The Bank of England followed suit in April 2018 by publishing its proposed alternative rate, the Sterling Overnight Index Average, or SONIA.

Each of SOFR and SONIA significantly differ from LIBOR, both in the actual rate and how it is calculated, and therefore it is unclear whether and when markets will adopt either of these rates as a widely accepted replacement for LIBOR.

As such, when LIBOR is discontinued, if a replacement rate is not widely agreed upon or if a replacement rate is significantly different from LIBOR, it could cause a disruption in the credit markets generally. Such a disruption could also negatively impact the market value and/or transferability of our portfolio company investments. Furthermore, disruptions related to loans and/or other debt financing securitizations (CLOs) in the marketplace could have a material adverse effect on the ability of GC Advisors or its affiliates to enter into loans in the future in accordance with our investment strategy and have a material adverse effect on us. We could also be materially and adversely impacted to the extent GC Advisors or its affiliates are unable to successfully implement an acceptable replacement rate in leverage utilized by us or if there is a prolonged period of mismatch on the interest rates payable on our leverage and our portfolio investments as a result of the discontinued publication of LIBOR results in a decrease in our net investment income and distributions we are able to pay to our stockholders.

As of January 1, 2022, USD LIBOR is available in five settings (overnight, one-month, three-month, six-month and 12-month). The IBA has stated that it will cease to publish all remaining USD LIBOR settings immediately following their publication on June 30, 2023. As of January 1, 2022, all non-USD LIBOR reference rates in all settings ceased to be published. The documents governing all of our portfolio company debt investments priced via reference to non-USD LIBOR included provisions to effectuate the transition to alternative reference rates, and GC Advisors has amended, or is in the process of amending, the documents governing our portfolio company debt investments priced via reference to USD LIBOR to an alternative reference rate, such as the forward-looking term SOFR based on prevailing market conditions and practice.

In anticipation of the discontinuation of LIBOR, we assessed our current debt facilities for our exposure to LIBOR. The PNC Facility (as defined in Note 7 of our consolidated financial statements) utilizes SOFR as a reference rate for USD borrowings and foreign alternative reference rates for foreign borrowings. The Adviser Revolver (as defined in Note 7 of our consolidated financial statements) currently utilizes a reference rate of short-term AFR. We expect any new debt facilities that we enter into subsequent to June 30, 2022 will reference a benchmark interest rate other than LIBOR, such as SOFR.


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Recent Developments

On July 1, 2022, we entered into subscription agreements with additional stockholders totaling $126.5 million in the aggregate which included a $115.0 million commitment from GDLC Feeder Fund, L.P., a Delaware limited partnership, whose general partner is controlled by the Investment Adviser.

On July 25, 2022, we issued 147.138 shares of common stock through the DRIP.

On August 5, 2022, we issued a capital call to stockholders that was due on August 15, 2022. The estimated shares and proceeds are summarized in the table below:
DateShares IssuedNAV ($) per shareProceeds
Issuance of Shares8/15/20222,051,121.863 $14.90 $30,559,545 


On May 6, 2022 and August 5, 2022, the Board declared distributions to holders of record as set forth in the table below:

Record DatePayment DateAmount Per Share
July 19, 2022September 14, 2022Net increase in net assets resulting from operations earned by us (if positive) as determined in accordance with generally accepted accounting principles in the United States of America, or GAAP, for the period July 1, 2022 through July 31, 2022 per share
September 20, 2022November 22, 2022In an amount (if positive) such that our net asset value as of September 30, 2022 on a pro forma basis after giving effect to the net increase in net assets resulting from operations earned by us (if positive) as determined in accordance with GAAP for the period August 1, 2022 through September 30, 2022 and the payment of this distribution is $15.00 per share
October 18, 2022December 28, 2022In an amount (if positive) such that our net asset value as of October 31, 2022 on a pro forma basis after giving effect to the net increase in net assets resulting from operations earned by us (if positive) as determined in accordance with GAAP for the period October 1, 2022 through October 31, 2022 and the payment of this distribution is $15.00 per share


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Consolidated Results of Operations

Consolidated operating results for the three and nine months ended June 30, 2022 are as follows:

Three months ended
Nine months ended
June 30, 2022June 30, 2022
Interest income$1,709,199 $3,761,216 
Accretion of discounts and amortization of premiums68,425 189,517 
Fee income8,323 25,912 
Total investment income1,785,947 3,976,645 
Net expenses563,309 941,437 
Net investment income - before excise tax1,222,638 3,035,208 
Excise tax— 7,734 
Net investment income - after excise tax1,222,638 3,027,474 
Net realized gain (loss) on investment transactions(21,499)(47,457)
Net change in unrealized appreciation (depreciation) on investment transactions(1,041,599)138,575 
Net increase in net assets resulting from operations$159,540 $3,118,592 
Average earning portfolio company investments, at fair value$97,625,969 $72,424,930 

As we commenced operations on July 1, 2021, no income was earned prior to July 1, 2021.


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Expenses

The following table summarizes our expenses for the three and nine months ended June 30, 2022:

Three months endedNine months ended
June 30, 2022June 30, 2022
Interest expense$214,690 $254,535 
Amortization of debt issuance costs33,235 37,030 
Income incentive fee, net of waiver131,227 231,391 
Capital gain incentive fee accrued (reversed) under GAAP(41,596)— 
Professional fees166,641 451,732 
Administrative service fee28,440 53,692 
General and administrative expenses30,672 85,272 
Operating expenses reimbursement waived— (172,215)
Net expenses $563,309 $941,437 
Average debt outstanding$37,836,108 $27,373,536 

Incentive Fees

The incentive fee payable under the Investment Advisory Agreement consists of two parts: (1) the income component, or the Income Incentive Fee, and (2) the capital gains component, or the Capital Gain Incentive Fee.

