Main Street Capital - 10-Q quarterly report FY

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TABLE OF CONTENTS

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q


(Mark One)
ý		QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2020
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: 001-33723

Main Street Capital Corporation
(Exact name of registrant as specified in its charter)


Maryland (State or other jurisdiction of incorporation or organization)		41-2230745 (I.R.S. Employer Identification No.)
1300 Post Oak Boulevard, 8^th Floor Houston, TX (Address of principal executive offices)		77056 (Zip Code)

(713) 350-6000
(Registrant's telephone number including area code)

n/a
(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class		Trading Symbol		Name of Each Exchange on Which Registered

Common Stock, par value $0.01 per share		MAIN		New York Stock Exchange

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 ý 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 the 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 ý		Accelerated filer o		Non-accelerated filer o		Smaller reporting company o Emerging growth company o

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. o

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

The number of shares outstanding of the issuer's common stock as of August 6, 2020 was 65,865,341.

Table of Contents

TABLE OF CONTENTS

PART I
FINANCIAL INFORMATION


Item 1.	Consolidated Financial Statements
	Consolidated Balance Sheets—June 30, 2020 (unaudited) and December 31, 2019	1
	Consolidated Statements of Operations (unaudited)—Three and six months ended June 30, 2020 and 2019	2
	Consolidated Statements of Changes in Net Assets (unaudited)—Six months ended June 30, 2020 and 2019	3
	Consolidated Statements of Cash Flows (unaudited)—Six months ended June 30, 2020 and 2019	4
	Consolidated Schedule of Investments (unaudited)—June 30, 2020	5
	Consolidated Schedule of Investments—December 31, 2019	30
	Notes to Consolidated Financial Statements (unaudited)	56
	Consolidated Schedules of Investments in and Advances to Affiliates (unaudited)—Six months ended June 30, 2020 and 2019	98
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	108
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	132
Item 4.	Controls and Procedures	133

PART II
OTHER INFORMATION


Item 1.	Legal Proceedings	134
Item 1A.	Risk Factors	134
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	134
Item 6.	Exhibits	135
	Signatures	136

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Balance Sheets

(dollars in thousands, except shares and per share amounts)

	June 30, 2020			December 31, 2019

	(Unaudited)
ASSETS

Investments at fair value:
Control investments (cost: $796,019 and $778,367 as of June 30, 2020 and December 31, 2019, respectively)	$	1,008,139		$	1,032,721
Affiliate investments (cost: $372,475 and $351,764 as of June 30, 2020 and December 31, 2019, respectively)		321,709			330,287
Non-Control/Non-Affiliate investments (cost: $1,257,360 and $1,297,587 as of June 30, 2020 and December 31, 2019, respectively)		1,089,705			1,239,316

Total investments (cost: $2,425,854 and $2,427,718 as of June 30, 2020 and December 31, 2019, respectively)		2,419,553			2,602,324

Cash and cash equivalents		68,539			55,246
Interest receivable and other assets		48,865			50,458
Receivable for securities sold		5,650			—
Deferred financing costs (net of accumulated amortization of $7,981 and $7,501 as of June 30, 2020 and December 31, 2019, respectively)		3,188			3,521

Total assets	$	2,545,795		$	2,711,549



LIABILITIES
Credit facility	$	315,000		$	300,000
SBIC debentures (par: $314,800 ($50,000 due within one year) and $311,800 as of June 30, 2020 and December 31, 2019, respectively)		308,814			306,188
5.20% Notes due 2024 (par: $325,000 as of both June 30, 2020 and December 31, 2019)		324,541			324,595
4.50% Notes due 2022 (par: $185,000 as of both June 30, 2020 and December 31, 2019)		183,533			183,229
Accounts payable and other liabilities		17,038			24,532
Payable for securities purchased		4,568			—
Interest payable		7,494			7,292
Dividend payable		13,474			13,174
Deferred tax liability, net		389			16,149

Total liabilities		1,174,851			1,175,159
Commitments and contingencies (Note K)
NET ASSETS
Common stock, $0.01 par value per share (150,000,000 shares authorized; 65,748,805 and 64,241,341 shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively)		658			643
Additional paid-in capital		1,554,928			1,512,435
Total undistributed (overdistributed) earnings		(184,642	)		23,312

Total net assets		1,370,944			1,536,390

Total liabilities and net assets	$	2,545,795		$	2,711,549



NET ASSET VALUE PER SHARE	$	20.85		$	23.91

The accompanying notes are an integral part of these consolidated financial statements

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Statements of Operations

(dollars in thousands, except shares and per share amounts)

(Unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,

	2020			2019			2020			2019
INVESTMENT INCOME:
Interest, fee and dividend income:
Control investments	$	19,327		$	23,617		$	38,800		$	47,308
Affiliate investments		7,207			8,346			15,371			17,417
Non-Control/Non-Affiliate investments		25,473			29,330			53,985			57,932

Total investment income		52,007			61,293			108,156			122,657
EXPENSES:
Interest		(11,898	)		(12,329	)		(24,338	)		(24,245	)
Compensation		(4,802	)		(5,516	)		(7,300	)		(11,585	)
General and administrative		(3,000	)		(3,160	)		(6,473	)		(6,363	)
Share-based compensation		(2,817	)		(2,378	)		(5,654	)		(4,707	)
Expenses allocated to the External Investment Manager		1,804			1,707			3,448			3,350

Total expenses		(20,713	)		(21,676	)		(40,317	)		(43,550	)

NET INVESTMENT INCOME		31,294			39,617			67,839			79,107
NET REALIZED GAIN (LOSS):
Control investments		1,606			(756	)		(19,866	)		(943	)
Affiliate investments		—			789			(235	)		(2,452	)
Non-Control/Non-Affiliate investments		(10,190	)		(2,587	)		(10,348	)		(4,892	)
Realized loss on extinguishment of debt		—			—			(534	)		(5,689	)

Total net realized loss		(8,584	)		(2,554	)		(30,983	)		(13,976	)

NET UNREALIZED APPRECIATION (DEPRECIATION):
Control investments		(6,825	)		10,137			(42,235	)		15,083
Affiliate investments		(8,123	)		(568	)		(29,289	)		1,808
Non-Control/Non-Affiliate investments		28,112			(4,712	)		(109,620	)		(810	)
SBIC debentures		—			(233	)		460			4,945

Total net unrealized appreciation (depreciation)		13,164			4,624			(180,684	)		21,026

INCOME TAXES:
Federal and state income, excise and other taxes		(550	)		(963	)		(255	)		(1,665	)
Deferred taxes		8,045			(2,470	)		16,015			(4,837	)

Income tax benefit (provision)		7,495			(3,433	)		15,760			(6,502	)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	43,369		$	38,254		$	(128,068	)	$	79,655



NET INVESTMENT INCOME PER SHARE—BASIC AND DILUTED	$	0.48		$	0.63		$	1.04		$	1.27



NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS PER SHARE—BASIC AND DILUTED	$	0.66		$	0.61		$	(1.97	)	$	1.28



WEIGHTED AVERAGE SHARES OUTSTANDING—BASIC AND DILUTED		65,303,580			62,880,035			64,920,025			62,375,166

The accompanying notes are an integral part of these consolidated financial statements

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Statements of Changes in Net Assets

(dollars in thousands, except shares)

(Unaudited)

	Common Stock

	Common Stock									Total Undistributed (Overdistributed) Earnings
	Number of Shares			Par Value			Additional Paid-In Capital			Total Undistributed (Overdistributed) Earnings			Total Net Asset Value
Balances at December 31, 2018		61,264,861		$	613		$	1,409,945		$	65,491		$	1,476,049
Public offering of common stock, net of offering costs		960,684			9			35,376			—			35,385
Share-based compensation		—			—			2,329			—			2,329
Dividend reinvestment		96,189			1			3,595			—			3,596
Amortization of directors' deferred compensation		—			—			216			—			216
Issuance of restricted stock		52,043			1			(1	)		—			—
Dividends to stockholders		—			—			70			(36,549	)		(36,479	)
Net increase resulting from operations		—			—			—			41,401			41,401

Balances at March 31, 2019		62,373,777		$	624		$	1,451,530		$	70,343		$	1,522,497



Public offering of common stock, net of offering costs		245,989			2			9,416			—			9,418
Share-based compensation		—			—			2,378			—			2,378
Purchase of vested stock for employee payroll tax withholding		(90,404	)		(1	)		(3,364	)		—			(3,365	)
Dividend reinvestment		133,128			1			5,392			—			5,393
Amortization of directors' deferred compensation		—			—			216			—			216
Issuance of restricted stock, net of forfeited shares		262,642			3			(3	)		—			—
Dividends to stockholders		—			—			114			(53,823	)		(53,709	)
Net increase resulting from operations		—			—			—			38,254			38,254

Balances at June 30, 2019		62,925,132		$	629		$	1,465,679		$	54,774		$	1,521,082



Balances at December 31, 2019		64,252,937		$	643		$	1,512,435		$	23,312		$	1,536,390
Public offering of common stock, net of offering costs		91,458			1			3,854			—			3,855
Share-based compensation		—			—			2,837			—			2,837
Purchase of vested stock for employee payroll tax withholding		(851	)		—			(29	)		—			(29	)
Dividend reinvestment		108,722			1			3,929			—			3,930
Amortization of directors' deferred compensation		—			—			238			—			238
Issuance of restricted stock, net of forfeited shares		10,383			—			—			—			—
Dividends to stockholders		—			—			93			(39,706	)		(39,613	)
Net decrease resulting from operations		—			—			—			(171,438	)		(171,438	)

Balances at March 31, 2020		64,462,649		$	645		$	1,523,357		$	(187,832	)	$	1,336,170



Public offering of common stock, net of offering costs		824,968			9			26,007			—			26,016
Share-based compensation		—			—			2,817			—			2,817
Purchase of vested stock for employee payroll tax withholding		(84,094	)		(1	)		(1,730	)		—			(1,731	)
Dividend reinvestment		146,229			1			4,158			—			4,159
Amortization of directors' deferred compensation		—			—			224			—			224
Issuance of restricted stock, net of forfeited shares		414,053			4			(4	)		—			—
Dividends to stockholders		—			—			99			(40,179	)		(40,080	)
Net increase resulting from operations		—			—			—			43,369			43,369

Balances at June 30, 2020		65,763,805		$	658		$	1,554,928		$	(184,642	)	$	1,370,944

The accompanying notes are an integral part of these consolidated financial statements

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Statements of Cash Flows

(dollars in thousands)

	Six Months Ended June 30,

	2020			2019
CASH FLOWS FROM OPERATING ACTIVITIES
Net increase (decrease) in net assets resulting from operations	$	(128,068	)	$	79,655
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Investments in portfolio companies		(264,289	)		(301,298	)
Proceeds from sales and repayments of debt investments in portfolio companies		220,339			220,925
Proceeds from sales and return of capital of equity investments in portfolio companies		15,341			18,169
Net unrealized (appreciation) depreciation		180,684			(21,026	)
Net realized loss		30,983			13,976
Accretion of unearned income		(5,959	)		(5,997	)
Payment-in-kind interest		(1,883	)		(2,502	)
Cumulative dividends		(1,022	)		(1,350	)
Share-based compensation expense		5,654			4,707
Amortization of deferred financing costs		1,353			1,790
Deferred tax (benefit) provision		(16,015	)		4,837
Changes in other assets and liabilities:
Interest receivable and other assets		7,626			(6,792	)
Interest payable		202			2,115
Accounts payable and other liabilities		(7,032	)		4,085
Deferred fees and other		1,791			1,226

Net cash provided by operating activities		39,705			12,520
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from public offering of common stock, net of offering costs		29,871			44,803
Proceeds from public offering of 5.20% Notes due 2024		—			250,000
Dividends paid		(71,305	)		(80,247	)
Proceeds from issuance of SBIC debentures		25,000			—
Repayments of SBIC debentures		(22,000	)		(24,000	)
Proceeds from credit facility		184,000			201,000
Repayments on credit facility		(169,000	)		(380,000	)
Payment of deferred issuance costs and SBIC debenture fees		(1,218	)		(4,344	)
Purchases of vested stock for employee payroll tax withholding		(1,760	)		(3,365	)

Net cash provided by (used in) financing activities		(26,412	)		3,847

Net increase in cash and cash equivalents		13,293			16,367
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD		55,246			54,181

CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	68,539		$	70,548



Supplemental cash flow disclosures:
Interest paid	$	22,722		$	20,279
Taxes paid	$	1,783		$	1,672
Operating non-cash activities:
Right-of-use assets obtained in exchange for operating lease liabilities	$	—		$	5,240
Non-cash financing activities:
Shares issued pursuant to the DRIP	$	8,089		$	8,989

The accompanying notes are an integral part of these consolidated financial statements

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)	Principal(4)		Cost(4)		Fair Value(18)


Control Investments(5)

Access Media Holdings, LLC(10)	July 22, 2015	Private Cable Operator
			10.00% PIK Secured Debt (Maturity—July 22, 2020)(14)(19)	$	23,828	$	23,828	$	3,937
			Preferred Member Units (9,481,500 units)(24)				9,375		(284	)
			Member Units (45 units)				1		—

							33,204		3,653

ASC Interests, LLC	August 1, 2013	Recreational and Educational Shooting Facility
			13.00% Secured Debt (Maturity—July 31, 2022)		1,650		1,606		1,606
			Member Units (1,500 units)				1,500		1,050

							3,106		2,656

Analytical Systems Keco, LLC	August 16, 2019	Manufacturer of Liquid and Gas Analyzers
			LIBOR Plus 10.00% (Floor 2.00%), Current Coupon 12.00%, Secured Debt (Maturity—August 16, 2024)(9)		5,295		4,976		4,976
			Preferred Member Units (3,200 units)				3,200		3,890
			Warrants (420 equivalent shares; Expiration—August 16, 2029; Strike price—$0.01 per share)				316		510

							8,492		9,376

ATS Workholding, LLC(10)	March 10, 2014	Manufacturer of Machine Cutting Tools and Accessories
			5% Secured Debt (Maturity—November 16, 2021)		4,919		4,729		3,965
			Preferred Member Units (3,725,862 units)				3,726		—

							8,455		3,965

Bond-Coat, Inc.	December 28, 2012	Casing and Tubing Coating Services
			Common Stock (57,508 shares)				6,350		6,830

Brewer Crane Holdings, LLC	January 9, 2018	Provider of Crane Rental and Operating Services
			LIBOR Plus 10.00% (Floor 1.00%), Current Coupon 11.00%, Secured Debt (Maturity—January 9, 2023)(9)		8,804		8,751		8,751
			Preferred Member Units (2,950 units)(8)				4,280		4,280

							13,031		13,031

Bridge Capital Solutions Corporation	April 18, 2012	Financial Services and Cash Flow Solutions Provider
			13.00% Secured Debt (Maturity—December 11, 2024)		8,813		8,085		8,085
			Warrants (82 equivalent shares; Expiration—July 25, 2026; Strike price—$0.01 per share)				2,132		3,320
			13.00% Secured Debt (Mercury Service Group, LLC) (Maturity—December 11, 2024)		1,000		997		997
			Preferred Member Units (Mercury Service Group, LLC) (17,742 units)(8)				1,000		1,000

							12,214		13,402

Café Brazil, LLC	April 20, 2004	Casual Restaurant Group
			Member Units (1,233 units)(8)				1,742		2,180

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


California Splendor Holdings LLC	March 30, 2018	Processor of Frozen Fruits
			LIBOR Plus 8.00% (Floor 1.00%), Current Coupon 9.50%, Secured Debt (Maturity—March 30, 2023)(9)	15,679	15,573	15,534
			LIBOR Plus 10.00% (Floor 1.00%), Current Coupon 11.50%, Secured Debt (Maturity—March 30, 2023)(9)	28,000	27,827	27,762
			Preferred Member Units (6,725 units)(8)		7,706	7,706
			Preferred Member Units (6,157 units)(8)		10,775	5,781

					61,881	56,783

CBT Nuggets, LLC ("CBT")	June 1, 2006	Produces and Sells IT Training Certification Videos
			Member Units (416 units)(8)		1,300	46,060

Centre Technologies Holdings, LLC	January 4, 2019	Provider of IT Hardware Services and Software Solutions
			LIBOR Plus 10.00% (Floor 2.00%), Current Coupon 12.00%, Secured Debt (Maturity—January 4, 2024)(9)	11,934	11,843	11,843
			Preferred Member Units (12,696 units)		5,840	5,840

					17,683	17,683

Chamberlin Holding LLC	February 26, 2018	Roofing and Waterproofing Specialty Contractor
			LIBOR Plus 10.00% (Floor 1.00%), Current Coupon 11.00%, Secured Debt (Maturity—February 26, 2023)(9)	17,773	17,666	17,773
			Member Units (4,347 units)(8)		11,440	24,150
			Member Units (Chamberlin Langfield Real Estate, LLC) (1,047,146 units)(8)		1,047	920

					30,153	42,843

Charps, LLC	February 3, 2017	Pipeline Maintenance and Construction
			15.00% Secured Debt (Maturity—June 5, 2022)	2,000	2,000	2,000
			Preferred Member Units (1,600 units)(8)		400	8,130

					2,400	10,130

Clad-Rex Steel, LLC	December 20, 2016	Specialty Manufacturer of Vinyl-Clad Metal
			LIBOR Plus 9.50% (Floor 1.00%), Current Coupon 10.50%, Secured Debt (Maturity—December 20, 2021)(9)	10,880	10,841	10,841
			Member Units (717 units)(8)		7,280	8,610
			10.00% Secured Debt (Clad-Rex Steel RE Investor, LLC) (Maturity—December 20, 2036)	1,124	1,113	1,113
			Member Units (Clad-Rex Steel RE Investor, LLC) (800 units)		210	460

					19,444	21,024

CMS Minerals Investments	January 30, 2015	Oil & Gas Exploration & Production
			Member Units (CMS Minerals II, LLC) (100 units)(8)		2,260	1,638

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Cody Pools, Inc.	March 6, 2020	Designer of Residential and Commercial Pools
			LIBOR Plus 10.50% (Floor 1.75%), Current Coupon 12.25%, Secured Debt (Maturity—March 6, 2025)(9)	15,800	15,650	15,650
			Preferred Member Units (587 units)		8,317	8,317

					23,967	23,967

CompareNetworks Topco, LLC	January 29, 2019	Internet Publishing and Web Search Portals
			LIBOR Plus 11.00% (Floor 1.00%), Current Coupon 12.00%, Secured Debt (Maturity—January 29, 2024)(9)	8,014	7,950	7,950
			Preferred Member Units (1,975 units)		1,975	4,080

					9,925	12,030

Copper Trail Fund Investments(12)(13)	July 17, 2017	Investment Partnership
			LP Interests (CTMH, LP) (Fully diluted 38.8%)		762	762

Datacom, LLC	May 30, 2014	Technology and Telecommunications Provider
			8.00% Secured Debt (Maturity—May 31, 2021)(14)	1,800	1,800	1,615
			10.50% PIK Secured Debt (Maturity—May 31, 2021)(14)(19)	12,507	12,475	10,142
			Class A Preferred Member Units		1,294	—
			Class B Preferred Member Units (6,453 units)		6,030	—

					21,599	11,757

Digital Products Holdings LLC	April 1, 2018	Designer and Distributor of Consumer Electronics
			LIBOR Plus 10.00% (Floor 1.00%), Current Coupon 11.00%, Secured Debt (Maturity—April 1, 2023)(9)	18,960	18,841	18,165
			Preferred Member Units (3,857 shares)(8)		9,501	4,595

					28,342	22,760

Direct Marketing Solutions, Inc.	February 13, 2018	Provider of Omni-Channel Direct Marketing Services
			LIBOR Plus 11.00% (Floor 1.00%), Current Coupon 12.00%, Secured Debt (Maturity—February 13, 2023)(9)	15,247	15,146	15,247
			Preferred Stock (8,400 shares)		8,400	20,060

					23,546	35,307

Gamber-Johnson Holdings, LLC ("GJH")	June 24, 2016	Manufacturer of Ruggedized Computer Mounting Systems
			LIBOR Plus 6.50% (Floor 2.00%), Current Coupon 8.50%, Secured Debt (Maturity—June 24, 2021)(9)	19,838	19,777	19,838
			Member Units (8,619 units)(8)		14,844	53,240

					34,621	73,078

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Garreco, LLC	July 15, 2013	Manufacturer and Supplier of Dental Products
			LIBOR Plus 8.00% (Floor 1.00%, Ceiling 1.50%), Current Coupon 9.43%, Secured Debt (Maturity—January 31, 2021)(9)	4,519	4,519	4,519
			Member Units (1,200 units)		1,200	1,700

					5,719	6,219

GRT Rubber Technologies LLC ("GRT")	December 19, 2014	Manufacturer of Engineered Rubber Products
			LIBOR Plus 7.00%, Current Coupon 7.17%, Secured Debt (Maturity—December 31, 2023)	16,775	16,775	16,775
			Member Units (5,879 units)(8)		13,065	45,430

					29,840	62,205

Gulf Manufacturing, LLC	August 31, 2007	Manufacturer of Specialty Fabricated Industrial Piping Products
			Member Units (438 units)(8)		2,980	4,800

Gulf Publishing Holdings, LLC	April 29, 2016	Energy Industry Focused Media and Publishing
			LIBOR Plus 9.50% (Floor 1.00%), Current Coupon 5.25% / 5.25% PIK, Current Coupon Plus PIK 10.50%, Secured Debt (Maturity—September 30, 2020)(9)(19)	243	243	243
			6.25% Current / 6.25% PIK Secured Debt (Maturity—April 29, 2021)(19)	12,735	12,707	11,616
			Member Units (3,681 units)		3,681	—

					16,631	11,859

Harborside Holdings, LLC	March 20, 2017	Real Estate Holding Company
			Member units (100 units)		6,606	7,660

Harris Preston Fund Investments(12)(13)	October 1, 2017	Investment Partnership
			LP Interests (2717 MH, L.P.) (Fully diluted 49.3%)		2,735	2,977

Harrison Hydra-Gen, Ltd.	June 4, 2010	Manufacturer of Hydraulic Generators
			Common Stock (107,456 shares)(8)		718	5,640

Jensen Jewelers of Idaho, LLC	November 14, 2006	Retail Jewelry Store
			Prime Plus 6.75% (Floor 2.00%), Current Coupon 10.00%, Secured Debt (Maturity—November 14, 2023)(9)	3,850	3,816	3,800
			Member Units (627 units)(8)		811	7,270

					4,627	11,070

J&J Services, Inc.	October 31, 2019	Provider of Dumpster and Portable Toilet Rental Services
			11.50% Secured Debt (Maturity—October 31, 2024)	15,200	15,065	15,200
			Preferred Stock (2,814 shares)		7,085	9,900

					22,150	25,100

KBK Industries, LLC	January 23, 2006	Manufacturer of Specialty Oilfield and Industrial Products
			Member Units (325 units)(8)		783	13,140

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Kickhaefer Manufacturing Company, LLC	October 31, 2018	Precision Metal Parts Manufacturing
			9.50% Current / 2.00% PIK Secured Debt (Maturity—October 31, 2023)(19)	25,488	25,297	25,297
			Member Units (581 units)		12,240	11,450
			9.00% Secured Debt (Maturity—October 31, 2048)	3,964	3,924	3,924
			Member Units (KMC RE Investor, LLC) (800 units)(8)		992	1,160

					42,453	41,831

Market Force Information, LLC	July 28, 2017	Provider of Customer Experience Management Services
			12.00% PIK Secured Debt (Maturity—July 28, 2023)(14)(19)	26,079	25,952	14,255
			Member Units (743,921 units)		16,642	—

					42,594	14,255

MH Corbin Holding LLC	August 31, 2015	Manufacturer and Distributor of Traffic Safety Products
			13.00% Secured Debt (Maturity—March 31, 2022)	8,730	8,671	8,670
			Preferred Member Units (66,000 shares)		4,400	3,430
			Preferred Member Units (4,000 shares)		6,000	—

					19,071	12,100

Mid-Columbia Lumber Products, LLC	December 18, 2006	Manufacturer of Finger-Jointed Lumber Products
			Member Units (7,874 units)		4,239	—
			Member Units (Mid-Columbia Real Estate, LLC) (500 units)(8)		1,499	2,130

					5,738	2,130

MSC Adviser I, LLC(16)	November 22, 2013	Third Party Investment Advisory Services
			Member Units (Fully diluted 100.0%)(8)		—	69,080

Mystic Logistics Holdings, LLC	August 18, 2014	Logistics and Distribution Services Provider for Large Volume Mailers
			10.00% Secured Debt (Maturity—January 17. 2022)	6,974	6,959	6,959
			Common Stock (5,873 shares)(8)		2,720	10,390

					9,679	17,349

NAPCO Precast, LLC	January 31, 2008	Precast Concrete Manufacturing
			Member Units (2,955 units)(8)		2,975	10,930

NexRev LLC	February 28, 2018	Provider of Energy Efficiency Products & Services
			11.00% Secured Debt (Maturity—February 28, 2023)	17,533	17,433	15,732
			Preferred Member Units (86,400,000 units)		6,880	—

					24,313	15,732

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


NRI Clinical Research, LLC	September 8, 2011	Clinical Research Service Provider
			10.50% Secured Debt (Maturity—June 8, 2022)	7,000	6,921	7,000
			Warrants (251,723 equivalent units; Expiration—June 8, 2027; Strike price—$0.01 per unit)		252	1,390
			Member Units (1,454,167 units)(8)		765	5,321

					7,938	13,711

NRP Jones, LLC	December 22, 2011	Manufacturer of Hoses, Fittings and Assemblies
			12.00% Secured Debt (Maturity—March 20, 2023)	6,376	6,376	6,376
			Member Units (65,962 units)(8)		3,717	3,120

					10,093	9,496

NuStep, LLC	January 31, 2017	Designer, Manufacturer and Distributor of Fitness Equipment
			12.00% Secured Debt (Maturity—January 31, 2022)	19,640	19,564	19,564
			Preferred Member Units (406 units)		10,200	10,200

					29,764	29,764

OMi Holdings, Inc.	April 1, 2008	Manufacturer of Overhead Cranes
			Common Stock (1,500 shares)(8)		1,080	18,030

Pearl Meyer Topco LLC	April 27, 2020	Provider of Executive Compensation Consulting Services
			12.00% Secured Debt (Maturity—April 27, 2025)	35,000	34,663	34,663
			Member Units (13,800 units)(8)		13,000	13,000

					47,663	47,663

Pegasus Research Group, LLC	January 6, 2011	Provider of Telemarketing and Data Services
			Member Units (460 units)(8)		1,290	9,960

PPL RVs, Inc.	June 10, 2010	Recreational Vehicle Dealer
			LIBOR Plus 8.75% (Floor 0.50%), Current Coupon 10.18% Secured Debt (Maturity—November 15, 2022)(9)	12,105	12,004	12,004
			Common Stock (1,962 shares)		2,150	11,140

					14,154	23,144

Principle Environmental, LLC (d/b/a TruHorizon Environmental Solutions)	February 1, 2011	Noise Abatement Service Provider
			13.00% Secured Debt (Maturity—April 30, 2023)	6,397	6,324	6,397
			Preferred Member Units (19,631 units)(8)		4,600	12,910
			Warrants (1,018 equivalent units; Expiration—January 31, 2021; Strike price—$0.01 per unit)		1,200	1,070

					12,124	20,377

Quality Lease Service, LLC	June 8, 2015	Provider of Rigsite Accommodation Unit Rentals and Related Services
			Member Units (1,000 units)		11,313	5,780

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)		Cost(4)		Fair Value(18)


River Aggregates, LLC	March 30, 2011	Processor of Construction Aggregates
			Zero Coupon Secured Debt (Maturity—June 30, 2018)(17)	750		750		722
			Member Units (1,150 units)(8)			1,150		6,160
			Member Units (RA Properties, LLC) (1,500 units)			369		3,320

						2,269		10,202

Tedder Industries, LLC	August 31, 2018	Manufacturer of Firearm Holsters and Accessories
			12.00% Secured Debt (Maturity—August 31, 2020)	640		640		640
			12.00% Secured Debt (Maturity—August 31, 2023)	16,400		16,286		16,286
			Preferred Member Units (479 units)			8,136		8,136

						25,062		25,062

Trantech Radiator Topco, LLC	May 31, 2019	Transformer Cooling Products and Services
			12.00% Secured Debt (Maturity—May 31, 2024)	8,880		8,794		8,867
			Common Stock (615 shares)(8)			4,655		7,680

						13,449		16,547

UnionRock Energy Fund II, LP(12)(13)	June 15, 2020	Oil & Gas Exploration & Production
			LP Interests (Fully diluted 49.6%)			2,894		2,894

Vision Interests, Inc.	June 5, 2007	Manufacturer / Installer of Commercial Signage
			13.00% Secured Debt (Maturity—September 30 2019)(17)	2,028		2,028		2,028
			Series A Preferred Stock (3,000,000 shares)			3,000		3,460

						5,028		5,488

Ziegler's NYPD, LLC	October 1, 2008	Casual Restaurant Group
			6.50% Secured Debt (Maturity—October 1, 2020)	1,000		1,000		899
			12.00% Secured Debt (Maturity—October 1, 2020)	625		625		625
			14.00% Secured Debt (Maturity—October 1, 2020)	2,750		2,750		2,366
			Warrants (587 equivalent units; Expiration—October 1, 2020; Strike price—$0.01 per unit)			600		—
			Preferred Member Units (10,072 units)			2,834		1,139

						7,809		5,029

Subtotal Control Investments (73.5% of net assets at fair value)					$	796,019	$	1,008,139

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Affiliate Investments(6)

AFG Capital Group, LLC	November 7, 2014	Provider of Rent-to-Own Financing Solutions and Services
			10.00% Secured Debt (Maturity—May 25, 2022)	664	664	664
			Preferred Member Units (186 units)		1,200	5,170

					1,864	5,834

American Trailer Rental Group LLC	June 7, 2017	Provider of Short-term Trailer and Container Rental
			Member Units (Milton Meisler Holdings LLC) (73,493 units)		8,596	13,060

BBB Tank Services, LLC	April 8, 2016	Maintenance, Repair and Construction Services to the Above-Ground Storage Tank Market
			LIBOR Plus 11.00% (Floor 1.00%), Current Coupon 12.00%, (Maturity—April 8, 2021)(9)	4,800	4,734	4,684
			Preferred Stock (non-voting)(8)		141	141
			Member Units (800,000 units)		800	210

					5,675	5,035

Boccella Precast Products LLC	June 30, 2017	Manufacturer of Precast Hollow Core Concrete
			Member Units (2,160,000 units)(8)		2,256	5,980

Buca C, LLC	June 30, 2015	Casual Restaurant Group
			LIBOR Plus 9.25% (Floor 1.00%), Current Coupon 10.25%, Secured Debt (Maturity—June 30, 2020)(9)(17)	19,004	19,004	17,104
			Preferred Member Units (6 units; 6% cumulative)(8)(19)		4,770	765

					23,774	17,869

CAI Software LLC	October 10, 2014	Provider of Specialized Enterprise Resource Planning Software
			12.50% Secured Debt (Maturity—December 7, 2023)	28,644	28,452	28,644
			Member Units (70,764 units)(8)		1,102	5,930

					29,554	34,574

Chandler Signs Holdings, LLC(10)	January 4, 2016	Sign Manufacturer
			Class A Units (1,500,000 units)		1,500	2,540

Charlotte Russe, Inc(11)	May 28, 2013	Fast-Fashion Retailer to Young Women
			Common Stock (19,041 shares)		3,141	—

Classic H&G Holdings, LLC	March 12, 2020	Provider of Engineered Packaging Solutions
			12.00% Secured Debt (Maturity—March 12, 2025)	26000	25,753	25,753
			Preferred Member Units (154 units)		5,760	5,760

					31,513	31,513

Congruent Credit Opportunities Funds(12)(13)	January 24, 2012	Investment Partnership
			LP Interests (Congruent Credit Opportunities Fund II, LP) (Fully diluted 19.8%)		5,210	855
			LP Interests (Congruent Credit Opportunities Fund III, LP) (Fully diluted 17.4%)(8)		12,589	12,504

					17,799	13,359

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Copper Trail Fund Investments(12)(13)	July 17, 2017	Investment Partnership
			LP Interests (Copper Trail Energy Fund I, LP) (Fully diluted 12.4%)(8)		2,248	1,822

Dos Rios Partners(12)(13)	April 25, 2013	Investment Partnership
			LP Interests (Dos Rios Partners, LP) (Fully diluted 20.2%)		6,605	7,288
			LP Interests (Dos Rios Partners—A, LP) (Fully diluted 6.4%)		2,097	2,314

					8,702	9,602

East Teak Fine Hardwoods, Inc.	April 13, 2006	Distributor of Hardwood Products
			Common Stock (6,250 shares)		480	300

EIG Fund Investments(12)(13)	November 6, 2015	Investment Partnership
			LP Interests (EIG Global Private Debt Fund-A, L.P.) (Fully diluted 11.1%)(8)		756	595

Freeport Financial Funds(12)(13)	June 13, 2013	Investment Partnership
			LP Interests (Freeport Financial SBIC Fund LP) (Fully diluted 9.3%)		5,974	5,154
			LP Interests (Freeport First Lien Loan Fund III LP) (Fully diluted 6.0%)(8)		10,785	10,571

					16,759	15,725

Fuse, LLC(11)	June 30, 2019	Cable Networks Operator
			12% Secured Debt (Maturity—June 28, 2024)	1,939	1,939	1,601
			Common Stock (10,429 shares)		256	256

					2,195	1,857

Harris Preston Fund Investments(12)(13)	August 9, 2017	Investment Partnership
			LP Interests (HPEP 3, L.P.) (Fully diluted 8.2%)		2,819	2,819

Hawk Ridge Systems, LLC(13)	December 2, 2016	Value-Added Reseller of Engineering Design and Manufacturing Solutions
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.00%, Secured Debt (Maturity—December 2, 2021)(9)	600	600	600
			11.00% Secured Debt (Maturity—December 2, 2021)	13,400	13,350	13,400
			Preferred Member Units (226 units)(8)		2,850	7,320
			Preferred Member Units (HRS Services, ULC) (226 units)		150	390

					16,950	21,710

Houston Plating and Coatings, LLC	January 8, 2003	Provider of Plating and Industrial Coating Services
			8.00% Unsecured Convertible Debt (Maturity—May 1, 2022)	3,000	3,000	3,260
			Member Units (322,297 units)(8)		2,352	7,220

					5,352	10,480

I-45 SLF LLC(12)(13)	October 20, 2015	Investment Partnership
			Member Units (Fully diluted 20.0%; 24.4% profits interest)(8)		20,200	13,953

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


L.F. Manufacturing Holdings, LLC(10)	December 23, 2013	Manufacturer of Fiberglass Products
			Preferred Member Units (non-voting; 14% cumulative)(8)(19)		87	87
			Member Units (2,179,001 units)		2,019	2,050

					2,106	2,137

OnAsset Intelligence, Inc.	April 18, 2011	Provider of Transportation Monitoring / Tracking Products and Services
			12.00% PIK Secured Debt (Maturity—June 30, 2021)(19)	6,873	6,873	6,873
			10.00% PIK Unsecured Debt (Maturity—June 30, 2021)(19)	61	61	61
			Preferred Stock (912 shares)		1,981	—
			Warrants (5,333 equivalent shares; Expiration—April 18, 2021; Strike price—$0.01 per share)		1,919	—

					10,834	6,934

PCI Holding Company, Inc.	December 18, 2012	Manufacturer of Industrial Gas Generating Systems
			12.00% Current, Secured Debt (Maturity—July 1, 2020)	11,356	11,356	11,356
			Preferred Stock (1,740,000 shares) (non-voting)		1,740	4,350
			Preferred Stock (1,500,000 shares)		3,927	4,130

					17,023	19,836

Rocaceia, LLC (Quality Lease and Rental Holdings, LLC)	January 8, 2013	Provider of Rigsite Accommodation Unit Rentals and Related Services
			12.00% Secured Debt (Maturity—January 8, 2018)(14)(15)	30,369	29,865	—
			Preferred Member Units (250 units)		2,500	—

					32,365	—

Salado Stone Holdings, LLC(10)	June 27, 2016	Limestone and Sandstone Dimension Cut Stone Mining Quarries
			Class A Preferred Units (Salado Acquisition, LLC) (2,000,000 units)		2,000	430

Slick Innovations, LLC	September 13, 2018	Text Message Marketing Platform
			14.00% Current, Secured Debt (Maturity—September 13, 2023)	6,280	6,136	6,136
			Common Stock (70,000 shares)(8)		700	1,130
			Warrants (18,084 equivalent units; Expiration—September 13, 2028; Strike price—$0.01 per unit)		181	300

					7,017	7,566

SI East, LLC	August 31, 2018	Rigid Industrial Packaging Manufacturing
			9.50% Current, Secured Debt (Maturity—August 31, 2023)	32,963	32,723	32,963
			Preferred Member Units (157 units)(8)		6,000	9,310

					38,723	42,273

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)		Cost(4)		Fair Value(18)


