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Joint Venture
3 Months Ended
Mar. 31, 2024
Equity Method Investments and Joint Ventures [Abstract]  
Joint Venture Joint Venture
CION/EagleTree Partners, LLC
On December 21, 2021, the Company formed CION/EagleTree, an off-balance sheet joint venture partnership with ET-BC Debt Opportunities, LP, or ET-BC, which is an affiliate of EagleTree Capital, LP, or EagleTree. EagleTree made a Firm-level investment with proprietary capital. CION/EagleTree jointly pursues debt and equity opportunities, as well as special situation, crossover, subordinated and other junior capital investments that leverages the Company's and EagleTree's combined sourcing and portfolio management capabilities.
The Company contributed a portfolio of second lien loans and equity investments and ET-BC contributed proprietary Firm-level cash in exchange for 85% and 15%, respectively, of the senior secured notes, participating preferred equity, and common share interests of CION/EagleTree. The Company and ET-BC are not required to make any additional capital contributions to CION/EagleTree. The Company’s equity investment in CION/EagleTree is not redeemable. All portfolio and other material decisions regarding CION/EagleTree must be submitted to its board of managers, which is comprised of four members, two of whom were selected by the Company and the other two were selected by ET-BC. Further, all portfolio and other material decisions require the affirmative vote of at least one board member from the Company and one board member from ET-BC.
The Company also serves as administrative agent to CION/EagleTree to provide servicing functions and other administrative services. In certain cases, these servicing functions and other administrative services may be performed by CIM. Amounts charged to CION/EagleTree by the Company for services performed by CIM are netted against amounts the Company is charged by CIM for administrative services.
On December 21, 2021, CION/EagleTree issued senior secured notes of $61,629 to the Company and $10,875 to ET-BC, or the CION/EagleTree Notes. The CION/EagleTree Notes bear interest at a fixed rate of 14.0% per year and are secured by a first priority security interest in all of the assets of CION/EagleTree. On November 16, 2023, the Company purchased a portion of the CION/EagleTree Notes held by ET-BC. As a result, as of December 31, 2023, the Company held $59,598 and ET-BC held $4,904 of the CION/Eagletree Notes. The obligations of CION/EagleTree under the CION/EagleTree Notes are non-recourse to the Company.
In accordance with ASU 2015-02, Consolidation, the Company determined that CION/EagleTree is not a variable interest entity, or VIE, as the Company is not the primary beneficiary and therefore does not consolidate CION/EagleTree. The Company's maximum exposure to losses from CION/EagleTree is limited to its investment in CION/EagleTree.
The following table sets forth the individual investments in CION/EagleTree's portfolio as of March 31, 2024:
Portfolio CompanyInterest(a)MaturityIndustryPrincipal/
Par Amount/
Units
Cost(b)Fair
Value
Senior Secured First Lien Debt
Berlitz Holdings, Inc.(f)
S+900, 1.00% SOFR Floor
2/14/2025Services: Business$1,200 $1,167 $1,209 
Community Tree Service, LLC(g)
S+1100, 1.00% SOFR Floor
6/17/2027Construction & Building463 464 467 
Total Senior Secured First Lien Debt1,631 1,676 
Senior Secured Second Lien Debt
MedPlast Holdings, Inc.(e)
L+775, 0.00% LIBOR Floor
7/2/2026Healthcare & Pharmaceuticals6,750 6,317 6,666 
Total Senior Secured Second Lien Debt6,317 6,666 
Collateralized Securities and Structured Products - Equity
Ivy Hill Middle Market Credit Fund VIII, Ltd. Subordinated Loan(c)
11.84% Estimated Yield
2/2/2026Diversified Financials10,000 9,592 9,751 
Total Collateralized Securities and Structured Products - Equity9,592 9,751 
Equity
American Clinical Solutions LLC, Class A Membership Interests(d)Healthcare & Pharmaceuticals
6,030,384 Units
5,200 3,196 
Anthem Sports and Entertainment Inc., Class A Preferred Stock Warrants(d)Media: Diversified & Production
1,469 Units
486 634 
Anthem Sports and Entertainment Inc., Class B Preferred Stock Warrants(d)Media: Diversified & Production
255 Units
— — 