As we commenced operations on July 1, 2021, no expenses were incurred prior to July 1, 2021.

Effective April 1, 2022, GC Advisors changed its practice of retaining administrative agent fees earned in respect of co-investment transactions in which we participate. In connection with this change, for the three months ended March 31, 2022, GC Advisors voluntarily and irrevocably waived $7,423* of the Income Incentive Fee related to certain administrative agent fees received by GC Advisors prior to this change. The waiver had the net economic effect of providing us an amount equal to our pro rata portion of administrative agent fees earned by GC Advisors from our borrowers.

*The net economic effect represents $8,159 of GDLC’s pro rata portion of administrative agent fees retained by GC Advisors since GDLC commenced operations on July 1, 2021, reduced by $736 of the additional incentive fees GC Advisors would have earned on the pro rata portion of administrative agent fees.

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 June 30, 2022:
Three months endedNine months ended
June 30, 2022June 30, 2022
Net realized gain (loss) from investments$(21,499)$(47,457)
Net realized gain (loss) from investment transactions(21,499)(47,457)
Unrealized appreciation from investments$99,381 $371,194 
Unrealized (depreciation) from investments(1,817,336)(1,102,002)
Unrealized appreciation (depreciation) on foreign currency translation676,356 869,383 
Net change in unrealized appreciation (depreciation) on investment transactions$(1,041,599)$138,575 

For three months ended June 30, 2022, we had $0.1 million in unrealized appreciation on 23 portfolio company investments, which was offset by $1.8 million in unrealized depreciation on 112 portfolio company investments. For the nine months ended June 30, 2022, we had $0.4 million in unrealized appreciation on 34 portfolio company investments, which was offset by $1.1 million in unrealized depreciation on 101 portfolio company investments. Unrealized appreciation for the three and nine months ended June 30, 2022 primarily resulted from better than expected performance of our portfolio companies. Unrealized depreciation for the three months ended June 30, 2022
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primarily resulted from decreases in the fair value in the majority of our portfolio company investments due to wider credit spreads in the market.

Liquidity and Capital Resources

For the nine months ended June 30, 2022, we experienced a net decrease in cash and foreign currencies of $21.5 million. During the period, we used $102.1 million in operating activities, primarily as a result of fundings of portfolio investments of $108.4 million, partially offset by proceeds from principal payments of portfolio investments of $2.9 million. During the same period, cash provided by financing activities was $80.5 million, primarily driven by borrowings on debt of $70.2 million and proceeds from the issuance of common shares of $53.5 million, that were partially offset by repayments of debt of $39.9 million and distributions paid of $2.9 million.

As of June 30, 2022 and September 30, 2021, we had $7.1 million and $29.4 million of cash and cash equivalents, respectively. In addition, as of June 30, 2022 and September 30, 2021, we had $0.9 million and $0.2 million of foreign currencies, respectively. Cash and foreign currencies are available to fund new investments, pay operating expenses and pay distributions.

As of June 30, 2022 and September 30, 2021, we had investor capital subscriptions totaling $213.0 million and $202.0 million, respectively, of which $89.8 million and $36.4 million, respectively, had been called and contributed, leaving $123.2 million and $165.6 million of uncalled investor capital subscriptions, respectively.

Revolving Credit Facilities
PNC Facility - On March 21, 2022, we entered into a revolving credit and security agreement with PNC Bank (as defined in Note 7 of our consolidated financial statements). As of June 30, 2022, we were permitted to borrow up to $34.0 million at any one time. As of June 30, 2022, we had outstanding debt of $34.0 million under the PNC Facility.

Adviser Revolver - As of June 30, 2022 and September 30, 2021, we were permitted to borrow up to $70.0 million and $40.0 million, respectively, at any one time outstanding under the Adviser Revolver. As of June 30, 2022 and September 30, 2021, we had outstanding debt of $11.8 million and $16.4 million, respectively, under the Adviser Revolver. On November 15, 2021, we entered into an amendment to increase borrowing capacity under the Adviser Revolver from $40.0 million to $70.0 million and permit us to borrow in foreign currencies.

Asset Coverage, Contractual Obligations, Off-Balance Sheet Arrangements and Other Liquidity Considerations

In accordance with the 1940 Act, with certain limited exceptions, we are currently allowed to borrow amounts such that our asset coverage, as defined in the 1940 Act, is at least 200% after such borrowing. We have not sought or obtained approval to reduce our asset coverage ratio as permitted by and subject to the requirements of Section 61(a)(2) of the 1940 Act and, as a result, remain subject to the 200% asset coverage requirement under Section 61(a)(1) of the 1940 Act. We currently intend to target a GAAP debt-to-equity ratio between 0.35x to 0.65x. As of June 30, 2022, our asset coverage for borrowed amounts was 293.8%.