UniTek Global Services, Inc.(11)	April 15, 2011	Provider of Outsourced Infrastructure Services
			LIBOR Plus 6.50% (Floor 1.00%), Current Coupon 7.50%, Secured Debt (Maturity—August 20, 2024)(9)	2,963		2,939		2,677
			Preferred Stock (1,133,102 shares; 20% cumulative)(8)(19)			1,305		2,833
			Preferred Stock (1,521,122 shares; 20% cumulative)(8)(19)			2,188		2,282
			Preferred Stock (2,281,682 shares; 19% cumulative)(8)(19)			3,667		658
			Preferred Stock (4,336,866 shares; 13.50% cumulative)(19)			7,924		4
			Common Stock (945,507 shares)			—		—

						18,023		8,454

Universal Wellhead Services Holdings, LLC(10)	October 30, 2014	Provider of Wellhead Equipment, Designs, and Personnel to the Oil & Gas Industry
			Preferred Member Units (UWS Investments, LLC) (716,949 units; 14% cumulative)(8)(19)			1,032		240
			Member Units (UWS Investments, LLC) (4,000,000 units)			4,000		—

						5,032		240

Volusion, LLC	January 26, 2015	Provider of Online Software-as-a-Service eCommerce Solutions
			11.50% Secured Debt (Maturity—January 26, 2020)(17)	20,234		20,234		19,243
			8.00% Unsecured Convertible Debt (Maturity—November 16, 2023)	409		409		291
			Preferred Member Units (4,876,670 units)			14,000		5,678
			Warrants (1,831,355 equivalent units; Expiration—January 26, 2025; Strike price—$0.01 per unit)			2,576		—

						37,219		25,212

Subtotal Affiliate Investments (23.5% of net assets at fair value)					$	372,475	$	321,709

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Non-Control/Non-Affiliate Investments(7)

AAC Holdings, Inc.(11)	June 30, 2017	Substance Abuse Treatment Service Provider
			10.00% Current / 8.00% PIK Secured Debt (Maturity—March 24, 2021)(19)	2,264	2,196	2,196
			Prime Plus 13.50% (Floor 1.00%), Current Coupon 16.75%, Secured Debt (Maturity—April 17, 2020)(9)(17)	3,121	2,961	2,887
			Prime Plus 9.75% (Floor 1.00%), Current Coupon 13.00%, Secured Debt (Maturity—June 30, 2023)(9)(14)	14,396	14,030	6,442

					19,187	11,525

Adams Publishing Group, LLC(10)	November 19, 2015	Local Newspaper Operator
			LIBOR Plus 7.50% (Floor 1.75%), Current Coupon 9.25%, Secured Debt (Maturity—July 3, 2023)(9)	6,301	6,162	6,054

ADS Tactical, Inc.(10)	March 7, 2017	Value-Added Logistics and Supply Chain Provider to the Defense Industry
			LIBOR Plus 6.25% (Floor 0.75%), Current Coupon 7.00%, Secured Debt (Maturity—July 26, 2023)(9)	19,738	19,616	19,444

Aethon United BR LP(10)	September 8, 2017	Oil & Gas Exploration & Production
			LIBOR Plus 6.75% (Floor 1.00%), Current Coupon 7.75%, Secured Debt (Maturity—September 8, 2023)(9)	9,750	9,644	9,002

Affordable Care Holding Corp.(10)	May 9, 2019	Dental Service Organization
			LIBOR Plus 4.75% (Floor 1.00%), Current Coupon 5.75%, Secured Debt (Maturity—October 22, 2022)(9)	14,321	14,095	12,746

ALKU, LLC.(11)	October 18, 2019	Specialty National Staffing Operator
			LIBOR Plus 5.50%, Current Coupon 6.38%, Secured Debt (Maturity—July 29, 2026)(9)	9,975	9,883	9,676

American Nuts, LLC(10)	April 10, 2018	Roaster, Mixer and Packager of Bulk Nuts and Seeds
			LIBOR Plus 8.00% (Floor 1.00%), Current Coupon 9.43%, Secured Debt (Maturity—April 10, 2023)(9)	12,186	11,977	11,605

American Teleconferencing Services, Ltd.(11)	May 19, 2016	Provider of Audio Conferencing and Video Collaboration Solutions
			LIBOR Plus 6.50% (Floor 1.00%), Current Coupon 7.66%, Secured Debt (Maturity—June 8, 2023)(9)	17,374	16,531	11,276

APTIM Corp.(11)	August 17, 2018	Engineering, Construction & Procurement
			7.75% Secured Debt (Maturity—June 15, 2025)	12,452	10,947	4,919

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Arcus Hunting LLC(10)	January 6, 2015	Manufacturer of Bowhunting and Archery Products and Accessories
			LIBOR Plus 8.00% (Floor 1.00%), Current Coupon 9.45%, Secured Debt (Maturity—March 31, 2021)(9)	13,423	13,423	13,423

ASC Ortho Management Company, LLC(10)	August 31, 2018	Provider of Orthopedic Services
			LIBOR Plus 7.50% (Floor 1.00%), Current Coupon 8.93%, Secured Debt (Maturity—August 31, 2023)(9)	5,264	5,194	4,924
			13.25% PIK Secured Debt (Maturity—December 1, 2023)(19)	1,980	1,951	1,919

					7,145	6,843

ATX Networks Corp.(11)(13)(21)	June 30, 2015	Provider of Radio Frequency Management Equipment
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.45% / 1.00% PIK, Current Coupon Plus PIK 8.45%, Secured Debt (Maturity—June 11, 2021)(9)(19)	13,530	13,419	12,380

Barfly Ventures, LLC(10)	August 31, 2015	Casual Restaurant Group
			9.00% PIK Secured Debt (Maturity—March 23, 2021)(14)(19)	110	110	110
			12.00% Secured Debt (Maturity—August 31, 2020)(14)	10,185	10,073	1,111
			Options (3 equivalent units)		607	—
			Warrant (2 equivalent unit; Expiration—August 31, 2025; Strike price—$1.00 per unit)		473	—

					11,263	1,221

Berry Aviation, Inc.(10)	July 6, 2018	Charter Airline Services
			10.50% Current / 1.5% PIK, Secured Debt (Maturity— January 6, 2024)(19)	4,588	4,556	4,522
			Preferred Member Units (Berry Acquisition, LLC) (122,416 units; 16% cumulative)(8)(19)		135	135
			Preferred Member Units (Berry Acquisition, LLC) (1,548,387 units; 8% cumulative)(19)		1,671	804

					6,362	5,461

BigName Commerce, LLC(10)	May 11, 2017	Provider of Envelopes and Complimentary Stationery Products
			LIBOR Plus 7.25% (Floor 1.00%), Current Coupon 4.35% / 4.35% PIK, Current Coupon plus PIK 8.70%, Secured Debt (Maturity—May 11, 2022)(9)(19)	2,233	2,222	2,134

Binswanger Enterprises, LLC(10)	March 10, 2017	Glass Repair and Installation Service Provider
			LIBOR Plus 8.50% (Floor 1.00%), Current Coupon 9.50%, Secured Debt (Maturity—March 9, 2022)(9)	13,538	13,312	13,313
			Member Units (1,050,000 units)		1,050	730

					14,362	14,043

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Bluestem Brands, Inc.(11)	December 19, 2013	Multi-Channel Retailer of General Merchandise
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.00%, Secured Debt (Maturity—September 9, 2020)(9)	635	635	635
			Prime Plus 6.50% (Floor 1.00%), Current Coupon 9.75%, Secured Debt (Maturity—November 6, 2020)(9)(14)	10,622	10,571	3,983

					11,206	4,618

Bojangles', Inc.(11)	February 5, 2019	Quick Service Restaurant Group
			LIBOR Plus 4.75%, Current Coupon 4.93%, Secured Debt (Maturity—January 28, 2026)	7,723	7,593	7,498
			LIBOR Plus 8.50%, Current Coupon 8.68%, Secured Debt (Maturity—January 28, 2027)	5,000	4,912	4,575

					12,505	12,073

Brainworks Software, LLC(10)	August 12, 2014	Advertising Sales and Newspaper Circulation Software
			Prime Plus 9.25% (Floor 3.25%), Current Coupon 12.50%, Secured Debt (Maturity—July 22, 2019)(9)(14)(17)	6,733	6,733	4,915

Brightwood Capital Fund Investments(12)(13)	July 21, 2014	Investment Partnership
			LP Interests (Brightwood Capital Fund III, LP) (Fully diluted 1.6%)(8)		10,920	8,075
			LP Interests (Brightwood Capital Fund IV, LP) (Fully diluted 0.6%)(8)		4,750	4,384

					15,670	12,459

Cadence Aerospace LLC(10)	November 14, 2017	Aerostructure Manufacturing
			LIBOR Plus 6.50% (Floor 1.00%), Current Coupon 7.50%, Secured Debt (Maturity—November 14, 2023)(9)	26,868	26,678	24,545

California Pizza Kitchen, Inc.(11)	August 29, 2016	Casual Restaurant Group
			LIBOR Plus 10.00% (Floor 1.50%), Current Coupon 11.50%, Secured Debt (Maturity—August 23, 2022)(9)	3,929	3,882	3,857
			LIBOR Plus 6.00% PIK (Floor 1.00%), Current Coupon 7.00% PIK, Secured Debt (Maturity—August 23, 2022)(9)(19)	12,064	11,990	3,534

					15,872	7,391

Central Security Group, Inc.(11)	December 4, 2017	Security Alarm Monitoring Service Provider
			LIBOR Plus 5.63% (Floor 1.00%), Current Coupon 6.63%, Secured Debt (Maturity—October 6, 2021)(9)	13,667	13,637	5,768

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Cenveo Corporation(11)	September 4, 2015	Provider of Digital Marketing Agency Services
			Libor Plus 9.50% (Floor 1.00%), Current Coupon 10.50%, Secured Debt (Maturity—June 7, 2023)(9)	5,674	5,520	5,107
			Common Stock (177,130 shares)		5,309	2,657

					10,829	7,764

Chisholm Energy Holdings, LLC(10)	May 15, 2019	Oil & Gas Exploration & Production
			LIBOR Plus 6.25% (Floor 1.50%), Current Coupon 7.75%, Secured Debt (Maturity—May 15, 2026)(9)	3,571	3,493	3,278

Clarius BIGS, LLC(10)	September 23, 2014	Prints & Advertising Film Financing
			15.00% PIK Secured Debt (Maturity—January 5, 2015)(14)(17)	2,841	2,841	45

Clickbooth.com, LLC(10)	December 5, 2017	Provider of Digital Advertising Performance Marketing Solutions
			LIBOR Plus 8.50% (Floor 1.00%), Current Coupon 9.95%, Secured Debt (Maturity—January 31, 2025)(9)	8,407	8,283	8,191

Coastal Television Broadcasting Holdings LLC(10)	June 4, 2020	Operator of Television Broadcasting Networks
			LIBOR Plus 10.00% (Floor 2.00%), Current Coupon 12.00%, Secured Debt (Maturity—June 4, 2025)(9)	8,900	8,714	8,714

Construction Supply Investments, LLC(10)	December 29, 2016	Distribution Platform of Specialty Construction Materials to Professional Concrete and Masonry Contractors
			Member Units (50,687 units)		5,637	7,700

Corel Corporation(11)(13)(21)	July 24, 2019	Publisher of Desktop and Cloud-based Software
			LIBOR Plus 5.00%, Current Coupon 5.36%, Secured Debt (Maturity—July 2, 2026)(9)	19,652	18,761	18,620

CTVSH, PLLC(10)	August 3, 2017	Emergency Care and Specialty Service Animal Hospital
			LIBOR Plus 8.00% (Floor 1.00%), Current Coupon 9.00%, Secured Debt (Maturity—August 3, 2022)(9)	9,399	9,352	9,264

Darr Equipment LP(10)	April 15, 2014	Heavy Equipment Dealer
			11.5% Current / 1% PIK Secured Debt (Maturity—June 22, 2023)(19)	5,929	5,929	5,929
			Warrants (915,734 equivalent units; Expiration—December 23, 2023; Strike price—$1.50 per unit)		474	110

					6,403	6,039

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Digital River, Inc.(11)	February 24, 2015	Provider of Outsourced e-Commerce Solutions and Services
			LIBOR Plus 7.00% (Floor 1.00%), Current Coupon 8.00%, Secured Debt (Maturity—February 12, 2023)(9)	13,628	13,379	13,492

DTE Enterprises, LLC(10)	April 13, 2018	Industrial Powertrain Repair and Services
			LIBOR Plus 7.50% (Floor 1.50%), Current Coupon 9.00%, Secured Debt (Maturity—April 13, 2023)(9)	10,992	10,849	10,691
			Class AA Preferred Member Units (non-voting; 10% cumulative)(8)(19)		904	904
			Class A Preferred Member Units (776,316 units)		776	1,260

					12,529	12,855

Dynamic Communities, LLC(10)	July 17, 2018	Developer of Business Events and Online Community Groups
			LIBOR Plus 8.50% (Floor 1.00%), Current Coupon 9.50%, Secured Debt (Maturity—July 17, 2023)(9)	5,390	5,316	5,045

Echo US Holdings, LLC.(10)	November 12, 2019	Developer and Manufacturer of PVC and Polypropylene Materials
			LIBOR Plus 6.25% (Floor 1.63%), Current Coupon 7.88%, Secured Debt (Maturity—October 25, 2024)(9)	22,851	22,740	21,750

EnCap Energy Fund Investments(12)(13)	December 28, 2010	Investment Partnership
			LP Interests (EnCap Energy Capital Fund VIII, L.P.) (Fully diluted 0.1%)		3,635	678
			LP Interests (EnCap Energy Capital Fund VIII Co-Investors, L.P.) (Fully diluted 0.4%)		2,097	346
			LP Interests (EnCap Energy Capital Fund IX, L.P.) (Fully diluted 0.1%)(8)		4,359	1,245
			LP Interests (EnCap Energy Capital Fund X, L.P.) (Fully diluted 0.1%)(8)		8,555	5,792
			LP Interests (EnCap Flatrock Midstream Fund II, L.P.) (Fully diluted 0.8%)		7,473	3,931
			LP Interests (EnCap Flatrock Midstream Fund III, L.P.) (Fully diluted 0.2%)(8)		6,974	5,797

					33,093	17,789

Encino Acquisition Partners Holdings, Inc.(11)	November 16, 2018	Oil & Gas Exploration & Production
			LIBOR Plus 6.75% (Floor 1.00%), Current Coupon 7.75%, Secured Debt (Maturity—October 29, 2025)(9)	9,000	8,926	6,570

EPIC Y-Grade Services, LP(11)	June 22, 2018	NGL Transportation & Storage
			LIBOR Plus 6.00%, (Floor 1.00%), Current Coupon 7.00%, Secured Debt (Maturity—June 13, 2024)	6,875	6,777	5,145

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Fortna, Inc.(10)	July 23, 2019	Process, Physical Distribution and Logistics Consulting Services
			LIBOR Plus 5.00%, Current Coupon 5.18%, Secured Debt (Maturity—April 8, 2025)	9,739	9,592	8,795

GeoStabilization International (GSI)(11)	December 31, 2018	Geohazard Engineering Services & Maintenance
			LIBOR Plus 5.25%, Current Coupon 5.43%, Secured Debt (Maturity—December 19, 2025)	16,294	16,158	15,642

GoWireless Holdings, Inc.(11)	December 31, 2017	Provider of Wireless Telecommunications Carrier Services
			LIBOR Plus 6.50% (Floor 1.00%), Current Coupon 7.50%, Secured Debt (Maturity—December 22, 2024)(9)	17,868	17,727	15,061

Grupo Hima San Pablo, Inc.(11)	March 7, 2013	Tertiary Care Hospitals
			LIBOR Plus 7.00% (Floor 1.50%), Current Coupon 9.69%, Secured Debt (Maturity—April 30, 2019)(9)(17)	4,504	4,504	3,084
			13.75% Secured Debt (Maturity—October 15, 2018)(17)	2,055	2,040	167

					6,544	3,251

GS HVAM Intermediate, LLC(10)	October 18, 2019	Specialized Food Distributor
			LIBOR Plus 5.75% (Floor 1.00%), Current Coupon 6.75%, Secured Debt (Maturity—October 2, 2024)(9)	13,580	13,463	12,635

Gexpro Services(10)	February 24, 2020	Distributor of Industrial and Specialty Parts
			LIBOR Plus 6.50% (Floor 1.50%), Current Coupon 8.00%, Secured Debt (Maturity—February 24, 2025)(9)	29,327	28,779	27,148

HDC/HW Intermediate Holdings(10)	December 21, 2018	Managed Services and Hosting Provider
			LIBOR Plus 7.50% (Floor 1.00%), Current Coupon 8.50%, Secured Debt (Maturity—December 21, 2023)(9)	3,482	3,430	3,159

Hoover Group, Inc.(10)(13)	October 21, 2016	Provider of Storage Tanks and Related Products to the Energy and Petrochemical Markets
			LIBOR Plus 7.25% (Floor 1.00%), Current Coupon 8.25%, Secured Debt (Maturity—January 28, 2021)(9)	20,694	20,344	15,728

Hunter Defense Technologies, Inc.(10)	March 29, 2018	Provider of Military and Commercial Shelters and Systems
			LIBOR Plus 7.00% (Floor 1.00%), Current Coupon 8.07%, Secured Debt (Maturity—March 29, 2023)(9)	31,161	30,790	30,559

HW Temps LLC	July 2, 2015	Temporary Staffing Solutions
			12.00% Current Secured Debt (Maturity—March 29, 2023)	10,001	9,875	8,912

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Hydrofarm Holdings LLC(10)	May 18, 2017	Wholesaler of Horticultural Products
			LIBOR Plus 8.50%, Current Coupon 8.68% Secured Debt (Maturity—May 12, 2022)	6,907	6,825	5,610

Hyperion Materials & Technologies, Inc.(11)(13)	September 12, 2019	Manufacturer of Cutting and Machine Tools & Speciality Polishing Compounds
			LIBOR Plus 5.50% (Floor 1.00%), Current Coupon 6.50%, Secured Debt (Maturity—August 28, 2026)(9)	22,388	21,979	19,883

iEnergizer Limited(10)(13)(21)	April 17, 2019	Provider of Business Outsourcing Solutions
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.00%, Secured Debt (Maturity—April 17, 2024)(9)	11,438	11,340	11,137

Implus Footcare, LLC(10)	June 1, 2017	Provider of Footwear and Related Accessories
			LIBOR Plus 2.50% (Floor 1.00%), Current Coupon 3.50% / PIK 5.25%, Current Coupon Plus PIK 8.75%, Secured Debt (Maturity—April 30, 2024)(9)(19)	18,732	18,372	17,185

Independent Pet Partners Intermediate Holdings, LLC(10)	November 20, 2018	Omnichannel Retailer of Specialty Pet Products
			LIBOR Plus 9.00% (Floor 1.00%), Current Coupon 11.31%, Secured Debt (Maturity—November 19, 2023)(9)	19,514	19,071	16,503
			Member Units (1,558,333 units)		1,558	—

					20,629	16,503

Industrial Services Acquisition, LLC(10)	June 17, 2016	Industrial Cleaning Services
			6% Current / 7% PIK Unsecured Debt (Maturity—December 17, 2022)(19)	5,428	5,371	5,428
			Preferred Member Units (Industrial Services Investments, LLC) (144 units; 10% cumulative)(8)(19)		107	107
			Preferred Member Units (Industrial Services Investments, LLC) (80 units; 20% cumulative)(8)(19)		65	65
			Member Units (Industrial Services Investments, LLC) (900 units)		900	530

					6,443	6,130

Inn of the Mountain Gods Resort and Casino(11)	October 30, 2013	Hotel & Casino Owner & Operator
			9.25% Secured Debt (Maturity—November 30, 2020)	7,176	7,099	6,028

Interface Security Systems, L.L.C(10)	August 7, 2019	Commercial Security & Alarm Services
			LIBOR Plus 7.00% (Floor 1.75%), Current Coupon 8.75% / 3.00% PIK, Secured Debt (Maturity—August 7, 2023)(9)(19)	7,557	7,435	7,557

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Intermedia Holdings, Inc.(11)	August 3, 2018	Unified Communications as a Service
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.00%, Secured Debt (Maturity—July 19, 2025)(9)	20,050	19,961	19,681

Invincible Boat Company, LLC.(10)	August 28, 2019	Manufacturer of Sport Fishing Boats
			LIBOR Plus 6.50% (Floor 1.00%), Current Coupon 8.00%, Secured Debt (Maturity—August 28, 2025)(9)	9,538	9,445	8,993

Isagenix International, LLC(11)	June 21, 2018	Direct Marketer of Health & Wellness Products
			LIBOR Plus 5.75% (Floor 1.00%), Current Coupon 6.75%, Secured Debt (Maturity—June 14, 2025)(9)	5,777	5,732	2,302

JAB Wireless, Inc.(10)	May 2, 2018	Fixed Wireless Broadband Provider
			LIBOR Plus 8.00% (Floor 1.00%), Current Coupon 8.17%, Secured Debt (Maturity—May 2, 2023)(9)	14,700	14,608	14,180

Jackmont Hospitality, Inc.(10)	May 26, 2015	Franchisee of Casual Dining Restaurants
			LIBOR Plus 6.75% (Floor 1.00%), Current Coupon 7.75%, Secured Debt (Maturity—May 26, 2021)(9)	4,033	4,030	3,303

Joerns Healthcare, LLC(11)	April 3, 2013	Manufacturer and Distributor of Health Care Equipment & Supplies
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.00% Secured Debt (Maturity—August 21, 2024)(9)	4,016	3,948	3,784
			Common Stock (472,579 shares)		4,429	2,480

					8,377	6,264

Kemp Technologies Inc.(10)	June 27, 2019	Provider of Application Delivery Controllers
			LIBOR Plus 6.25% (Floor 1.00%), Current Coupon 7.25%, Secured Debt (Maturity—March 29, 2024)(9)	7,425	7,302	7,139

Kore Wireless Group Inc.(11)	December 31, 2018	Mission Critical Software Platform
			LIBOR Plus 5.50%, Current Coupon 5.81%, Secured Debt (Maturity—December 20, 2024)	19,236	19,139	18,034

Larchmont Resources, LLC(11)	August 13, 2013	Oil & Gas Exploration & Production
			LIBOR Plus 7.00% (Floor 1.00%), Current Coupon 8.00%, Secured Debt (Maturity—August 7, 2021)(9)	2,145	2,145	1,180
			Member Units (Larchmont Intermediate Holdco, LLC) (2,828 units)		353	353

					2,498	1,533

Laredo Energy VI, LP(10)	January 15, 2019	Oil & Gas Exploration & Production
			Member Units (1,155,952 units)		11,560	11,560

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Lightbox Holdings, L.P.(11)	May 23, 2019	Provider of Commercial Real Estate Software
			LIBOR Plus 5.00%, Current Coupon 5.18%, Secured Debt (Maturity—May 9, 2026)	14,888	14,687	13,771

LKCM Headwater Investments I, L.P.(12)(13)	January 25, 2013	Investment Partnership
			LP Interests (Fully diluted 2.3%)(8)		1,746	3,354

LL Management, Inc.(10)	May 2, 2019	Medical Transportation Service Provider
			LIBOR Plus 6.50% (Floor 1.00%), Current Coupon 7.56%, Secured Debt (Maturity—September 25, 2023)(9)	13,650	13,537	12,976

Logix Acquisition Company, LLC(10)	June 24, 2016	Competitive Local Exchange Carrier
			LIBOR Plus 5.75% (Floor 1.00%), Current Coupon 6.75%, Secured Debt (Maturity—December 22, 2024)(9)	26,272	24,534	22,200

Looking Glass Investments, LLC(12)(13)	July 1, 2015	Specialty Consumer Finance
			Member Units (2.6 units)		125	25
			Member Units (LGI Predictive Analytics LLC) (190,712 units)		41	8

					166	33

LSF9 Atlantis Holdings, LLC(11)	May 17, 2017	Provider of Wireless Telecommunications Carrier Services
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.00%, Secured Debt (Maturity—May 1, 2023)(9)	9,275	9,275	7,914

Lulu's Fashion Lounge, LLC(10)	August 31, 2017	Fast Fashion E-Commerce Retailer
			LIBOR Plus 9.00% (Floor 1.00%), Current Coupon 10.07% / 2.50% PIK, Current Coupon Plus PIK 12.57%, Secured Debt (Maturity—August 28, 2022)(9)(19)	11,335	11,115	9,692

Lynx FBO Operating LLC(10)	September 30, 2019	Fixed Based Operator in the General Aviation Industry
			LIBOR Plus 5.75% (Floor 1.00%), Current Coupon 7.25%, Secured Debt (Maturity—September 30, 2024)(9)	13,647	13,375	12,656
			Member Units (3,704 units)		500	445

					13,875	13,101

Mac Lean-Fogg Company(10)	April 22, 2019	Manufacturer and Supplier for Auto and Power Markets
			LIBOR Plus 5.00%, Current Coupon 5.00%, Secured Debt (Maturity—December 22, 2025)	16,564	16,453	15,141
			Preferred Stock (1,516 shares; 4.50% Cash / 9.25% PIK cumulative)(8)(19)	1,809	1,809	1,806

					18,262	16,947

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


MHVC Acquisition Corp.(11)	May 8, 2017	Provider of Differentiated Information Solutions, Systems Engineering, and Analytics
			LIBOR Plus 5.25% (Floor 1.00%), Current Coupon 6.25%, Secured Debt (Maturity—April 29, 2024)(9)	19,899	19,813	19,203

Mills Fleet Farm Group, LLC(10)	October 24, 2018	Omnichannel Retailer of Work, Farm and Lifestyle Merchandise
			LIBOR Plus 6.25% (Floor 1.00%), Current Coupon 7.84% / 0.75% PIK, Current Coupon Plus PIK 8.59%, Secured Debt (Maturity—October 24, 2024)(9)(19)	13,959	13,663	12,425

NBG Acquisition Inc(11)	April 28, 2017	Wholesaler of Home Décor Products
			LIBOR Plus 5.50% (Floor 1.00%), Current Coupon 6.57%, Secured Debt (Maturity—April 26, 2024)(9)	4,153	4,111	1,910

NinjaTrader, LLC(10)	December 18, 2019	Operator of Futures Trading Platform
			LIBOR Plus 6.00% (Floor 1.50%), Current Coupon 7.50%, Secured Debt (Maturity—December 18, 2024)(9)	9,125	8,955	8,877

NNE Partners, LLC(10)	March 2, 2017	Oil & Gas Exploration & Production
			LIBOR Plus 8.00%, Current Coupon 8.34%, Secured Debt (Maturity—March 2, 2022)	23,417	23,287	20,701

Novetta Solutions, LLC (11)	June 21, 2017	Provider of Advanced Analytics Solutions for Defense Agencies
			LIBOR Plus 5.00% (Floor 1.00%), Current Coupon 6.00%, Secured Debt (Maturity—October 17, 2022)(9)	20,950	20,628	20,548

NTM Acquisition Corp.(11)	July 12, 2016	Provider of B2B Travel Information Content
			LIBOR Plus 6.25% (Floor 1.00%), Current Coupon 7.25%, Secured Debt (Maturity—June 7, 2022)(9)	4,793	4,793	4,314

Ospemifene Royalty Sub LLC (QuatRx)(10)	July 8, 2013	Estrogen-Deficiency Drug Manufacturer and Distributor
			11.50% Secured Debt (Maturity—November 15, 2026)(14)	4,814	4,814	261

PaySimple, Inc.(10)	September 9, 2019	Leading Technology Services Commerce Platform
			LIBOR Plus 5.50%, Current Coupon 5.69%, Secured Debt (Maturity—August 23, 2025)(9)	24,135	23,890	21,721

Permian Holdco 2, Inc.(11)	February 12, 2013	Storage Tank Manufacturer
			14.00% PIK Unsecured Debt (Maturity—October 15, 2021)(19)	488	488	93
			18.00% PIK Unsecured Debt (Maturity—June 30, 2022)(19)	348	348	348
			Preferred Stock (Permian Holdco 1, Inc.) (154,558 units)		799	—

					1,635	441

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Point.360(10)	July 8, 2015	Fully Integrated Provider of Digital Media Services
			Warrants (65,463 equivalent shares; Expiration—July 7, 2020; Strike price—$0.75 per share)		69	—
			Common Stock (163,658 shares)		273	—

					342	—

PricewaterhouseCoopers Public Sector LLP(11)	May 24, 2018	Provider of Consulting Services to Governments
			LIBOR Plus 8.00%, Current Coupon 8.18%, Secured Debt (Maturity—May 1, 2026)	9,000	8,967	8,235

PT Network, LLC(10)	November 1, 2013	Provider of Outpatient Physical Therapy and Sports Medicine Services
			LIBOR Plus 5.50% (Floor 1.00%), Current Coupon 6.73% / 2.00% PIK, Current Coupon Plus PIK 8.73%, Secured Debt (Maturity—November 30, 2023)(9)(19)	8,555	8,555	8,074

Research Now Group, Inc. and Survey Sampling International, LLC(11)	December 31, 2017	Provider of Outsourced Online Surveying
			LIBOR Plus 5.50% (Floor 1.00%), Current Coupon 6.50%, Secured Debt (Maturity—December 20, 2024)(9)	18,023	17,543	16,736

RM Bidder, LLC(10)	November 12, 2015	Scripted and Unscripted TV and Digital Programming Provider
			Warrants (327,532 equivalent units; Expiration—October 20, 2025; Strike price—$14.28 per unit)		425	—
			Member Units (2,779 units)		46	13

					471	13

SAFETY Investment Holdings, LLC	April 29, 2016	Provider of Intelligent Driver Record Monitoring Software and Services
			Member Units (2,000,000 units)		2,000	2,060

Salient Partners L.P.(11)	June 25, 2015	Provider of Asset Management Services
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.00%, Secured Debt (Maturity—August 31, 2021)(9)	6,450	6,438	5,876

Staples Canada ULC(10)(13)(21)	September 14, 2017	Office Supplies Retailer
			LIBOR Plus 7.00% (Floor 1.00%), Current Coupon 8.00%, Secured Debt (Maturity—September 12, 2024)(9)(22)	13,828	13,665	11,685

TE Holdings, LLC(11)	December 5, 2013	Oil & Gas Exploration & Production
			Member Units (97,048 units)		970	—

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


TEAM Public Choices, LLC(10)	October 28, 2019	Home-Based Care Employment Service Provider
			LIBOR Plus 6.00% (Floor 1.50%), Current Coupon 7.50%, Secured Debt (Maturity—September 20, 2024)(9)	17,372	17,214	16,615

Tectonic Financial, Inc.	May 15, 2017	Financial Services Organization
			Common Stock (200,000 shares)		2,000	2,600

TGP Holdings III LLC(11)	September 30, 2017	Outdoor Cooking & Accessories
			LIBOR Plus 8.50% (Floor 1.00%), Current Coupon 9.50%, Secured Debt (Maturity—September 25, 2025)(9)	5,500	5,444	4,922

The Pasha Group(11)	February 2, 2018	Diversified Logistics and Transportation Provided
			LIBOR Plus 7.50% (Floor 1.00%), Current Coupon 7.77%, Secured Debt (Maturity—January 26, 2023)(9)	12,279	11,578	11,358

USA DeBusk LLC(10)	October 22, 2019	Provider of Industrial Cleaning Services
			LIBOR Plus 5.75% (Floor 1.00%), Current Coupon 6.75%, Secured Debt (Maturity—October 22, 2024)(9)	25,137	24,702	23,119

U.S. TelePacific Corp.(11)	September 14, 2016	Provider of Communications and Managed Services
			LIBOR Plus 5.00% (Floor 1.00%), Current Coupon 6.07%, Secured Debt (Maturity—May 2, 2023)(9)	17,088	16,916	13,719

Vida Capital, Inc(11)	October 10, 2019	Alternative Asset Manager
			LIBOR Plus 6.00%, Current Coupon 6.76%, Secured Debt (Maturity—October 1, 2026)	18,338	18,090	18,292

VIP Cinema Holdings, Inc.(11)	March 9, 2017	Supplier of Luxury Seating to the Cinema Industry
			Prime Plus 7.00% (Floor 2.00%), Current Coupon 10.25%, Secured Debt (Maturity—May 18, 2020)(9)(17)	994	994	994
			Prime Plus 7.00% (Floor 2.00%), Current Coupon 10.25%, Secured Debt (Maturity—March 1, 2023)(9)(14)	10,063	10,030	—

					11,024	994

Vistar Media, Inc.(10)	February 17, 2017	Operator of Digital Out-of-Home Advertising Platform
			LIBOR Plus 7.50% (Floor 1.00%), Current Coupon 9.50%, Secured Debt (Maturity—April 3, 2023)(9)	4,670	4,529	4,536
			Preferred Stock (70,207 shares)		767	1,600
			Warrants (69,675 equivalent shares; Expiration—April 3, 2029; Strike price—$10.92 per share)		—	1,620

					5,296	7,756

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)		Cost(4)		Fair Value(18)


Wireless Vision Holdings, LLC(10)	September 29, 2017	Provider of Wireless Telecommunications Carrier Services
			LIBOR Plus 8.94% (Floor 1.00%), Current Coupon 9.84% / 1.00% PIK, Current Coupon Plus PIK 10.84%, Secured Debt (Maturity—September 29, 2022)(9)(19)(23)	6,985		6,874		6,984
			LIBOR Plus 8.91% (Floor 1.00%), Current Coupon 9.91% / 1.00% PIK, Current Coupon Plus PIK 10.91%, Secured Debt (Maturity—September 29, 2022)(9)(19)(23)	6,070		6,001		6,070

						12,875		13,054

YS Garments, LLC(11)	August 22, 2018	Designer and Provider of Branded Activewear
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.31% Secured Debt (Maturity—August 9, 2024)(9)	14,278		14,171		13,064

Zilliant Incorporated	June 15, 2012	Price Optimization and Margin Management Solutions
			Preferred Stock (186,777 shares)			154		260
			Warrants (952,500 equivalent shares; Expiration—June 15, 2022; Strike price—$0.001 per share)			1,071		1,190

						1,225		1,450


Subtotal Non-Control/Non-Affiliate Investments (79.5% of net assets at fair value)					$	1,257,360	$	1,089,705


Total Portfolio Investments, June 30, 2020					$	2,425,854	$	2,419,553

(1): All investments are Lower Middle Market portfolio investments, unless otherwise noted. See Note B for a description of Lower Middle Market portfolio investments. All of the Company's investments, unless otherwise noted, are encumbered either as security for the Company's Credit Facility or in support of the SBA-guaranteed debentures issued by the Funds.
(2): Debt investments are income producing, unless otherwise noted. Equity and warrants are non-income producing, unless otherwise noted.
(3): See Note C and Schedule 12-14 for a summary of geographic location of portfolio companies.
(4): Principal is net of repayments. Cost is net of repayments and accumulated unearned income.
(5): Control investments are defined by the Investment Company Act of 1940, as amended ("1940 Act"), as investments in which more than 25% of the voting securities are owned or where the ability to nominate greater than 50% of the board representation is maintained.
(6): Affiliate investments are defined by the 1940 Act as investments in which between 5% and 25% (inclusive) of the voting securities are owned and the investments are not classified as Control investments.
(7): Non-Control/Non-Affiliate investments are defined by the 1940 Act as investments that are neither Control investments nor Affiliate investments.
(8): Income producing through dividends or distributions.
(9): Index based floating interest rate is subject to contractual minimum interest rate. A majority of the variable rate loans in the Company's investment portfolio bear interest at a rate that may be determined by reference to either LIBOR or an alternate Base Rate (commonly based on the Federal Funds Rate or the Prime Rate), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each such loan, the Company has provided the weighted average annual stated interest rate in effect at June 30, 2020. As noted in this schedule, 60% of the loans (based on the par amount) contain LIBOR floors which range between 0.50% and 2.00%, with a weighted-average LIBOR floor of approximately 1.09%.
(10): Private Loan portfolio investment. See Note B for a description of Private Loan portfolio investments.
(11): Middle Market portfolio investment. See Note B for a description of Middle Market portfolio investments.
(12): Other Portfolio investment. See Note B for a description of Other Portfolio investments.
(13): Investment is not a qualifying asset as defined under Section 55(a) of the 1940 Act. Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets.
(14): Non-accrual and non-income producing investment.
(15): Portfolio company is in a bankruptcy process and, as such, the maturity date of our debt investment in this portfolio company will not be finally determined until such process is complete. As noted in footnote (14), our debt investment in this portfolio company is on non-accrual status.

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

June 30, 2020

(dollars in thousands)

(16): External Investment Manager. Investment is not encumbered as security for the Company's Credit Facility or in support of the SBA-guaranteed debentures issued by the Funds.
(17): Maturity date is under on-going negotiations with the portfolio company and other lenders, if applicable.
(18): Investment fair value was determined using significant unobservable inputs, unless otherwise noted. See Note C for further discussion.
(19): PIK interest income and cumulative dividend income represent income not paid currently in cash.
(20): All portfolio company headquarters are based in the United States, unless otherwise noted.
(21): Portfolio company headquarters are located outside of the United States.
(22): In connection with the Company's debt investment in Staples Canada ULC and in an attempt to mitigate any potential adverse change in foreign exchange rates during the term of the Company's investment, the Company maintains a forward foreign currency contract with Cadence Bank to lend $16.7 million Canadian Dollars and receive $12.8 million U.S. Dollars with a settlement date of September 14, 2020. The unrealized appreciation on the forward foreign currency contract is $0.4 million as of June 30, 2020.
(23): The Company has entered into an intercreditor agreement that entitles the Company to the "last out" tranche of the first lien secured loans, whereby the "first out" tranche will receive priority as to the "last out" tranche with respect to payments of principal, interest, and any other amounts due thereunder. Therefore, the Company receives a higher interest rate than the contractual stated interest rate of LIBOR plus 8.50% (Floor 1.00%) per the credit agreement and the Consolidated Schedule of Investments above reflects such higher rate.
(24): Investment has an unfunded commitment as of June 30, 2020 (see Note K). The fair value of the investment includes the impact of the fair value of any unfunded commitments.
(25): All of the Company's portfolio investments are generally subject to restrictions on resale as "restricted securities."
(26): Investment date represents the date of initial investment in the portfolio company.