Anthem Sports and Entertainment Inc., Common Stock Warrants(d)Media: Diversified & Production
4,746 Units
— — 
BCP Great Lakes II - Series A Holdings LP, Partnership Interests (4.2% ownership)
Diversified FinancialsN/A10,643 11,029 
Carestream Health Holdings, Inc., Common Stock(d)Healthcare & Pharmaceuticals
614,367 Units
21,759 17,970 
CHC Medical Partners, Inc., Series C Preferred Stock, 12% Dividend
Healthcare & Pharmaceuticals
2,727,273 Units
8,300 10,800 
CTS Ultimate Holdings LLC, Class A Preferred Units(d)Construction & Building
3,578,701 Units
1,000 895 
Dayton HoldCo, LLC, Membership Units(d)Construction & Building
37,264 Units
8,400 14,043 
HDNet Holdco LLC, Preferred Unit Call Option(d)Media: Diversified & Production
1 Unit
— 360 
Language Education Holdings GP LLC, Common Units(d)Services: Business
133,333 Units
— — 
Language Education Holdings LP, Ordinary Common Units(d)Services: Business
133,333 Units
300 612 
Skillsoft Corp., Class A Common Stock(d)High Tech Industries
12,171 Units
2,000 109 
Spinal USA, Inc. / Precision Medical Inc., Warrants(d)Healthcare & Pharmaceuticals
20,667,324 Units
— — 
Total Equity58,088 59,648 
Short Term Investments(g)
First American Treasury Obligations Fund, Class Z Shares
5.18%(h)
8,188 8,188 
Total Short Term Investments8,188 8,188 
TOTAL INVESTMENTS$83,816 $85,929 
a.The actual SOFR rate for each loan listed may not be the applicable SOFR rate as of March 31, 2024, as the loan may have been priced or repriced based on a SOFR rate prior to or subsequent to March 31, 2024. The actual LIBOR rate for each loan listed may not be the applicable LIBOR rate as of March 31, 2024, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to March 31, 2024.
b.Represents amortized cost for debt securities and cost for equity investments.
c.The CLO subordinated notes are considered equity positions in the CLO vehicles and are not rated. Equity investments are entitled to recurring distributions, which are generally equal to the remaining cash flow of the payments made by the underlying vehicle's securities less contractual payments to debt holders and expenses. The estimated yield indicated is based upon a current projection of the amount and timing of these recurring distributions and the estimated amount of repayment of principal upon termination. Such projections are periodically reviewed and adjusted, and the estimated yield may not ultimately be realized.
d.Non-income producing security.
e.The interest rate on these loans is subject to 1 month LIBOR, which as of March 31, 2024 was 5.44%.
f.The interest rate on these loans is subject to 1 month SOFR, which as of March 31, 2024 was 5.33%.
g.The interest rate on these loans is subject to 3 month SOFR, which as of March 31, 2024 was 5.30%.
h.Short term investments represent an investment in a fund that invests in highly liquid investments with average original maturity dates of three months or less.
i.7-day effective yield as of March 31, 2024.
The following table sets forth the individual investments in CION/EagleTree's portfolio as of December 31, 2023:
Portfolio CompanyInterest(a)MaturityIndustryPrincipal/
Par Amount/
Units
Cost(b)Fair
Value
Senior Secured First Lien Debt
Berlitz Holdings, Inc.(f)
S+900, 1.00% SOFR Floor
2/14/2025Services: Business1,200 1,157 1,194 
Community Tree Service, LLC(g)
S+850, 1.00% SOFR Floor
6/17/2027Construction & Building463 463 464 
Total Senior Secured First Lien Debt1,620 1,658 
Senior Secured Second Lien Debt
Access CIG, LLC(g)
S+775, 0.00% SOFR Floor
2/27/2026Services: Business7,250 7,229 7,244 
MedPlast Holdings, Inc.(e)
L+775, 0.00% LIBOR Floor
7/2/2026Healthcare & Pharmaceuticals6,750 6,276 6,535 
Total Senior Secured Second Lien Debt13,505 13,779 
Collateralized Securities and Structured Products - Equity
Ivy Hill Middle Market Credit Fund VIII, Ltd. Subordinated Loan(c)
11.84% Estimated Yield
2/2/2026Diversified Financials10,000 9,717 9,117 
Total Collateralized Securities and Structured Products - Equity9,717 9,117 
Equity
American Clinical Solutions LLC, Class A Membership Interests(d)Healthcare & Pharmaceuticals
6,030,384 Units
5,200 5,065 
Anthem Sports and Entertainment Inc., Class A Preferred Stock Warrants(d)Media: Diversified & Production
1,469 Units
486 1,622 
Anthem Sports and Entertainment Inc., Class B Preferred Stock Warrants(d)Media: Diversified & Production