As of June 30, 2022, we had outstanding commitments to fund investments totaling $39.6 million, including $8.4 million of commitments on undrawn revolvers. As of September 30, 2021, we had outstanding commitments to fund investments totaling $6.2 million, including $2.0 million of commitments on undrawn revolvers. There is no guarantee that these amounts will be funded to the borrowing party now or in the future. The unfunded commitments relate to loans with various maturity dates, but the entire amount was eligible for funding to the borrowers as of June 30, 2022 subject to the terms of each loan’s respective credit agreement. A summary of maturity requirements for our principal borrowings under the PNC Facility and the Adviser Revolver as of June 30, 2022 is included in Note 7 of our consolidated financial statements. We did not have any other material contractual payment obligations as of June 30, 2022. As of June 30, 2022, we believe that we had sufficient assets and liquidity to adequately cover future obligations under our unfunded commitments based on the cash balances that we maintain, availability under our PNC Facility and Adviser Revolver, ongoing principal repayments on debt investment assets and uncalled investor capital subscriptions.

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Although we expect to fund the growth of our investment portfolio through net proceeds from capital calls on existing and future investor capital subscriptions and through our dividend reinvestment plan as well as future borrowings, to the extent permitted by the 1940 Act, we cannot assure you that our efforts to raise capital will be successful. In addition, we can amend, refinance, or enter into new leverage facilities. In addition to capital not being available, it also could not be available on favorable terms. To the extent we are not able to raise capital on what we believe are favorable terms, we will focus on optimizing returns by investing capital generated from repayments into new investments we believe are attractive from a risk/reward perspective. Furthermore, to the extent we are not able to raise capital and are at or near our targeted leverage ratios, we expect to receive smaller allocations, if any, on new investment opportunities under GC Advisors’ allocation policy.


Portfolio Composition, Investment Activity and Yield

As of June 30, 2022 and September 30, 2021, we had investments in 102 and 29 portfolio companies, respectively, with a total fair value of $128.8 million and $23.0 million, respectively.

The following table shows the asset mix of our new investment commitments the three and nine months ended June 30, 2022:
Three months endedNine months ended
June 30, 2022June 30, 2022
  New CommitmentsPercentageNew CommitmentsPercentage
Senior secured$1,244,342 2.1 %$2,291,179 1.6 %
One stop54,229,839 91.7 133,745,945 92.7 
Subordinated debt— — 156,963 0.1 
Equity3,690,596 6.2 8,078,879 5.6 
Total new investment commitments$59,164,777 100.0 %$144,272,966 100.0 %

For the nine months ended June 30, 2022, we had approximately $2.9 million in proceeds from principal payments of portfolio companies.
The following table shows the principal, amortized cost and fair value of our portfolio of investments by asset class:
As of June 30, 2022 (1)
As of September 30, 2021(2)
  PrincipalAmortized
Cost
Fair
Value
PrincipalAmortized
Cost
Fair
Value
Senior secured:      
Performing$6,995,176 $7,434,613 $6,896,063 $5,754,196 $5,642,935 $5,568,237 
Non-accrual(3)
— — — — — — 
One stop:  
Performing113,862,034 112,525,499 112,250,892 16,303,977 16,045,949 16,067,587 
Non-accrual(3)
— — — — — — 
Second lien:
Performing1,089,924 1,202,257 1,079,024 1,222,575 1,198,283 1,182,051 
Non-accrual(3)
— — — — — — 
Subordinated debt:
Performing166,634 163,659 163,301 — — — 
Non-accrual(3)
— — — — — — 
EquityN/A8,251,139 8,387,784 N/A172,259 172,257 
Total$122,113,768 $129,577,167 $128,777,064 $23,280,748 $23,059,426 $22,990,132 
(1)As of June 30, 2022, $4.1 million and $4.0 million of our loans at amortized cost and fair value, respectively, included a feature permitting a portion of interest due on such loan to be PIK interest.
(2)As of September 30, 2021, $0.4 million and $0.4 million of our loans at amortized cost and fair value, respectively, included a feature permitting a portion of interest due on such loan to be PIK interest.
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(3)We refer to a loan as non-accrual when we cease recognizing interest income on the loan because we have stopped pursuing repayment of the loan or, in certain circumstances, it is past due 90 days or more on principal and interest or our management has reasonable doubt that principal or interest will be collected. See “Critical Accounting Policies — Revenue Recognition.”

As of June 30, 2022 and September 30, 2021, we had no loans on non-accrual status. As of June 30, 2022 and September 30, 2021, the fair value of our debt investments as a percentage of the outstanding principal value was 98.6% and 98.0%, respectively.

The following table shows the weighted average rate, spread over the applicable base rate of floating rate and fees of investments originated during the three and nine months ended June 30, 2022:
Three months endedNine months ended
  June 30, 2022June 30, 2022
Weighted average rate of new investment fundings7.6%7.0%
Weighted average spread over the applicable base rate of new floating rate investment fundings5.8%5.8%
Weighted average fees of new investment fundings1.1%1.1%
Weighted average rate of sales and payoffs of portfolio investments6.7%6.5%

As of June 30, 2022, 98.6% and 98.6% of our debt portfolio at fair value and at amortized cost, respectively, had interest rate floors that limit the minimum applicable interest rates on such loans. As of September 30, 2021, 73.7% and 73.4% of our debt portfolio at fair value and at amortized cost, respectively, had interest rate floors that limit the minimum applicable interest rates on such loans.
As of June 30, 2022 and September 30, 2021, the portfolio median earnings before interest, taxes, depreciation and amortization, or EBITDA, for our portfolio companies was $50.4 million and $30.4 million, respectively. The portfolio median EBITDA is based on the most recently reported trailing twelve-month EBITDA received from the portfolio company.