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)	Principal(4)		Cost(4)		Fair Value(18)


Control Investments(5)

Access Media Holdings, LLC(10)	July 22, 2015	Private Cable Operator
			10% PIK Secured Debt (Maturity—July 22, 2020)(14)(19)	$	23,828	$	23,828	$	6,387
			Preferred Member Units (9,481,500 units)(27)				9,375		(284	)
			Member Units (45 units)				1		—

							33,204		6,103

ASC Interests, LLC	August 1, 2013	Recreational and Educational Shooting Facility
			11.00% Secured Debt (Maturity—July 31, 2020)		1,650		1,639		1,639
			Member Units (1,500 units)				1,500		1,290

							3,139		2,929

Analytical Systems Keco, LLC	August 16, 2019	Manufacturer of Liquid and Gas Analyzers
			LIBOR Plus 10.00% (Floor 2.00%), Current Coupon 12.13%, Secured Debt (Maturity—August 16, 2024)(9)		5,565		5,210		5,210
			Preferred Member Units (3,200 units)				3,200		3,200
			Warrants (420 equivalent shares; Expiration—August 16, 2029; Strike price—$0.01 per share)				316		316

							8,726		8,726

ATS Workholding, LLC(10)	March 10, 2014	Manufacturer of Machine Cutting Tools and Accessories
			5% Secured Debt (Maturity—November 16, 2021)		4,919		4,666		4,521
			Preferred Member Units (3,725,862 units)				3,726		939

							8,392		5,460

Bond-Coat, Inc.	December 28, 2012	Casing and Tubing Coating Services
			15.00% Secured Debt (Maturity—December 28, 2020)		11,596		11,473		11,473
			Common Stock (57,508 shares)				6,350		8,300

							17,823		19,773

Brewer Crane Holdings, LLC	January 9, 2018	Provider of Crane Rental and Operating Services
			LIBOR Plus 10.00% (Floor 1.00%), Current Coupon 11.71%, Secured Debt (Maturity—January 9, 2023)(9)		9,052		8,989		8,989
			Preferred Member Units (2,950 units)(8)				4,280		4,280

							13,269		13,269

Bridge Capital Solutions Corporation	April 18, 2012	Financial Services and Cash Flow Solutions Provider
			13.00% Secured Debt (Maturity—December 11, 2024)		8,813		7,797		7,797
			Warrants (82 equivalent shares; Expiration—July 25, 2026; Strike price—$0.01 per share)				2,132		3,500
			13.00% Secured Debt (Mercury Service Group, LLC) (Maturity—December 11, 2024)		1,000		996		996
			Preferred Member Units (Mercury Service Group, LLC) (17,742 units)(8)				1,000		1,000

							11,925		13,293

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Café Brazil, LLC	April 20, 2004	Casual Restaurant Group
			Member Units (1,233 units)(8)		1,742	2,440

California Splendor Holdings LLC	March 30, 2018	Processor of Frozen Fruits
			LIBOR Plus 8.00% (Floor 1.00%), Current Coupon 10.13%, Secured Debt (Maturity—March 30, 2023)(9)	7,229	7,104	7,104
			LIBOR Plus 10.00% (Floor 1.00%), Current Coupon 12.13%, Secured Debt (Maturity—March 30, 2023)(9)	28,000	27,801	27,801
			Preferred Member Units (6,725 units)(8)		7,163	7,163
			Preferred Member Units (6,157 units)(8)		10,775	7,382

					52,843	49,450

CBT Nuggets, LLC ("CBT")	June 1, 2006	Produces and Sells IT Training Certification Videos
			Member Units (416 units)(8)		1,300	50,850

Centre Technologies Holdings, LLC	January 4, 2019	Provider of IT Hardware Services and Software Solutions
			LIBOR Plus 9.00% (Floor 2.00%), Current Coupon 10.75%, Secured Debt (Maturity—January 4, 2024)(9)	12,240	12,136	12,136
			Preferred Member Units (12,696 units)		5,840	5,840

					17,976	17,976

Chamberlin Holding LLC	February 26, 2018	Roofing and Waterproofing Specialty Contractor
			LIBOR Plus 10.00% (Floor 1.00%), Current Coupon 12.00%, Secured Debt (Maturity—February 26, 2023)(9)	17,773	17,649	17,773
			Member Units (4,347 units)(8)		11,440	24,040
			Member Units (Chamberlin Langfield Real Estate, LLC) (1,047,146 units)(8)		1,047	1,450

					30,136	43,263

Charps, LLC	February 3, 2017	Pipeline Maintenance and Construction
			15.00% Secured Debt (Maturity—June 5, 2022)	2,000	2,000	2,000
			Preferred Member Units (1,600 units)(8)		400	6,920

					2,400	8,920

Clad-Rex Steel, LLC	December 20, 2016	Specialty Manufacturer of Vinyl-Clad Metal
			LIBOR Plus 9.00% (Floor 1.00%), Current Coupon 10.71%, Secured Debt (Maturity—December 20, 2021)(9)	10,880	10,830	10,781
			Member Units (717 units)(8)		7,280	9,630
			10.00% Secured Debt (Clad-Rex Steel RE Investor, LLC) (Maturity—December 20, 2036)	1,137	1,126	1,137
			Member Units (Clad-Rex Steel RE Investor, LLC) (800 units)		210	460

					19,446	22,008

CMS Minerals Investments	January 30, 2015	Oil & Gas Exploration & Production
			Member Units (CMS Minerals II, LLC) (100 units)(8)		2,386	1,900

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


CompareNetworks Topco, LLC	January 29, 2019	Internet Publishing and Web Search Portals
			LIBOR Plus 11.00% (Floor 1.00%), Current Coupon 12.75%, Secured Debt (Maturity—January 29, 2024)(9)	8,364	8,288	8,288
			Preferred Member Units (1,975 units)		1,975	3,010

					10,263	11,298

Copper Trail Fund Investments(12)(13)	July 17, 2017	Investment Partnership
			LP Interests (CTMH, LP) (Fully diluted 38.8%)		872	872

Datacom, LLC	May 30, 2014	Technology and Telecommunications Provider
			8.00% Secured Debt (Maturity—May 31, 2021)(14)	1,800	1,800	1,615
			10.50% PIK Secured Debt (Maturity—May 31, 2021)(14)(19)	12,507	12,475	10,142
			Class A Preferred Member Units		1,294	—
			Class B Preferred Member Units (6,453 units)		6,030	—

					21,599	11,757

Digital Products Holdings LLC	April 1, 2018	Designer and Distributor of Consumer Electronics
			LIBOR Plus 10.00% (Floor 1.00%), Current Coupon 11.75%, Secured Debt (Maturity—April 1, 2023)(9)	19,620	19,478	18,452
			Preferred Member Units (3,857 shares)(8)		9,501	5,174

					28,979	23,626

Direct Marketing Solutions, Inc.	February 13, 2018	Provider of Omni-Channel Direct Marketing Services
			LIBOR Plus 11.00% (Floor 1.00%), Current Coupon 12.75%, Secured Debt (Maturity—February 13, 2023)(9)	15,717	15,597	15,707
			Preferred Stock (8,400 shares)		8,400	20,200

					23,997	35,907

Gamber-Johnson Holdings, LLC ("GJH")	June 24, 2016	Manufacturer of Ruggedized Computer Mounting Systems
			LIBOR Plus 6.50% (Floor 2.00%), Current Coupon 8.50%, Secured Debt (Maturity—June 24, 2021)(9)	19,022	18,949	19,022
			Member Units (8,619 units)(8)		14,844	53,410

					33,793	72,432

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Garreco, LLC	July 15, 2013	Manufacturer and Supplier of Dental Products
			LIBOR Plus 8.00% (Floor 1.00%, Ceiling 1.50%), Current Coupon 9.50%, Secured Debt (Maturity—March 31, 2020)(9)	4,519	4,515	4,515
			Member Units (1,200 units)		1,200	2,560

					5,715	7,075

GRT Rubber Technologies LLC ("GRT")	December 19, 2014	Manufacturer of Engineered Rubber Products
			LIBOR Plus 7.00%, Current Coupon 8.71%, Secured Debt (Maturity—December 31, 2023)	15,016	15,016	15,016
			Member Units (5,879 units)		13,065	47,450

					28,081	62,466

Guerdon Modular Holdings, Inc.	August 13, 2014	Multi-Family and Commercial Modular Construction Company
			LIBOR Plus 8.50% (Floor 1.00%), Current Coupon 10.60%, Secured Debt (Maturity—October 1, 2019)(9)(14)(17)	1,010	1,010	—
			16.00% Secured Debt (Maturity—October 1, 2019)(14)(17)	12,588	12,588	—
			Preferred Stock (404,998 shares)		1,140	—
			Common Stock (212,033 shares)		2,983	—
			Warrants (6,208,877 equivalent shares; Expiration— April 25, 2028; Strike price—$0.01 per share)		—	—

					17,721	—

Gulf Manufacturing, LLC	August 31, 2007	Manufacturer of Specialty Fabricated Industrial Piping Products
			Member Units (438 units)(8)		2,980	7,430

Gulf Publishing Holdings, LLC	April 29, 2016	Energy Industry Focused Media and Publishing
			LIBOR Plus 9.50% (Floor 1.00%), Current Coupon 11.21%, Secured Debt (Maturity—September 30, 2020)(9)	280	280	280
			12.50% Secured Debt (Maturity—April 29, 2021)	12,535	12,493	12,493
			Member Units (3,681 units)		3,681	2,420

					16,454	15,193

Harborside Holdings, LLC	March 20, 2017	Real Estate Holding Company
			Member units (100 units)		6,506	9,560

Harris Preston Fund Investments(12)(13)	October 1, 2017	Investment Partnership
			LP Interests (2717 MH, L.P.) (Fully diluted 49.3%)		2,735	3,157

Harrison Hydra-Gen, Ltd.	June 4, 2010	Manufacturer of Hydraulic Generators
			Common Stock (107,456 shares)(8)		718	7,970

IDX Broker, LLC	November 15, 2013	Provider of Marketing and CRM Tools for the Real Estate Industry
			11.50% Secured Debt (Maturity—November 15, 2020)	13,400	13,358	13,400
			Preferred Member Units (5,607 units)(8)		5,952	15,040

					19,310	28,440

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Jensen Jewelers of Idaho, LLC	November 14, 2006	Retail Jewelry Store
			Prime Plus 6.75% (Floor 2.00%), Current Coupon 11.50%, Secured Debt (Maturity—November 14, 2023)(9)	4,000	3,960	4,000
			Member Units (627 units)(8)		811	8,270

					4,771	12,270

J&J Services, Inc.	October 31, 2019	Provider of Dumpster and Portable Toilet Rental Services
			11.50% Secured Debt (Maturity—October 31, 2024)	17,600	17,430	17,430
			Preferred Stock (2,814 shares)		7,160	7,160

					24,590	24,590

KBK Industries, LLC	January 23, 2006	Manufacturer of Specialty Oilfield and Industrial Products
			Member Units (325 units)(8)		783	15,470

Kickhaefer Manufacturing Company, LLC	October 31, 2018	Precision Metal Parts Manufacturing
			11.50% Secured Debt (Maturity—October 31, 2023)	25,200	24,982	24,982
			Member Units (581 units)		12,240	12,240
			9.00% Secured Debt (Maturity—October 31, 2048)	3,978	3,939	3,939
			Member Units (KMC RE Investor, LLC) (800 units)(8)		992	1,160

					42,153	42,321

Market Force Information, LLC	July 28, 2017	Provider of Customer Experience Management Services
			8.00% Secured Debt (Maturity—July 28, 2022)	2,786	2,786	2,695
			6.00% Current / 6.00% PIK Secured Debt (Maturity—July 28, 2022)(19)	23,292	23,157	22,621
			Member Units (743,921 units)		16,642	5,280

					42,585	30,596

MH Corbin Holding LLC	August 31, 2015	Manufacturer and Distributor of Traffic Safety Products
			5.00% Current / 5.00% PIK Secured Debt (Maturity—March 31, 2022)(19)	8,890	8,815	8,890
			Preferred Member Units (66,000 shares)		4,400	4,770
			Preferred Member Units (4,000 shares)		6,000	20

					19,215	13,680

Mid-Columbia Lumber Products, LLC	December 18, 2006	Manufacturer of Finger-Jointed Lumber Products
			10.00% Secured Debt (Maturity—January 15, 2020)	1,750	1,750	1,602
			12.00% Secured Debt (Maturity—January 15, 2020)	3,900	3,898	3,644
			Member Units (7,874 units)		3,239	—
			9.50% Secured Debt (Mid-Columbia Real Estate, LLC) (Maturity—May 13, 2025)	701	701	701
			Member Units (Mid-Columbia Real Estate, LLC) (500 units)(8)		790	1,640

					10,378	7,587

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


MSC Adviser I, LLC(16)	November 22, 2013	Third Party Investment Advisory Services
			Member Units (Fully diluted 100.0%)(8)		—	74,520

Mystic Logistics Holdings, LLC	August 18, 2014	Logistics and Distribution Services Provider for Large Volume Mailers
			12.00% Secured Debt (Maturity—August 15. 2019)(17)	6,253	6,253	6,253
			Common Stock (5,873 shares)(8)		2,720	8,410

					8,973	14,663

NAPCO Precast, LLC	January 31, 2008	Precast Concrete Manufacturing
			Member Units (2,955 units)(8)		2,975	14,760

NexRev LLC	February 28, 2018	Provider of Energy Efficiency Products & Services
			11.00% Secured Debt (Maturity—February 28, 2023)	17,586	17,469	17,469
			Preferred Member Units (86,400,000 units)(8)		6,880	6,310

					24,349	23,779

NRI Clinical Research, LLC	September 8, 2011	Clinical Research Service Provider
			14.00% Secured Debt (Maturity—June 8, 2022)	5,981	5,885	5,981
			Warrants (251,723 equivalent units; Expiration—June 8, 2027; Strike price—$0.01 per unit)		252	1,230
			Member Units (1,454,167 units)(8)		765	4,988

					6,902	12,199

NRP Jones, LLC	December 22, 2011	Manufacturer of Hoses, Fittings and Assemblies
			12.00% Secured Debt (Maturity—March 20, 2023)	6,376	6,376	6,376
			Member Units (65,962 units)(8)		3,717	4,710

					10,093	11,086

NuStep, LLC	January 31, 2017	Designer, Manufacturer and Distributor of Fitness Equipment
			12.00% Secured Debt (Maturity—January 31, 2022)	19,800	19,703	19,703
			Preferred Member Units (406 units)		10,200	10,200

					29,903	29,903

OMi Holdings, Inc.	April 1, 2008	Manufacturer of Overhead Cranes
			Common Stock (1,500 shares)(8)		1,080	16,950

Pegasus Research Group, LLC	January 6, 2011	Provider of Telemarketing and Data Services
			Member Units (460 units)		1,290	8,170

PPL RVs, Inc.	June 10, 2010	Recreational Vehicle Dealer
			LIBOR Plus 8.75% (Floor 0.50%), Current Coupon 10.85%, Secured Debt (Maturity—November 15, 2022)(9)	12,245	12,118	12,118
			Common Stock (1,962 shares)		2,150	9,930

					14,268	22,048

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Principle Environmental, LLC (d/b/a TruHorizon Environmental Solutions)	February 1, 2011	Noise Abatement Service Provider
			13.00% Secured Debt (Maturity—April 30, 2020)	6,397	6,379	6,397
			Preferred Member Units (19,631 units)(8)		4,600	13,390
			Warrants (1,018 equivalent units; Expiration—January 31, 2021; Strike price—$0.01 per unit)		1,200	1,090

					12,179	20,877

Quality Lease Service, LLC	June 8, 2015	Provider of Rigsite Accommodation Unit Rentals and Related Services
			Member Units (1,000 units)		11,013	9,289

River Aggregates, LLC	March 30, 2011	Processor of Construction Aggregates
			Zero Coupon Secured Debt (Maturity—June 30, 2018)(17)	750	750	722
			Member Units (1,150 units)		1,150	4,990
			Member Units (RA Properties, LLC) (1,500 units)		369	3,169

					2,269	8,881

Tedder Industries, LLC	August 31, 2018	Manufacturer of Firearm Holsters and Accessories
			12.00% Secured Debt (Maturity—August 31, 2020)	640	640	640
			12.00% Secured Debt (Maturity—August 31, 2023)	16,400	16,272	16,272
			Preferred Member Units (479 units)		8,136	8,136

					25,048	25,048

The MPI Group, LLC	October 2, 2007	Manufacturer of Custom Hollow Metal Doors, Frames and Accessories
			9.00% Secured Debt (Maturity—December 31, 2019)(17)	2,924	2,924	2,924
			Series A Preferred Units (2,500 units)		2,500	—
			Warrants (1,424 equivalent units; Expiration—July 1, 2024; Strike price—$0.01 per unit)		1,096	—
			Member Units (MPI Real Estate Holdings, LLC) (100 units)(8)		2,300	1,640

					8,820	4,564

Trantech Radiator Topco, LLC	May 31, 2019	Transformer Cooling Products and Services
			12.00% Secured Debt (Maturity—May 31, 2024)	9,200	9,102	9,102
			Common Stock (615 shares)(8)		4,655	4,655

					13,757	13,757

Vision Interests, Inc.	June 5, 2007	Manufacturer / Installer of Commercial Signage
			13.00% Secured Debt (Maturity—September 30, 2019)(17)	2,028	2,028	2,028
			Series A Preferred Stock (3,000,000 shares)		3,000	4,089
			Common Stock (1,126,242 shares)		3,706	409

					8,734	6,526

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)		Cost(4)		Fair Value(18)


Ziegler's NYPD, LLC	October 1, 2008	Casual Restaurant Group
			6.50% Secured Debt (Maturity—October 1, 2020)	1,000		1,000		1,000
			12.00% Secured Debt (Maturity—October 1, 2020)	625		625		625
			14.00% Secured Debt (Maturity—October 1, 2020)	2,750		2,750		2,750
			Warrants (587 equivalent units; Expiration—October 1, 2020; Strike price—$0.01 per unit)			600		—
			Preferred Member Units (10,072 units)			2,834		1,269

						7,809		5,644

Subtotal Control Investments (67.2% of net assets at fair value)					$	778,367	$	1,032,721

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)	Principal(4)		Cost(4)		Fair Value(18)


Affiliate Investments(6)

AFG Capital Group, LLC	November 7, 2014	Provider of Rent-to-Own Financing Solutions and Services
			10.00% Secured Debt (Maturity—May 25, 2022)	$	838	$	838	$	838
			Preferred Member Units (186 units)				1,200		5,180

							2,038		6,018

American Trailer Rental Group LLC	June 7, 2017	Provider of Short-term Trailer and Container Rental
			LIBOR Plus 7.25% (Floor 1.00%), Current Coupon 9.34%, Secured Debt (Maturity—June 7, 2022)(9)		27,087		26,905		27,087
			Member Units (Milton Meisler Holdings LLC) (48,555 units)				4,855		8,540

							31,760		35,627

BBB Tank Services, LLC	April 8, 2016	Maintenance, Repair and Construction Services to the Above-Ground Storage Tank Market
			LIBOR Plus 11.00% (Floor 1.00%), Current Coupon 12.71%, (Maturity—April 8, 2021)(9)		4,800		4,698		4,698
			Preferred Stock (non-voting)(8)				131		131
			Member Units (800,000 units)				800		290

							5,629		5,119

Boccella Precast Products LLC	June 30, 2017	Manufacturer of Precast Hollow Core Concrete
			LIBOR Plus 12.00% (Floor 1.00%), Current Coupon 14.10%, Secured Debt (Maturity—June 30, 2022)(9)		13,244		13,106		13,244
			Member Units (2,160,000 units)(8)				2,256		6,270

							15,362		19,514

Buca C, LLC	June 30, 2015	Casual Restaurant Group
			LIBOR Plus 9.25% (Floor 1.00%), Current Coupon 10.94%, Secured Debt (Maturity—June 30, 2020)(9)		19,004		18,981		18,794
			Preferred Member Units (6 units; 6% cumulative)(8)(19)				4,701		4,701

							23,682		23,495

CAI Software LLC	October 10, 2014	Provider of Specialized Enterprise Resource Planning Software
			11.00% Secured Debt (Maturity—December 7, 2023)		9,160		9,077		9,160
			Member Units (66,968 units)(8)				751		5,210

							9,828		14,370

Chandler Signs Holdings, LLC(10)	January 4, 2016	Sign Manufacturer
			Class A Units (1,500,000 units)(8)				1,500		2,740

Charlotte Russe, Inc(11)	May 28, 2013	Fast-Fashion Retailer to Young Women
			Common Stock (19,041 shares)				3,141		—

Congruent Credit Opportunities Funds(12)(13)	January 24, 2012	Investment Partnership
			LP Interests (Congruent Credit Opportunities Fund II, LP) (Fully diluted 19.8%)				5,210		855
			LP Interests (Congruent Credit Opportunities Fund III, LP) (Fully diluted 17.4%)(8)				13,601		13,915

							18,811		14,770

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Copper Trail Fund Investments(12)(13)	July 17, 2017	Investment Partnership
			LP Interests (Copper Trail Energy Fund I, LP) (Fully diluted 12.4%)(8)		1,997	2,362

Dos Rios Partners(12)(13)	April 25, 2013	Investment Partnership
			LP Interests (Dos Rios Partners, LP) (Fully diluted 20.2%)		5,846	7,033
			LP Interests (Dos Rios Partners—A, LP) (Fully diluted 6.4%)		1,856	2,233

					7,702	9,266

East Teak Fine Hardwoods, Inc.	April 13, 2006	Distributor of Hardwood Products
			Common Stock (6,250 shares)(8)		480	400

EIG Fund Investments(12)(13)	November 6, 2015	Investment Partnership
			LP Interests (EIG Global Private Debt Fund-A, L.P.) (Fully diluted 11.1%)(8)		768	720

Freeport Financial Funds(12)(13)	June 13, 2013	Investment Partnership
			LP Interests (Freeport Financial SBIC Fund LP) (Fully diluted 9.3%)		5,974	5,778
			LP Interests (Freeport First Lien Loan Fund III LP) (Fully diluted 6.0%)(8)		9,956	9,696

					15,930	15,474

Fuse, LLC(11)	June 30, 2019	Cable Networks Operator
			12% Secured Debt (Maturity—June 28, 2024)	1,939	1,939	1,939
			Common Stock (10,429 shares)		256	256

					2,195	2,195

Harris Preston Fund Investments(12)(13)	August 9, 2017	Investment Partnership
			LP Interests (HPEP 3, L.P.) (Fully diluted 8.2%)		2,474	2,474

Hawk Ridge Systems, LLC(13)	December 2, 2016	Value-Added Reseller of Engineering Design and Manufacturing Solutions
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.71%, Secured Debt (Maturity—December 2, 2021)(9)	600	600	600
			11.00% Secured Debt (Maturity—December 2, 2021)	13,400	13,335	13,400
			Preferred Member Units (226 units)(8)		2,850	7,900
			Preferred Member Units (HRS Services, ULC) (226 units)		150	420

					16,935	22,320

Houston Plating and Coatings, LLC	January 8, 2003	Provider of Plating and Industrial Coating Services
			8.00% Unsecured Convertible Debt (Maturity—May 1, 2022)	3,000	3,000	4,260
			Member Units (322,297 units)(8)		2,352	10,330

					5,352	14,590

I-45 SLF LLC(12)(13)	October 20, 2015	Investment Partnership
			Member Units (Fully diluted 20.0%; 24.4% profits interest)(8)		17,000	14,407

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


L.F. Manufacturing Holdings, LLC(10)	December 23, 2013	Manufacturer of Fiberglass Products
			Preferred Member Units (non-voting; 14% cumulative)(8)(19)		81	81
			Member Units (2,179,001 units)		2,019	2,050

					2,100	2,131

OnAsset Intelligence, Inc.	April 18, 2011	Provider of Transportation Monitoring / Tracking Products and Services
			12.00% PIK Secured Debt (Maturity—June 30, 2021)(19)	6,474	6,474	6,474
			10.00% PIK Unsecured Debt (Maturity—June 30, 2021)(19)	58	58	58
			Preferred Stock (912 shares)		1,981	—
			Warrants (5,333 equivalent shares; Expiration—April 18, 2021; Strike price—$0.01 per share)		1,919	—

					10,432	6,532

PCI Holding Company, Inc.	December 18, 2012	Manufacturer of Industrial Gas Generating Systems
			12.00% Current, Secured Debt (Maturity—March 31, 2020)	11,356	11,356	11,356
			Preferred Stock (1,740,000 shares) (non-voting)		1,740	4,350
			Preferred Stock (1,500,000 shares)		3,927	2,680

					17,023	18,386

Rocaceia, LLC (Quality Lease and Rental Holdings, LLC)	January 8, 2013	Provider of Rigsite Accommodation Unit Rentals and Related Services
			12.00% Secured Debt (Maturity—January 8, 2018)(14)(15)	30,369	29,865	—
			Preferred Member Units (250 units)		2,500	—

					32,365	—

Salado Stone Holdings, LLC (10)	June 27, 2016	Limestone and Sandstone Dimension Cut Stone Mining Quarries
			Class A Preferred Units (Salado Acquisition, LLC) (2,000,000 units)		2,000	570

SI East, LLC	August 31, 2018	Rigid Industrial Packaging Manufacturing
			9.50% Current, Secured Debt (Maturity—August 31, 2023)	32,963	32,687	32,963
			Preferred Member Units (157 units)(8)		6,000	8,200

					38,687	41,163

Slick Innovations, Inc.	September 13, 2018	Text Message Marketing Platform
			14.00% Current, Secured Debt (Maturity—September 13, 2023)	6,360	6,197	6,197
			Common Stock (70,000 shares)(8)		700	1,080
			Warrants (18,084 equivalent units; Expiration—September 13, 2028; Strike price—$0.01 per unit)		181	290

					7,078	7,567

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)		Cost(4)		Fair Value(18)


UniTek Global Services, Inc.(11)	April 15, 2011	Provider of Outsourced Infrastructure Services
			LIBOR Plus 6.50% (Floor 1.00%), Current Coupon 8.41%, Secured Debt (Maturity—August 20, 2024)(9)	2,963		2,940		2,962
			Preferred Stock (755,401 shares; 20% cumulative)(8)(19)			809		1,889
			Preferred Stock (1,521,122 shares; 19% cumulative)(8)(19)			1,976		2,282
			Preferred Stock (2,281,682 shares; 19% cumulative)(8)(19)			3,667		3,667
			Preferred Stock (4,336,866 shares; 13.50% cumulative)(8)(19)			7,924		2,684
			Common Stock (945,507 shares)			—		—

						17,316		13,484

Universal Wellhead Services Holdings, LLC(10)	October 30, 2014	Provider of Wellhead Equipment, Designs, and Personnel to the Oil & Gas Industry
			Preferred Member Units (UWS Investments, LLC) (716,949 units; 14% cumulative)(8)(19)			1,032		800
			Member Units (UWS Investments, LLC) (4,000,000 units)			4,000		—

						5,032		800

Volusion, LLC	January 26, 2015	Provider of Online Software-as-a-Service eCommerce Solutions
			11.50% Secured Debt (Maturity—January 26, 2020)	20,234		20,162		19,352
			8.00% Unsecured Convertible Debt (Maturity—November 16, 2023)	409		409		291
			Preferred Member Units (4,876,670 units)			14,000		14,000
			Warrants (1,831,355 equivalent units; Expiration—January 26, 2025; Strike price—$0.01 per unit)			2,576		150

						37,147		33,793

Subtotal Affiliate Investments (21.5% of net assets at fair value)					$	351,764	$	330,287

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Non-Control/Non-Affiliate Investments(7)

AAC Holdings, Inc.(11)	June 30, 2017	Substance Abuse Treatment Service Provider
			LIBOR Plus 11.00% (Floor 1.00%), Current Coupon 13.03%, Secured Debt (Maturity—April 15, 2020)(9)(14)	2,227	2,068	2,172

			LIBOR Plus 12.75% (Floor 1.00%), Current Coupon 16.50%, Secured Debt (Maturity—June 30, 2023)(9)(14)	14,396	14,030	9,358

					16,098	11,530
Adams Publishing Group, LLC(10)	November 19, 2015	Local Newspaper Operator
			Prime Plus 5.00% (Floor 1.50%), Current Coupon 8.75%, Secured Debt (Maturity—July 3, 2023)(9)	5,000	4,930	5,000
			LIBOR Plus 7.50% (Floor 1.50%), Current Coupon 9.44%, Secured Debt (Maturity—July 3, 2023)(9)	6,158	6,058	6,158
			LIBOR Plus 7.50% (Floor 1.50%), Current Coupon 9.50%, Secured Debt (Maturity—July 3, 2023)(9)	197	197	197

					11,185	11,355

ADS Tactical, Inc.(10)	March 7, 2017	Value-Added Logistics and Supply Chain Provider to the Defense Industry
			LIBOR Plus 6.25% (Floor 0.75%), Current Coupon 8.03%, Secured Debt (Maturity—July 26, 2023)(9)	19,843	19,703	19,843

Aethon United BR LP(10)	September 8, 2017	Oil & Gas Exploration & Production
			LIBOR Plus 6.75% (Floor 1.00%), Current Coupon 8.46%, Secured Debt (Maturity—September 8, 2023)(9)	9,750	9,630	9,531

Affordable Care Holding Corp.(10)	May 9, 2019	Dental Service Organization
			LIBOR Plus 4.75% (Floor 1.00%), Current Coupon 6.59%,	14,396	14,126	14,036
			Secured Debt (Maturity—October 22, 2022)(9)

ALKU, LLC.(11)	October 18, 2019	Specialty National Staffing Operator
			LIBOR Plus 5.50% (Floor 1.00%), Current Coupon 7.44%, Secured Debt (Maturity—July 29, 2026)(9)	10,000	9,902	9,883

Allen Media, LLC.(11)	September 18, 2018	Operator of Cable Television Networks
			LIBOR Plus 6.50% (Floor 1.00%), Current Coupon 8.48%, Secured Debt (Maturity—August 30, 2023)(9)	16,270	15,894	15,863

Allen Media Broadcasting LLC(10)	July 3, 2019	Operator of Television Broadcasting Networks
			LIBOR Plus 6.25% (Floor 1.00%), Current Coupon 8.21%, Secured Debt (Maturity—July 3, 2024)(9)	14,906	14,565	14,565

American Nuts, LLC(10)	April 10, 2018	Roaster, Mixer and Packager of Bulk Nuts and Seeds	LIBOR Plus 9.50% (Floor 1.00%), Current Coupon 11.60%, Secured Debt (Maturity—April 10, 2023)(9)	12,243	12,002	12,233

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


American Teleconferencing Services, Ltd.(11)	May 19, 2016	Provider of Audio Conferencing and Video Collaboration Solutions
			LIBOR Plus 6.50% (Floor 1.00%), Current Coupon 8.36%, Secured Debt (Maturity—June 8, 2023)(9)	17,389	16,421	10,460

APTIM Corp.(11)	August 17, 2018	Engineering, Construction & Procurement
			7.75% Secured Debt (Maturity—June 15, 2025)	12,452	10,836	7,471

Arcus Hunting LLC(10)	January 6, 2015	Manufacturer of Bowhunting and Archery Products and Accessories
			LIBOR Plus 10.00% (Floor 1.00%), Current Coupon 12.10%, Secured Debt (Maturity—January 13, 2020)(9)	13,857	13,856	13,856

ASC Ortho Management Company, LLC(10)	August 31, 2018	Provider of Orthopedic Services
			LIBOR Plus 7.50% (Floor 1.00%), Current Coupon 9.60%, Secured Debt (Maturity—August 31, 2023)(9)	4,543	4,465	4,490
			13.25% PIK Secured Debt (Maturity—December 1, 2023)(19)	1,854	1,821	1,854

					6,286	6,344

ATI Investment Sub, Inc.(11)	July 11, 2016	Manufacturer of Solar Tracking Systems
			LIBOR Plus 7.25% (Floor 1.00%), Current Coupon 9.01%, Secured Debt (Maturity—June 22, 2021)(9)	2,885	2,859	2,853

ATX Networks Corp.(11)(13)(21)	June 30, 2015	Provider of Radio Frequency Management Equipment
			LIBOR Plus 6.00% (Floor 1.00%) Current Coupon 7.94% / 1.00% PIK, Current Coupon Plus PIK 8.94% Secured Debt (Maturity—June 11, 2021)(9)(19)	13,593	13,414	12,743

Barfly Ventures, LLC(10)	August 31, 2015	Casual Restaurant Group
			12.00% Secured Debt (Maturity—August 31, 2020)	10,185	10,073	7,736
			Options (3 equivalent units)		607	—
			Warrant (2 equivalent unit; Expiration—August 31, 2025; Strike price—$1.00 per unit)		473	—

					11,153	7,736

Berry Aviation, Inc.(10)	July 6, 2018	Charter Airline Services
			10.50% Current / 1.5% PIK, Secured Debt (Maturity—January 6, 2024)(19)	4,554	4,518	4,554
			Preferred Member Units (Berry Acquisition, LLC) (122,416 units; 16% cumulative)(8)(19)		125	125
			Preferred Member Units (Berry Acquisition, LLC) (1,548,387 units; 8% cumulative)(8)(19)		1,671	776

					6,314	5,455

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


BigName Commerce, LLC(10)	May 11, 2017	Provider of Envelopes and Complimentary Stationery Products
			LIBOR Plus 7.25% (Floor 1.00%), Current Coupon 9.35%, Secured Debt (Maturity—May 11, 2022)(9)	2,233	2,218	2,233

Binswanger Enterprises, LLC(10)	March 10, 2017	Glass Repair and Installation Service Provider
			LIBOR Plus 8.50% (Floor 1.00%), Current Coupon 10.41%, Secured Debt (Maturity—March 9, 2022)(9)	13,731	13,443	13,731
			Member Units (1,050,000 units)		1,050	950

					14,493	14,681

Bluestem Brands, Inc.(11)	December 19, 2013	Multi-Channel Retailer of General Merchandise
			LIBOR Plus 7.50% (Floor 1.00%), Current Coupon 9.31%, Secured Debt (Maturity—November 6, 2020)(9)	10,622	10,571	7,973

Bojangles', Inc.(11)	February 5, 2019	Quick Service Restaurant Group
			LIBOR Plus 4.75%, Current Coupon 6.50%, Secured Debt (Maturity—January 28, 2026)	7,782	7,642	7,827
			LIBOR Plus 8.50%, Current Coupon 10.25%, Secured Debt (Maturity—January 28, 2027)	5,000	4,907	5,012

					12,549	12,839

Brainworks Software, LLC(10)	August 12, 2014	Advertising Sales and Newspaper Circulation Software
			4.00% Secured Debt (Maturity—July 22, 2019)(9)(17)	6,733	6,733	5,955

Brightwood Capital Fund Investments(12)(13)	July 21, 2014	Investment Partnership
			LP Interests (Brightwood Capital Fund III, LP) (Fully diluted 1.6%)(8)		11,160	9,005
			LP Interests (Brightwood Capital Fund IV, LP) (Fully diluted 0.6%)(8)		4,500	4,504

					15,660	13,509

Cadence Aerospace LLC(10)	November 14, 2017	Aerostructure Manufacturing
			LIBOR Plus 6.50% (Floor 1.00%), Current Coupon 8.40%, Secured Debt (Maturity—November 14, 2023)(9)	25,287	25,089	25,287

California Pizza Kitchen, Inc.(11)	August 29, 2016	Casual Restaurant Group
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.91%, Secured Debt (Maturity—August 23, 2022)(9)	14,599	14,501	12,739

Central Security Group, Inc.(11)	December 4, 2017	Security Alarm Monitoring Service Provider
			LIBOR Plus 5.63% (Floor 1.00%), Current Coupon 7.38%, Secured Debt (Maturity—October 6, 2021)(9)	13,776	13,734	11,985

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Cenveo Corporation(11)	September 4, 2015	Provider of Digital Marketing Agency Services
			Libor Plus 9.50% (Floor 1.00%), Current Coupon 11.45%, Secured Debt (Maturity—June 7, 2023)(9)	5,674	5,498	5,674
			Common Stock (177,130 shares)		5,309	2,923

					10,807	8,597

Chisholm Energy Holdings, LLC(10)	May 15, 2019	Oil & Gas Exploration & Production
			LIBOR Plus 6.25% (Floor 1.50%), Current Coupon 8.16%, Secured Debt (Maturity—May 15, 2026)(9)	3,571	3,488	3,488

Clarius BIGS, LLC(10)	September 23, 2014	Prints & Advertising Film Financing
			15% PIK Secured Debt (Maturity—January 5, 2015)(14)(17)	2,846	2,846	40