255 Units
— 31 
Anthem Sports and Entertainment Inc., Common Stock Warrants(d)Media: Diversified & Production
4,746 Units
— — 
BCP Great Lakes II - Series A Holdings LP, Partnership Interests (4.2% ownership)
Diversified FinancialsN/A12,144 12,464 
Carestream Health Holdings, Inc., Common Stock(d)Healthcare & Pharmaceuticals
614,367 Units
21,759 21,386 
CHC Medical Partners, Inc., Series C Preferred Stock, 12% Dividend
Healthcare & Pharmaceuticals
2,727,273 Units
8,218 10,391 
CTS Ultimate Holdings LLC, Class A Preferred Units(d)Construction & Building
3,578,701 Units
1,000 895 
Dayton HoldCo, LLC, Membership Units(d)Construction & Building
37,264 Units
8,400 14,537 
HDNet Holdco LLC, Preferred Unit Call Option(d)Media: Diversified & Production
1 Unit
— 382 
Language Education Holdings GP LLC, Common Units(d)Services: Business
133,333 Units
— — 
Language Education Holdings LP, Ordinary Common Units(d)Services: Business
133,333 Units
300 503 
Skillsoft Corp., Class A Common Stock(d)High Tech Industries
12,171 Units
2,000 214 
Spinal USA, Inc. / Precision Medical Inc., Warrants(d)Healthcare & Pharmaceuticals
20,667,324 Units
— — 
Total Equity59,507 67,490 
Short Term Investments(g)
First American Treasury Obligations Fund, Class Z Shares
5.24%(i)
1,306 1,306 
Total Short Term Investments1,306 1,306 
TOTAL INVESTMENTS$85,655 $93,350 
a.The actual SOFR rate for each loan listed may not be the applicable SOFR rate as of December 31, 2023, as the loan may have been priced or repriced based on a SOFR rate prior to or subsequent to December 31, 2023. The actual LIBOR rate for each loan listed may not be the applicable LIBOR rate as of December 31, 2023, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to December 31, 2023.
b.Represents amortized cost for debt securities and cost for equity investments.
c.The CLO subordinated notes are considered equity positions in the CLO vehicles and are not rated. Equity investments are entitled to recurring distributions, which are generally equal to the remaining cash flow of the payments made by the underlying vehicle's securities less contractual payments to debt holders and expenses. The estimated yield indicated is based upon a current projection of the amount and timing of these recurring distributions and the estimated amount of repayment of principal upon termination. Such projections are periodically reviewed and adjusted, and the estimated yield may not ultimately be realized.
d.Non-income producing security.
e.The interest rate on these loans is subject to 1 month LIBOR, which as of December 31, 2023 was 5.47%.
f.The interest rate on these loans is subject to 1 month SOFR, which as of December 31, 2023 was 5.35%.
g.The interest rate on these loans is subject to 3 month SOFR, which as of December 31, 2023 was 5.33%.
h.Short term investments represent an investment in a fund that invests in highly liquid investments with average original maturity dates of three months or less.
i.7-day effective yield as of December 31, 2023.
The following table includes selected balance sheet information for CION/EagleTree as of March 31, 2024 and December 31, 2023:
Selected Balance Sheet Information:March 31, 2024December 31, 2023
Investments, at fair value (amortized cost of $83,816 and $85,655, respectively)
$85,929 $93,350 
Cash and other assets761 14 
Dividend receivable on investments361 414 
Interest receivable on investments258 287 
   Total assets$87,309 $94,065 
Senior secured notes (net of unamortized debt issuance costs of $64 and $70, respectively)
$64,438 $64,432 
Other liabilities203 166 
   Total liabilities64,641 64,598 
Members' capital22,668 29,467 
   Total liabilities and members' capital$87,309 $94,065 
The following table includes selected statement of operations information for CION/EagleTree for the three months ended March 31, 2024 and 2023 and for the year ended December 31, 2023:
Three Months Ended
March 31,
Year Ended
December 31,
Selected Statement of Operations Information:202420232023
Total investment income$1,302 $1,595 $6,230 
Total expenses2,518 2,692 10,213 
Net realized gain (loss) on investments— 176 (2,083)
Net change in unrealized (depreciation) appreciation on investments(5,583)37 4,338 
Net decrease in net assets$(6,799)$(884)$(1,728)