As part of the monitoring process, GC Advisors regularly assesses the risk profile of each of our investments and rates each of them based on an internal system developed by Golub Capital and its affiliates. This system is not generally accepted in our industry or used by our competitors. It is based on the following categories, which we refer
to as GC Advisors’ internal performance ratings:
 
Internal Performance Ratings
Rating Definition
5 Involves the least amount of risk in our portfolio. The borrower is performing above expectations, and the trends and risk factors are generally favorable.
4 Involves an acceptable level of risk that is similar to the risk at the time of origination. The borrower is generally performing as expected, and the risk factors are neutral to favorable.
3 Involves a borrower performing below expectations and indicates that the loan’s risk has increased somewhat since origination. The borrower could be out of compliance with debt covenants; however, loan payments are generally not past due.
2 Involves a borrower performing materially below expectations and indicates that the loan’s risk has increased materially since origination. In addition to the borrower being generally out of compliance with debt covenants, loan payments could be past due (but generally not more than 180 days past due).
1 Involves a borrower performing substantially below expectations and indicates that the loan’s risk has substantially increased since origination. Most or all of the debt covenants are out of compliance and payments are substantially delinquent. Loans rated 1 are not anticipated to be repaid in full and we will reduce the fair market value of the loan to the amount we anticipate will be recovered.

Our internal performance ratings do not constitute any rating of investments by a nationally recognized statistical rating organization or represent or reflect any third-party assessment of any of our investments.

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For any investment rated 1, 2 or 3, GC Advisors will increase its monitoring intensity and prepare regular updates for the investment committee, summarizing current operating results and material impending events and suggesting recommended actions.

GC Advisors monitors and, when appropriate, changes the internal performance ratings assigned to each investment in our portfolio. In connection with our valuation process, GC Advisors and our board of directors review these internal performance ratings on a quarterly basis.

The following table shows the distribution of our investments on the 1 to 5 internal performance rating scale at fair value as of June 30, 2022 and September 30, 2021:
As of June 30, 2022As of September 30, 2021
Internal
Performance
Rating
Investments
at Fair Value
Percentage of
Total
Investments
Investments
at Fair Value
Percentage of
Total
Investments
5$665,794 0.5 %$— — %
4125,571,058 97.5 22,990,132 100.0 
32,540,212 2.0 — — 
2— — — — 
1— — — — 
Total$128,777,064 100.0 %$22,990,132 100.0 %

Distributions

We intend to make periodic distributions to our stockholders as determined by our board of directors. For additional information on distributions, see “Critical Accounting Policies - Income Taxes.”

We may not be able to achieve operating results that will allow us to make distributions at a specific level or to increase the amount of our distributions from time to time. In addition, the asset coverage requirements applicable to us as a business development company under the 1940 Act could limit our ability to make distributions. If we do not distribute a certain percentage of our income annually, we will suffer adverse U.S. federal income tax consequences, including the possible loss of our ability to be subject to tax as a RIC. We cannot assure stockholders that they will receive any distributions.

Because federal income tax regulations differ from GAAP, distributions in accordance with tax regulations can differ from net investment income and realized gains recognized for financial reporting purposes. Differences are permanent or temporary. Permanent differences are reclassified within capital accounts in the financial statements to reflect their tax character. For example, permanent differences in classification result from the treatment of distributions paid from short-term gains as ordinary income dividends for tax purposes. Temporary differences arise when certain items of income, expense, gain or loss are recognized at some time in the future.

To the extent our taxable earnings fall below the total amount of our distributions for any tax year, a portion of those distributions could 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 could be the original capital invested by the stockholder rather than our income or gains. Stockholders should read any written disclosure accompanying a distribution payment 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 distribution, our stockholders’ cash distributions will be automatically reinvested in additional shares of our common stock unless a stockholder specifically “opts out” of our dividend reinvestment plan. If a stockholder opts out, that stockholder will receive cash distributions. Although distributions paid in the form of additional shares of our common stock will generally be subject to U.S. federal, state and local taxes in the same manner as cash distributions, stockholders participating in our dividend reinvestment plan will not receive any corresponding cash distributions with which to pay any such applicable taxes.