Clickbooth.com, LLC(10)	December 5, 2017	Provider of Digital Advertising Performance Marketing Solutions
			LIBOR Plus 8.50% (Floor 1.00%), Current Coupon 10.59%, Secured Debt (Maturity—December 5, 2022)(9)	2,663	2,625	2,663

Construction Supply Investments, LLC(10)	December 29, 2016	Distribution Platform of Specialty Construction Materials to Professional Concrete and Masonry Contractors
			Member Units (46,152 units)		4,866	7,667

Corel Corporation(11)(13)(21)	July 24, 2019	Publisher of Desktop and Cloud-based Software
			LIBOR Plus 5.00% (Floor 1.00%), Current Coupon 6.91%, Secured Debt (Maturity—July 2, 2026)(9)	15,000	14,293	14,531

CTVSH, PLLC(10)	August 3, 2017	Emergency Care and Specialty Service Animal Hospital
			LIBOR Plus 8.00% (Floor 1.00%), Current Coupon 9.91%, Secured Debt (Maturity—August 3, 2022)(9)	10,099	10,039	10,099

Darr Equipment LP(10)	April 15, 2014	Heavy Equipment Dealer
			11.5% Current / 1% PIK Secured Debt (Maturity -June 22, 2023)(19)	5,899	5,899	5,899
			Warrants (915,734 equivalent units; Expiration—December 23, 2023; Strike price—$1.50 per unit)		474	300

					6,373	6,199

Digital River, Inc.(11)	February 24, 2015	Provider of Outsourced e-Commerce Solutions and Services
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.90%, Secured Debt (Maturity—February 12, 2021)(9)	15,876	15,771	15,837

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


DTE Enterprises, LLC(10)	April 13, 2018	Industrial Powertrain Repair and Services
			LIBOR Plus 7.50% (Floor 1.50%), Current Coupon 9.24%, Secured Debt (Maturity—April 13, 2023)(9)	10,992	10,827	10,982
			Class AA Preferred Member Units (non-voting; 10% cumulative)(8)(19)		860	860
			Class A Preferred Member Units (776,316 units)		776	1,490

					12,463	13,332

Dynamic Communities, LLC(10)	July 17, 2018	Developer of Business Events and Online Community Groups
			LIBOR Plus 8.00% (Floor 1.00%), Current Coupon 9.75%, Secured Debt (Maturity—July 17, 2023)(9)	5,460	5,375	5,458

Echo US Holdings, LLC.(10)	November 12, 2019	Developer and Manufacturer of PVC and Polypropylene Materials
			LIBOR Plus 6.25% (Floor 1.63%), Current Coupon 7.96%, Secured Debt (Maturity—October 25, 2024)(9)	22,414	22,292	22,292

EnCap Energy Fund Investments(12)(13)	December 28, 2010	Investment Partnership
			LP Interests (EnCap Energy Capital Fund VIII, L.P.) (Fully diluted 0.1%)(8)		3,617	1,354
			LP Interests (EnCap Energy Capital Fund VIII Co-Investors, L.P.) (Fully diluted 0.4%)		2,097	703
			LP Interests (EnCap Energy Capital Fund IX, L.P.) (Fully diluted 0.1%)(8)		4,360	2,780
			LP Interests (EnCap Energy Capital Fund X, L.P.) (Fully diluted 0.1%)(8)		8,427	8,822
			LP Interests (EnCap Flatrock Midstream Fund II, L.P.) (Fully diluted 0.8%)(8)		7,337	5,669
			LP Interests (EnCap Flatrock Midstream Fund III, L.P.) (Fully diluted 0.2%)(8)		6,674	6,677

					32,512	26,005

Encino Acquisition Partners Holdings, Inc.(11)	November 16, 2018	Oil & Gas Exploration & Production
			LIBOR Plus 6.75% (Floor 1.00%), Current Coupon 8.50%, Secured Debt (Maturity—October 29, 2025)(9)	9,000	8,921	6,795

EPIC Y-Grade Services, LP(11)	June 22, 2018	NGL Transportation & Storage
			LIBOR Plus 6.00%, Current Coupon 8.04%, Secured Debt (Maturity—June 13, 2024)	10,275	10,116	10,050

Evergreen Skills Lux S.á r.l. (d/b/a Skillsoft)(11)(13)	May 5, 2014	Technology-based Performance Support Solutions
			LIBOR Plus 8.25% (Floor 1.00%), Current Coupon 10.45%, Secured Debt (Maturity—April 28, 2022)(9)	6,999	6,928	1,965

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Felix Investments Holdings II(10)	August 9, 2017	Oil & Gas Exploration & Production
			LIBOR Plus 6.50% (Floor 1.00%), Current Coupon 8.40%, Secured Debt (Maturity—August 9, 2022)(9)	5,000	4,944	5,000

Flavors Holdings Inc.(11)	October 15, 2014	Global Provider of Flavoring and Sweetening Products
			LIBOR Plus 5.75% (Floor 1.00%), Current Coupon 7.77%, Secured Debt (Maturity—April 3, 2020)(9)	11,297	11,247	10,619

Fortna, Inc.(10)	July 23, 2019	Process, Physcial Distribution and Logistics Consulting Services
			LIBOR Plus 5.00%, Current Coupon 6.75%, Secured Debt (Maturity—April 8, 2025)	7,751	7,577	7,577

GeoStabilization International (GSI)(11)	December 31, 2018	Geohazard Engineering Services & Maintenance
			LIBOR Plus 5.25%, Current Coupon 7.05%, Secured Debt (Maturity—December 19, 2025)	16,376	16,230	16,335

GoWireless Holdings, Inc. (11)	December 31, 2017	Provider of Wireless Telecommunications Carrier Services
			LIBOR Plus 6.50% (Floor 1.00%), Current Coupon 8.25%, Secured Debt (Maturity—December 22, 2024)(9)	18,120	17,964	17,471

Grupo Hima San Pablo, Inc.(11)	March 7, 2013	Tertiary Care Hospitals
			LIBOR Plus 7.00% (Floor 1.50%), Current Coupon 8.91%, Secured Debt (Maturity—April 30, 2019)(9)(17)	4,504	4,504	3,343
			13.75% Secured Debt (Maturity—October 15, 2018)(17)	2,055	2,040	167

					6,544	3,510

GS HVAM Intermediate, LLC(10)	October 18, 2019	Specialized Food Distributor
			LIBOR Plus 5.75% (Floor 1.00%), Current Coupon 7.51%, Secured Debt (Maturity—October 2, 2024)(9)	11,364	11,233	11,233

HDC/HW Intermediate Holdings(10)	December 21, 2018	Managed Services and Hosting Provider
			LIBOR Plus 7.50% (Floor 1.00%), Current Coupon 9.53%, Secured Debt (Maturity—December 21, 2023)(9)	3,498	3,440	3,493

Hoover Group, Inc.(10)(13)	October 21, 2016	Provider of Storage Tanks and Related Products to the Energy and Petrochemical Markets
			LIBOR Plus 7.25% (Floor 1.00%), Current Coupon 9.26%, Secured Debt (Maturity—January 28, 2021)(9)	20,764	20,119	19,206

Hunter Defense Technologies, Inc.(10)	March 29, 2018	Provider of Military and Commercial Shelters and Systems
			LIBOR Plus 7.00% (Floor 1.00%), Current Coupon 9.02%, Secured Debt (Maturity—March 29, 2023)(9)	29,097	28,659	29,097

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


HW Temps LLC	July 2, 2015	Temporary Staffing Solutions	8.00% Secured Debt (Maturity—March 29, 2023)	10,181	10,025	8,913

Hydrofarm Holdings LLC(10)	May 18, 2017	Wholesaler of Horticultural Products
			LIBOR Plus 10.00%, Current Coupon 3.54% / 8.26% PIK, Current Coupon Plus PIK 11.80% Secured Debt (Maturity—May 12, 2022)(19)	7,660	7,547	6,414

Hyperion Materials & Technologies, Inc.(11)(13)	September 12, 2019	Manufacturer of Cutting and Machine Tools & Speciality Polishing Compounds
			LIBOR Plus 5.50% (Floor 1.00%), Current Coupon 7.25%, Secured Debt (Maturity—August 28, 2026)(9)	22,500	22,066	22,275

iEnergizer Limited(10)(13)(21)	April 17, 2019	Provider of Business Outsourcing Solutions
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.79%, Secured Debt (Maturity—April 17, 2024)(9)	12,963	12,848	12,962

Implus Footcare, LLC(10)	June 1, 2017	Provider of Footwear and Related Accessories
			LIBOR Plus 6.25% (Floor 1.00%), Current Coupon 8.27%, Secured Debt (Maturity—April 30, 2024)(9)	18,577	18,178	18,217

Independent Pet Partners Intermediate Holdings, LLC(10)	November 20, 2018	Omnichannel Retailer of Specialty Pet Products
			LIBOR Plus 9.00% (Floor 1.00%), Current Coupon 11.28%, Secured Debt (Maturity—November 19, 2023)(9)	18,799	18,487	18,799
			Member Units (1,558,333 units)		1,558	1,260

					20,045	20,059

Industrial Services Acquisition, LLC(10)	June 17, 2016	Industrial Cleaning Services
			6% Current / 7% PIK Unsecured Debt (Maturity—December 17, 2022)(19)	5,242	5,174	5,242
			Preferred Member Units (Industrial Services Investments, LLC) (144 units; 10% cumulative)(8)(19)		103	103
			Preferred Member Units (Industrial Services Investments, LLC) (80 units; 20% cumulative)(8)(19)		60	60
			Member Units (Industrial Services Investments, LLC) (900 units)		900	510

					6,237	5,915

Inn of the Mountain Gods Resort and Casino(11)	October 30, 2013	Hotel & Casino Owner & Operator
			9.25% Secured Debt (Maturity—November 30, 2020)	7,762	7,584	7,684

Interface Security Systems, L.L.C(10)	August 7, 2019	Commercial Security & Alarm Services
			LIBOR Plus 7.00% (Floor 1.75%), Current Coupon 8.77%, Secured Debt (Maturity—August 7, 2023)(9)	7,500	7,363	7,363

Intermedia Holdings, Inc.(11)	August 3, 2018	Unified Communications as a Service	LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.75%, Secured Debt (Maturity—July 19, 2025)(9)	20,130	20,033	20,180

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


Invincible Boat Company, LLC.(10)	August 28, 2019	Manufacturer of Sport Fishing Boats
			LIBOR Plus 6.50% (Floor 1.00%), Current Coupon 8.53%, Secured Debt (Maturity—August 28, 2025)(9)	9,872	9,773	9,773

Isagenix International, LLC(11)	June 21, 2018	Direct Marketer of Health & Wellness Products
			LIBOR Plus 5.75% (Floor 1.00%), Current Coupon 7.77%, Secured Debt (Maturity—June 14, 2025)(9)	5,943	5,893	4,273

JAB Wireless, Inc.(10)	May 2, 2018	Fixed Wireless Broadband Provider
			LIBOR Plus 8.00% (Floor 1.00%), Current Coupon 9.74%, Secured Debt (Maturity—May 2, 2023)(9)	14,775	14,669	14,775

Jackmont Hospitality, Inc.(10)	May 26, 2015	Franchisee of Casual Dining Restaurants
			LIBOR Plus 6.75% (Floor 1.00%), Current Coupon 8.45%, Secured Debt (Maturity—May 26, 2021)(9)	4,059	4,055	4,059

Joerns Healthcare, LLC(11)	April 3, 2013	Manufacturer and Distributor of Health Care Equipment & Supplies
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.91% Secured Debt (Maturity—August 21, 2024)(9)	4,016	3,942	3,942
			Common Stock (472,579 shares)		4,429	4,429

					8,371	8,371

Kemp Technologies Inc.(10)	June 27, 2019	Provider of Application Delivery Controllers
			LIBOR Plus 6.25% (Floor 1.00%), Current Coupon 8.00%, Secured Debt (Maturity—March 29, 2024)(9)	7,462	7,326	7,463

Kore Wireless Group Inc.(11)	December 31, 2018	Mission Critical Software Platform
			LIBOR Plus 5.50%, Current Coupon 7.52%, Secured Debt (Maturity—December 20, 2024)	19,285	19,189	19,164

Larchmont Resources, LLC(11)	August 13, 2013	Oil & Gas Exploration & Production
			LIBOR Plus 7.00% (Floor 1.00%), Current Coupon 8.89%, Secured Debt (Maturity—August 7, 2020)(9)	2,145	2,145	1,990
			Member Units (Larchmont Intermediate Holdco, LLC) (2,828 units)		353	707

					2,498	2,697

Laredo Energy VI, LP(10)	January 15, 2019	Oil & Gas Exploration & Production
			LIBOR Plus 9.63% (Floor 2.00%), Current Coupon 5.38% / 6.26% PIK, Current Coupon Plus PIK 11.64%, Secured Debt (Maturity—November 19, 2021)(9)(19)	11,312	11,166	10,638

Lightbox Holdings, L.P.(11)	May 23, 2019	Provider of Commercial Real Estate Software	LIBOR Plus 5.00%, Current Coupon 6.74%, Secured Debt (Maturity—May 9, 2026)	14,925	14,713	14,738

LKCM Headwater Investments I, L.P.(12)(13)	January 25, 2013	Investment Partnership
			LP Interests (Fully diluted 2.3%)(8)		1,746	3,682

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


LL Management, Inc.(10)	May 2, 2019	Medical Transportation Service Provider
			LIBOR Plus 6.50% (Floor 1.00%), Current Coupon 8.56%, Secured Debt (Maturity—September 25, 2023)(9)	13,754	13,625	13,751

Logix Acquisition Company, LLC(10)	June 24, 2016	Competitive Local Exchange Carrier
			LIBOR Plus 5.75% (Floor 1.00%), Current Coupon 7.50%, Secured Debt (Maturity—December 22, 2024)(9)	18,381	18,199	18,197

Looking Glass Investments, LLC(12)(13)	July 1, 2015	Specialty Consumer Finance
			Member Units (2.5 units)		125	25
			Member Units (LGI Predictive Analytics LLC) (190,712 units)		49	16

					174	41

LSF9 Atlantis Holdings, LLC(11)	May 17, 2017	Provider of Wireless Telecommunications Carrier Services
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.74%, Secured Debt (Maturity—May 1, 2023)(9)	9,458	9,458	8,761

Lulu's Fashion Lounge, LLC(10)	August 31, 2017	Fast Fashion E-Commerce Retailer
			LIBOR Plus 9.00% (Floor 1.00%), Current Coupon 10.75%, Secured Debt (Maturity—August 28, 2022)(9)	11,335	11,070	11,109

Lynx FBO Operating LLC(10)	September 30, 2019	Fixed Based Operator in the General Aviation Industry
			LIBOR Plus 5.75% (Floor 1.00%), Current Coupon 7.86%, Secured Debt (Maturity—September 30, 2024)(9)	13,750	13,451	13,451
			Member Units (3,704 units)		500	500

					13,951	13,951

Mac Lean-Fogg Company(10)	April 22, 2019	Manufacturer and Supplier for Auto and Power Markets
			LIBOR Plus 5.00%, Current Coupon 6.75%, Secured Debt (Maturity—December 22, 2025)	16,648	16,528	16,643
			Preferred Stock (1,516 shares; 4.50% Cash / 9.25% PIK cumulative)(8)(19)		1,775	1,775

					18,303	18,418

MHVC Acquisition Corp.(11)	May 8, 2017	Provider of differentiated information solutions, systems engineering, and analytics	LIBOR Plus 5.25% (Floor 1.00%), Current Coupon 7.01%, Secured Debt (Maturity—April 29, 2024)(9)	19,950	19,855	19,950

Mills Fleet Farm Group, LLC(10)	October 24, 2018	Omnichannel Retailer of Work, Farm and Lifestyle Merchandise
			LIBOR Plus 6.25% (Floor 1.00%), Current Coupon 8.29% / 0.75% PIK, Current Coupon Plus PIK 9.04%, Secured Debt (Maturity—October 24, 2024)(9)(19)	14,879	14,556	14,187

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


NBG Acquisition Inc(11)	April 28, 2017	Wholesaler of Home Décor Products
			LIBOR Plus 5.50% (Floor 1.00%), Current Coupon 7.52%, Secured Debt (Maturity—April 26, 2024)(9)	4,181	4,134	3,247

NinjaTrader, LLC(10)	December 18, 2019	Operator of Futures Trading Platform
			LIBOR Plus 6.00% (Floor 1.50%), Current Coupon 7.90%, Secured Debt (Maturity—December 18, 2024)(9)	9,675	9,490	9,490

NNE Partners, LLC(10)	March 2, 2017	Oil & Gas Exploration & Production
			LIBOR Plus 8.00%, Current Coupon 9.91%, Secured Debt (Maturity—March 2, 2022)	23,417	23,268	23,147

North American Lifting Holdings, Inc.(11)	February 26, 2015	Crane Service Provider
			LIBOR Plus 4.50% (Floor 1.00%), Current Coupon 6.52%, Secured Debt (Maturity—November 27, 2020)(9)	7,584	7,300	6,417

Novetta Solutions, LLC(11)	June 21, 2017	Provider of Advanced Analytics Solutions for Defense Agencies
			LIBOR Plus 5.00% (Floor 1.00%), Current Coupon 6.76%, Secured Debt (Maturity—October 17, 2022)(9)	21,060	20,673	20,749

NTM Acquisition Corp.(11)	July 12, 2016	Provider of B2B Travel Information Content
			LIBOR Plus 6.25% (Floor 1.00%), Current Coupon 8.00%, Secured Debt (Maturity—June 7, 2022)(9)	4,879	4,874	4,879

Ospemifene Royalty Sub LLC (QuatRx)(10)	July 8, 2013	Estrogen-Deficiency Drug Manufacturer and Distributor
			11.5% Secured Debt (Maturity—November 15, 2026)(14)	4,868	4,868	463

PaySimple, Inc.(10)	September 9, 2019	Leading technology services commerce platform
			LIBOR Plus 5.50% (Floor 1.00%), Current Coupon 7.28%, Secured Debt (Maturity—August 23, 2025)(9)	15,845	15,586	15,766

Permian Holdco 2, Inc.(11)	February 12, 2013	Storage Tank Manufacturer
			14.00% PIK Unsecured Debt (Maturity—October 15, 2021)(19)	456	456	341
			18.00% PIK Unsecured Debt (Maturity—June 30, 2022)(19)	319	319	319
			Preferred Stock (Permian Holdco 1, Inc.) (154,558 units)		799	100

					1,574	760

Point.360(10)	July 8, 2015	Fully Integrated Provider of Digital Media Services
			Warrants (65,463 equivalent shares; Expiration—July 7, 2020; Strike price—$0.75 per share)		69	—
			Common Stock (163,658 shares)		273	—

					342	—

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


PricewaterhouseCoopers Public Sector LLP(11)	May 24, 2018	Provider of Consulting Services to Governments
			LIBOR Plus 8.00%, Current Coupon 9.75%, Secured Debt (Maturity—May 1, 2026)	9,000	8,965	8,865

PT Network, LLC(10)	November 1, 2013	Provider of Outpatient Physical Therapy and Sports Medicine Services
			LIBOR Plus 5.50% (Floor 1.00%), Current Coupon 7.44% / 2.00% PIK, Current Coupon Plus PIK 9.44%, Secured Debt (Maturity—November 30, 2023)(9)(19)	8,491	8,491	8,414

Research Now Group, Inc. and Survey Sampling International, LLC(11)	December 31, 2017	Provider of Outsourced Online Surveying
			LIBOR Plus 5.50% (Floor 1.00%), Current Coupon 7.41%, Secured Debt (Maturity—December 20, 2024)(9)	18,115	17,590	18,140

RM Bidder, LLC(10)	November 12, 2015	Scripted and Unscripted TV and Digital Programming Provider
			Warrants (327,532 equivalent units; Expiration—October 20, 2025; Strike price—$14.28 per unit)		425	—
			Member Units (2,779 units)		46	18

					471	18

SAFETY Investment Holdings, LLC	April 29, 2016	Provider of Intelligent Driver Record Monitoring Software and Services
			Member Units (2,000,000 units)		2,000	2,380

Salient Partners L.P.(11)	June 25, 2015	Provider of Asset Management Services
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.69%, Secured Debt (Maturity—June 9, 2021)(9)	6,675	6,657	6,675

SMART Modular Technologies, Inc.(10)(13)	August 18, 2017	Provider of Specialty Memory Solutions
			LIBOR Plus 6.25% (Floor 1.00%), Current Coupon 8.16%, Secured Debt (Maturity—August 9, 2022)(9)	18,484	18,332	18,669

Staples Canada ULC(10)(13)(21)	September 14, 2017	Office Supplies Retailer	LIBOR Plus 7.00% (Floor 1.00%), Current Coupon 8.98%, Secured Debt (Maturity—September 12, 2024)(9)(22)	14,546	14,348	13,530

TE Holdings, LLC(11)	December 5, 2013	Oil & Gas Exploration & Production
			Member Units (97,048 units)		970	—

TEAM Public Choices, LLC(10)	October 28, 2019	Home-Based Care Employment Service Provider
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.75%, Secured Debt (Maturity—September 20, 2024)(9)	16,844	16,680	16,680

Tectonic Financial, Inc.	May 15, 2017	Financial Services Organization
			Common Stock (400,000 shares)(8)		2,000	2,620

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)


TGP Holdings III LLC(11)	September 30, 2017	Outdoor Cooking & Accessories
			LIBOR Plus 8.50% (Floor 1.00%), Current Coupon 10.25%, Secured Debt (Maturity—September 25, 2025)(9)	5,500	5,440	5,143

The Pasha Group(11)	February 2, 2018	Diversified Logistics and Transportation Provided
			LIBOR Plus 7.50% (Floor 1.00%), Current Coupon 9.31%, Secured Debt (Maturity—January 26, 2023)(9)	8,984	8,793	9,074

TMC Merger Sub Corp.(11)	December 22, 2016	Refractory & Maintenance Services Provider
			LIBOR Plus 6.75% (Floor 1.00%), Current Coupon 8.53%, Secured Debt (Maturity—October 31, 2022)(9)(24)	15,527	15,394	15,392

TOMS Shoes, LLC(11)	November 13, 2014	Global Designer, Distributor, and Retailer of Casual Footwear
			LIBOR Plus 5.50% (Floor 1.00%), Current Coupon 7.46%, Secured Debt (Maturity—September 30, 2025)(9)	571	571	571
			LIBOR Plus 5.00% (Floor 1.00%), Current Coupon 6.96%, Secured Debt (Maturity—December 31, 2025)(9)	1,637	1,637	1,637
			Member Units (16,321 units)		245	245

					2,453	2,453

USA DeBusk LLC(10)	October 22, 2019	Provider of Industrial Cleaning Services
			LIBOR Plus 5.75% (Floor 1.00%), Current Coupon 7.54%, Secured Debt (Maturity—October 22, 2024)(9)	30,000	29,423	29,423

U.S. TelePacific Corp.(11)	September 14, 2016	Provider of Communications and Managed Services
			LIBOR Plus 5.00% (Floor 1.00%), Current Coupon 7.02%, Secured Debt (Maturity—May 2, 2023)(9)	17,088	16,887	16,447

Vida Capital, Inc(11)	October 10, 2019	Alternative Asset Manager	LIBOR Plus 6.00%, Current Coupon 7.93%, Secured Debt (Maturity—October 1, 2026)	18,500	18,232	18,315

VIP Cinema Holdings, Inc.(11)	March 9, 2017	Supplier of Luxury Seating to the Cinema Industry
			LIBOR Plus 8.00% (Floor 1.00%), Current Coupon 9.91%, Secured Debt (Maturity—March 1, 2023)(9)(14)	10,063	10,030	5,301

Vistar Media, Inc.(10)	February 17, 2017	Operator of Digital Out-of-Home Advertising Platform
			LIBOR Plus 8.00% (Floor 1.00%), Current Coupon 10.00%, Secured Debt (Maturity—April 3, 2023)(9)	4,963	4,784	4,939
			Preferred Stock (70,207 shares)		767	1,610
			Warrants (69,675 equivalent shares; Expiration—April 3, 2029; Strike price—$10.92 per share)		—	1,630

					5,551	8,179

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

Portfolio Company(1)(20)	Investment Date(26)	Business Description	Type of Investment(2)(3)(25)		Cost(4)		Fair Value(18)


Wireless Vision Holdings, LLC(10)	September 29, 2017	Provider of Wireless Telecommunications Carrier Services
			LIBOR Plus 9.65% (Floor 1.00%), Current Coupon 11.57% / 1.00% PIK, Current Coupon Plus PIK 12.57%, Secured Debt (Maturity—September 29, 2022)(9)(19)(23)	7,136		7,022		7,129
			LIBOR Plus 8.91% (Floor 1.00%), Current Coupon 10.67% / 1.00% PIK, Current Coupon Plus PIK 11.67%, Secured Debt (Maturity—September 29, 2022)(9)(19)(23)	6,201		6,132		6,200

						13,154		13,329

YS Garments, LLC(11)	August 22, 2018	Designer and Provider of Branded Activewear
			LIBOR Plus 6.00% (Floor 1.00%), Current Coupon 7.60% Secured Debt (Maturity—August 9, 2024)(9)	14,531		14,412		14,404

Zilliant Incorporated	June 15, 2012	Price Optimization and Margin Management Solutions
			Preferred Stock (186,777 shares)			154		260
			Warrants (952,500 equivalent shares; Expiration—June 15, 2022; Strike price—$0.001 per share)			1,071		1,190

						1,225		1,450

Subtotal Non-Control/Non-Affiliate Investments (80.7% of net assets at fair value)					$	1,297,587	$	1,239,316

Total Portfolio Investments, December 31, 2019					$	2,427,718	$	2,602,324

(1): All investments are Lower Middle Market portfolio investments, unless otherwise noted. See Note B for a description of Lower Middle Market portfolio investments. All of the Company's investments, unless otherwise noted, are encumbered either as security for the Company's Credit Facility or in support of the SBA-guaranteed debentures issued by the Funds.
(2): Debt investments are income producing, unless otherwise noted. Equity and warrants are non-income producing, unless otherwise noted.
(3): See Note C and Schedule 12-14 for a summary of geographic location of portfolio companies.
(4): Principal is net of repayments. Cost is net of repayments and accumulated unearned income.
(5): Control investments are defined by the Investment Company Act of 1940, as amended ("1940 Act"), as investments in which more than 25% of the voting securities are owned or where the ability to nominate greater than 50% of the board representation is maintained.
(6): Affiliate investments are defined by the 1940 Act as investments in which between 5% and 25% (inclusive) of the voting securities are owned and the investments are not classified as Control investments.
(7): Non-Control/Non-Affiliate investments are defined by the 1940 Act as investments that are neither Control investments nor Affiliate investments.
(8): Income producing through dividends or distributions.
(9): Index based floating interest rate is subject to contractual minimum interest rate. A majority of the variable rate loans in the Company's investment portfolio bear interest at a rate that may be determined by reference to either LIBOR or an alternate Base Rate (commonly based on the Federal Funds Rate or the Prime Rate), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each such loan, the Company has provided the weighted average annual stated interest rate in effect at December 31, 2019. As noted in this schedule, 64% of the loans (based on the par amount) contain LIBOR floors which range between 0.50% and 2.00%, with a weighted-average LIBOR floor of approximately 1.06%.
(10): Private Loan portfolio investment. See Note B for a description of Private Loan portfolio investments.
(11): Middle Market portfolio investment. See Note B for a description of Middle Market portfolio investments.
(12): Other Portfolio investment. See Note B for a description of Other Portfolio investments.
(13): Investment is not a qualifying asset as defined under Section 55(a) of the 1940 Act. Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets.
(14): Non-accrual and non-income producing investment.
(15): Portfolio company is in a bankruptcy process and, as such, the maturity date of our debt investment in this portfolio company will not be finally determined until such process is complete. As noted in footnote (14), our debt investment in this portfolio company is on non-accrual status.
(16): External Investment Manager. Investment is not encumbered as security for the Company's Credit Facility or in support of the SBA-guaranteed debentures issued by the Funds.

Table of Contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2019

(dollars in thousands)

(17): Maturity date is under on-going negotiations with the portfolio company and other lenders, if applicable.
(18): Investment fair value was determined using significant unobservable inputs, unless otherwise noted. See Note C for further discussion.
(19): PIK interest income and cumulative dividend income represent income not paid currently in cash.
(20): All portfolio company headquarters are based in the United States, unless otherwise noted.
(21): Portfolio company headquarters are located outside of the United States.
(22): In connection with the Company's debt investment in Staples Canada ULC and in an attempt to mitigate any potential adverse change in foreign exchange rates during the term of the Company's investment, the Company maintains a forward foreign currency contract with Cadence Bank to lend $17.6 million Canadian Dollars and receive $13.4 million U.S. Dollars with a settlement date of September 14, 2020. The unrealized depreciation on the forward foreign currency contract is $0.2 million as of December 31, 2019.
(23): The Company has entered into an intercreditor agreement that entitles the Company to the "last out" tranche of the first lien secured loans, whereby the "first out" tranche will receive priority as to the "last out" tranche with respect to payments of principal, interest, and any other amounts due thereunder. Therefore, the Company receives a higher interest rate than the contractual stated interest rate of LIBOR plus 8.50% (Floor 1.00%) per the credit agreement and the Consolidated Schedule of Investments above reflects such higher rate.
(24): The Company has entered into an intercreditor agreement that entitles the Company to the "first out" tranche of the first lien secured loans, whereby the "first out" tranche will receive priority as to the "last out" tranche with respect to payments of principal, interest, and any other amounts due thereunder. Therefore, the Company receives a lower interest rate than the contractual stated interest rate of LIBOR plus 7.14% (Floor 1.00%) per the credit agreement and the Consolidated Schedule of Investments above reflects such lower rate.
(25): All of the Company's portfolio investments are generally subject to restrictions on resale as "restricted securities."
(26): Investment date represents the date of initial investment in the portfolio company.
(27): Investment has an unfunded commitment as of December 31, 2019 (see Note K). The fair value of the investment includes the impact of the fair value of any unfunded commitments.

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MAIN STREET CAPITAL CORPORATION

Notes to Consolidated Financial Statements

(Unaudited)

NOTE A—ORGANIZATION AND BASIS OF PRESENTATION

1. Organization

Main Street Capital Corporation ("MSCC") is a principal investment firm primarily focused on providing customized debt and equity financing to lower middle market ("LMM") companies and debt capital to middle market ("Middle Market") companies. The portfolio investments of MSCC and its consolidated subsidiaries are typically made to support management buyouts, recapitalizations, growth financings, refinancings and acquisitions of companies that operate in a variety of industry sectors. MSCC seeks to partner with entrepreneurs, business owners and management teams and generally provides "one stop" financing alternatives within its LMM portfolio. MSCC and its consolidated subsidiaries invest primarily in secured debt investments, equity investments, warrants and other securities of LMM companies based in the United States and in secured debt investments of Middle Market companies generally headquartered in the United States.

MSCC was formed in March 2007 to operate as an internally managed business development company ("BDC") under the Investment Company Act of 1940, as amended (the "1940 Act"). MSCC wholly owns several investment funds, including Main Street Mezzanine Fund, LP ("MSMF"), Main Street Capital II, LP ("MSC II") and Main Street Capital III, LP ("MSC III" and, collectively with MSMF and MSC II, the "Funds"), and each of their general partners. The Funds are each licensed as a Small Business Investment Company ("SBIC") by the United States Small Business Administration ("SBA"). Because MSCC is internally managed, all of the executive officers and other employees are employed by MSCC. Therefore, MSCC does not pay any external investment advisory fees, but instead directly incurs the operating costs associated with employing investment and portfolio management professionals.

MSC Adviser I, LLC (the "External Investment Manager") was formed in November 2013 as a wholly owned subsidiary of MSCC to provide investment management and other services to parties other than MSCC and its subsidiaries or their portfolio companies ("External Parties") and receives fee income for such services. MSCC has been granted no-action relief by the Securities and Exchange Commission ("SEC") to allow the External Investment Manager to register as a registered investment adviser under the Investment Advisers Act of 1940, as amended. Since the External Investment Manager conducts all of its investment management activities for External Parties, it is accounted for as a portfolio investment of MSCC and is not included as a consolidated subsidiary of MSCC in MSCC's consolidated financial statements.

MSCC has elected to be treated for U.S. federal income tax purposes as a regulated investment company ("RIC") under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). As a result, MSCC generally will not pay corporate-level U.S. federal income taxes on any net ordinary taxable income or capital gains that it distributes to its stockholders.

MSCC has certain direct and indirect wholly owned subsidiaries that have elected to be taxable entities (the "Taxable Subsidiaries"). The primary purpose of the Taxable Subsidiaries is to permit MSCC to hold equity investments in portfolio companies which are "pass-through" entities for tax purposes.

Unless otherwise noted or the context otherwise indicates, the terms "we," "us," "our," the "Company" and "Main Street" refer to MSCC and its consolidated subsidiaries, which include the Funds and the Taxable Subsidiaries.

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

2. Basis of Presentation

Main Street's consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP"). The Company is an investment company following accounting and reporting guidance in Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 946, Financial Services—Investment Companies ("ASC 946"). For each of the periods presented herein, Main Street's consolidated financial statements include the accounts of MSCC and its consolidated subsidiaries. The Investment Portfolio, as used herein, refers to all of Main Street's investments in LMM portfolio companies, investments in Middle Market portfolio companies, private loan ("Private Loan") portfolio investments, other portfolio ("Other Portfolio") investments and the investment in the External Investment Manager (see "Note C—Fair Value Hierarchy for Investments and Debentures—Portfolio Composition—Investment Portfolio Composition" for additional discussion of Main Street's Investment Portfolio). Main Street's results of operations for the three and six months ended June 30, 2020 and 2019, cash flows for the six months ended June 30, 2020 and 2019, and financial position as of June 30, 2020 and December 31, 2019, are presented on a consolidated basis. The effects of all intercompany transactions between Main Street and its consolidated subsidiaries have been eliminated in consolidation.

The accompanying unaudited consolidated financial statements of Main Street are presented in conformity with U.S. GAAP 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, certain disclosures accompanying annual financial statements prepared in accordance with U.S. GAAP are omitted. In the opinion of management, the unaudited consolidated financial results included herein contain all adjustments, consisting solely of normal recurring accruals, considered necessary for the fair presentation of financial statements for the interim periods included herein. The results of operations for the three and six months ended June 30, 2020 and 2019 are not necessarily indicative of the operating results to be expected for the full year. Also, the unaudited financial statements and notes should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2019. Financial statements prepared on a U.S. GAAP basis require management to make estimates and assumptions that affect the amounts and disclosures reported in the financial statements and accompanying notes. Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed herein.

Under ASC 946, Main Street is precluded from consolidating other entities in which Main Street has equity investments, including those in which it has a controlling interest, unless the other entity is another investment company. An exception to this general principle in ASC 946 occurs if Main Street holds a controlling interest in an operating company that provides all or substantially all of its services directly to Main Street or to its portfolio companies. Accordingly, as noted above, MSCC's consolidated financial statements include the financial position and operating results for the Funds and the Taxable Subsidiaries. Main Street has determined that none of its portfolio investments qualify for this exception, including the investment in the External Investment Manager. Therefore, Main Street's Investment Portfolio is carried on the consolidated balance sheet at fair value, as discussed further in Note B.1., with any adjustments to fair value recognized as "Net Unrealized Appreciation (Depreciation)" on the consolidated statements of operations until the investment is realized, usually upon exit, resulting in any gain or loss being recognized as a "Net Realized Gain (Loss)."

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

Portfolio Investment Classification

Main Street classifies its Investment Portfolio in accordance with the requirements of the 1940 Act. Under the 1940 Act, (a) "Control Investments" are defined as investments in which Main Street owns more than 25% of the voting securities or has rights to maintain greater than 50% of the board representation, (b) "Affiliate Investments" are defined as investments in which Main Street owns between 5% and 25% (inclusive) of the voting securities and does not have rights to maintain greater than 50% of the board representation, and (c) "Non-Control/Non-Affiliate Investments" are defined as investments that are neither Control Investments nor Affiliate Investments.

NOTE B—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

1. Valuation of the Investment Portfolio

Main Street accounts for its Investment Portfolio at fair value. As a result, Main Street follows the provisions of ASC 820, Fair Value Measurements and Disclosures ("ASC 820"). ASC 820 defines fair value, establishes a framework for measuring fair value, establishes a fair value hierarchy based on the quality of inputs used to measure fair value and enhances disclosure requirements for fair value measurements. ASC 820 requires Main Street to assume that the portfolio investment is to be sold in the principal market to independent market participants, which may be a hypothetical market. Market participants are defined as buyers and sellers in the principal market that are independent, knowledgeable and willing and able to transact.

Main Street's portfolio strategy calls for it to invest primarily in illiquid debt and equity securities issued by privately held, LMM companies and more liquid debt securities issued by Middle Market companies that are generally larger in size than the LMM companies. Main Street categorizes some of its investments in LMM companies and Middle Market companies as Private Loan portfolio investments, which are primarily debt securities in privately held companies that have been originated through strategic relationships with other investment funds on a collaborative basis, and are often referred to in the debt markets as "club deals." Private Loan investments are typically similar in size, structure, terms and conditions to investments Main Street holds in its LMM portfolio and Middle Market portfolio. Main Street's portfolio also includes Other Portfolio investments which primarily consist of investments that are not consistent with the typical profiles for its LMM portfolio investments, Middle Market portfolio investments or Private Loan portfolio investments, including investments which may be managed by third parties. Main Street's portfolio investments may be subject to restrictions on resale.