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Related Party Transactions

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

We entered into the Investment Advisory Agreement with GC Advisors. Each of Mr. Lawrence Golub, our chairman, and Mr. David Golub, our president and chief executive officer, is a manager of GC Advisors, and each of Messrs. Lawrence Golub and David Golub owns an indirect pecuniary interest in GC Advisors.
GC Advisors has agreed to certain waivers with respect to the base management fee for the periods following July 1, 2021, the initial closing date for the private placement of shares of our common stock (the “Initial Closing”), and irrevocably waived 100% of the base management fee payable pursuant to the Investment Advisory Agreement for the period from July 1, 2021 to June 30, 2022; 66.7% of the base management fee payable pursuant to the Investment Advisory Agreement for the period from July 1, 2022 to June 30, 2023; and 33.3% of the base management fee payable pursuant to the Investment Advisory Agreement for the period from July 1, 2023 to June 30, 2024.
GC Advisors voluntarily agreed to waive reimbursement from us for operating expenses during the quarters ended December 31, 2021.
GC Advisors voluntarily agreed to waive any Income Incentive Fees due from us for the quarter ended December 31, 2021 and $7,423 of Income Incentive Fees for the quarter ended March 31, 2022.
Golub Capital LLC provides us with the office facilities and administrative services necessary to conduct day-to-day operations pursuant to our Administration Agreement.
We have entered into a license agreement with Golub Capital LLC, pursuant to which Golub Capital LLC has granted us a non-exclusive, royalty-free license to use the name “Golub Capital.”
Under a staffing agreement, or the Staffing Agreement, Golub Capital LLC has agreed to provide GC Advisors with the resources necessary to fulfill its obligations under the Investment Advisory Agreement. The Staffing Agreement provides that Golub Capital LLC will make available to GC Advisors experienced investment professionals and provide access to the senior investment personnel of Golub Capital LLC for purposes of evaluating, negotiating, structuring, closing and monitoring our investments. The Staffing Agreement also includes a commitment that the members of GC Advisors’ investment committee will serve in such capacity. Services under the Staffing Agreement are provided on a direct cost reimbursement basis. We are not a party to the Staffing Agreement.
We have entered into the Adviser Revolver with GC Advisors in order to have the ability to borrow funds on a short-term basis.
On April 1, 2022, GGP Holdings LP, an affiliate of GC Advisors, transferred its shares and capital commitments to its wholly-owned subsidiary, GGP Class B-P, LLC. As of June 30, 2022, GGP Class B-P, LLC Holdings LP had an aggregate commitment to us of $102.0 million. As of June 30, 2022, we have issued 2,958,920.533 shares of our common stock to GGP Class B-P, LLC in exchange for aggregate capital contributions totaling $44.4 million.
GC Advisors also sponsors or manages, and expects in the future to sponsor or manage, other investment funds, accounts or investment vehicles (together referred to as “accounts”) that have investment mandates that are similar, in whole and in part, with ours. For example, GC Advisors presently serves as the investment adviser to Golub Capital BDC, Inc., a publicly-traded business development company (Nasdaq: GBDC), Golub Capital BDC 3, Inc., Golub Capital Direct Lending Unlevered Corporation and Golub Capital BDC 4, Inc., all of which focus on investing primarily in one stop and other senior secured loans of U.S. middle-market companies. In addition, most of our officers and directors serve in similar capacities for Golub Capital BDC, Inc., Golub Capital BDC 3, Inc, Golub Capital Direct Lending Unlevered Corporation and Golub Capital BDC 4, Inc. If GC Advisors and its affiliates determine that an investment is appropriate for us and for other such accounts, depending on the availability of such investment and other appropriate factors, and pursuant to GC Advisors’ allocation policy, GC Advisors or its affiliates could determine that we should invest side-by-side with one or more other accounts. We do not intend to make any investments if they are not permitted by applicable law and interpretive positions of the SEC and its staff, or if they are inconsistent with GC Advisors’ allocation procedures.
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In addition, we have adopted a formal code of ethics that governs the conduct of our and GC Advisors’ officers, directors and employees. Our officers and directors also remain subject to the duties imposed by both the 1940 Act and the General Corporation Law of the State of Maryland.




Critical Accounting Policies

The preparation of financial statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the periods reported. Actual results could materially differ from those estimates. We have identified the following items as critical accounting policies.

Fair Value Measurements

We value investments for which market quotations are readily available at their market quotations. However, a readily available market value is not expected to exist for many of the investments in our portfolio, and we value these portfolio investments at fair value as determined in good faith by our board of directors under our valuation policy and process.

Valuation methods include comparisons of the portfolio companies to peer companies that are public, determination of the enterprise value of a portfolio company, discounted cash flow analysis and a market interest rate approach. The factors that are taken into account in fair value pricing investments include: available current market data, including relevant and applicable market trading and transaction comparables; applicable market yields and multiples; security covenants; call protection provisions; information rights; the nature and realizable value of any collateral; the portfolio company’s ability to make payments, its earnings and discounted cash flows and the markets in which it does business; comparisons of financial ratios of peer companies that are public; comparable merger and acquisition transactions; and the principal market and enterprise values. When an external event such as a purchase transaction, public offering or subsequent equity sale occurs, we will consider the pricing indicated by the external event to corroborate the private equity valuation. Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the investments can differ significantly from the values that would have been used had a readily available market value existed for such investments and differ materially from values that are ultimately received or settled.

Our board of directors is ultimately and solely responsible for determining, in good faith, the fair value of investments that are not publicly traded, whose market prices are not readily available on a quarterly basis or any other situation where portfolio investments require a fair value determination.

With respect to investments for which market quotations are not readily available, our board of directors undertakes a multi-step valuation process each quarter, as described below:

Our quarterly valuation process begins with each portfolio company investment being initially valued by the investment professionals of GC Advisors responsible for credit monitoring. Preliminary valuation conclusions are then documented and discussed with our senior management and GC Advisors. The audit committee of our board of directors reviews these preliminary valuations. At least once annually, the valuation for each portfolio investment, subject to a de minimis threshold, is reviewed by an independent valuation firm. The board of directors discusses valuations and determines the fair value of each investment in our portfolio in good faith.

Determination of fair values involves subjective judgments and estimates. Under current accounting standards, the notes to our consolidated financial statements refer to the uncertainty with respect to the possible effect of such valuations, and any change in such valuations, on our consolidated financial statements.

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We follow ASC Topic 820 for measuring fair value. Fair value is the price that would be received in the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Where available, fair value is based on observable market prices or parameters, or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models are applied. These valuation models involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the assets or liabilities or market and the assets’ or liabilities’ complexity. Our fair value analysis includes an analysis of

the value of any unfunded loan commitments. Assets and liabilities are categorized for disclosure purposes based upon the level of judgment associated with the inputs used to measure their value. The valuation hierarchical levels are based upon the transparency of the inputs to the valuation of the asset or liability as of the measurement date. The three levels are defined as follows:

Level 1: Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.