LMM investments and Other Portfolio investments generally have no established trading market while Middle Market securities generally have established markets that are not active. Private Loan investments may include investments which have no established trading market or have established markets that are not active. Main Street determines in good faith the fair value of its Investment Portfolio pursuant to a valuation policy in accordance with ASC 820 and a valuation process approved by its Board of Directors and in accordance with the 1940 Act. Main Street's valuation policies and processes are intended to provide a consistent basis for determining the fair value of Main Street's Investment Portfolio.

For LMM portfolio investments, Main Street generally reviews external events, including private mergers, sales and acquisitions involving comparable companies, and includes these events in the valuation process by using an enterprise value waterfall methodology ("Waterfall") for its LMM equity

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(Unaudited)

investments and an income approach using a yield-to-maturity model ("Yield-to-Maturity") for its LMM debt investments. For Middle Market portfolio investments, Main Street primarily uses quoted prices in the valuation process. Main Street determines the appropriateness of the use of third-party broker quotes, if any, in determining fair value based on its understanding of the level of actual transactions used by the broker to develop the quote and whether the quote was an indicative price or binding offer, the depth and consistency of broker quotes and the correlation of changes in broker quotes with underlying performance of the portfolio company and other market indices. For Middle Market and Private Loan portfolio investments in debt securities for which it has determined that third-party quotes or other independent pricing are not available or appropriate, Main Street generally estimates the fair value based on the assumptions that it believes hypothetical market participants would use to value the investment in a current hypothetical sale using the Yield-to-Maturity valuation method. For its Other Portfolio equity investments, Main Street generally calculates the fair value of the investment primarily based on the net asset value ("NAV") of the fund and adjusts the fair value for other factors deemed relevant that would affect the fair value of the investment. All of the valuation approaches for Main Street's portfolio investments estimate the value of the investment as if Main Street were to sell, or exit, the investment as of the measurement date.

These valuation approaches consider the value associated with Main Street's ability to control the capital structure of the portfolio company, as well as the timing of a potential exit. For valuation purposes, "control" portfolio investments are composed of debt and equity securities in companies for which Main Street has a controlling interest in the equity ownership of the portfolio company or the ability to nominate a majority of the portfolio company's board of directors. For valuation purposes, "non-control" portfolio investments are generally composed of debt and equity securities in companies for which Main Street does not have a controlling interest in the equity ownership of the portfolio company or the ability to nominate a majority of the portfolio company's board of directors.

Under the Waterfall valuation method, Main Street estimates the enterprise value of a portfolio company using a combination of market and income approaches or other appropriate valuation methods, such as considering recent transactions in the equity securities of the portfolio company or third-party valuations of the portfolio company, and then performs a waterfall calculation by allocating the enterprise value over the portfolio company's securities in order of their preference relative to one another. The enterprise value is the fair value at which an enterprise could be sold in a transaction between two willing parties, other than through a forced or liquidation sale. Typically, privately held companies are bought and sold based on multiples of earnings before interest, taxes, depreciation and amortization ("EBITDA"), cash flows, net income, revenues, or in limited cases, book value. There is no single methodology for estimating enterprise value. For any one portfolio company, enterprise value is generally described as a range of values from which a single estimate of enterprise value is derived. In estimating the enterprise value of a portfolio company, Main Street analyzes various factors including the portfolio company's historical and projected financial results. Due to SEC deadlines for Main Street's quarterly and annual financial reporting, the operating results of a portfolio company used in the current period valuation are generally the results from the period ended three months prior to such valuation date and may include unaudited, projected, budgeted or pro forma financial information and may require adjustments for non-recurring items or to normalize the operating results that may require significant judgment in determining. In addition, projecting future financial results requires significant judgment regarding future growth assumptions. In evaluating the operating results, Main Street also analyzes the impact of exposure to litigation, loss of customers or other contingencies. After determining the appropriate enterprise value, Main Street allocates the enterprise value to

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

investments in order of the legal priority of the various components of the portfolio company's capital structure. In applying the Waterfall valuation method, Main Street assumes the loans are paid off at the principal amount in a change in control transaction and are not assumed by the buyer, which Main Street believes is consistent with its past transaction history and standard industry practices.

Under the Yield-to-Maturity valuation method, Main Street also uses the income approach to determine the fair value of debt securities based on projections of the discounted future free cash flows that the debt security will likely generate, including analyzing the discounted cash flows of interest and principal amounts for the debt security, as set forth in the associated loan agreements, as well as the financial position and credit risk of the portfolio company. Main Street's estimate of the expected repayment date of its debt securities is generally the maturity date of the instrument, as Main Street generally intends to hold its loans and debt securities to maturity. The Yield-to-Maturity analysis also considers changes in leverage levels, credit quality, portfolio company performance and other factors. Main Street will generally use the value determined by the Yield-to-Maturity analysis as the fair value for that security; however, because of Main Street's general intent to hold its loans to maturity, the fair value will not exceed the principal amount of the debt security valued using the Yield-to-Maturity valuation method. A change in the assumptions that Main Street uses to estimate the fair value of its debt securities using the Yield-to-Maturity valuation method could have a material impact on the determination of fair value. If there is deterioration in credit quality or if a debt security is in workout status, Main Street may consider other factors in determining the fair value of the debt security, including the value attributable to the debt security from the enterprise value of the portfolio company or the proceeds that would most likely be received in a liquidation analysis.

Under the NAV valuation method, for an investment in an investment fund that does not have a readily determinable fair value, Main Street measures the fair value of the investment predominately based on the NAV of the investment fund as of the measurement date and adjusts the investment's fair value for factors known to Main Street that would affect that fund's NAV, including, but not limited to, fair values for individual investments held by the fund if Main Street holds the same investment or for a publicly traded investment. In addition, in determining the fair value of the investment, Main Street considers whether adjustments to the NAV are necessary in certain circumstances, based on the analysis of any restrictions on redemption of Main Street's investment as of the measurement date, recent actual sales or redemptions of interests in the investment fund, and expected future cash flows available to equity holders, including the rate of return on those cash flows compared to an implied market return on equity required by market participants, or other uncertainties surrounding Main Street's ability to realize the full NAV of its interests in the investment fund.

Pursuant to its internal valuation process and the requirements under the 1940 Act, Main Street performs valuation procedures on each of its portfolio investments quarterly. In addition to its internal valuation process, in arriving at estimates of fair value for its investments in its LMM portfolio companies, Main Street, among other things, consults with a nationally recognized independent financial advisory services firm. The nationally recognized independent financial advisory services firm analyzes and provides observations, recommendations and an assurance certification regarding the Company's determinations of the fair value of its LMM portfolio company investments. The nationally recognized independent financial advisory services firm is generally consulted relative to Main Street's investments in each LMM portfolio company at least once every calendar year, and for Main Street's investments in new LMM portfolio companies, at least once in the twelve-month period subsequent to the initial investment. In certain instances, Main Street may determine that it is not cost-effective, and as a result is not in its stockholders' best interest, to consult with the nationally recognized independent

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

financial advisory services firm on its investments in one or more LMM portfolio companies. Such instances include, but are not limited to, situations where the fair value of Main Street's investment in a LMM portfolio company is determined to be insignificant relative to the total Investment Portfolio. Main Street consulted with and received an assurance certification from its independent financial advisory services firm in arriving at Main Street's determination of fair value on its investments in a total of 28 LMM portfolio companies for the six months ended June 30, 2020, representing approximately 47% of the total LMM portfolio at fair value as of June 30, 2020, and on a total of 25 LMM portfolio companies for the six months ended June 30, 2019, representing approximately 40% of the total LMM portfolio at fair value as of June 30, 2019. Excluding its investments in LMM portfolio companies that, as of June 30, 2020 and 2019, as applicable, had not been in the Investment Portfolio for at least twelve months subsequent to the initial investment or whose primary purpose is to own real estate for which a third-party appraisal is obtained on at least an annual basis, the percentage of the LMM portfolio reviewed and certified by its independent financial advisory services firm for the six months ended June 30, 2020 and 2019 was 53% and 42% of the total LMM portfolio at fair value as of June 30, 2020 and 2019, respectively.

For valuation purposes, all of Main Street's Middle Market portfolio investments are non-control investments. To the extent sufficient observable inputs are available to determine fair value, Main Street uses observable inputs to determine the fair value of these investments through obtaining third-party quotes or other independent pricing. For Middle Market portfolio investments for which it has determined that third-party quotes or other independent pricing are not available or appropriate, Main Street generally estimates the fair value based on the assumptions that it believes hypothetical market participants would use to value such Middle Market debt investments in a current hypothetical sale using the Yield-to-Maturity valuation method and such Middle Market equity investments in a current hypothetical sale using the Waterfall valuation method. Because the vast majority of the Middle Market portfolio investments are typically valued using third-party quotes or other independent pricing services (including 92% and 91% of the Middle Market portfolio investments as of June 30, 2020 and December 31, 2019, respectively), Main Street generally does not consult with any financial advisory services firms in connection with determining the fair value of its Middle Market investments.

For valuation purposes, all of Main Street's Private Loan portfolio investments are non-control investments. For Private Loan portfolio investments for which it has determined that third-party quotes or other independent pricing are not available or appropriate, Main Street generally estimates the fair value based on the assumptions that it believes hypothetical market participants would use to value such Private Loan debt investments in a current hypothetical sale using the Yield-to-Maturity valuation method and such Private Loan equity investments in a current hypothetical sale using the Waterfall valuation method.

In addition to its internal valuation process, in arriving at estimates of fair value for its investments in its Private Loan portfolio companies, Main Street, among other things, consults with a nationally recognized independent financial advisory services firm. The nationally recognized independent financial advisory services firm analyzes and provides observations and recommendations and an assurance certification regarding the Company's determinations of the fair value of its Private Loan portfolio company investments. The nationally recognized independent financial advisory services firm is generally consulted relative to Main Street's investments in each Private Loan portfolio company at least once every calendar year, and for Main Street's investments in new Private Loan portfolio companies, at least once in the twelve-month period subsequent to the initial investment. In certain instances, Main Street may determine that it is not cost-effective, and as a result is not in its

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

stockholders' best interest, to consult with the nationally recognized independent financial advisory services firm on its investments in one or more Private Loan portfolio companies. Such instances include, but are not limited to, situations where the fair value of Main Street's investment in a Private Loan portfolio company is determined to be insignificant relative to the total Investment Portfolio. Main Street consulted with and received an assurance certification from its independent financial advisory services firm in arriving at its determination of fair value on its investments in a total of 21 Private Loan portfolio companies for the six months ended June 30, 2020, representing approximately 37% of the total Private Loan portfolio at fair value as of June 30, 2020, and on a total of 18 Private Loan portfolio companies for the six months ended June 30, 2019, representing approximately 31% of the total Private Loan portfolio at fair value as of June 30, 2019. Excluding its investments in Private Loan portfolio companies that, as of June 30, 2020 and 2019, as applicable, had not been in the Investment Portfolio for at least twelve months subsequent to the initial investment and its investments in Private Loan portfolio companies that were not reviewed because the investment is valued based upon third-party quotes or other independent pricing, the percentage of the Private Loan portfolio reviewed and certified by its independent financial advisory services firm for the six months ended June 30, 2020 and 2019 was 45% and 48% of the total Private Loan portfolio at fair value as of June 30, 2020 and 2019, respectively.

For valuation purposes, all of Main Street's Other Portfolio investments are non-control investments. Main Street's Other Portfolio investments comprised 4.1% of Main Street's Investment Portfolio at fair value as of June 30, 2020 and December 31, 2019. Similar to the LMM investment portfolio, market quotations for Other Portfolio equity investments are generally not readily available. For its Other Portfolio equity investments, Main Street generally determines the fair value of these investments using the NAV valuation method.

For valuation purposes, Main Street's investment in the External Investment Manager is a control investment. Market quotations are not readily available for this investment, and as a result, Main Street determines the fair value of the External Investment Manager using the Waterfall valuation method under the market approach. In estimating the enterprise value, Main Street analyzes various factors, including the entity's historical and projected financial results, as well as its size, marketability and performance relative to the population of market comparables. This valuation approach estimates the value of the investment as if Main Street were to sell, or exit, the investment. In addition, Main Street considers its ability to control the capital structure of the company, as well as the timing of a potential exit, in connection with determining the fair value of the External Investment Manager.

Due to the inherent uncertainty in the valuation process, Main Street's determination of fair value for its Investment Portfolio may differ materially from the values that would have been determined had a ready market for the securities existed. In addition, changes in the market environment, portfolio company performance and other events that may occur over the lives of the investments may cause the gains or losses ultimately realized on these investments to be materially different than the valuations currently assigned. Main Street determines the fair value of each individual investment and records changes in fair value as unrealized appreciation or depreciation.

Main Street uses an internally developed portfolio investment rating system in connection with its investment oversight, portfolio management and analysis and investment valuation procedures for its LMM portfolio companies. This system takes into account both quantitative and qualitative factors of the LMM portfolio company and the investments held therein.

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

The Board of Directors of Main Street has the final responsibility for overseeing, reviewing and approving, in good faith, Main Street's determination of the fair value for its Investment Portfolio, as well as its valuation procedures, consistent with 1940 Act requirements. Main Street believes its Investment Portfolio as of June 30, 2020 and December 31, 2019 approximates fair value as of those dates based on the markets in which Main Street operates and other conditions in existence on those reporting dates.

2. Use of Estimates

The preparation of financial statements in conformity with U.S. 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 financial statements and the reported amounts of revenue and expenses during the period. Actual results may differ from these estimates under different conditions or assumptions. Additionally, as explained in Note B.1., the consolidated financial statements include investments in the Investment Portfolio whose values have been estimated by Main Street with the oversight, review and approval by Main Street's Board of Directors in the absence of readily ascertainable market values. Because of the inherent uncertainty of the Investment Portfolio valuations, those estimated values may differ materially from the values that would have been determined had a ready market for the securities existed.

The COVID-19 pandemic, and the related effect on the U.S. and global economies, has impacted, and threatens to continue to impact, the businesses and operating results of certain of Main Street's portfolio companies, as well as market interest spreads. As a result of these and other current effects of the COVID-19 pandemic, as well as the uncertainty regarding the extent and duration of its impact, the valuation of Main Street's Investment Portfolio is volatile.

3. Cash and Cash Equivalents

Cash and cash equivalents consist of cash and highly liquid investments with an original maturity of three months or less at the date of purchase. Cash and cash equivalents are carried at cost, which approximates fair value.

At June 30, 2020, cash balances totaling $65.4 million exceeded Federal Deposit Insurance Corporation insurance protection levels, subjecting the Company to risk related to the uninsured balance. All of the Company's cash deposits are held at large established high credit quality financial institutions and management believes that the risk of loss associated with any uninsured balances is remote.

4. Interest, Dividend and Fee Income

Main Street records interest and dividend income on the accrual basis to the extent amounts are expected to be collected. Dividend income is recorded as dividends are declared by the portfolio company or at the point an obligation exists for the portfolio company to make a distribution. In accordance with Main Street's valuation policies, Main Street evaluates accrued interest and dividend income periodically for collectability. When a loan or debt security becomes 90 days or more past due, and if Main Street otherwise does not expect the debtor to be able to service all of its debt or other obligations, Main Street will generally place the loan or debt security on non-accrual status and cease recognizing interest income on that loan or debt security until the borrower has demonstrated the ability and intent to pay contractual amounts due. If a loan or debt security's status significantly

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

improves regarding the debtor's ability to service the debt or other obligations, or if a loan or debt security is sold or written off, Main Street removes it from non-accrual status.

As of June 30, 2020, Main Street's total Investment Portfolio had eleven investments on non-accrual status, which comprised approximately 1.9% of its fair value and 6.3% of its cost. As of December 31, 2019, Main Street's total Investment Portfolio had eight investments on non-accrual status, which comprised approximately 1.4% of its fair value and 4.8% of its cost.

Main Street holds certain debt and preferred equity instruments in its Investment Portfolio that contain payment-in-kind ("PIK") interest and cumulative dividend provisions. The PIK interest, computed at the contractual rate specified in each debt agreement, is periodically added to the principal balance of the debt and is recorded as interest income. Thus, the actual collection of this interest may be deferred until the time of debt principal repayment. Cumulative dividends are recorded as dividend income, and any dividends in arrears are added to the balance of the preferred equity investment. The actual collection of these dividends in arrears may be deferred until such time as the preferred equity is redeemed or sold. To maintain RIC tax treatment (as discussed in Note B.9. below), these non-cash sources of income may need to be paid out to stockholders in the form of distributions, even though Main Street may not have collected the PIK interest and cumulative dividends in cash. Main Street stops accruing PIK interest and cumulative dividends and writes off any accrued and uncollected interest and dividends in arrears when it determines that such PIK interest and dividends in arrears are no longer collectible. For the three months ended June 30, 2020 and 2019, (i) approximately 2.5% and 2.2%, respectively, of Main Street's total investment income was attributable to PIK interest income not paid currently in cash and (ii) approximately 0.9% and 1.1%, respectively, of Main Street's total investment income was attributable to cumulative dividend income not paid currently in cash. For the six months ended June 30, 2020 and 2019, (i) approximately 1.7% and 2.0%, respectively, of Main Street's total investment income was attributable to PIK interest income not paid currently in cash and (ii) approximately 0.9% and 1.1%, respectively, of Main Street's total investment income was attributable to cumulative dividend income not paid currently in cash.

Main Street may periodically provide services, including structuring and advisory services, to its portfolio companies or other third parties. For services that are separately identifiable and evidence exists to substantiate fair value, fee income is recognized as earned, which is generally when the investment or other applicable transaction closes. Fees received in connection with debt financing transactions for services that do not meet these criteria are treated as debt origination fees and are deferred and accreted into income over the life of the financing.

A presentation of total investment income Main Street received from its Investment Portfolio in each of the periods presented is as follows:

	Three Months Ended June 30,				Six Months Ended June 30,

	2020		2019		2020		2019
	(dollars in thousands)
Interest, fee and dividend income:
Interest income	$	41,574	$	47,222	$	86,450	$	94,541
Dividend income		7,795		12,763		15,836		25,259
Fee income		2,638		1,308		5,870		2,857

Total interest, fee and dividend income	$	52,007	$	61,293	$	108,156	$	122,657

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

5. Deferred Financing Costs

Deferred financing costs include commitment fees and other costs related to Main Street's multi-year revolving credit facility (the "Credit Facility") and its unsecured notes, as well as the commitment fees and leverage fees (approximately 3.4% of the total commitment and draw amounts, as applicable) on the SBIC debentures which are not accounted for under the fair value option under ASC 825 (as discussed further in Note B.11.). See further discussion of Main Street's debt in Note E. Deferred financing costs in connection with the Credit Facility are capitalized as an asset. Deferred financing costs in connection with all other debt arrangements not using the fair value option are a direct deduction from the related debt liability.

6. Equity Offering Costs

The Company's offering costs are charged against the proceeds from equity offerings when the proceeds are received.

7. Unearned Income—Debt Origination Fees and Original Issue Discount and Discounts / Premiums to Par Value

Main Street capitalizes debt origination fees received in connection with financings and reflects such fees as unearned income netted against the applicable debt investments. The unearned income from the fees is accreted into income based on the effective interest method over the life of the financing.

In connection with its portfolio debt investments, Main Street sometimes receives nominal cost warrants or warrants with an exercise price below the fair value of the underlying equity (together, "nominal cost equity") that are valued as part of the negotiation process with the particular portfolio company. When Main Street receives nominal cost equity, Main Street allocates its cost basis in its investment between its debt security and its nominal cost equity at the time of origination based on amounts negotiated with the particular portfolio company. The allocated amounts are based upon the fair value of the nominal cost equity, which is then used to determine the allocation of cost to the debt security. Any discount recorded on a debt investment resulting from this allocation is reflected as unearned income, which is netted against the applicable debt investment, and accreted into interest income based on the effective interest method over the life of the debt investment. The actual collection of this interest is deferred until the time of debt principal repayment.

Main Street may also purchase debt securities at a discount or at a premium to the par value of the debt security. In the case of a purchase at a discount, Main Street records the investment at the par value of the debt security net of the discount, and the discount is accreted into interest income based on the effective interest method over the life of the debt investment. In the case of a purchase at a premium, Main Street records the investment at the par value of the debt security plus the premium, and the premium is amortized as a reduction to interest income based on the effective interest method over the life of the debt investment.

To maintain RIC tax treatment (as discussed in Note B.9. below), these non-cash sources of income may need to be paid out to stockholders in the form of distributions, even though Main Street may not have collected the interest income. For the three months ended June 30, 2020 and 2019, approximately 2.6% and 2.5%, respectively, of Main Street's total investment income was attributable to interest income from the accretion of discounts associated with debt investments, net of any premium reduction. For the six months ended June 30, 2020 and 2019, approximately 2.6% and 2.7%, respectively, of Main Street's total investment income was attributable to interest income from the accretion of discounts associated with debt investments, net of any premium reduction.

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8. Share-Based Compensation

Main Street accounts for its share-based compensation plans using the fair value method, as prescribed by ASC 718, Compensation—Stock Compensation. Accordingly, for restricted stock awards, Main Street measures the grant date fair value based upon the market price of its common stock on the date of the grant and amortizes the fair value of the awards as share-based compensation expense over the requisite service period, which is generally the vesting term.

Main Street has also adopted Accounting Standards Update ("ASU") 2016-09, Compensation—Stock Compensation: Improvements to Employee Share-Based Payment Accounting, which requires that all excess tax benefits and tax deficiencies (including tax benefits of dividends on share-based payment awards) be recognized as income tax expense or benefit in the income statement and not delay recognition of a tax benefit until the tax benefit is realized through a reduction to taxes payable. Accordingly, the tax effects of exercised or vested awards are treated as discrete items in the reporting period in which they occur. Additionally, Main Street has elected to account for forfeitures as they occur.

9. Income Taxes

MSCC has elected to be treated for U.S. federal income tax purposes as a RIC. MSCC's taxable income includes the taxable income generated by MSCC and certain of its subsidiaries, including the Funds, which are treated as disregarded entities for tax purposes. As a RIC, MSCC generally will not pay corporate-level U.S. federal income taxes on any net ordinary taxable income or capital gains that MSCC distributes to its stockholders. MSCC must generally distribute at least 90% of its "investment company taxable income" (which is generally its net ordinary taxable income and realized net short-term capital gains in excess of realized net long-term capital losses) and 90% of its tax-exempt income to maintain its RIC status (pass-through tax treatment for amounts distributed). As part of maintaining RIC status, undistributed taxable income (subject to a 4% non-deductible U.S. federal excise tax) pertaining to a given fiscal year may be distributed up to 12 months subsequent to the end of that fiscal year, provided such dividends are declared on or prior to the later of (i) the filing of the U.S. federal income tax return for the applicable fiscal year or (ii) the fifteenth day of the ninth month following the close of the year in which such taxable income was generated.

The Taxable Subsidiaries primarily hold certain portfolio investments for Main Street. The Taxable Subsidiaries permit Main Street to hold equity investments in portfolio companies which are "pass-through" entities for tax purposes and to continue to comply with the "source-of-income" requirements contained in the RIC tax provisions of the Code. The Taxable Subsidiaries are consolidated with Main Street for U.S. GAAP financial reporting purposes, and the portfolio investments held by the Taxable Subsidiaries are included in Main Street's consolidated financial statements as portfolio investments and recorded at fair value. The Taxable Subsidiaries are not consolidated with MSCC for income tax purposes and may generate income tax expense, or benefit, and tax assets and liabilities, as a result of their ownership of certain portfolio investments. The taxable income, or loss, of the Taxable Subsidiaries may differ from their book income, or loss, due to temporary book and tax timing differences and permanent differences. The Taxable Subsidiaries are each taxed at their normal corporate tax rates based on their taxable income. The income tax expense, or benefit, if any, and the related tax assets and liabilities, of the Taxable Subsidiaries are reflected in Main Street's consolidated financial statements.

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The External Investment Manager is an indirect wholly owned subsidiary of MSCC owned through a Taxable Subsidiary and is a disregarded entity for tax purposes. The External Investment Manager has entered into a tax sharing agreement with its Taxable Subsidiary owner. Since the External Investment Manager is accounted for as a portfolio investment of MSCC and is not included as a consolidated subsidiary of MSCC in MSCC's consolidated financial statements, and as a result of the tax sharing agreement with its Taxable Subsidiary owner, for its stand-alone financial reporting purposes the External Investment Manager is treated as if it is taxed at normal corporate tax rates based on its taxable income and, as a result of its activities, may generate income tax expense or benefit. The income tax expense, or benefit, if any, and the related tax assets and liabilities, of the External Investment Manager are reflected in the External Investment Manager's separate financial statements.

The Taxable Subsidiaries and the External Investment Manager use the liability method in accounting for income taxes. Deferred tax assets and liabilities are recorded for temporary differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements, using statutory tax rates in effect for the year in which the temporary differences are expected to reverse. A valuation allowance is provided, if necessary, against deferred tax assets when it is more likely than not that some portion or all of the deferred tax asset will not be realized.

Taxable income generally differs from net income for financial reporting purposes due to temporary and permanent differences in the recognition of income and expenses. Taxable income generally excludes net unrealized appreciation or depreciation, as investment gains or losses are not included in taxable income until they are realized.

10. Net Realized Gains or Losses and Net Unrealized Appreciation or Depreciation

Realized gains or losses are measured by the difference between the net proceeds from the sale or redemption of an investment or a financial instrument and the cost basis of the investment or financial instrument, without regard to unrealized appreciation or depreciation previously recognized, and includes investments written-off during the period net of recoveries and realized gains or losses from in-kind redemptions. Net unrealized appreciation or depreciation reflects the net change in the fair value of the Investment Portfolio and financial instruments and the reclassification of any prior period unrealized appreciation or depreciation on exited investments and financial instruments to realized gains or losses.

11. Fair Value of Financial Instruments

Fair value estimates are made at discrete points in time based on relevant information. These estimates may be subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Main Street believes that the carrying amounts of its financial instruments, consisting of cash and cash equivalents, receivables, payables and other liabilities approximate the fair values of such items due to the short-term nature of these instruments.

As part of Main Street's acquisition of the majority of the equity interests of MSC II in January 2010 (the "MSC II Acquisition"), Main Street elected the fair value option under ASC 825, Financial Instruments ("ASC 825"), relating to accounting for debt obligations at their fair value, for the MSC II SBIC debentures acquired as part of the acquisition accounting related to the MSC II Acquisition and valued those obligations as discussed further in Note C. In order to provide for a more consistent basis of presentation, Main Street elected the fair value option for SBIC debentures issued by MSC II subsequent to the MSC II Acquisition. When the fair value option is elected for a given SBIC

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debenture, the deferred loan costs associated with the debenture are fully expensed in the current period to "Net Unrealized Appreciation (Depreciation)—SBIC debentures" as part of the fair value adjustment. Interest incurred in connection with SBIC debentures which are valued at fair value is included in interest expense.

12. Earnings per Share

Basic and diluted per share calculations are computed utilizing the weighted-average number of shares of common stock outstanding for the period. In accordance with ASC 260, Earnings Per Share, the unvested shares of restricted stock awarded pursuant to Main Street's equity compensation plans are participating securities and, therefore, are included in the basic earnings per share calculation. As a result, for all periods presented, there is no difference between diluted earnings per share and basic earnings per share amounts.

13. Recently Issued or Adopted Accounting Standards

In August 2018, the SEC adopted rules (the "SEC Release") amending certain disclosure requirements intended to eliminate redundant, duplicative, overlapping, outdated, or superseded, in light of other SEC disclosure requirements, U.S. GAAP requirements or changes in the information environment. In part, the SEC Release requires an investment company to present distributable earnings in total on the consolidated balance sheet and consolidated statement of changes in net assets, rather than showing the three components of distributable earnings as previously shown. Main Street adopted this part of the SEC Release during the year ended December 31, 2018. The impact of the adoption of these rules on Main Street's consolidated financial statements was not material. Additionally, the SEC Release requires disclosure of changes in net assets within a registrant's Form 10-Q filings on a quarter-to-date and year-to-date basis for both the current year and prior year comparative periods. Main Street adopted the requirement to present changes in net assets in interim financial statements within Form 10-Q filings effective January 1, 2019. The adoption of these rules did not have a material impact on the consolidated financial statements.

In March 2020, the FASB issued ASU 2020-04, "Reference rate reform (Topic 848)—Facilitation of the effects of reference rate reform on financial reporting." The amendments in this update provide optional expedients and exceptions for applying U.S. GAAP to certain contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform and became effective upon issuance for all entities. The Company has agreements that have LIBOR as a reference rate with certain portfolio companies and also with certain lenders. Many of these agreements include language for choosing an alternative successor rate if LIBOR reference is no longer considered to be appropriate. Contract modifications are required to be evaluated in determining whether the modifications result in the establishment of new contracts or the continuation of existing contracts. The Company adopted this amendment in March 2020 and plans to apply the amendments in this update to account for contract modifications due to changes in reference rates. The Company does not believe that it will have a material impact on its consolidated financial statements and disclosures.

In May 2020, the SEC adopted rules Release No. 33-10786 (the "Release"), Amendments to Financial Disclosures about Acquired and Disposed Businesses, amending Rule 1-02(w)(2) used in the determination of a significant subsidiary. In part, the Release eliminated the use of the asset test, and amended the income and investment tests for determining whether an unconsolidated subsidiary

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requires additional disclosure in the footnotes of the financial statements. Main Street adopted the Release during the quarter ended June 30, 2020. The impact of the adoption of these rules on Main Street's consolidated financial statements was not material.

From time to time, new accounting pronouncements are issued by the FASB or other standards setting bodies that are adopted by Main Street as of the specified effective date. Main Street believes that the impact of recently issued standards and any that are not yet effective will not have a material impact on its consolidated financial statements upon adoption.

NOTE C—FAIR VALUE HIERARCHY FOR INVESTMENTS AND DEBENTURES—PORTFOLIO COMPOSITION

ASC 820 defines fair value, establishes a framework for measuring fair value, establishes a fair value hierarchy based on the quality of inputs used to measure fair value, and enhances disclosure requirements for fair value measurements. Main Street accounts for its investments at fair value.

Fair Value Hierarchy

In accordance with ASC 820, Main Street has categorized its investments based on the priority of the inputs to the valuation technique into a three-level fair value hierarchy. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical investments (Level 1) and the lowest priority to unobservable inputs (Level 3).

Investments recorded on Main Street's balance sheet are categorized based on the inputs to the valuation techniques as follows:

Level 1—Investments whose values are based on unadjusted quoted prices for identical assets in an active market that Main Street has the ability to access (examples include investments in active exchange-traded equity securities and investments in most U.S. government and agency securities).

Level 2—Investments whose values are based on quoted prices in markets that are not active or model inputs that are observable either directly or indirectly for substantially the full term of the investment. Level 2 inputs include the following:

•: Quoted prices for similar assets in active markets (for example, investments in restricted stock);
•: Quoted prices for identical or similar assets in non-active markets (for example, investments in thinly traded public companies);
•: Pricing models whose inputs are observable for substantially the full term of the investment (for example, market interest rate indices); and
•: Pricing models whose inputs are derived principally from, or corroborated by, observable market data through correlation or other means for substantially the full term of the investment.

Level 3—Investments whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement (for example, investments in illiquid securities issued by privately held companies). These inputs reflect

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management's own assumptions about the assumptions a market participant would use in pricing the investment.

As required by ASC 820, when the inputs used to measure fair value fall within different levels of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurement in its entirety. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized within the Level 3 tables below may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).

As of June 30, 2020 and December 31, 2019, all of Main Street's LMM portfolio investments consisted of illiquid securities issued by privately held companies and the fair value determination for these investments primarily consisted of unobservable inputs. As a result, all of Main Street's LMM portfolio investments were categorized as Level 3 as of June 30, 2020 and December 31, 2019.

As of June 30, 2020 and December 31, 2019, Main Street's Middle Market portfolio investments consisted primarily of investments in secured and unsecured debt investments and independently rated debt investments. The fair value determination for these investments consisted of a combination of observable inputs in non-active markets for which sufficient observable inputs were not available to determine the fair value of these investments and unobservable inputs. As a result, all of Main Street's Middle Market portfolio investments were categorized as Level 3 as of June 30, 2020 and December 31, 2019.

As of June 30, 2020 and December 31, 2019, Main Street's Private Loan portfolio investments primarily consisted of investments in interest-bearing secured debt investments. The fair value determination for these investments consisted of a combination of observable inputs in non-active markets for which sufficient observable inputs were not available to determine the fair value of these investments and unobservable inputs. As a result, all of Main Street's Private Loan portfolio investments were categorized as Level 3 as of June 30, 2020 and December 31, 2019.

As of June 30, 2020 and December 31, 2019, Main Street's Other Portfolio investments consisted of illiquid securities issued by privately held companies and the fair value determination for these investments primarily consisted of unobservable inputs. As a result, all of Main Street's Other Portfolio investments were categorized as Level 3 as of June 30, 2020 and December 31, 2019.

The fair value determination of each portfolio investment categorized as Level 3 required one or more of the following unobservable inputs:

•: Financial information obtained from each portfolio company, including unaudited statements of operations and balance sheets for the most recent period available as compared to budgeted numbers;
•: Current and projected financial condition of the portfolio company;
•: Current and projected ability of the portfolio company to service its debt obligations;
•: Type and amount of collateral, if any, underlying the investment;
•: Current financial ratios (e.g., fixed charge coverage ratio, interest coverage ratio and net debt/EBITDA ratio) applicable to the investment;

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•: Current liquidity of the investment and related financial ratios (e.g., current ratio and quick ratio);
•: Pending debt or capital restructuring of the portfolio company;
•: Projected operating results of the portfolio company;
•: Current information regarding any offers to purchase the investment;
•: Current ability of the portfolio company to raise any additional financing as needed;
•: Changes in the economic environment which may have a material impact on the operating results of the portfolio company;
•: Internal occurrences that may have an impact (both positive and negative) on the operating performance of the portfolio company;
•: Qualitative assessment of key management;
•: Contractual rights, obligations or restrictions associated with the investment; and
•: Other factors deemed relevant.

The use of significant unobservable inputs creates uncertainty in the measurement of fair value as of the reporting date. The significant unobservable inputs used in the fair value measurement of Main Street's LMM equity securities, which are generally valued through an average of the discounted cash flow technique and the market comparable/enterprise value technique (unless one of these approaches is determined to not be appropriate), are (i) EBITDA multiples and (ii) the weighted-average cost of capital ("WACC"). Significant increases (decreases) in EBITDA multiple inputs in isolation would result in a significantly higher (lower) fair value measurement. On the contrary, significant increases (decreases) in WACC inputs in isolation would result in a significantly lower (higher) fair value measurement. The significant unobservable inputs used in the fair value measurement of Main Street's LMM, Middle Market and Private Loan securities are (i) risk adjusted discount rates used in the Yield-to-Maturity valuation technique (see "Note B.1.—Valuation of the Investment Portfolio") and (ii) the percentage of expected principal recovery. Significant increases (decreases) in any of these discount rates in isolation would result in a significantly lower (higher) fair value measurement. Significant increases (decreases) in any of these expected principal recovery percentages in isolation would result in a significantly higher (lower) fair value measurement. However, due to the nature of certain investments, fair value measurements may be based on other criteria, such as third-party appraisals of collateral and fair values as determined by independent third parties, which are not presented in the tables below.

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The following tables provide a summary of the significant unobservable inputs used to fair value Main Street's Level 3 portfolio investments as of June 30, 2020 and December 31, 2019:

Type of Investment	Fair Value as of June 30, 2020 (in thousands)		Valuation Technique	Significant Unobservable Inputs	Range(3)

Equity investments	$	774,139	Discounted cash flow	WACC	9.5% - 21.0%	14.0%	14.8%
			Market comparable / Enterprise Value	EBITDA multiple(1)	4.7x - 8.5x(2)	7.0x	6.2x
Debt investments	$	1,187,188	Discounted cash flow	Risk adjusted discount factor	7.6% - 19.0%(2)	12.0%	11.8%
				Expected principal recovery percentage	0.0% - 100.0%	99.3%	100.0%
Debt investments	$	458,226	Market approach	Third-party quote	29.3 - 99.8	87.1	90.0

Total Level 3 investments	$	2,419,553

(1): EBITDA may include proforma adjustments and/or other addbacks based on specific circumstances related to each investment.
(2): Range excludes outliers that are greater than one standard deviation from the mean. Including these outliers, the range for EBITDA multiple is 4.0x - 15.0x and the range for risk adjusted discount factor is 5.3% - 42.5%.
(3): Does not include investments for which the valuation technique does not include the use of the applicable fair value input.

Type of Investment	Fair Value as of December 31, 2019 (in thousands)		Valuation Technique	Significant Unobservable Inputs	Range(3)

Equity investments	$	819,749	Discounted cash flow	WACC	9.6% -2 0.3%	13.6%	14.2%
			Market comparable / Enterprise Value	EBITDA multiple(1)	4.9x - 8.5x(2)	7.2x	6.4x
Debt investments	$	1,212,741	Discounted cash flow	Risk adjusted discount factor	5.9% - 16.5%(2)	10.4%	10.0%
				Expected principal recovery percentage	1.4% - 100.0%	99.3%	100.0%
Debt investments	$	569,834	Market approach	Third-party quote	28.1 - 101.0	94.7	98.0

Total Level 3 investments	$	2,602,324

(1): EBITDA may include proforma adjustments and/or other addbacks based on specific circumstances related to each investment.
(2): Range excludes outliers that are greater than one standard deviation from the mean. Including these outliers, the range for EBITDA multiple is 4.5x - 15.0x and the range for risk adjusted discount factor is 4.6% - 38.0%.
(3): Does not include investments for which the valuation technique does not include the use of the applicable fair value input.

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The following tables provide a summary of changes in fair value of Main Street's Level 3 portfolio investments for the six-month periods ended June 30, 2020 and 2019 (amounts in thousands):

Type of Investment	Fair Value as of December 31, 2019		Transfers Into Level 3 Hierarchy		Redemptions/ Repayments			New Investments		Net Changes from Unrealized to Realized			Net Unrealized Appreciation (Depreciation)			Other(1)			Fair Value as of June 30, 2020

Debt	$	1,782,575	$	—	$	(256,050	)	$	225,646	$	29,876		$	(124,365	)	$	(12,268	)	$	1,645,414
Equity	$	809,538	$	—	$	(21,380	)	$	45,061	$	(1,112	)	$	(80,261	)	$	12,268		$	764,114
Equity Warrant	$	10,211	$	—	$	(1,096	)	$	—	$	1,096		$	(186	)	$	—		$	10,025

	$	2,602,324	$	—	$	(278,526	)	$	270,707	$	29,860		$	(204,812	)	$	—		$	2,419,553

(1): Includes the impact of non-cash conversions. These transactions represent non-cash investing activities. See additional cash flow information at the consolidated statements of cash flows.

Type of Investment	Fair Value as of December 31, 2018		Transfers Into Level 3 Hierarchy		Redemptions/ Repayments			New Investments		Net Changes from Unrealized to Realized			Net Unrealized Appreciation (Depreciation)			Other(1)			Fair Value as of June 30, 2019

Debt	$	1,686,753	$	—	$	(235,999	)	$	254,123	$	15,063		$	(8,776	)	$	(8,860	)	$	1,702,304
Equity		755,710		—		(11,298	)		24,058		(5,869	)		23,362			10,667			796,630
Equity Warrant		11,446		—		1,217			—		(1,090	)		(271	)		(1,807	)		9,495

	$	2,453,909	$	—	$	(246,080	)	$	278,181	$	8,104		$	14,315		$	—		$	2,508,429

(1): Includes the impact of non-cash conversions. These transactions represent non-cash investing activities. See additional cash flow information at the consolidated statements of cash flows.

As of December 31, 2019, the fair value determination for the SBIC debentures recorded at fair value primarily consisted of unobservable inputs. As a result, the SBIC debentures which were recorded at fair value were categorized as Level 3. Main Street determined the fair value of these instruments primarily using a Yield-to-Maturity approach that analyzed the discounted cash flows of interest and principal for each SBIC debenture recorded at fair value based on estimated market interest rates for debt instruments of similar structure, terms, and maturity. Main Street's estimate of the expected repayment date of principal for each SBIC debenture recorded at fair value was the legal maturity date of the instrument. The significant unobservable inputs used in the fair value measurement of Main Street's SBIC debentures recorded at fair value were the estimated market interest rates used to fair value each debenture using the yield valuation technique described above. As of June 30, 2020, all of the SBIC debentures previously accounted for on a fair value basis have been repaid.

The following tables provide a summary of changes for the Level 3 SBIC debentures recorded at fair value for the six-month periods ended June 30, 2020 and 2019 (amounts in thousands):

Type of Instrument	Fair Value as of December 31, 2019		Repayments			Net Realized Loss		New SBIC Debentures		Net Unrealized (Appreciation) Depreciation			Fair Value as of June 30, 2020

SBIC debentures at fair value	$	21,927	$	(22,000	)	$	533	$	—	$	(460	)	$	—

Type of Instrument	Fair Value as of December 31, 2018		Repayments			Net Realized Loss		New SBIC Debentures		Net Unrealized (Appreciation) Depreciation			Fair Value as of June 30, 2019

SBIC debentures at fair value	$	44,688	$	(24,000	)	$	5,689	$	—	$	(4,945	)	$	21,432

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The following tables provide a summary of the significant unobservable inputs used to fair value Main Street's Level 3 SBIC debentures as of December 31, 2019 (amounts in thousands):

Type of Instrument		Fair Value as of December 31, 2019			Valuation Technique		Significant Unobservable Inputs		Range		Weighted Average

SBIC debentures		$	21,927		Discounted cash flow		Estimated market interest rates		3.2% - 3.5%			3.2%

At June 30, 2020 and December 31, 2019, Main Street's investments and SBIC debentures at fair value were categorized as follows in the fair value hierarchy for ASC 820 purposes:

			Fair Value Measurements

			(in thousands)
At June 30, 2020	Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
LMM portfolio investments	$	1,188,005	$	—	$	—	$	1,188,005
Middle Market portfolio investments		410,502		—		—		410,502
Private Loan portfolio investments		653,824		—		—		653,824
Other Portfolio investments		98,142		—		—		98,142
External Investment Manager		69,080		—		—		69,080

Total investments	$	2,419,553	$	—	$	—	$	2,419,553

			Fair Value Measurements

			(in thousands)
At December 31, 2019	Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
LMM portfolio investments	$	1,206,865	$	—	$	—	$	1,206,865
Middle Market portfolio investments		522,083		—		—		522,083
Private Loan portfolio investments		692,117		—		—		692,117
Other Portfolio investments		106,739		—		—		106,739
External Investment Manager		74,520		—		—		74,520

Total investments	$	2,602,324	$	—	$	—	$	2,602,324



SBIC debentures at fair value	$	21,927	$	—	$	—	$	21,927

Investment Portfolio Composition

Main Street's LMM portfolio investments primarily consist of secured debt, equity warrants and direct equity investments in privately held, LMM companies based in the United States. Main Street's LMM portfolio companies generally have annual revenues between $10 million and $150 million, and its LMM investments generally range in size from $5 million to $50 million. The LMM debt investments are typically secured by either a first or second priority lien on the assets of the portfolio company, can include either fixed or floating rate terms and generally have a term of between five and

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seven years from the original investment date. In most LMM portfolio investments, Main Street receives nominally priced equity warrants and/or makes direct equity investments in connection with a debt investment.

Main Street's Middle Market portfolio investments primarily consist of direct investments in or secondary purchases of interest-bearing debt securities in privately held companies based in the United States that are generally larger in size than the companies included in Main Street's LMM portfolio. Main Street's Middle Market portfolio companies generally have annual revenues between $150 million and $1.5 billion, and its Middle Market investments generally range in size from $3 million to $20 million. Main Street's Middle Market portfolio debt investments are generally secured by either a first or second priority lien on the assets of the portfolio company and typically have a term of between three and seven years from the original investment date.

Main Street's Private Loan portfolio investments are primarily debt securities in privately held companies which have been originated through strategic relationships with other investment funds on a collaborative basis, and are often referred to in the debt markets as "club deals." Private Loan investments are typically similar in size, structure, terms and conditions to investments Main Street holds in its LMM portfolio and Middle Market portfolio. Main Street's Private Loan portfolio debt investments are generally secured by either a first or second priority lien on the assets of the portfolio company and typically have a term of between three and seven years from the original investment date.

Main Street's Other Portfolio investments primarily consist of investments which are not consistent with the typical profiles for LMM, Middle Market and Private Loan portfolio investments, including investments which may be managed by third parties. In the Other Portfolio, Main Street may incur indirect fees and expenses in connection with investments managed by third parties, such as investments in other investment companies or private funds. For Other Portfolio investments, Main Street generally receives distributions related to the assets held by the portfolio company. Those assets are typically expected to be liquidated over a five to ten-year period.

Main Street's external asset management business is conducted through its External Investment Manager. The External Investment Manager earns management fees based on the assets of the funds under management and may earn incentive fees, or a carried interest, based on the performance of the funds managed. Main Street entered into an agreement with the External Investment Manager to share employees in connection with its asset management business generally, and specifically for its relationship with HMS Income Fund, Inc. ("HMS Income"). Through this agreement, Main Street shares employees with the External Investment Manager, including their related infrastructure, business relationships, management expertise and capital raising capabilities. Main Street allocates the related expenses to the External Investment Manager pursuant to the sharing agreement. Main Street's total expenses for the three months ended June 30, 2020 and 2019 are net of expenses allocated to the External Investment Manager of $1.8 million and $1.7 million, respectively. Main Street's total expenses for each of the six months ended June 30, 2020 and 2019 are net of expenses allocated to the External Investment Manager of $3.4 million.

Investment income, consisting of interest, dividends and fees, can fluctuate dramatically due to various factors, including the level of new investment activity, repayments of debt investments or sales of equity interests. Investment income in any given year could also be highly concentrated among several portfolio companies. For the three and six months ended June 30, 2020 and 2019, Main Street did not record investment income from any single portfolio company in excess of 10% of total investment income.

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

The following tables provide a summary of Main Street's investments in the LMM, Middle Market and Private Loan portfolios as of June 30, 2020 and December 31, 2019 (this information excludes the Other Portfolio investments and the External Investment Manager which are discussed further below):

	As of June 30, 2020

	LMM(a)		Middle Market		Private Loan
	(dollars in millions)
Number of portfolio companies		69		44		64
Fair value	$	1,188.0	$	410.5	$	653.8
Cost	$	1,032.3	$	516.5	$	750.7
% of portfolio at cost—debt		65.5%		94.1%		93.1%
% of portfolio at cost—equity		34.5%		5.9%		6.9%
% of debt investments at cost secured by first priority lien		98.2%		92.1%		95.3%
Weighted-average annual effective yield(b)		11.6%		7.7%		8.7%
Average EBITDA(c)	$	5.3	$	78.1	$	51.8

(a): At June 30, 2020, Main Street had equity ownership in approximately 99% of its LMM portfolio companies, and the average fully diluted equity ownership in those portfolio companies was approximately 41%.
(b): The weighted-average annual effective yields were computed using the effective interest rates for all debt investments at cost as of June 30, 2020, including amortization of deferred debt origination fees and accretion of original issue discount but excluding fees payable upon repayment of the debt instruments and any debt investments on non-accrual status. The weighted-average annual effective yield is higher than what an investor in shares of Main Street's common stock will realize on its investment because it does not reflect Main Street's expenses or any sales load paid by an investor.
(c): The average EBITDA is calculated using a simple average for the LMM portfolio and a weighted-average for the Middle Market and Private Loan portfolios. These calculations exclude certain portfolio companies, including two LMM portfolio companies, two Middle Market portfolio companies and four Private Loan portfolio companies, as EBITDA is not a meaningful valuation metric for Main Street's investments in these portfolio companies, and those portfolio companies whose primary purpose is to own real estate.

	As of December 31, 2019

	LMM(a)		Middle Market		Private Loan
	(dollars in millions)
Number of portfolio companies		69		51		65
Fair value	$	1,206.9	$	522.1	$	692.1
Cost	$	1,002.2	$	572.3	$	734.8
% of portfolio at cost—debt		65.9%		94.8%		94.6%
% of portfolio at cost—equity		34.1%		5.2%		5.4%
% of debt investments at cost secured by first priority lien		98.1%		91.3%		95.4%
Weighted-average annual effective yield(b)		11.8%		8.6%		9.5%
Average EBITDA(c)	$	5.1	$	85.0	$	57.8

(a): At December 31, 2019, Main Street had equity ownership in approximately 99% of its LMM portfolio companies, and the average fully diluted equity ownership in those portfolio companies was approximately 42%.

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

(b): The weighted-average annual effective yields were computed using the effective interest rates for all debt investments at cost as of December 31, 2019, including amortization of deferred debt origination fees and accretion of original issue discount but excluding fees payable upon repayment of the debt instruments and any debt investments on non-accrual status. The weighted-average annual effective yield is higher than what an investor in shares of Main Street's common stock will realize on its investment because it does not reflect Main Street's expenses or any sales load paid by an investor.
(c): The average EBITDA is calculated using a simple average for the LMM portfolio and a weighted-average for the Middle Market and Private Loan portfolios. These calculations exclude certain portfolio companies, including three LMM portfolio companies, two Middle Market portfolio companies and three Private Loan portfolio companies, as EBITDA is not a meaningful valuation metric for Main Street's investments in these portfolio companies, and those portfolio companies whose primary purpose is to own real estate.

As of June 30, 2020, Main Street had Other Portfolio investments in twelve companies, collectively totaling approximately $98.1 million in fair value and approximately $126.4 million in cost basis and which comprised approximately 4.1% of Main Street's Investment Portfolio at fair value. As of December 31, 2019, Main Street had Other Portfolio investments in eleven companies, collectively totaling approximately $106.7 million in fair value and approximately $118.4 million in cost basis and which comprised approximately 4.1% of Main Street's Investment Portfolio at fair value.

As discussed further in Note A.1., Main Street holds an investment in the External Investment Manager, a wholly owned subsidiary that is treated as a portfolio investment. As of June 30, 2020, there was no cost basis in this investment and the investment had a fair value of approximately $69.1 million, which comprised approximately 2.9% of Main Street's Investment Portfolio at fair value. As of December 31, 2019, there was no cost basis in this investment and the investment had a fair value of approximately $74.5 million, which comprised approximately 2.9% of Main Street's Investment Portfolio at fair value.

The following tables summarize the composition of Main Street's total combined LMM portfolio investments, Middle Market portfolio investments and Private Loan portfolio investments at cost and fair value by type of investment as a percentage of the total combined LMM portfolio investments, Middle Market portfolio investments and Private Loan portfolio investments, as of June 30, 2020 and December 31, 2019 (this information excludes the Other Portfolio investments and the External Investment Manager).

Cost:

First lien debt	77.4%	78.2%
Equity	18.5%	17.2%
Second lien debt	3.1%	3.5%
Equity warrants	0.5%	0.6%
Other	0.5%	0.5%

	100.0%	100.0%

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

Fair Value:

First lien debt	69.8%	70.1%
Equity	26.5%	26.0%
Second lien debt	2.8%	3.0%
Equity warrants	0.4%	0.4%
Other	0.5%	0.5%

	100.0%	100.0%

The following tables summarize the composition of Main Street's total combined LMM portfolio investments, Middle Market portfolio investments and Private Loan portfolio investments by geographic region of the United States and other countries at cost and fair value as a percentage of the total combined LMM portfolio investments, Middle Market portfolio investments and Private Loan portfolio investments, as of June 30, 2020 and December 31, 2019 (this information excludes the Other Portfolio investments and the External Investment Manager). The geographic composition is determined by the location of the corporate headquarters of the portfolio company.

Cost:

Southwest	25.9%	25.0%
West	21.5%	24.6%
Midwest	19.6%	20.6%
Northeast	18.2%	14.8%
Southeast	13.1%	13.2%
Canada	1.2%	1.2%
Other Non-United States	0.5%	0.6%

	100.0%	100.0%

Fair Value:

Southwest	26.6%	26.7%
West	22.2%	25.1%
Midwest	19.6%	20.6%
Northeast	18.2%	14.4%
Southeast	11.8%	11.6%
Canada	1.1%	1.1%
Other Non-United States	0.5%	0.5%

	100.0%	100.0%

Main Street's LMM portfolio investments, Middle Market portfolio investments and Private Loan portfolio investments are in companies conducting business in a variety of industries. The following tables summarize the composition of Main Street's total combined LMM portfolio investments, Middle Market portfolio investments and Private Loan portfolio investments by industry at cost and fair value

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

as of June 30, 2020 and December 31, 2019 (this information excludes the Other Portfolio investments and the External Investment Manager).

Cost:

Machinery	7.5%	7.7%
Commercial Services & Supplies	5.3%	6.1%
Aerospace & Defense	5.1%	4.9%
Energy Equipment & Services	5.0%	5.4%
Professional Services	5.0%	2.9%
Health Care Providers & Services	4.8%	4.5%
Construction & Engineering	4.7%	5.4%
Internet Software & Services	4.3%	4.1%
Media	4.1%	5.3%
IT Services	4.0%	4.6%
Diversified Telecommunication Services	3.9%	3.9%
Leisure Equipment & Products	3.9%	3.8%
Hotels, Restaurants & Leisure	3.8%	3.7%
Software	3.5%	2.4%
Electronic Equipment, Instruments & Components	3.4%	3.5%
Communications Equipment	3.4%	3.1%
Oil, Gas & Consumable Fuels	3.3%	3.6%
Specialty Retail	3.0%	3.1%
Food Products	2.9%	3.0%
Distributors	2.5%	1.1%
Diversified Financial Services	1.9%	1.9%
Containers & Packaging	1.7%	1.7%
Computers & Peripherals	1.5%	2.3%
Trading Companies & Distributors	1.3%	0.0%
Diversified Consumer Services	1.1%	0.4%
Transportation Infrastructure	1.1%	1.0%
Food & Staples Retailing	1.1%	1.0%
Chemicals	1.0%	1.0%
Internet & Catalog Retail	1.0%	0.9%
Building Products	0.9%	1.3%
Construction Materials	0.4%	1.0%
Road & Rail	0.4%	1.4%
Other(1)	3.2%	4.0%

	100.0%	100.0%

(1): Includes various industries with each industry individually less than 1.0% of the total combined LMM portfolio investments, Middle Market portfolio investments and Private Loan portfolio investments at each date.

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

Fair Value:

Machinery	9.8%	9.9%
Construction & Engineering	5.2%	5.6%
Aerospace & Defense	5.1%	4.7%
Commercial Services & Supplies	4.6%	5.5%
Health Care Providers & Services	4.5%	4.3%
IT Services	3.9%	4.8%
Energy Equipment & Services	3.9%	4.9%
Software	3.9%	2.7%
Internet Software & Services	3.8%	3.8%
Media	3.8%	4.7%
Professional Services	3.8%	2.2%
Leisure Equipment & Products	3.5%	3.5%
Specialty Retail	3.3%	3.4%
Diversified Telecommunication Services	3.3%	3.3%
Computers & Peripherals	3.2%	3.8%
Diversified Consumer Services	3.1%	2.2%
Oil, Gas & Consumable Fuels	2.9%	3.2%
Communications Equipment	2.9%	2.7%
Electronic Equipment, Instruments & Components	2.7%	2.7%
Hotels, Restaurants & Leisure	2.6%	3.3%
Food Products	2.6%	2.7%
Distributors	2.4%	1.0%
Diversified Financial Services	2.2%	2.1%
Containers & Packaging	1.9%	1.7%
Trading Companies & Distributors	1.2%	0.0%
Construction Materials	1.1%	1.5%
Transportation Infrastructure	1.1%	1.0%
Food & Staples Retailing	1.1%	1.0%
Building Products	1.0%	1.2%
Air Freight & Logistics	1.0%	0.8%
Chemicals	1.0%	0.9%
Road & Rail	0.6%	1.5%
Other(1)	3.0%	3.4%

	100.0%	100.0%

(1): Includes various industries with each industry individually less than 1.0% of the total combined LMM portfolio investments, Middle Market portfolio investments and Private Loan portfolio investments at each date.

At June 30, 2020 and December 31, 2019, Main Street had no portfolio investment that was greater than 10% of the Investment Portfolio at fair value.

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

Unconsolidated Significant Subsidiaries

In accordance with Rules 3-09 and 4-08(g) of Regulation S-X, Main Street must determine which of its unconsolidated controlled portfolio companies, if any, are considered "significant subsidiaries." On May 20, 2020, the SEC published in Release No. 33-10786, Amendments to Financial Disclosures about Acquired and Disposed Businesses, amendments to Rule 1-02(w)(2) of Regulation S-X used in the determination of a significant subsidiary specific to investment companies, including BDCs. The amendments become effective on January 1, 2021, but the SEC allowed for early application. Main Street elected to apply these revisions effective June 30, 2020. In evaluating its unconsolidated controlled portfolio companies in accordance with the revised rules, there are two tests that Main Street must utilize to determine if any of Main Street's Control Investments (as defined in Note A, including those unconsolidated portfolio companies defined as Control Investments in which Main Street does not own greater than 50% of the voting securities or maintain greater than 50% of the board representation) are considered significant subsidiaries: the investment test and the income test. The investment test is generally measured by dividing Main Street's investment in the Control Investment by the value of Main Street's total assets. The income test is measured by dividing the absolute value of the combined total of total investment income, net realized gain (loss) and net unrealized appreciation (depreciation) from the relevant Control Investment for the period being tested by the absolute value of Main Street's change in net assets resulting from operations for the same period. Rules 3-09 and 4-08(g) of Regulation S-X, as interpreted by the SEC, require Main Street to include (1) separate audited financial statements of an unconsolidated majority-owned subsidiary (Control Investments in which Main Street owns greater than 50% of the voting securities) in an annual report and (2) summarized financial information of a Control Investment in a quarterly report, respectively, if certain thresholds of the investment or income tests are exceeded and the unconsolidated portfolio company qualifies as a significant subsidiary.

As of June 30, 2020 and December 31, 2019, Main Street had no single investment that qualified as a significant subsidiary under either the investment or income tests.

NOTE D—EXTERNAL INVESTMENT MANAGER

As discussed further in Note A.1., the External Investment Manager provides investment management and other services to External Parties. The External Investment Manager is accounted for as a portfolio investment of MSCC since the External Investment Manager conducts all of its investment management activities for External Parties.

During May 2012, Main Street entered into an investment sub-advisory agreement with HMS Adviser, LP ("HMS Adviser"), which is the investment advisor to HMS Income, a non-listed BDC, to provide certain investment advisory services to HMS Adviser. In December 2013, after obtaining required no-action relief from the SEC to allow it to own a registered investment adviser, Main Street assigned the sub-advisory agreement to the External Investment Manager since the fees received from such arrangement could otherwise have negative consequences on MSCC's ability to meet the source-of-income requirement necessary for it to maintain its RIC tax treatment. Under the investment sub-advisory agreement, the External Investment Manager is entitled to 50% of the base management fee and the incentive fees earned by HMS Adviser under its advisory agreement with HMS Income. During the three months ended June 30, 2020 and 2019, the External Investment Manager earned $2.3 million and $4.1 million, respectively, in base management fee income. No incentive fee income was earned in the three months ended June 30, 2020 compared to $1.3 million earned in the three

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

NOTE D—EXTERNAL INVESTMENT MANAGER (Continued)

months ended June 30, 2019. During the six months ended June 30, 2020, the External Investment Manager earned $4.8 million in base management fee income and no incentive fees compared to $5.7 million of base management fees and $1.4 million in incentive fees for the comparable period in 2019 under the sub-advisory agreement with HMS Adviser.

The investment in the External Investment Manager is accounted for using fair value accounting, with the fair value determined by Main Street and approved, in good faith, by Main Street's Board of Directors. Main Street determines the fair value of the External Investment Manager using the Waterfall valuation method under the market approach (see further discussion in Note B.1.). Any change in fair value of the investment in the External Investment Manager is recognized on Main Street's consolidated statements of operations in "Net Unrealized Appreciation (Depreciation)—Control investments."

The External Investment Manager is an indirect wholly owned subsidiary of MSCC owned through a Taxable Subsidiary and is a disregarded entity for tax purposes. The External Investment Manager has entered into a tax sharing agreement with its Taxable Subsidiary owner. Since the External Investment Manager is accounted for as a portfolio investment of MSCC and is not included as a consolidated subsidiary of MSCC in MSCC's consolidated financial statements, and as a result of the tax sharing agreement with its Taxable Subsidiary owner, for financial reporting purposes the External Investment Manager is treated as if it is taxed at normal corporate tax rates based on its taxable income and, as a result of its activities, may generate income tax expense or benefit. Main Street owns the External Investment Manager through the Taxable Subsidiary to allow MSCC to continue to comply with the "source-of-income" requirements contained in the RIC tax provisions of the Code. The taxable income, or loss, of the External Investment Manager may differ from its book income, or loss, due to temporary book and tax timing differences and permanent differences. As a result of the above described financial reporting and tax treatment, the External Investment Manager provides for any income tax expense, or benefit, and any tax assets or liabilities in its separate financial statements.

Main Street shares employees with the External Investment Manager and allocates costs related to such shared employees to the External Investment Manager generally based on a combination of the direct time spent, new investment origination activity and assets under management, depending on the nature of the expense. For the three months ended June 30, 2020 and 2019, Main Street allocated $1.8 million and $1.7 million of total expenses, respectively, to the External Investment Manager. For each of the six months ended June 30, 2020 and 2019, Main Street allocated $3.4 million of total expenses to the External Investment Manager. The total contribution of the External Investment Manager to Main Street's net investment income consists of the combination of the expenses allocated to the External Investment Manager and the dividend income earned from the External Investment Manager. For the three months ended June 30, 2020 and 2019, the total contribution to Main Street's net investment income was $2.2 million and $3.6 million, respectively. For the six months ended June 30, 2020, and 2019, the total contribution to Main Street's net investment income was $4.5 million and $6.2 million, respectively.

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

Summarized financial information from the separate financial statements of the External Investment Manager as of June 30, 2020 and December 31, 2019 and for the three and six months ended June 30, 2020 and 2019 is as follows:

	As of June 30, 2020		As of December 31, 2019

	(dollars in thousands)
Cash	$	—	$	—
Accounts receivable—HMS Income		4,836		2,708

Total assets	$	4,836	$	2,708



Accounts payable to MSCC and its subsidiaries	$	3,780	$	1,592
Dividend payable to MSCC and its subsidiaries		1,056		1,116
Equity		—		—

Total liabilities and equity	$	4,836	$	2,708

	Three Months Ended June 30,						Six Months Ended June 30,

	2020			2019			2020			2019
	(dollars in thousands)
Management fee income	$	2,323		$	2,800		$	4,822		$	5,677
Incentive fees		—			1,294			—			1,374

Total revenues		2,323			4,094			4,822			7,051
Expenses allocated from MSCC or its subsidiaries:
Salaries, share-based compensation and other personnel costs		(1,127	)		(1,121	)		(2,187	)		(2,176	)
Other G&A expenses		(677	)		(586	)		(1,261	)		(1,174	)

Total allocated expenses		(1,804	)		(1,707	)		(3,448	)		(3,350	)
Other direct G&A expenses		—			—			—			—

Total expenses		(1,804	)		(1,707	)		(3,448	)		(3,350	)
Pre-tax income		519			2,387			1,374			3,701
Tax expense		(123	)		(526	)		(318	)		(820	)

Net income	$	396		$	1,861		$	1,056		$	2,881

NOTE E—DEBT

SBIC Debentures

Under existing SBIC regulations, SBA-approved SBICs under common control have the ability to issue debentures guaranteed by the SBA up to a regulatory maximum amount of $350.0 million. Main Street's SBIC debentures payable, under existing SBA-approved commitments, were $314.8 million and $311.8 million at June 30, 2020 and December 31, 2019, respectively. SBIC debentures provide for interest to be paid semiannually, with principal due at the applicable 10-year maturity date of each debenture. During the six months ended June 30, 2020, Main Street issued $25.0 million of SBIC debentures and opportunistically prepaid the remaining $22.0 million of existing MSC II SBIC debentures. As a result of this prepayment, Main Street recognized a realized loss of $0.5 million, due

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

primarily to the write-off of the related unamortized deferred financing costs. Main Street expects to issue new SBIC debentures under the SBIC program in the future in an amount up to the regulatory maximum amount for affiliated SBIC funds. The weighted-average annual interest rate on the SBIC debentures was 3.5% and 3.6% as of June 30, 2020 and December 31, 2019, respectively. The first principal maturity due under the existing SBIC debentures is in 2020, and the weighted-average remaining duration as of June 30, 2020 was approximately 5.3 years. For the three months ended June 30, 2020 and 2019, Main Street recognized interest expense, including the amortization of upfront leverage and other miscellaneous fees, attributable to the SBIC debentures of $3.0 million and $3.2 million, respectively. For the six months ended June 30, 2020 and 2019, Main Street recognized interest expense, including the amortization of upfront leverage and other miscellaneous fees, attributable to the SBIC debentures of $6.0 million and $6.5 million, respectively. In accordance with SBIC regulations, the Funds are precluded from incurring additional non-SBIC debt without the prior approval of the SBA.

As of June 30, 2020, the recorded value of the SBIC debentures was $308.8 million, which consisted of (i) $139.8 million par value of SBIC debentures outstanding issued by MSMF, with a recorded value of $138.4 million that was net of unamortized debt issuance costs of $1.4 million and (ii) $175.0 million par value of SBIC debentures issued by MSC III with a recorded value of $170.4 million that was net of unamortized debt issuance costs of $4.6 million. As of June 30, 2020, if Main Street had adopted the fair value option under ASC 825 for its SBIC debentures, Main Street estimates the fair value of its SBIC debentures would be approximately $290.1 million, or $24.7 million less than the $314.8 million face value of the SBIC debentures.

Credit Facility

Main Street maintains the Credit Facility to provide additional liquidity to support its investment and operational activities. The Credit Facility includes total commitments of $740.0 million from a diversified group of 18 lenders. The Credit Facility matures in September 2023 and contains an accordion feature which allows Main Street to increase the total commitments under the facility to up to $800.0 million from new and existing lenders on the same terms and conditions as the existing commitments.

Borrowings under the Credit Facility bear interest, subject to Main Street's election and resetting on a monthly basis on the first of each month, on a per annum basis at a rate equal to the applicable LIBOR rate (0.2% as of June 30, 2020) plus (i) 1.875% (or the applicable base rate (Prime Rate of 3.25% as of June 30, 2020) plus 0.875%) as long as Main Street meets certain agreed upon excess collateral and maximum leverage requirements or (ii) 2.0% (or the applicable base rate plus 1.0%) otherwise. Main Street pays unused commitment fees of 0.25% per annum on the unused lender commitments under the Credit Facility. The Credit Facility is secured by a first lien on the assets of MSCC and its subsidiaries, excluding the equity ownership or assets of the Funds and the External Investment Manager. The Credit Facility contains certain affirmative and negative covenants, including but not limited to: (i) maintaining a minimum availability of at least 10% of the borrowing base, (ii) maintaining an interest coverage ratio of at least 2.0 to 1.0, (iii) maintaining an asset coverage ratio (tangible net worth to Credit Facility borrowings) of at least 1.5 to 1.0 and (iv) maintaining a minimum tangible net worth. The Credit Facility is provided on a revolving basis through its final maturity date in September 2023, and contains two, one-year extension options which could extend the final maturity by up to two years, subject to certain conditions, including lender approval.

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

At June 30, 2020, Main Street had $315.0 million in borrowings outstanding under the Credit Facility. As of June 30, 2020, if Main Street had adopted the fair value option under ASC 825 for its Credit Facility, Main Street estimates its fair value would approximate its recorded value. Main Street recognized interest expense related to the Credit Facility, including unused commitment fees and amortization of deferred issuance costs, of $2.4 million and $2.2 million for the three months ended June 30, 2020 and 2019, respectively, and $5.4 million and $6.4 million for the six months ended June 30, 2020 and 2019, respectively. As of June 30, 2020, the interest rate on the Credit Facility was 2.0% (based on the LIBOR rate of 0.2% as of the most recent reset date plus 1.875%). The average interest rate for borrowings under the Credit Facility was 2.4% and 4.4% for the three months ended June 30, 2020 and 2019, respectively, and 3.0% and 4.4%, for the six months ended June, 2020 and 2019, respectively. As of June 30, 2020, Main Street was in compliance with all financial covenants of the Credit Facility.

4.50% Notes due 2019

In November 2014, Main Street issued $175.0 million in aggregate principal amount of 4.50% unsecured notes due 2019 (the "4.50% Notes due 2019") at an issue price of 99.53%. The 4.50% Notes due 2019 bore interest at a rate of 4.50% per year payable semiannually on June 1 and December 1 of each year. On December 2, 2019, Main Street repaid the entire principal amount of the issued and outstanding 4.50% Notes due 2019, effective December 1, 2019 (the "Maturity Date"), at par value plus the accrued and unpaid interest thereon from June 1, 2019 through the Maturity Date. Main Street recognized no interest expense related to the 4.50% Notes due 2019, including amortization of unamortized deferred issuance costs, for the three and six months ended June 30, 2020 and $2.1 million and $4.3 million for the three and six months ended June 30, 2019, respectively.

4.50% Notes due 2022

In November 2017, Main Street issued $185.0 million in aggregate principal amount of 4.50% unsecured notes due December 1, 2022 (the "4.50% Notes due 2022") at an issue price of 99.16%. The 4.50% Notes due 2022 are unsecured obligations and rank pari passu with Main Street's current and future unsecured indebtedness; senior to any of its future indebtedness that expressly provides it is subordinated to the 4.50% Notes due 2022; effectively subordinated to all of its existing and future secured indebtedness, to the extent of the value of the assets securing such indebtedness, including borrowings under its Credit Facility; and structurally subordinated to all existing and future indebtedness and other obligations of any of its subsidiaries, including without limitation, the indebtedness of the Funds. The 4.50% Notes due 2022 may be redeemed in whole or in part at any time at Main Street's option subject to certain make-whole provisions. The 4.50% Notes due 2022 bear interest at a rate of 4.50% per year payable semiannually on June 1 and December 1 of each year. The total net proceeds from the 4.50% Notes due 2022, resulting from the issue price and after underwriting discounts and estimated offering expenses payable, were approximately $182.2 million. Main Street may from time to time repurchase the 4.50% Notes due 2022 in accordance with the 1940 Act and the rules promulgated thereunder. As of June 30, 2020, the outstanding balance of the 4.50% Notes due 2022 was $185.0 million and the recorded value of $183.5 million was net of unamortized debt issuance costs of $1.5 million. As of June 30, 2020, if Main Street had adopted the fair value option under ASC 825 for the 4.50% Notes due 2022, Main Street estimates its fair value would be approximately $187.1 million. Main Street recognized interest expense related to the 4.50% Notes due 2022, including amortization of unamortized deferred issuance costs, of $2.2 million for each of the

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(Unaudited)

three months ended June 30, 2020 and 2019 and $4.5 million for each of the six months ended June 30, 2020 and 2019.

The indenture governing the 4.50% Notes due 2022 (the "4.50% Notes due 2022 Indenture") contains certain covenants, including covenants requiring Main Street's compliance with (regardless of whether Main Street is subject to) the asset coverage requirements set forth in Section 18(a)(1)(A) as modified by Section 61(a)(1) of the 1940 Act, as well as covenants requiring Main Street to provide financial information to the holders of the 4.50% Notes due 2022 and the Trustee if Main Street ceases to be subject to the reporting requirements of the Exchange Act. These covenants are subject to limitations and exceptions that are described in the 4.50% Notes due 2022 Indenture. As of June 30, 2020, Main Street was in compliance with these covenants.

5.20% Notes

In April 2019, Main Street issued $250.0 million in aggregate principal amount of 5.20% unsecured notes due May 1, 2024 (the "5.20% Notes") at an issue price of 99.125%. Subsequently, in December 2019, Main Street issued an additional $75.0 million of the 5.20% Notes at an issue price of 105.0%. The 5.20% Notes issued in December 2019 have identical terms as, and are a part of a single series with, the 5.20% Notes issued in April 2019. The 5.20% Notes are unsecured obligations and rank pari passu with Main Street's current and future unsecured indebtedness; senior to any of its future indebtedness that expressly provides it is subordinated to the 5.20% Notes; effectively subordinated to all of its existing and future secured indebtedness, to the extent of the value of the assets securing such indebtedness, including borrowings under its Credit Facility; and structurally subordinated to all existing and future indebtedness and other obligations of any of its subsidiaries, including without limitation, the indebtedness of the Funds. The 5.20% Notes may be redeemed in whole or in part at any time at Main Street's option subject to certain make-whole provisions. The 5.20% Notes bear interest at a rate of 5.20% per year payable semiannually on May 1 and November 1 of each year. The total net proceeds from the 5.20% Notes, resulting from the issue price and after underwriting discounts and estimated offering expenses payable, were approximately $324.1 million. Main Street may from time to time repurchase the 5.20% Notes in accordance with the 1940 Act and the rules promulgated thereunder. As of June 30, 2020, the outstanding balance of the 5.20% Notes was $325.0 million and the recorded value of $324.5 million was net of unamortized debt issuance costs of $0.5 million. As of June 30, 2020, if Main Street had adopted the fair value option under ASC 825 for the 5.20% Notes, Main Street estimates its fair value would be approximately $332.8 million. Main Street recognized interest expense related to the 5.20% Notes, including amortization of unamortized deferred issuance costs, of $4.3 million and $2.6 million for the three months ended June 30, 2020 and 2019, respectively, and $8.5 million and $2.6 million for the six months ended June 30, 2020 and 2019, respectively.

The indenture governing the 5.20% Notes (the "5.20% Notes Indenture") contains certain covenants, including covenants requiring Main Street's compliance with (regardless of whether Main Street is subject to) the asset coverage requirements set forth in Section 18(a)(1)(A) as modified by Section 61(a)(1) of the 1940 Act, as well as covenants requiring Main Street to provide financial information to the holders of the 5.20% Notes and the Trustee if Main Street ceases to be subject to the reporting requirements of the Exchange Act. These covenants are subject to limitations and exceptions that are described in the 5.20% Notes Indenture. As of June 30, 2020, Main Street was in compliance with these covenants.