Level 2: Inputs include quoted prices for similar assets or liabilities in active markets and inputs that are observable for the assets or liabilities, either directly or indirectly, for substantially the full term of the assets or liabilities.

Level 3: Inputs include significant unobservable inputs for the assets or liabilities and include situations where there is little, if any, market activity for the assets or liabilities. The inputs into the determination of fair value are based upon the best information available and may require significant management judgment or estimation.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an asset’s or a liability’s categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and we consider factors specific to the asset or liability. We assess the levels of assets and liabilities at each measurement date, and transfers between levels are recognized on the actual date of the event or change in circumstances that caused the transfers. There were no transfers among Level 1, 2 and 3 of the fair value hierarchy for assets and liabilities during the three and nine months ended June 30, 2022. The following section describes the valuation techniques used by us to measure different assets and liabilities at fair value and includes the level within the fair value hierarchy in which the assets and liabilities are categorized.

Valuation of Investments

Level 1 investments are valued using quoted market prices. Level 2 investments are valued using market consensus prices that are corroborated by observable market data and quoted market prices for similar assets and liabilities. Level 3 investments are valued at fair value as determined in good faith by our board of directors, based on input of management, the audit committee and independent valuation firms that have been engaged at the direction of our board of directors to assist in the valuation of each portfolio investment without a readily available market quotation at least once during a trailing twelve-month period under a valuation policy and a consistently applied valuation process. This valuation process is conducted at the end of each fiscal quarter, with approximately 25% (based on the number of portfolio companies) of the Company’s valuations of debt and equity investments without readily available market quotations will be subject to review by an independent valuation firm and each portfolio company will be subject to review at least once on during a trailing twelve-month period. Investments originated during the three months ended September 30, 2021 were not subject to review by an independent valuation firm prior to October 1, 2022. As of June 30, 2022, all investments were valued using Level 3 inputs of the fair value hierarchy, with the exception of money market funds included in cash and cash equivalents (Level 1 investments). As of September 30, 2021, all investments were valued using Level 3 inputs of the fair value hierarchy.

When determining fair value of Level 3 debt and equity investments, we may take into account the following factors, where relevant: the enterprise value of a portfolio company, the nature and realizable value of any collateral, the portfolio company’s ability to make payments and its earnings and discounted cash flows, the markets in which the portfolio company does business, comparisons to publicly traded securities, and changes in the interest rate environment and the credit markets generally that may affect the price at which similar investments may be made and other relevant factors. The primary method for determining enterprise value uses a multiple analysis whereby
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appropriate multiples are applied to the portfolio company’s EBITDA. A portfolio company’s EBITDA may include pro-forma adjustments for items such as acquisitions, divestitures, or expense reductions. The enterprise value analysis is performed to determine the value of equity investments and to determine if debt investments are credit impaired. If debt investments are credit impaired, we will use the enterprise value analysis or a liquidation basis analysis to determine fair value. For debt investments that are not determined to be credit impaired, we use a market interest rate yield analysis to determine fair value.

In addition, for certain debt investments, we may base our valuation on indicative bid and ask prices provided by an independent third-party pricing service. Bid prices reflect the highest price that we and others may be willing to pay. Ask prices represent the lowest price that we and others may be willing to accept. We generally use the midpoint of the bid/ask range as our best estimate of fair value of such investment.

Due to the inherent uncertainty of determining the fair value of Level 3 investments that do not have a readily available market value, the fair value of the investments may differ significantly from the values that would have been used had a market existed for such investments and may differ materially from the values that may ultimately be received or settled. Further, such investments are generally subject to legal and other restrictions or otherwise are less liquid than publicly traded instruments. If we were required to liquidate a portfolio investment in a forced or liquidation sale, we may realize significantly less than the value at which such investment had previously been recorded.

Our investments are subject to market risk. Market risk is the potential for changes in the value due to market changes. Market risk is directly impacted by the volatility and liquidity in the markets in which the investments are traded.

In connection with each sale of shares of our common stock, we make a determination that we are not selling shares of our common stock at a price below the then-current net asset value per share of common stock at the time at which the sale is made or otherwise in violation of the 1940 Act. GC Advisors will consider the following factors, among others, in making such determination:

The net asset value of our common stock disclosed in the most recent periodic report filed with the SEC; 
Its assessment of whether any change in the net asset value per share of our common stock has occurred (including through the realization of gains on the sale of portfolio securities) during the period beginning on the date of the most recently disclosed net asset value per share of our common stock and ending two days prior to the date of the sale; and
The magnitude of the difference between the sale price of the shares of common stock and management’s assessment of any change in the net asset value per share of our common stock during the period discussed above.

Valuation of Other Financial Assets and Liabilities

Fair value of our debt is estimated using Level 3 inputs by discounting remaining payments using applicable implied market rates.

Revenue Recognition:

Our revenue recognition policies are as follows:

Investments and Related Investment Income: Interest income is accrued based upon the outstanding principal amount and contractual interest terms of debt investments. Premiums, discounts, and origination fees are amortized or accreted into interest income over the life of the respective debt investment. For investments with contractual PIK interest, which represents contractual interest accrued and added to the principal balance that generally becomes due at maturity, we do not accrue PIK interest if the portfolio company valuation indicates that the PIK interest is not likely to be collectible. In addition, we may generate revenue in the form of amendment, structuring or due diligence fees, fees for providing managerial assistance, administrative agent fees, consulting fees and prepayment premiums on loans and record these fees as fee income when earned. Loan origination fees, original issue discount and market
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discount or premium are capitalized, and we accrete or amortize such amounts as interest income. We record prepayment premiums on loans as fee income. Dividend income on preferred equity securities is recorded as dividend income on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly traded portfolio companies. Distributions received from limited liability company, or LLC, and limited partnership, or LP, investments are evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, we will not record distributions from equity investments in LLCs and LPs as dividend income unless there are sufficient accumulated tax-basis earnings and profits in the LLC or LP prior to the distribution. Distributions that are classified as a return of capital are recorded as a reduction in the cost basis of the investment.