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(Unaudited)

NOTE F—FINANCIAL HIGHLIGHTS

	Six Months Ended June 30,

Per Share Data:	2020			2019
NAV at the beginning of the period	$	23.91		$	24.09
Net investment income(1)		1.04			1.27
Net realized loss(1)(2)		(0.48	)		(0.22	)
Net unrealized appreciation (depreciation)(1)(2)		(2.78	)		0.34
Income tax benefit (provision)(1)(2)		0.25			(0.11	)

Net increase (decrease) in net assets resulting from operations(1)		(1.97	)		1.28
Dividends paid		(1.23	)		(1.44	)
Impact of the net change in monthly dividends declared prior to the end of the period and paid in the subsequent period		—			(0.01	)
Accretive effect of stock offerings (issuing shares above NAV per share)		0.17			0.25
Accretive effect of DRIP issuance (issuing shares above NAV per share)		0.05			0.05
Other(3)		(0.08	)		(0.05	)

NAV at the end of the period	$	20.85		$	24.17



Market value at the end of the period	$	20.51		$	41.12
Shares outstanding at the end of the period		65,763,805			62,925,132

(1): Based on weighted-average number of common shares outstanding for the period.
(2): Net realized gains or losses, net unrealized appreciation or depreciation, and income taxes can fluctuate significantly from period to period.
(3): Includes the impact of the different share amounts as a result of calculating certain per share data based on the weighted-average basic shares outstanding during the period and certain per share data based on the shares outstanding as of a period end or transaction date.

	Six Months Ended June 30,

	2020			2019
	(dollars in thousands)
NAV at end of period	$	1,370,944		$	1,521,082
Average NAV	$	1,414,501		$	1,506,543
Average outstanding debt	$	1,119,229		$	1,025,943
Ratio of total expenses, including income tax expense, to average NAV(1)(2)		3.96	%		3.32	%
Ratio of operating expenses to average NAV(2)(3)		2.85	%		2.89	%
Ratio of operating expenses, excluding interest expense, to average NAV(2)(3)		1.13	%		1.28	%
Ratio of net investment income to average NAV(2)		4.80	%		2.36	%
Portfolio turnover ratio(2)		9.44	%		9.54	%
Total investment return(2)(4)		(24.97	)%		26.15	%
Total return based on change in NAV(2)(5)		(8.34	)%		5.40	%

(1): Total expenses are the sum of operating expenses and net income tax provision/benefit. Net income tax provision/benefit includes the accrual of net deferred tax provision/benefit relating to the net

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(Unaudited)

unrealized appreciation/depreciation on portfolio investments held in Taxable Subsidiaries and due to the change in the loss carryforwards, which are non-cash in nature and may vary significantly from period to period. Main Street is required to include net deferred tax provision/benefit in calculating its total expenses even though these net deferred taxes are not currently payable/receivable.

(2): Not annualized.
(3): Unless otherwise noted, operating expenses include interest, compensation, general and administrative and share-based compensation expenses, net of expenses allocated to the External Investment Manager.
(4): Total investment return is based on the purchase of stock at the current market price on the first day and a sale at the current market price on the last day of each period reported on the table and assumes reinvestment of dividends at prices obtained by Main Street's dividend reinvestment plan during the period. The return does not reflect any sales load that may be paid by an investor.
(5): Total return is based on change in net asset value was calculated using the sum of ending net asset value plus dividends to stockholders and other non-operating changes during the period, as divided by the beginning net asset value. Non-operating changes include any items that affect net asset value other than the net increase in net assets resulting from operations, such as the effects of stock offerings, shares issued under the DRIP and equity incentive plans and other miscellaneous items.

NOTE G—DIVIDENDS, DISTRIBUTIONS AND TAXABLE INCOME

Main Street paid regular monthly dividends of $0.205 per share for each month of January through June 2020, totaling $39.9 million, or $0.615 per share, for the three months ended June 30, 2020, and $79.6 million, or $1.230 per share, for the six months ended June 30, 2020 compared to regular monthly dividends of approximately $37.6 million, or $0.60 per share, for the three months ended June 30, 2019, and $73.7 million, or $1.185 per share, for the six months ended June 30, 2019. The second quarter 2020 regular monthly dividends represent a 2.5% increase from the regularly monthly dividends paid for the second quarter of 2019. Additionally, Main Street paid a $0.250 per share semi-annual supplemental dividend, totaling $15.8 million, in June 2019. Total dividends paid for the six months ended June 30, 2020 and 2019 equaled $1.230 and $1.435 per share, respectively.

MSCC has elected to be treated for U.S. federal income tax purposes as a RIC. MSCC's taxable income includes the taxable income generated by MSCC and certain of its subsidiaries, including the Funds, which are treated as disregarded entities for tax purposes. As a RIC, MSCC generally will not pay corporate-level U.S. federal income taxes on any net ordinary taxable income or capital gains that MSCC distributes to its stockholders. MSCC must generally distribute at least 90% of its "investment company taxable income" (which is generally its net ordinary taxable income and realized net short-term capital gains in excess of realized net long-term capital losses) and 90% of its tax-exempt income to maintain its RIC status (pass-through tax treatment for amounts distributed). As part of maintaining RIC status, undistributed taxable income (subject to a 4% non-deductible U.S. federal excise tax) pertaining to a given fiscal year may be distributed up to 12 months subsequent to the end of that fiscal year, provided such dividends are declared on or prior to the later of (i) filing of the U.S. federal income tax return for the applicable fiscal year or (ii) the fifteenth day of the ninth month following the close of the year in which such taxable income was generated.

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

The determination of the tax attributes for Main Street's distributions is made annually, based upon its taxable income for the full year and distributions paid for the full year. Therefore, a determination made on an interim basis may not be representative of the actual tax attributes of distributions for a full year. Ordinary dividend distributions from a RIC do not qualify for the 20% maximum tax rate (plus a 3.8% Medicare surtax, if applicable) on dividend income from domestic corporations and qualified foreign corporations, except to the extent that the RIC received the income in the form of qualifying dividends from domestic corporations and qualified foreign corporations. The tax attributes for distributions will generally include both ordinary income and qualified dividends, but may also include either one or both of capital gains and return of capital.

Listed below is a reconciliation of "Net increase (decrease) in net assets resulting from operations" to taxable income and to total distributions declared to common stockholders for the six months ended June 30, 2020 and 2019.

	Six months ended June 30,

	2020			2019
	(estimated, dollars in thousands)
Net increase (decrease) in net assets resulting from operations	$	(128,068	)	$	79,655
Book-tax difference from share-based compensation expense		322			(4,263	)
Net unrealized (appreciation) depreciation		180,684			(21,026	)
Income tax provision (benefit)		(15,760	)		6,502
Pre-tax book income not consolidated for tax purposes		(952	)		(13,294	)
Book income and tax income differences, including debt origination, structuring fees, dividends, realized gains and changes in estimates		36,651			28,630

Estimated taxable income(1)		72,877			76,204
Taxable income earned in prior year and carried forward for distribution in current year		29,107			41,489
Taxable income earned prior to period end and carried forward for distribution next period		(35,573	)		(40,221	)
Dividend payable as of period end and paid in the following period		13,474			12,900

Total distributions accrued or paid to common stockholders	$	79,885		$	90,372

(1): Main Street's taxable income for each period is an estimate and will not be finally determined until the company files its tax return for each year. Therefore, the final taxable income, and the taxable income earned in each period and carried forward for distribution in the following period, may be different than this estimate.

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

statements as portfolio investments and recorded at fair value. The Taxable Subsidiaries are not consolidated with MSCC for income tax purposes and may generate income tax expense, or benefit, and tax assets and liabilities, as a result of their ownership of certain portfolio investments. The taxable income, or loss, of the Taxable Subsidiaries may differ from their book income, or loss, due to temporary book and tax timing differences and permanent differences. The Taxable Subsidiaries are each taxed at their normal corporate tax rates based on their taxable income. The income tax expense, or benefit, if any, and the related tax assets and liabilities, of the Taxable Subsidiaries are reflected in Main Street's consolidated financial statements.

The income tax provision (benefit) for Main Street is generally composed of (i) deferred tax expense (benefit), which is primarily the result of the net activity relating to the portfolio investments held in the Taxable Subsidiaries, including changes in loss carryforwards, changes in net unrealized appreciation or depreciation and other temporary book tax differences, and (ii) current tax expense, which is primarily the result of current U.S. federal income and state taxes and excise taxes on Main Street's estimated undistributed taxable income. For the three months ended June 30, 2020, Main Street recognized a net income tax benefit of $7.5 million, principally consisting of a deferred tax benefit of $8.0 million, partially offset by a $0.6 million current tax provision, which is primarily related to a $0.4 million provision for current U.S. federal income and state taxes, as well as a $0.2 million provision for excise taxes. For the six months ended June 30, 2020, Main Street recognized a net income tax benefit of $15.8 million, principally consisting of a deferred tax benefit of $16.0 million, partially offset by a $0.3 million current tax expense, which is primarily related to a $0.7 million provision for excise taxes, partially offset by a $0.4 million benefit for current U.S. federal income and state taxes. For the three months ended June 30, 2019, Main Street recognized a net income tax provision of $3.4 million, principally consisting of a deferred tax provision of $2.5 million and a $0.9 million current tax expense, which is primarily related to current U.S. federal income and state taxes. For the six months ended June 30, 2019, Main Street recognized a net income tax provision of $6.5 million, principally consisting of a deferred tax provision of $4.8 million and a $1.7 million current tax expense, which is primarily related to a $1.3 million provision for current U.S. federal income and state taxes and a $0.4 million accrual for excise taxes.

The net deferred tax liability at June 30, 2020 was $0.4 million compared to $16.1 million at December 31, 2019, primarily related to changes in net unrealized appreciation or depreciation, changes in loss carryforwards, and other temporary book-tax differences relating to portfolio investments held by the Taxable Subsidiaries. At June 30, 2020, for U.S. federal income tax purposes, the Taxable Subsidiaries had a net operating loss carryforward from prior years which, if unused, will expire in various taxable years from 2029 through 2037. Any net operating losses generated in 2019 and future periods are not subject to expiration and will carryforward indefinitely until utilized. The timing and manner in which Main Street will utilize any loss carryforwards generated before December 31, 2019 may be limited in the future under the provisions of the Code. Additionally, the Taxable Subsidiaries have interest expense limitation carryforwards which have an indefinite carryforward.

NOTE H—COMMON STOCK

Main Street maintains a program with certain selling agents through which it can sell shares of its common stock by means of at-the-market offerings from time to time (the "ATM Program"). During the six months ended June 30, 2020, Main Street sold 907,515 shares of its common stock at a weighted-average price of $33.06 per share and raised $30.0 million of gross proceeds under the ATM Program. Net proceeds were $29.6 million after commissions to the selling agents on shares sold and

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(Unaudited)

offering costs. As of June 30, 2020, sales transactions representing 15,000 shares had not settled and are not included in shares issued and outstanding on the face of the consolidated balance sheet, but are included in the weighted-average shares outstanding in the consolidated statement of operations and in the shares used to calculate net asset value per share. As of June 30, 2020, 7,451,635 shares remained available for sale under the ATM Program.

During the year ended December 31, 2019, Main Street sold 2,247,187 shares of its common stock at a weighted-average price of $40.05 per share and raised $90.0 million of gross proceeds under the ATM Program. Net proceeds were $88.8 million after commissions to the selling agents on shares sold and offering costs.

NOTE I—DIVIDEND REINVESTMENT PLAN ("DRIP")

Main Street's DRIP provides for the reinvestment of dividends on behalf of its stockholders, unless a stockholder has elected to receive dividends in cash. As a result, if Main Street declares a cash dividend, its stockholders who have not "opted out" of the DRIP by the dividend record date will have their cash dividend automatically reinvested into additional shares of MSCC common stock. The share requirements of the DRIP may be satisfied through the issuance of shares of common stock or through open market purchases of common stock by the DRIP plan administrator. Newly issued shares will be valued based upon the final closing price of MSCC's common stock on the valuation date determined for each dividend by Main Street's Board of Directors. Shares purchased in the open market to satisfy the DRIP requirements will be valued based upon the average price of the applicable shares purchased, before any associated brokerage or other costs. Main Street's DRIP is administered by its transfer agent on behalf of Main Street's record holders and participating brokerage firms. Brokerage firms and other financial intermediaries may decide not to participate in Main Street's DRIP but may provide a similar dividend reinvestment plan for their clients.

For the six months ended June 30, 2020, $8.1 million of the total $79.6 million in dividends paid to stockholders represented DRIP participation. During this period, the DRIP participation requirements were satisfied with the issuance of 254,951 newly issued shares. For the six months ended June 30, 2019, $9.0 million of the total $89.4 million in dividends paid to stockholders represented DRIP participation. During this period, the DRIP participation requirements were satisfied with the issuance of 229,317 newly issued shares. The shares disclosed above relate only to Main Street's DRIP and exclude any activity related to broker-managed dividend reinvestment plans.

NOTE J—SHARE-BASED COMPENSATION

Main Street accounts for its share-based compensation plans using the fair value method, as prescribed by ASC 718, Compensation—Stock Compensation. Accordingly, for restricted stock awards, Main Street measured the grant date fair value based upon the market price of its common stock on the date of the grant and amortizes the fair value of the awards as share-based compensation expense over the requisite service period, which is generally the vesting term.

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

Main Street's Board of Directors approves the issuance of shares of restricted stock to Main Street employees pursuant to the Main Street Capital Corporation 2015 Equity and Incentive Plan (the "Equity and Incentive Plan"). These shares generally vest over a three-year period from the grant date. The fair value is expensed over the service period, starting on the grant date. The following table summarizes the restricted stock issuances approved by Main Street's Board of Directors under the Equity and Incentive Plan, net of shares forfeited, if any, and the remaining shares of restricted stock available for issuance as of June 30, 2020.


Restricted stock authorized under the plan	3,000,000
Less net restricted stock granted during:
Year ended December 31, 2015	(900	)
Year ended December 31, 2016	(260,514	)
Year ended December 31, 2017	(223,812	)
Year ended December 31, 2018	(243,779	)
Year ended December 31, 2019	(384,049	)
Six months ended June 30, 2020	(376,739	)

Restricted stock available for issuance as of June 30, 2020	1,510,207

As of June 30, 2020, the following table summarizes the restricted stock issued to Main Street's non-employee directors and the remaining shares of restricted stock available for issuance pursuant to the Main Street Capital Corporation 2015 Non-Employee Director Restricted Stock Plan. These shares are granted upon appointment or election to the board and vest on the day immediately preceding the annual meeting of stockholders following the respective grant date and are expensed over such service period.


Restricted stock authorized under the plan	300,000
Less net restricted stock granted during:
Year ended December 31, 2015	(6,806	)
Year ended December 31, 2016	(6,748	)
Year ended December 31, 2017	(5,948	)
Year ended December 31, 2018	(6,376	)
Year ended December 31, 2019	(6,008	)
Six months ended June 30, 2020	(11,463	)

Restricted stock available for issuance as of June 30, 2020	256,651

For the three months ended June 30, 2020 and 2019, Main Street recognized total share-based compensation expense of $2.8 million and $2.4 million, respectively, related to the restricted stock issued to Main Street employees and non-employee directors. For the six months ended June 30, 2020 and 2019, Main Street recognized total share-based compensation expense of $5.7 million and $4.7 million, respectively, related to the restricted stock issued to Main Street employees and non-employee directors.

As of June 30, 2020, there was $17.2 million of total unrecognized compensation expense related to Main Street's non-vested restricted shares. This compensation expense is expected to be recognized over a remaining weighted-average period of approximately 2.2 years as of June 30, 2020.

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

NOTE K—COMMITMENTS AND CONTINGENCIES

At June 30, 2020, Main Street had the following outstanding commitments (in thousands):

	Amount

Investments with equity capital commitments that have not yet funded:
Congruent Credit Opportunities Funds
Congruent Credit Opportunities Fund II, LP	$	8,488
Congruent Credit Opportunities Fund III, LP		8,117

	$	16,605
Encap Energy Fund Investments
EnCap Energy Capital Fund VIII, L.P.	$	202
EnCap Energy Capital Fund IX, L.P.		281
EnCap Energy Capital Fund X, L.P.		1,485
EnCap Flatrock Midstream Fund II, L.P.		4,592
EnCap Flatrock Midstream Fund III, L.P.		409

	$	6,969
EIG Fund Investments	$	4,751
Freeport Fund Investments
Freeport Financial SBIC Fund LP	$	1,375
Freeport First Lien Loan Fund III LP		1,715

	$	3,090
Brightwood Capital Fund Investments
Brightwood Capital Fund III, LP	$	3,000
Brightwood Capital Fund IV, LP		250

	$	3,250
Harris Preston Fund Investments
HPEP 3, L.P.	$	2,181
LKCM Headwater Investments I, L.P.	$	2,500
UnionRock Energy Fund Investments
UnionRock Energy Fund II, LP	$	2,248
Dos Rios Partners
Dos Rios Partners, LP	$	835
Dos Rios Partners—A, LP		265

	$	1,100
Access Media Holdings, LLC	$	284

Total equity commitments	$	42,978

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

	Amount

Investments with commitments to fund revolving loans that have not been fully drawn or term loans with additional commitments not yet funded:
SI East, LLC	$	7,500
Pearl Meyer Topco LLC		5,000
Adams Publishing Group, LLC		5,000
Market Force Information, LLC		5,000
Classic H&G Holdco, LLC		4,000
AAC Holdings, Inc.		3,281
Bluestem Brands, Inc.		2,884
Fortna, Inc.		2,703
Echo US Holdings, LLC.		2,037
PPL RVs, Inc.		2,000
Cody Pools, Inc.		1,600
Chamberlin Holding LLC		1,600
Direct Marketing Solutions, Inc.		1,600
Trantech Radiator Topco, LLC		1,600
Lynx FBO Operating LLC		1,500
GS HVAM Intermediate, LLC		1,364
GRT Rubber Technologies LLC		1,340
Gamber-Johnson Holdings, LLC		1,200
LL Management, Inc.(Lab Logistics)		1,182
California Pizza Kitchen, Inc.		1,066
CompareNetworks Topco, LLC		1,000
NRI Clinical Research, LLC		1,000
Arcus Hunting LLC		867
Invincible Boat Company, LLC.		864
Analytical Systems Keco, LLC		800
CTVSH, PLLC		800
Mystic Logistics Holdings, LLC		800
DTE Enterprises RLOC		750
NinjaTrader, LLC		750
Mac Lean-Fogg Company		735
ASC Interests, LLC		700
PT Network, LLC		658
Wireless Vision Holdings, LLC		592
Jensen Jewelers of Idaho, LLC		500
Coastal Television Broadcasting Holdings LLC		500
PaySimple, Inc.		373
American Nuts, LLC		281
Dynamic Communities, LLC		250

Total loan commitments	$	65,677

Total commitments	$	108,655

Main Street will fund its unfunded commitments from the same sources it uses to fund its investment commitments that are funded at the time they are made (which are typically through existing cash and cash equivalents and borrowings under the Credit Facility). Main Street follows a

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Notes to Consolidated Financial Statements (Continued)

(Unaudited)

process to manage its liquidity and ensure that it has available capital to fund its unfunded commitments as necessary. The Company had total unrealized depreciation of $0.8 million on the outstanding unfunded commitments as of June 30, 2020.

Effective January 1, 2019, ASC 842 required that a lessee evaluate its leases to determine whether they should be classified as operating or financing leases. Main Street identified one operating lease for its office space. The lease commenced May 15, 2017 and expires January 31, 2028. It contains two five-year extension options for a final expiration date of January 31, 2038.

As Main Street classified this lease as an operating lease prior to implementation, ASC 842-10-65-1 indicates that a right-of-use asset and lease liability should be recorded based on the effective date. Main Street adopted ASC 842 effective January 1, 2019 and recorded a right-of-use asset and a lease liability as of that date. After this date, Main Street has recorded lease expense on a straight-line basis, consistent with the accounting treatment for lease expense prior to the adoption of ASC 842.

Total operating lease cost incurred by Main Street for each of the three months ended June 30, 2020 and 2019 was $0.2 million. Total operating lease cost incurred by Main Street for each of the six months ended June 30, 2020 and 2019 was $0.4 million. As of June 30, 2020, the asset related to the operating lease was $4.5 million and is included in the interest receivable and other assets balance on the consolidated balance sheet. The lease liability was $5.3 million and is included in the accounts payable and other liabilities balance on the consolidated balance sheet. As of June 30, 2020, the remaining lease term was 7.6 years and the discount rate was 4.2%.

The following table shows future minimum payments under Main Street's operating lease as of June 30, 2020 (in thousands):

For the Years Ended December 31,	Amount

2020	$	382
2021		776
2022		790
2023		804
2024		818
Thereafter		2,610

Total	$	6,180

Main Street may, from time to time, be involved in litigation arising out of its operations in the normal course of business or otherwise. Furthermore, third parties may try to impose liability on Main Street in connection with the activities of its portfolio companies. While the outcome of any current legal proceedings cannot at this time be predicted with certainty, Main Street does not expect any current matters will materially affect its financial condition or results of operations; however, there can be no assurance whether any pending legal proceedings will have a material adverse effect on Main Street's financial condition or results of operations in any future reporting period.

NOTE L—RELATED PARTY TRANSACTIONS

As discussed further in Note D, the External Investment Manager is treated as a wholly owned portfolio company of MSCC and is included as part of Main Street's Investment Portfolio. At June 30,

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MAIN STREET CAPITAL CORPORATION

Notes to Consolidated Financial Statements (Continued)

(Unaudited)

2020, Main Street had a receivable of approximately $4.8 million due from the External Investment Manager, which included (i) approximately $3.8 million related primarily to operating expenses incurred by MSCC or its subsidiaries as required to support the External Investment Manager's business and amounts due from the External Investment Manager to Main Street under a tax sharing agreement (see further discussion in Note D) and (ii) approximately $1.1 million of dividends declared but not paid by the External Investment Manager.

In November 2015, Main Street's Board of Directors approved and adopted the Main Street Capital Corporation Deferred Compensation Plan (the "2015 Deferred Compensation Plan"). The 2015 Deferred Compensation Plan became effective on January 1, 2016 and replaced the Deferred Compensation Plan for Non-Employee Directors previously adopted by the Board of Directors in June 2013 (the "2013 Deferred Compensation Plan"). Under the 2015 Deferred Compensation Plan, non-employee directors and certain key employees may defer receipt of some or all of their cash compensation and directors' fees, subject to certain limitations. Individuals participating in the 2015 Deferred Compensation Plan receive distributions of their respective balances based on predetermined payout schedules or other events as defined by the plan and are also able to direct investments made on their behalf among investment alternatives permitted from time to time under the plan, including phantom Main Street stock units. As of June 30, 2020, $9.9 million of compensation and directors' fees had been deferred under the 2015 Deferred Compensation Plan (including amounts previously deferred under the 2013 Deferred Compensation Plan). Of this amount, $5.0 million was deferred into phantom Main Street stock units, representing 152,633 shares of Main Street's common stock. Including phantom stock units issued through dividend reinvestment and net of any shares distributed, the phantom stock units outstanding as of June 30, 2020 represented 154,179 shares of Main Street's common stock. Any amounts deferred under the plan represented by phantom Main Street stock units will not be issued or included as outstanding on the consolidated statements of changes in net assets until such shares are actually distributed to the participant in accordance with the plan, but the related phantom stock units are included in weighted-average shares outstanding with the related dollar amount of the deferral included in total expenses in Main Street's consolidated statements of operations as earned. The dividend amounts related to additional phantom stock units are included in the statements of changes in net assets as an increase to dividends to stockholders offset by a corresponding increase to additional paid-in capital.

NOTE M—SUBSEQUENT EVENTS

During August 2020, Main Street declared regular monthly dividends of $0.205 per share for each month of October, November and December of 2020. These regular monthly dividends equal a total of $0.615 per share for the fourth quarter of 2020, unchanged from the regular monthly dividends paid in the fourth quarter of 2019. Including the regular monthly dividends declared for the third and fourth quarters of 2020, Main Street will have paid $29.60 per share in cumulative dividends since its October 2007 initial public offering.

In July 2020, Main Street announced that its External Investment Manager had entered into a definitive asset purchase agreement under which it will become the sole investment adviser and administrator to HMS Income, subject to certain closing conditions. The parties expect the transaction to be completed in the fourth quarter of 2020. Following the closing of the transaction, the External Investment Manager will replace HMS Adviser as the investment adviser and administrator to HMS Income. The base management fee rate under the External Investment Manager's proposed new investment advisory agreement with HMS Income, which has been unanimously approved by the board

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MAIN STREET CAPITAL CORPORATION

Notes to Consolidated Financial Statements (Continued)

(Unaudited)

of directors of HMS Income, will be reduced from 2.00% to 1.75%, with no changes to the incentive fee calculations. The consummation of the transactions contemplated by the asset purchase agreement is subject to approval of the new investment advisory agreement by stockholders of HMS Income and other customary closing conditions. Post-closing, HMS Income is expected to change its name to MSC Income Fund, Inc.

In July 2020, Main Street issued an additional $125.0 million aggregate principal amount of the 5.20% Notes at an issue price of 102.674%, for total net proceeds to Main Street, resulting from the issue price and after underwriting discounts and estimated offering expenses payable by Main Street, of approximately $127.3 million. Following the issuance of the additional $125.0 million aggregate principal amount of the 5.20% Notes in July 2020, the outstanding principal balance of the 5.20% Notes was $450.0 million. The 5.20% Notes issued in July 2020 have identical terms as, and are a part of a single series with, the 5.20% Notes issued in April 2019 and in December 2019. The aggregate net proceeds from the 5.20% Notes issuances were used to repay a portion of the borrowings outstanding under the Credit Facility.

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Schedule 12-14

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates
June 30, 2020
(dollars in thousands)
(unaudited)

Company	Investment(1)(10)(11)	Geography	Amount of Realized Gain/ (Loss)			Amount of Unrealized Gain/ (Loss)			Amount of Interest, Fees or Dividends Credited to Income(2)		December 31, 2019 Fair Value		Gross Additions(3)		Gross Reductions(4)		June 30, 2020 Fair Value

Majority-owned investments
Café Brazil, LLC	Member Units	(8)	$	—		$	(260	)	$	38	$	2,440	$	—	$	260	$	2,180

California Splendor Holdings LLC	LIBOR Plus 8.00% (Floor 1.00%)	(9)		—			(40	)		354		7,104		14,270		5,840		15,534
	LIBOR Plus 10.00% (Floor 1.00%)	(9)		—			(65	)		1,689		27,801		26		65		27,762
	Preferred Member Units	(9)		—			—			543		7,163		543		—		7,706
	Preferred Member Units	(9)		—			(1,601	)		125		7,382		—		1,601		5,781

Clad-Rex Steel, LLC	LIBOR Plus 9.50% (Floor 1.00%)	(5)		—			49			599		10,781		60		—		10,841
	Member Units	(5)		—			(1,020	)		245		9,630		—		1,020		8,610
	10% Secured Debt	(5)		—			(11	)		57		1,137		—		24		1,113
	Member Units	(5)		—			—			—		460		—		—		460

CMS Minerals Investments	Member Units	(9)		—			(136	)		—		1,900		—		262		1,638

Cody Pools, Inc.	LIBOR Plus 10.50% (Floor 1.75%)	(8)		—			—			822		—		15,850		200		15,650
	Preferred Member Units	(8)		—			—			29		—		8,317		—		8,317

CompareNetworks Topco, LLC	LIBOR Plus 11.00% (Floor 1.00%)	(9)		—			—			517		8,288		12		350		7,950
	Preferred Member Units	(9)		—			1,070			—		3,010		1,070		—		4,080

Direct Marketing Solutions, Inc.	LIBOR Plus 11.00% (Floor 1.00%)	(9)		—			(9	)		990		15,707		27		487		15,247
	Preferred Stock	(9)		—			(140	)		—		20,200		—		140		20,060

Gamber-Johnson Holdings, LLC	LIBOR Plus 6.50% (Floor 2.00%)	(5)		—			(11	)		856		19,022		1,611		795		19,838
	Member Units	(5)		—			(170	)		2,608		53,410		—		170		53,240

GRT Rubber Technologies LLC	LIBOR Plus 7.00%	(8)		—			—			681		15,016		1,759		—		16,775
	Member Units	(8)		—			(2,020	)		1,341		47,450		—		2,020		45,430

Guerdon Modular Holdings, Inc.	16.00% Secured Debt	(9)		(12,776	)		12,588			—		—		12,776		12,776		—
	LIBOR Plus 8.50% (Floor 1.00%)	(9)		(993	)		1,010			—		—		993		993		—
	Preferred Stock	(9)		(1,140	)		1,140			—		—		1,140		1,140		—
	Common Stock	(9)		(2,849	)		2,983			—		—		2,849		2,849		—
	Warrants	(9)		—			—			—		—		—		—		—

Harborside Holdings, LLC	Member Units	(8)		—			(2,000	)		—		9,560		100		2,000		7,660

IDX Broker, LLC	11.00% Secured Debt	(9)		—			(42	)		711		13,400		42		13,442		—
	Preferred Member Units	(9)		9,337			(9,088	)		1,193		15,040		—		15,040		—

Jensen Jewelers of Idaho, LLC	Prime Plus 6.75% (Floor 2.00%)	(9)		—			(56	)		225		4,000		6		206		3,800
	Member Units	(9)		—			(1,000	)		111		8,270		—		1,000		7,270

Kickhaefer Manufacturing Company, LLC	9.50% Current/2.00% PIK Secured Debt	(5)		—			—			1,493		24,982		1,261		946		25,297
	Member Units	(5)		—			(790	)		—		12,240		—		790		11,450
	9.00% Secured Debt	(5)		—			—			179		3,939		—		15		3,924
	Member Units	(5)		—			—			45		1,160		—		—		1,160

Market Force Information, LLC	12.00% PIK Secured Debt	(9)		—			(11,068	)		304		25,316		2,885		13,946		14,255
	Member Units	(9)		—			(5,280	)		—		5,280		—		5,280		—

MH Corbin Holding LLC	13.00% Secured Debt	(5)		—			(76	)		592		8,890		16		236		8,670
	Preferred Member Units	(5)		—			(20	)		—		20		—		20		—
	Preferred Member Units	(5)		—			(1,340	)		—		4,770		—		1,340		3,430

Mid-Columbia Lumber Products, LLC	10.00% Secured Debt	(9)		—			—			44		1,602		148		1,750		—
	12.00% Secured Debt	(9)		—			—			119		3,644		256		3,900		—
	Member Units	(9)		(27	)		(1,000	)		1		—		1,027		1,027		—
	9.50% Secured Debt	(9)		—			—			30		701		19		720		—
	Member Units	(9)		—			(219	)		20		1,640		709		219		2,130

MSC Adviser I, LLC	Member Units	(8)		—			(5,440	)		1,056		74,520		—		5,440		69,080

Mystic Logistics Holdings, LLC	10.00% Secured Debt	(6)		—			—			404		6,253		985		279		6,959
	Common Stock	(6)		—			1,980			—		8,410		1,980		—		10,390

OMi Holdings, Inc.	Common Stock	(8)		—			1,080			543		16,950		1,080		—		18,030

Pearl Meyer Topco LLC	12.00% Secured Debt	(6)		—			—			1,151		—		34,663		—		34,663
	Member Units	(6)		—			—			—		—		13,800		800		13,000

PPL RVs, Inc.	LIBOR Plus 8.75% PIK (Floor 0.50%)	(8)		—			—			664		12,118		136		250		12,004
	Common Stock	(8)		—			1,210			—		9,930		1,210		—		11,140

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Company	Investment(1)(10)(11)	Geography

Principle Environmental, LLC (d/b.a TruHorizon Environmental Solutions)	13.00% Secured Debt	(8)	—		55		440	6,397		—	—	6,397
	Preferred Member Units	(8)	—		(480	)	—	13,390		—	480	12,910
	Warrants	(8)	—		(20	)	—	1,090		—	20	1,070

Quality Lease Service, LLC	Member Units	(7)	—		(3,810	)	—	9,289		301	3,810	5,780

Trantech Radiator Topco, LLC	12.00% Secured Debt	(7)	—		74		557	9,102		85	320	8,867
	Common Stock	(7)	—		3,025		58	4,655		3,025	—	7,680

Vision Interests, Inc.	13.00% Secured Debt	(9)	—		—		133	2,028		—	—	2,028
	Series A Preferred Stock	(9)	—		(629	)	—	4,089		—	629	3,460
	Common Stock		(3,586	)	3,296		—	409		3,296	3,705	—

Ziegler's NYPD, LLC	6.50% Secured Debt	(8)	—		(101	)	33	1,000		—	101	899
	12.00% Secured Debt	(8)	—		—		38	625		—	—	625
	14.00% Secured Debt	(8)	—		(384	)	195	2,750		—	384	2,366
	Warrants	(8)	—		—		—	—		—	—	—
	Preferred Member Units	(8)	—		(130	)	—	1,269		—	130	1,139

Other controlled investments
Access Media Holdings, LLC	10.00% PIK Secured Debt	(5)	—		(2,450	)	25	6,387		—	2,450	3,937
	Preferred Member Units	(5)	—		—		—	(284	)	—	—	(284	)
	Member Units	(5)	—		—		—	—		—	—	—

Analytical Systems Keco, LLC	LIBOR Plus 10.00% (Floor 2.00%)	(8)	—		—		366	5,210		36	270	4,976
	Preferred Member Units	(8)	—		690		—	3,200		690	—	3,890
	Warrants	(8)	—		194		—	316		194	—	510

ASC Interests, LLC	13.00% Secured Debt	(8)	—		—		115	1,639		—	33	1,606
	Member Units	(8)	—		(240	)	—	1,290		—	240	1,050

ATS Workholding, LLC	5.00% Secured Debt	(9)	—		(619	)	187	4,521		63	619	3,965
	Preferred Member Units	(9)	—		(939	)	—	939		—	939	—

Bond-Coat, Inc.	15.00% Secured Debt		—		—		1,399	11,473		123	11,596	—
	Common Stock	(8)	—		(1,470	)	—	8,300		—	1,470	6,830

Brewer Crane Holdings, LLC	LIBOR Plus 10.00% (Floor 1.00%)	(9)	—		—		518	8,989		10	248	8,751
	Preferred Member Units	(9)	—		—		50	4,280		—	—	4,280

Bridge Capital Solutions Corporation	13.00% Secured Debt	(6)	—		—		868	7,797		288	—	8,085
	Warrants	(6)	—		(180	)	—	3,500		—	180	3,320
	13.00% Secured Debt	(6)	—		—		67	996		1	—	997
	Preferred Member Units	(6)	—		—		50	1,000		—	—	1,000

CBT Nuggets, LLC	Member Units	(9)	—		(4,790	)	454	50,850		—	4,790	46,060

Centre Technologies Holdings, LLC	LIBOR Plus 10.00% (Floor 2.00%)	(8)	—		—		743	12,136		13	306	11,843
	Preferred Member Units	(8)	—		—		60	5,840		—	—	5,840

Chamberlin Holding LLC	LIBOR Plus 10.00% (Floor 1.00%)	(8)	—		(17	)	1,054	17,773		17	17	17,773
	Member Units	(8)	—		110		1,485	24,040		110	—	24,150
	Member Units	(8)	—		(530	)	34	1,450		—	530	920

Charps, LLC	15.00% Secured Debt	(5)	—		—		152	2,000		—	—	2,000
	Preferred Member Units	(5)	—		1,210		311	6,920		1,210	—	8,130

Copper Trail Fund Investments	LP Interests (CTMH, LP)	(9)	—		—		—	872		—	110	762

Datacom, LLC	8.00% Secured Debt	(8)	—		—		—	1,615		—	—	1,615
	10.50% PIK Secured Debt	(8)	—		—		—	10,142		—	—	10,142
	Class A Preferred Member Units	(8)	—		—		—	—		—	—	—
	Class B Preferred Member Units	(8)	—		—		—	—		—	—	—

Digital Products Holdings LLC	LIBOR Plus 10.00% (Floor 1.00%)	(5)	—		350		1,123	18,452		373	660	18,165
	Preferred Member Units	(5)	—		(579	)	100	5,174		—	579	4,595

Garreco, LLC	LIBOR Plus 8.00% (Floor 1.00%, Ceiling 1.50%)	(8)	—		—		220	4,515		4	—	4,519
	Member Units	(8)	—		(860	)	—	2,560		—	860	1,700

Gulf Manufacturing, LLC	Member Units	(8)	—		(2,630	)	119	7,430		—	2,630	4,800

Gulf Publishing Holdings, LLC	LIBOR Plus 9.50% (Floor 1.00%), Current Coupon 5.25% / 5.25% PIK	(8)	—		—		14	280		3	40	243
	6.25% Current / 6.25% PIK	(8)	—		(1,091	)	809	12,493		214	1,091	11,616
	Member Units	(8)	—		(2,420	)	—	2,420		—	2,420	—

Harris Preston Fund Investments	LP Interests (2717 MH, L.P.)	(8)	—		(180	)	—	3,157		—	180	2,977

Harrison Hydra-Gen, Ltd.	Common Stock	(8)	—		(2,330	)	104	7,970		—	2,330	5,640

J&J Services, Inc.	11.50% Secured Debt	(7)	—		135		1,053	17,430		170	2,400	15,200
	Preferred Stock	(7)	—		2,815		—	7,160		2,815	75	9,900