We account for investment transactions on a trade-date basis. Realized gains or losses on investments are measured by the difference between the net proceeds from the disposition and the cost basis of investment, without regard to unrealized gains or losses previously recognized. We report changes in fair value of investments from the prior period that is measured at fair value as a component of the net change in unrealized appreciation (depreciation) on investment transactions in our Consolidated Statements of Operations.

Non-accrual: Loans may be left on accrual status during the period we are pursuing repayment of the loan. Management reviews all loans that become past due 90 days or more on principal and interest or when there is reasonable doubt that principal or interest will be collected for possible placement on non-accrual status. We generally reverse accrued interest when a loan is placed on non-accrual. Additionally, any original issue discount and market discount are no longer accreted to interest income as of the date the loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment. We restore non-accrual loans to accrual status when past due principal and interest are paid and, in our management’s judgment, are likely to remain current. As of June 30, 2022 and September 30, 2021, we had no portfolio company investments on non-accrual status.

Income taxes:
We elected to be treated as a RIC under Subchapter M of the Code and operate in a manner so as to qualify for the tax treatment applicable to RICs. In order to be subject to tax as a RIC, we are required to meet certain source of income and asset diversification requirements, as well as timely distribute to our stockholders dividends for U.S. federal income tax purposes of an amount generally at least equal to 90% of investment company taxable income, as defined by the Code and determined without regard to any deduction for dividends paid, for each tax year. We have made and intend to continue to make the requisite distributions to our stockholders, which will generally relieve us from U.S. federal income taxes.

Depending on the level of taxable income earned in a tax year, we may choose to retain taxable income in excess of current year dividend distributions and would distribute such taxable income in the next tax year. We may then be required to incur a 4% excise tax on such income. To the extent that we determine that our estimated current year annual taxable income, determined on a calendar year basis, could exceed estimated current calendar year dividend distributions, we accrue excise tax, if any, on estimated excess taxable income as taxable income is earned. For the three and nine months ended June 30, 2022, we incurred $0 and $7,734, respectively, of U.S federal excise tax.

Because federal income tax regulations differ from GAAP, distributions in accordance with tax regulations may differ from net investment income and realized gains recognized for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified within capital accounts in the financial statements to reflect their tax character. For example, permanent differences in classification may result from the treatment of distributions paid from short-term gains as ordinary income dividends for tax purposes. Temporary differences arise when certain items of income, expense, gain or loss are recognized at some time in the future.

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Item 3. Quantitative and Qualitative Disclosures about Market Risk

We are subject to financial market risks, including changes in interest rates. Many of the loans in our portfolio have floating interest rates, and we expect that our loans in the future may also have floating interest rates. These loans are usually based on a floating LIBOR, SOFR or another base rate and typically have interest rate reset provisions that adjust applicable interest rates under such loans to current market rates on a daily, monthly, quarterly, semi-annual or annual basis. The loans that are subject to floating LIBOR, SOFR or another base rate are also typically subject to a minimum base rate, or floor, that we charge on our loans if the current market rates are below the respective floors. As of June 30, 2022 and September 30, 2021, the weighted average floor on the loans subject to floating interest rates was 0.75% and 0.53%, respectively. In addition, the PNC Facility has a floating interest rate provision based on Term SOFR, Daily Simple SOFR, Canadian Bankers Acceptance Rate, Sterling Overnight Index Average, or the Euro Short-Term Rate plus a margin rate ranging from 1.75% and 2.15%. The Adviser Revolver has a floating interest rate provision equal to the short-term Applicable Federal Rate. We expect that other credit facilities into which we enter in the future may have floating interest rate provisions.

Assuming that the interim and unaudited Consolidated Statement of Financial Condition as of June 30, 2022 was to remain constant and that we took no actions to alter our interest rate sensitivity as of such date, the following table shows the annualized impact of hypothetical base rate changes in interest rates.
Change in interest rates
Increase (decrease) in
interest income(1)
Increase (decrease) in
interest expense
Net increase
(decrease) in
 investment income
Down 25 basis points$(299,599)$(114,587)$(185,012)
Up 50 basis points605,626 229,175 376,451 
Up 100 basis points1,215,361 458,349 757,012 
Up 150 basis points1,825,097 687,524 1,137,573 
Up 200 basis points2,434,832 916,698 1,518,134 
(1)Assumes applicable three-month base rate as of June 30, 2022, with the exception of SONIA and Prime that utilize the June 30, 2022 rate.

Although we believe that this analysis is indicative of our sensitivity to interest rate changes as of June 30, 2022, it does not adjust for changes in the credit market, credit quality, the size and composition of the assets in our portfolio and other business developments, including borrowings under the Adviser Revolver, PNC Facility or other borrowings, that could affect net increase in net assets resulting from operations, or net income. Accordingly, we can offer no assurances that actual results would not differ materially from the analysis above.

We could in the future hedge against interest rate fluctuations by using standard hedging instruments such as interest rate swaps, futures, options and forward contracts to the limited extent permitted under the 1940 Act and applicable commodities laws. While hedging activities may insulate us against adverse changes in interest rates, they may also limit our ability to participate in the benefits of lower interest rates with respect to the investments in our portfolio with fixed interest rates.

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Item 4. Controls and Procedures.

As of June 30, 2022 (the end of the period covered by this report), management, with the participation of our chief executive officer and chief financial officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended, or the Exchange Act). Based on that evaluation, our management, including the chief executive officer and chief financial officer, concluded that, at the end of such period, our disclosure controls and procedures were effective and provided reasonable assurance that information required to be disclosed in our periodic SEC filings is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure. Notwithstanding the foregoing, a control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that it will detect or uncover failures within the Company to disclose material information otherwise required to be set forth in the Company’s periodic reports.

There has not been any change in our internal controls over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.

Part II - Other Information

Item 1: Legal Proceedings.

We, GC Advisors and Golub Capital LLC may, from time to time, be involved in legal and regulatory proceedings arising out of our and their respective operations in the normal course of business or otherwise. While there can be no assurance of the ultimate disposition of any such proceedings, each of us, GC Advisors and Golub Capital LLC do not believe it is currently subject to any material legal proceedings.

Item 1A: Risk Factors.

You should carefully consider the risk factors set forth below and those described in Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the fiscal year ended September 30, 2021 and in our quarterly report on Form 10-Q for the quarter ended March 31, 2022, together with all of the other information included in this report and in our quarterly report on Form 10-Q for the quarter ended March 31, 2022. The risks set out below, in our Annual Report on Form 10-K for the fiscal year ended September 30, 2021 are not the only risks we face. Additional risks and uncertainties not presently known to us or not presently deemed material by us could also impair our operations and performance. If any of these events occur, our business, financial condition, results of operations and cash flows could be materially and adversely affected. In such case, our net asset value could decline, and you could lose all or part of your investment. The risk factors described below, in our Annual Report on Form 10-K for the fiscal year ended September 30, 2021 and in our quarterly report on Form 10-Q for the quarter ended March 31, 2022 are the principal risk factors associated with an investment in us as well as those factors generally associated with an investment company with investment objectives, investment policies, capital structure or trading markets similar to ours.

Inflation may adversely affect the business, results of operations and financial condition of our portfolio companies.

Certain of our portfolio companies are in industries that may be impacted by inflation. If such portfolio companies are unable to pass any increases in their costs of operations along to their customers, it could adversely affect their operating results and impact their ability to pay interest and principal on our loans, particularly if interest rates rise in response to inflation. In addition, any projected future decreases in our portfolio companies’ operating results due to inflation could adversely impact the fair value of those investments. Any decreases in the fair value of our investments could result in future realized or unrealized losses and therefore reduce our net assets resulting from operations.
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Item 2: Unregistered Sales of Equity Securities and Use of Proceeds.

Previously disclosed on Form 8-K filings.

Item 3: Defaults Upon Senior Securities.

None.

Item 4: Mine Safety Disclosures.

None.

Item 5: Other Information.

None.
Item 6: Exhibits.

EXHIBIT INDEX
   
Number Description
 Certification of Chief Executive Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as amended.*
  Certification of Chief Financial Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as amended.*
  Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
_________________
* Filed herewith




















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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Golub Capital Direct Lending Corporation
Date: August 15, 2022By/s/ David B. Golub
David B. Golub
President and Chief Executive Officer
(Principal Executive Officer)
Date: August 15, 2022By/s/ Christopher C. Ericson
Christopher C. Ericson
Chief Financial Officer
(Principal Accounting and Financial Officer)

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Exhibit 31.1
Certification of Chief Executive Officer
of Periodic Report Pursuant to Rule 13a-14(a) and Rule 15d-14(a)

I, David B. Golub, Chief Executive Officer, certify that:

1) I have reviewed this Quarterly Report on Form 10-Q of Golub Capital Direct Lending Corporation;

2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3) Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4) The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15 (e)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

c) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5) The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
 
a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date:    August 15, 2022


/s/ David B. Golub                      
David B. Golub
Chief Executive Officer
(Principal Executive Officer)



Exhibit 31.2

Certification of Chief Financial Officer
of Periodic Report Pursuant to Rule 13a-14(a) and Rule 15d-14(a)


I, Christopher C. Ericson, Chief Financial Officer, certify that:

1) I have reviewed this Quarterly Report on Form 10-Q of Golub Capital Direct Lending Corporation;

2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3) Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4) The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15 (e)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

c) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5) The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date:    August 15, 2022

/s/ Christopher C. Ericson                           
Christopher C. Ericson
Chief Financial Officer
(Principal Financial Officer)



Exhibit 32.1
CERTIFICATION PURSUANT TO
18 U.S.C SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In connection with the Quarterly Report on Form 10-Q of Golub Capital Direct Lending Corporation and Subsidiaries (the “Company”), for the quarterly period ended June 30, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), we, David B. Golub and Christopher C. Ericson, Chief Executive Officer and Chief Financial Officer, respectively, of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to our knowledge:
 (1)The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange
Act of 1934; and
 (2)The information contained in the Report fairly presents, in all material respects, the financial condition
and results of operations of the Company.

Date:August 15, 2022/s/  David B. Golub              
 
David B. Golub
Chief Executive Officer
  
 /s/ Christopher C. Ericson        
 
Christopher C. Ericson
Chief Financial Officer




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