KBK Industries, LLC	Member Units	(5)	—		(2,330	)	437	15,470		—	2,330	13,140

NAPCO Precast, LLC	Member Units	(8)	—		(3,830	)	4	14,760		—	3,830	10,930

NexRev LLC	11.00% PIK Secured Debt	(8)	—		(1,701	)	913	17,469		182	1,919	15,732
	Preferred Member Units	(8)	—		(6,310	)	—	6,310		—	6,310	—

NRI Clinical Research, LLC	10.50% Secured Debt	(9)	—		(17	)	394	5,981		1,536	517	7,000
	Warrants	(9)	—		160		—	1,230		160	—	1,390
	Member Units	(9)	—		333		377	4,988		710	377	5,321

Table of Contents

Company	Investment(1)(10)(11)	Geography	Amount of Realized Gain/ (Loss)			Amount of Unrealized Gain/ (Loss)			Amount of Interest, Fees or Dividends Credited to Income(2)			December 31, 2019 Fair Value		Gross Additions(3)		Gross Reductions(4)		June 30, 2020 Fair Value

NRP Jones, LLC	12.00% Secured Debt	(5)		—			—			387			6,376		—		—		6,376
	Member Units	(5)		—			(1,590	)		25			4,710		—		1,590		3,120

NuStep, LLC	12.00% Secured Debt	(5)		—			—			1,218			19,703		21		160		19,564
	Preferred Member Units	(5)		—			—			—			10,200		—		—		10,200

Pegasus Research Group, LLC	Member Units	(8)		—			1,790			491			8,170		1,790		—		9,960

River Aggregates, LLC	Zero Coupon Secured Debt	(8)		—			—			—			722		—		—		722
	Member Units	(8)		—			1,170			187			4,990		1,170		—		6,160
	Member Units	(8)		—			151			—			3,169		151		—		3,320

Tedder Industries, LLC	12.00% Secured Debt	(9)		—			—			41			640		—		—		640
	12.00% Secured Debt	(9)		—			—			1,009			16,272		14		—		16,286
	Preferred Member Units	(9)		—			—			—			8,136		—		—		8,136

UnionRock Energy Fund II, LP	LP Interests	(9)		—			—			—			—		2,894		—		2,894

Other
Amounts related to investments transferred to or from other 1940 Act classification during the period				(7,832	)		4,656			4			4,564		—		—		—

Total Control investments			$	(19,866	)	$	(42,235	)	$	38,800		$	1,032,721	$	143,295	$	163,313	$	1,008,139



Affiliate Investments

AFG Capital Group, LLC	10.00% Secured Debt	(8)	$	—		$	—		$	37		$	838	$	—	$	174	$	664
	Preferred Member Units	(8)		—			(10	)		—			5,180		—		10		5,170

American Trailer Rental Group LLC	LIBOR Plus 7.25% (Floor 1.00%)	(5)		—			(182	)		1,119			27,087		182		27,269		—
	Member Units	(5)		—			779			—			8,540		4,520		—		13,060

BBB Tank Services, LLC	LIBOR Plus 11.00% (Floor 1.00%)	(8)		—			(51	)		335			4,698		37		51		4,684
	Preferred Member Units	(8)		—			—			10			131		10		—		141
	Member Units	(8)		—			(80	)		—			290		—		80		210

Boccella Precast Products LLC	LIBOR Plus 10.00% (Floor 1.00%)	(6)		—			(138	)		982			13,244		138		13,382		—
	Member Units	(6)		—			(290	)		369			6,270		—		290		5,980

Buca C, LLC	LIBOR Plus 9.25% (Floor 1.00%)	(7)		—			(1,714	)		1,036			18,794		24		1,714		17,104
	Preferred Member Units	(7)		—			(4,005	)		69			4,701		69		4,005		765

CAI Software LLC	12.50% Secured Debt	(6)		—			108			996			9,160		19,500		16		28,644
	Member Units	(6)		—			369			10			5,210		720		—		5,930

Chandler Signs Holdings, LLC	Class A Units	(8)		—			(200	)		(91	)		2,740		—		200		2,540

Charlotte Russe, Inc	Common Stock	(9)		—			—			—			—		—		—		—

Classic H&G Holdings, LLC	12.00% Secured Debt	(6)		—			—			1,518			—		25,753		—		25,753
	Preferred Member Units	(6)		—			—			—			—		5,760		—		5,760

Congruent Credit Opportunities Funds	LP Interests (Fund II)	(8)		—			—			—			855		—		—		855
	LP Interests (Fund III)	(8)		—			(399	)		394			13,915		—		1,411		12,504

Copper Trail Fund Investments	LP Interests (Copper Trail Energy Fund I, LP)	(9)		—			(791	)		594			2,362		—		540		1,822

Dos Rios Partners	LP Interests (Dos Rios Partners, LP)	(8)		—			(504	)		—			7,033		759		504		7,288
	LP Interests (Dos Rios Partners—A, LP)	(8)		—			(160	)		—			2,233		241		160		2,314

East Teak Fine Hardwoods, Inc.	Common Stock	(7)		—			(100	)		4			400		—		100		300

EIG Fund Investments	LP Interests (EIG Global Private Debt fund-A, L.P.)	(8)		6			(111	)		69			720		94		219		595

Freeport Financial Funds	LP Interests (Freeport Financial SBIC Fund LP)	(5)		—			(624	)		—			5,778		—		624		5,154
	LP Interests (Freeport First Lien Loan Fund III LP)	(5)		—			46			80			9,696		1,035		160		10,571

Fuse, LLC	12.00% Secured Debt	(9)		—			(338	)		118			1,939		—		338		1,601
	Common Stock	(9)		—			—			—			256		—		—		256

Harris Preston Fund Investments	LP Interests (HPEP 3, L.P.)	(8)		—			—			—			2,474		345		—		2,819

Hawk Ridge Systems, LLC	LIBOR Plus 6.00% (Floor 1.00%)	(9)		—			—			25			600		—		—		600
	11.00% Secured Debt	(9)		—			(15	)		760			13,400		15		15		13,400
	Preferred Member Units	(9)		—			(580	)		45			7,900		—		580		7,320
	Preferred Member Units	(9)		—			(30	)		—			420		—		30		390

Houston Plating and Coatings, LLC	8.00% Unsecured Convertible Debt	(8)		—			(1,000	)		121			4,260		—		1,000		3,260
	Member Units	(8)		—			(3,110	)		66			10,330		—		3,110		7,220

I-45 SLF LLC	Member Units	(8)		—			(3,654	)		1,258			14,407		3,200		3,654		13,953

L.F. Manufacturing Holdings, LLC	Preferred Member Units	(8)		—			—			6			81		6		—		87
	Member Units	(8)		—			—			—			2,050		—		—		2,050

OnAsset Intelligence, Inc.	12.00% PIK Secured Debt	(8)		—			—			399			6,474		399		—		6,873
	10.00% PIK Secured Debt	(8)		—			—			3			58		3		—		61
	Preferred Stock	(8)		—			—			—			—		—		—		—
	Warrants	(8)		—			—			—			—		—		—		—

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Company	Investment(1)(10)(11)	Geography	Amount of Realized Gain/ (Loss)			Amount of Unrealized Gain/ (Loss)			Amount of Interest, Fees or Dividends Credited to Income(2)		December 31, 2019 Fair Value		Gross Additions(3)		Gross Reductions(4)		June 30, 2020 Fair Value

PCI Holding Company, Inc.	12.00% Current Secured Debt	(9)		—			—			689		11,356		—		—		11,356
	Preferred Stock	(9)		—			1,450			—		2,680		1,450		—		4,130
	Preferred Stock	(9)		—			—			—		4,350		—		—		4,350

Rocaceia, LLC (Quality Lease and Rental Holdings, LLC)	12.00% Secured Debt	(8)		—			—			—		—		241		241		—
	Preferred Member Units	(8)		—			—			—		—		—		—		—

Salado Stone Holdings, LLC	Class A Preferred Units	(8)		—			(140	)		—		570		—		140		430

SI East, LLC	9.50% Current, Secured Debt	(7)		—			(36	)		1,633		32,963		36		36		32,963
	Preferred Member Units	(7)		—			1,110			534		8,200		1,110		—		9,310

Slick Innovations, LLC	14.00% Current, Secured Debt	(6)		—			—			468		6,197		19		80		6,136
	Warrants	(6)		—			10			—		290		10		—		300
	Common Stock	(6)		—			50			—		1,080		50		—		1,130

UniTek Global Services, Inc.	LIBOR Plus 6.50% (Floor 1.00%)	(6)		—			(283	)		121		2,962		14		299		2,677
	Preferred Stock	(6)		—			(2,680	)		—		2,684		—		2,680		4
	Preferred Stock	(6)		—			(212	)		212		2,282		212		212		2,282
	Preferred Stock	(6)		—			448			118		1,889		944		—		2,833
	Preferred Stock	(6)		—			(3,009	)		—		3,667		—		3,009		658
	Common Stock	(6)		—			—			—		—		—		—		—

Universal Wellhead Services Holdings, LLC	Preferred Member Units	(8)		—			(560	)		—		800		—		560		240
	Member Units	(8)		—			—			—		—		—		—		—

Volusion, LLC	11.50% Secured Debt	(8)		—			(181	)		1,248		19,352		72		181		19,243
	8.00% Unsecured Convertible Debt	(8)		—			—			16		291		—		—		291
	Preferred Member Units	(8)		—			(8,322	)		—		14,000		—		8,322		5,678
	Warrants	(8)		—			(150	)		—		150		—		150		—

Other
Amounts related to investments transferred to or from other 1940 Act classification during the period				(241	)		—			—		—		—		—		—

Total Affiliate investments			$	(235	)	$	(29,289	)	$	15,371	$	330,287	$	66,968	$	75,546	$	321,709

(1): The principal amount, the ownership detail for equity investments and if the investment is income producing is included in the consolidated schedule of investments.
(2): Represents the total amount of interest, fees and dividends credited to income for the portion of the period for which an investment was included in Control or Affiliate categories, respectively. For investments transferred between Control and Affiliate categories during the period, any income or investment balances related to the time period it was in the category other than the one shown at period end is included in "Amounts from investments transferred from other 1940 Act classifications during the period."
(3): Gross additions include increases in the cost basis of investments resulting from new portfolio investments, follow-on investments and accrued PIK interest, and the exchange of one or more existing securities for one or more new securities. Gross additions also include net increases in unrealized appreciation or net decreases in net unrealized depreciation as well as the movement of an existing portfolio company into this category and out of a different category.
(4): Gross reductions include decreases in the cost basis of investments resulting from principal repayments or sales and the exchange of one or more existing securities for one or more new securities. Gross reductions also include net increases in net unrealized depreciation or net decreases in unrealized appreciation as well as the movement of an existing portfolio company out of this category and into a different category.
(5): Portfolio company located in the Midwest region as determined by location of the corporate headquarters. The fair value as of June 30, 2020 for control investments located in this region was $236,976. This represented 17.3% of net assets as of June 30, 2020. The fair value as of June 30, 2020 for affiliate investments located in this region was $28,785. This represented 2.1% of net assets as of June 30, 2020.
(6): Portfolio company located in the Northeast region as determined by location of the corporate headquarters. The fair value as of June 30, 2020 for control investments located in this region was $78,414. This represented 5.7% of net assets as of June 30, 2020. The fair value as of June 30,

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2020 for affiliate investments located in this region was $88,087. This represented 6.4% of net assets as of June 30, 2020.

(7): Portfolio company located in the Southeast region as determined by location of the corporate headquarters. The fair value as of June 30, 2020 for control investments located in this region was $47,427. This represented 3.5% of net assets as of June 30, 2020. The fair value as of June 30, 2020 for affiliate investments located in this region was $60,442. This represented 4.4% of net assets as of June 30, 2020.
(8): Portfolio company located in the Southwest region as determined by location of the corporate headquarters. The fair value as of June 30, 2020 for control investments located in this region was $401,136. This represented 29.3% of net assets as of June 30, 2020. The fair value as of June 30, 2020 for affiliate investments located in this region was $99,170. This represented 7.2% of net assets as of June 30, 2020.
(9): Portfolio company located in the West region as determined by location of the corporate headquarters. The fair value as of June 30, 2020 for control investments located in this region was $244,186. This represented 17.8% of net assets as of June 30, 2020. The fair value as of June 30, 2020 for affiliate investments located in this region was $45,225. This represented 3.3% of net assets as of June 30, 2020.
(10): All of the Company's portfolio investments are generally subject to restrictions on resale as "restricted securities," unless otherwise noted.
(11): This schedule should be read in conjunction with the consolidated schedule of investments and notes to the consolidated financial statements. Supplemental information can be located within the schedule of investments including end of period interest rate, preferred dividend rate, maturity date, investments not paid currently in cash and investments whose value was determined using significant unobservable inputs.
(12): Investment has an unfunded commitment as of December 31, 2019 (see Note K). The fair value of the investment includes the impact of the fair value of any unfunded commitments.

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Schedule 12-14

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments in and Advances to Affiliates
June 30, 2019
(dollars in thousands)
(unaudited)

Company	Investment(1)(10)(11)	Geography	Amount of Realized Gain/ (Loss)			Amount of Unrealized Gain/ (Loss)			Amount of Interest, Fees or Dividends Credited to Income(2)		December 31, 2018 Fair Value		Gross Additions(3)		Gross Reductions(4)		June 30, 2019 Fair Value

Majority-owned investments
Café Brazil, LLC	Member Units	(8)	$	—		$	(730	)	$	131	$	4,780	$	—	$	730	$	4,050

California Splendor Holdings LLC	LIBOR Plus 8.00% (Floor 1.00%)	(9)		—			—			518		10,928		7,757		4,750		13,935
	LIBOR Plus 10.00% (Floor 1.00%)	(9)		—			—			1,817		27,755		22		—		27,777
	Preferred Member Units	(9)		—			(2,363	)		125		9,745		—		2,363		7,382

Clad-Rex Steel, LLC	LIBOR Plus 9.00% (Floor 1.00%)	(5)		—			(14	)		709		12,080		14		414		11,680
	Member Units	(5)		—			(340	)		125		10,610		—		340		10,270
	10% Secured Debt	(5)		—			—			58		1,161		—		11		1,150
	Member Units	(5)		—			—			—		350		—		—		350

CMS Minerals Investments	Member Units	(9)		—			(359	)		35		2,580		—		573		2,007

CompareNetworks Topco, LLC	LIBOR Plus 11.00% (Floor 1.00%)	(9)		—			—			32		—		242		—		242
	LIBOR Plus 11.00% (Floor 1.00%)	(9)		—			—			641		—		8,669		—		8,669
	Preferred Member Units	(9)		—			—			2		—		1,975		—		1,975

Direct Marketing Solutions, Inc.	LIBOR Plus 11.00% (Floor 1.00%)	(9)		—			—			1,234		17,848		19		470		17,397
	Preferred Stock	(9)		—			1,250			—		14,900		1,250		—		16,150

Gamber-Johnson Holdings, LLC	LIBOR Plus 7.50% (Floor 2.00%)	(5)		—			(31	)		1,071		21,486		31		1,695		19,822
	Member Units	(5)		—			—			1,516		45,460		—		—		45,460

GRT Rubber Technologies LLC	LIBOR Plus 7.00%	(8)		—			(11	)		550		9,740		3,528		11		13,257
	Member Units	(8)		—			7,070			5,456		39,060		7,070		—		46,130

Guerdon Modular Holdings, Inc.	16% Secured Debt	(9)		—			(1,528	)		433		12,002		16		1,528		10,490
	LIBOR Plus 8.50% (Floor 1.00%)	(9)		—			—			—		—		464		—		464
	Preferred Stock	(9)		—			—			—		—		—		—		—
	Common Stock	(9)		(7	)		—			—		—		—		—		—
	Warrants	(9)		—			—			—		—		—		—		—

Harborside Holdings, LLC	Member Units	(8)		—			(70	)		—		9,500		100		70		9,530

IDX Broker, LLC	11.5% Secured Debt	(9)		—			(23	)		842		14,350		23		373		14,000
	Preferred Member Units	(9)		—			900			207		13,520		900		—		14,420

Jensen Jewelers of Idaho, LLC	Prime Plus 6.75% (Floor 2.00%)	(9)		—			(11	)		206		3,355		11		311		3,055
	Member Units	(9)		—			1,720			155		5,090		1,720		—		6,810

Kickhaefer Manufacturing Company, LLC	11.5% Secured Debt	(5)		—			—			1,646		28,775		31		1,864		26,942
	Member Units	(5)		—			—			—		12,240		—		—		12,240
	9.0% Secured Debt	(5)		—			—			178		3,970		—		17		3,953
	Member Units	(5)		—			—			71		992		—		—		992

Lamb Ventures, LLC	LIBOR Plus 5.75%	(8)		—			(2	)		10		—		402		202		200
	11% Secured Debt	(8)		—			(4	)		580		8,339		3,504		4		11,839
	Preferred Equity	(8)		—			—			—		400		—		—		400
	Member Units	(8)		—			4,050			394		7,440		4,440		—		11,880
	9.5% Secured Debt	(8)		—			—			21		432		—		—		432
	Member Units	(8)		—			(80	)		73		630		—		80		550

Market Force Information, LLC	LIBOR Plus 7.00% (Floor 1.00%)	(9)		—			—			26		200		1,509		200		1,509
	LIBOR Plus 11.00% (Floor 1.00%)	(9)		—			—			1,583		22,624		20		—		22,644
	Member Units	(9)		—			(2,070	)		—		13,100		—		2,070		11,030

MH Corbin Holding LLC	5% Current / 5% PIK Secured Debt	(5)		—			477			984		11,733		1,333		4,400		8,666
	Preferred Member Units	(5)		—			(980	)		—		1,000		—		980		20
	Preferred Member Units	(5)		—			370			—		—		4,770		—		4,770

Mid-Columbia Lumber Products, LLC	10% Secured Debt	(9)		—			—			90		1,746		2		—		1,748
	12% Secured Debt	(9)		—			—			244		3,880		9		—		3,889
	Member Units	(9)		—			(3,160	)		3		3,860		—		3,160		700
	9.5% Secured Debt	(9)		—			—			35		746		—		23		723
	Member Units	(9)		—			170			34		1,470		170		—		1,640

MSC Adviser I, LLC	Member Units	(8)		—			3,830			2,881		65,748		3,830		—		69,578

Mystic Logistics Holdings, LLC	12% Secured Debt	(6)		—			—			469		7,506		23		455		7,074
	Common Stock	(6)		—			1,880			—		210		1,880		—		2,090

PPL RVs, Inc.	LIBOR Plus 7.00% (Floor 0.50%)	(8)		—			(94	)		754		15,100		20		1,099		14,021
	Common Stock	(8)		—			(1,330	)		—		10,380		—		1,330		9,050

Principle Environmental, LLC	13% Secured Debt	(8)		—			(35	)		484		7,477		35		1,115		6,397
(d/b.a TruHorizon Environmental Solutions)	Preferred Member Units	(8)		—			2,510			1,440		13,090		2,510		—		15,600
	Warrants	(8)		—			380			—		780		380		—		1,160

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Company	Investment(1)(10)(11)	Geography

Quality Lease Service, LLC	Zero Coupon Secured Debt	(7)	(741	)	891		—	6,450		891	7,341	—
	Member Units	(7)	—		—		—	3,809		6,770	—	10,579

The MPI Group, LLC	9% Secured Debt	(7)	—		103		132	2,582		103	—	2,685
	Series A Preferred Units	(7)	(8	)	(430	)	—	440		—	430	10
	Warrants	(7)	—		—		—	—		—	—	—
	Member Units	(7)	—		—		63	2,479		—	—	2,479

Trantech Radiator Topco, LLC	12% Secured Debt	(7)	—		—		350	—		10,282	—	10,282
	Common Stock	(7)	—		—		10	—		4,655	—	4,655

Vision Interests, Inc.	13% Secured Debt	(9)	—		—		136	2,153		—	125	2,028
	Series A Preferred Stock	(9)	—		350		—	3,740		350	—	4,090
	Common Stock	(9)	—		129		—	280		129	—	409

Ziegler's NYPD, LLC	6.5% Secured Debt	(8)	—		—		34	1,000		—	1	999
	12% Secured Debt	(8)	—		—		26	425		200	—	625
	14% Secured Debt	(8)	—		—		194	2,750		—	—	2,750
	Warrants	(8)	—		—		—	—		—	—	—
	Preferred Member Units	(8)	—		(239	)	—	1,249		—	239	1,010

Other controlled investments
Access Media Holdings, LLC	10% PIK Secured Debt	(5)	—		(955	)	25	8,558		—	955	7,603
	Preferred Member Units (12)	(5)	—		—		—	(284	)	—	—	(284	)
	Member Units	(5)	—		—		—	—		—	—	—

ASC Interests, LLC	11% Secured Debt	(8)	—		—		99	1,622		8	—	1,630
	Member Units	(8)	—		(80	)	—	1,370		—	80	1,290

ATS Workholding, LLC	5% Secured Debt	(9)	—		(28	)	179	4,390		122	93	4,419
	Preferred Member Units	(9)	—		(1,708	)	—	3,726		—	1,708	2,018

Bond-Coat, Inc.	15% Secured Debt	(8)	—		(229	)	835	11,596		52	229	11,419
	Common Stock	(8)	—		(2,020	)	—	9,370		—	2,020	7,350

Brewer Crane Holdings, LLC	LIBOR Plus 10.00% (Floor 1.00%)	(9)	—		—		597	9,467		9	248	9,228
	Preferred Member Units	(9)	—		—		60	4,280		—	—	4,280

Bridge Capital Solutions Corporation	13% Secured Debt	(6)	—		—		687	6,221		197	—	6,418
	Warrants	(6)	—		(470	)	—	4,020		—	470	3,550
	13% Secured Debt	(6)	—		(6	)	66	1,000		1	6	995
	Preferred Member Units	(6)	—		—		50	1,000		—	—	1,000

CBT Nuggets, LLC	Member Units	(9)	—		(2,020	)	300	61,610		—	2,020	59,590

Centre Technologies Holdings, LLC	LIBOR Plus 9.00% (Floor 2.00%)	(8)	—		—		861	—		12,127	—	12,127
	Preferred Member Units	(8)	—		—		60	—		5,840	—	5,840

Chamberlin Holding LLC	LIBOR Plus 10.00% (Floor 1.00%)	(8)	—		—		1,293	20,028		27	1,327	18,728
	Member Units	(8)	—		4,050		588	18,940		4,050	—	22,990
	Member Units	(8)	—		—		11	732		—	—	732

Charps, LLC	11.50% Secured Debt	(5)	—		(83	)	675	11,888		1,695	13,583	—
	15% Secured Debt	(5)	—		—		22	—		2,000	—	2,000
	Preferred Member Units	(5)	—		2,360		261	2,270		2,360	—	4,630

Copper Trail Fund Investments	LP Interests (CTMH, LP)	(9)	—		—		5	872		—	—	872

Datacom, LLC	8% Secured Debt	(8)	—		(136	)	—	1,690		—	136	1,554
	10.50% PIK Secured Debt	(8)	—		—		—	9,786		—	—	9,786
	Class A Preferred Member Units	(8)	—		—		—	—		—	—	—
	Class B Preferred Member Units	(8)	—		—		—	—		—	—	—

Digital Products Holdings LLC	LIBOR Plus 10.00% (Floor 1.00%)	(5)	—		—		1,620	25,511		26	660	24,877
	Preferred Member Units	(5)	—		(501	)	100	8,466		—	501	7,965

Garreco, LLC	LIBOR Plus 8.00% (Floor 1.00%, Ceiling 1.50%)	(8)	—		—		241	5,099		10	422	4,687
	Member Units	(8)	—		(90	)	28	2,590		—	90	2,500

Gulf Manufacturing, LLC	Member Units	(8)	—		(390	)	609	11,690		—	390	11,300

Gulf Publishing Holdings, LLC	LIBOR Plus 9.50% (Floor 1.00%)	(8)	—		—		6	—		320	—	320
	12.5% Secured Debt	(8)	—		—		804	12,594		14	130	12,478
	Member Units	(8)	—		210		—	4,120		210	—	4,330

Harris Preston Fund Investments	LP Interests (2717 MH, L.P.)	(8)	—		—		—	1,133		1,195	500	1,828

Harrison Hydra-Gen, Ltd.	Common Stock	(8)	—		530		247	8,070		530	—	8,600

KBK Industries, LLC	Member Units	(5)	—		3,300		860	8,610		3,300	—	11,910

NAPCO Precast, LLC	LIBOR Plus 8.50%	(8)	—		(11	)	123	11,475		11	11,486	—
	Member Units	(8)	—		1,010		1,890	13,990		1,010	—	15,000

NexRev LLC	11% Secured Debt	(8)	—		—		975	17,288		16	217	17,087
	Preferred Member Units	(8)	—		(1,010	)	155	7,890		—	1,010	6,880

NRI Clinical Research, LLC	LIBOR Plus 6.75% (Floor 1.50%)	(9)	—		(16	)	8	—		200	117	83
	14% Secured Debt	(9)	—		—		486	6,685		16	16	6,685
	Warrants	(9)	—		—		—	660		130	—	790
	Member Units	(9)	—		740		32	2,478		610	—	3,088

NRP Jones, LLC	12% Secured Debt	(5)	—		—		385	6,376		—	—	6,376
	Member Units	(5)	—		300		120	5,960		300	—	6,260

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Company	Investment(1)(10)(11)	Geography	Amount of Realized Gain/ (Loss)			Amount of Unrealized Gain/ (Loss)			Amount of Interest, Fees or Dividends Credited to Income(2)			December 31, 2018 Fair Value		Gross Additions(3)		Gross Reductions(4)		June 30, 2019 Fair Value

NuStep, LLC	12% Secured Debt	(5)		—			—			1,265			20,458		20		—		20,478
	Preferred Member Units	(5)		—			—			—			10,200		—		—		10,200

OMi Holdings, Inc.	Common Stock	(8)		—			780			960			16,020		780		—		16,800

Pegasus Research Group, LLC	Member Units	(8)		—			(880	)		—			7,680		—		880		6,800

River Aggregates, LLC	Zero Coupon Secured Debt	(8)		—			—			—			722		—		1		721
	Member Units	(8)		—			—			—			4,610		—		—		4,610
	Member Units	(8)		—			—			—			2,930		—		1		2,929

Tedder Industries, LLC	12%, Secured Debt	(9)		—			—			41			480		320		—		800
	12%, Secured Debt	(9)		—			—			1,004			16,246		13		—		16,259
	Preferred Member Units	(9)		—			—			—			7,476		—		—		7,476

Other
Amounts related to investments transferred to or from other 1940 Act classification during the period				(187	)		260			(133	)		5,809		—		—		—

Total Control investments			$	(943	)	$	15,083		$	47,308		$	1,004,993	$	119,578	$	78,070	$	1,040,692



Affiliate Investments

AFG Capital Group, LLC	Warrants	(8)	$	781		$	(691	)	$	—		$	950	$	—	$	950	$	—
	10% Secured Debt	(8)		—			—			19			—		1,040		29		1,011
	Preferred Member Units	(8)		—			570			(40	)		3,980		570		—		4,550

American Trailer Rental Group LLC	LIBOR Plus 7.25% (Floor 1.00%)	(5)		—			181			1,295			20,312		4,888		—		25,200
	Member Units	(5)		—			1,250			—			5,780		1,250		—		7,030

Barfly Ventures, LLC	12% Secured Debt	(5)		—			(155	)		632			10,018		17		155		9,880
	Options	(5)		—			—			—			940		—		—		940
	Warrants	(5)		—			—			—			410		—		—		410

BBB Tank Services, LLC	LIBOR Plus 11% (Floor 1.00%)	(8)		—			—			330			3,833		672		—		4,505
	Preferred Member Units	(8)		—			—			9			113		9		—		122
	Member Units	(8)		—			(110	)		—			230		—		110		120

Boccella Precast Products LLC	LIBOR Plus 10% (Floor 1.00%)	(6)		—			(41	)		1,167			15,724		441		1,961		14,204
	Member Units	(6)		—			184			75			5,080		280		—		5,360

Boss Industries, LLC	Preferred Member Units	(5)		3,771			(3,930	)		611			6,176		—		6,176		—

Buca C, LLC	LIBOR Plus 9.25% (Floor 1.00%)	(7)		—			(187	)		1,142			19,038		21		287		18,772
	Preferred Member Units	(7)		—			—			130			4,431		130		—		4,561

CAI Software LLC	12% Secured Debt	(6)		—			(16	)		662			10,880		16		696		10,200
	Member Units	(6)		—			2,223			—			2,717		2,223		—		4,940

Chandler Signs Holdings, LLC	12% Secured Debt/1.00% PIK	(8)		—			(4	)		302			4,546		27		4		4,569
	Class A Units	(8)		—			(100	)		—			2,120		—		100		2,020

Charlotte Russe, Inc	8.50% Secured Debt	(9)		(7,012	)		4,003			—			3,930		4,003		7,933		—
	Common Stock	(9)		—			—			—			—		—		—		—

Condit Exhibits, LLC	Member Units	(9)		—			—			107			1,950		—		—		1,950

Congruent Credit Opportunities Funds	LP Interests (Fund II)	(8)		—			—			—			855		—		—		855
	LP Interests (Fund III)	(8)		—			177			532			17,468		177		367		17,278

Copper Trail Fund Investments	LP Interests (Copper Trail Energy Fund I, LP)	(9)		—			86			5			4,170		86		1,184		3,072

Dos Rios Partners	LP Interests (Dos Rios Partners, LP)	(8)		—			(580	)		—			7,153		—		580		6,573
	LP Interests (Dos Rios Partners—A, LP)	(8)		—			(184	)		—			2,271		—		184		2,087

East Teak Fine Hardwoods, Inc.	Common Stock	(7)		—			—			8			560		—		—		560

EIG Fund Investments	LP Interests (EIG Global Private Debt fund—A, L.P.)	(8)		8			—			39			505		217		45		677

Freeport Financial Funds	LP Interests (Freeport Financial SBIC Fund LP)	(5)		—			258			—			5,399		258		—		5,657
	LP Interests (Freeport First Lien Loan Fund III LP)	(5)		—			(85	)		510			10,980		799		1,484		10,295

Fuse, LLC	12% Secured Debt	(9)		—			—			—			—		1,939		—		1,939
	Common Stock	(9)		—			—			—			—		256		—		256

Harris Preston Fund Investments	LP Interests (HPEP 3, L.P.)	(8)		—			—			—			1,733		500		—		2,233

Hawk Ridge Systems, LLC	10.0% Secured Debt	(9)		—			(20	)		727			14,300		20		920		13,400
	Preferred Member Units	(9)		—			—			247			7,260		—		—		7,260
	Preferred Member Units	(9)		—			—			—			380		—		—		380

Houston Plating and Coatings, LLC	8% Unsecured Convertible Debt	(8)		—			240			121			3,720		240		—		3,960
	Member Units	(8)		—			1,280			240			8,330		1,280		—		9,610

I-45 SLF LLC	Member Units	(8)		—			(505	)		1,718			15,627		800		505		15,922

L.F. Manufacturing Holdings, LLC	Preferred Member Units	(8)		—			—			5			—		76		—		76
	Member Units	(8)		—			(120	)		—			2,060		—		120		1,940

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Company	Investment(1)(10)(11)	Geography	Amount of Realized Gain/ (Loss)			Amount of Unrealized Gain/ (Loss)			Amount of Interest, Fees or Dividends Credited to Income(2)		December 31, 2018 Fair Value		Gross Additions(3)		Gross Reductions(4)		June 30, 2019 Fair Value

OnAsset Intelligence, Inc.	12% PIK Secured Debt	(8)		—			—			355		5,743		352		—		6,095
	10% PIK Secured Debt	(8)		—			—			—		53		2		—		55
	Preferred Stock	(8)		—			—			—		—		—		—		—
	Warrants	(8)		—			—			—		—		—		—		—

PCI Holding Company, Inc.	12% Current Secured Debt	(9)		—			—			792		11,908		98		650		11,356
	Preferred Stock	(9)		—			(140	)		—		340		—		140		200
	Preferred Stock	(9)		—			870			—		3,480		870		—		4,350

Rocaceia, LLC (Quality Lease and Rental	12% Secured Debt	(8)		—			—			—		250		—		—		250
Holdings, LLC)	Preferred Member Units	(8)		—			—			—		—		—		—		—

Salado Stone Holdings, LLC	Class A Preferred Units	(8)		—			(30	)		—		1,040		—		30		1,010

SI East, LLC	10.25% Current, Secured Debt	(7)		—			324			1,871		34,885		365		563		34,687
	Preferred Member Units	(7)		—			730			117		6,000		730		—		6,730

Slick Innovations, LLC	14% Current, Secured Debt	(6)		—			—			523		6,959		43		800		6,202
	Warrants	(6)		—			59			—		181		59		—		240
	Member Units	(6)		—			190			—		700		190		—		890

UniTek Global Services, Inc.	LIBOR Plus 5.50% (Floor 1.00%)	(6)		—			—			123		2,969		1		17		2,953
	Preferred Stock	(6)		—			—			512		7,413		511		—		7,924
	Preferred Stock	(6)		—			—			160		1,637		160		—		1,797
	Preferred Stock	(6)		—			—			297		3,038		298		—		3,336
	Common Stock	(6)		—			(820	)		—		1,420		—		820		600

Universal Wellhead Services Holdings, LLC	Preferred Member Units	(8)		—			(60	)		130		950		130		60		1,020
	Member Units	(8)		—			(1,340	)		—		2,330		—		1,340		990

Volusion, LLC	11.5% Secured Debt	(8)		—			—			1,532		18,407		1,342		—		19,749
	8% Unsecured Convertible Debt	(8)		—			(118	)		14		297		112		118		291
	Preferred Member Units	(8)		—			—			—		14,000		—		—		14,000
	Warrants	(8)		—			(1,321	)		—		1,890		—		1,321		569

Other
Amounts related to investments transferred to or from other 1940 Act classification during the period				—			(260	)		398		8,071		—		—		—

Total Affiliate investments			$	(2,452	)	$	1,808		$	17,417	$	359,890	$	27,498	$	29,649	$	349,668

(1): The principal amount, the ownership detail for equity investments and if the investment is income producing is included in the consolidated schedule of investments.
(2): Represents the total amount of interest, fees and dividends credited to income for the portion of the period for which an investment was included in Control or Affiliate categories, respectively. For investments transferred between Control and Affiliate categories during the period, any income or investment balances related to the time period it was in the category other than the one shown at period end is included in "Amounts from investments transferred from other 1940 Act classifications during the period."
(3): Gross additions include increases in the cost basis of investments resulting from new portfolio investments, follow-on investments and accrued PIK interest, and the exchange of one or more existing securities for one or more new securities. Gross additions also include net increases in unrealized appreciation or net decreases in net unrealized depreciation as well as the movement of an existing portfolio company into this category and out of a different category.
(4): Gross reductions include decreases in the cost basis of investments resulting from principal repayments or sales and the exchange of one or more existing securities for one or more new securities. Gross reductions also include net increases in net unrealized depreciation or net decreases in unrealized appreciation as well as the movement of an existing portfolio company out of this category and into a different category.
(5): Portfolio company located in the Midwest region as determined by location of the corporate headquarters. The fair value as of June 30, 2019 for control investments located in this region was $248,330. This represented 16.3% of net assets as of June 30, 2019. The fair value as of June 30, 2019 for affiliate investments located in this region was $59,412. This represented 3.9% of net assets as of June 30, 2019.
(6): Portfolio company located in the Northeast region as determined by location of the corporate headquarters. The fair value as of June 30, 2019 for control investments located in this region was

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$21,127. This represented 1.4% of net assets as of June 30, 2019. The fair value as of June 30, 2019 for affiliate investments located in this region was $58,646. This represented 3.9% of net assets as of June 30, 2019.

(7): Portfolio company located in the Southeast region as determined by location of the corporate headquarters. The fair value as of June 30, 2019 for control investments located in this region was $30,690. This represented 2.0% of net assets as of June 30, 2019. The fair value as of June 30, 2019 for affiliate investments located in this region was $65,310. This represented 4.3% of net assets as of June 30, 2019.
(8): Portfolio company located in the Southwest region as determined by location of the corporate headquarters. The fair value as of June 30, 2019 for control investments located in this region was $429,774. This represented 28.3% of net assets as of June 30, 2019. The fair value as of June 30, 2019 for affiliate investments located in this region was $122,137. This represented 8.0% of net assets as of June 30, 2019.
(9): Portfolio company located in the West region as determined by location of the corporate headquarters. The fair value as of June 30, 2019 for control investments located in this region was $310,771. This represented 20.4% of net assets as of June 30, 2019. The fair value as of June 30, 2019 for affiliate investments located in this region was $44,163. This represented 2.9% of net assets as of June 30, 2019.
(10): All of the Company's portfolio investments are generally subject to restrictions on resale as "restricted securities," unless otherwise noted.
(11): This schedule should be read in conjunction with the consolidated schedule of investments and notes to the consolidated financial statements. Supplemental information can be located within the schedule of investments including end of period interest rate, preferred dividend rate, maturity date, investments not paid currently in cash and investments whose value was determined using significant unobservable inputs.
(12): Investment has an unfunded commitment as of June 30, 2019 (see Note K). The fair value of the investment includes the impact of the fair value of any unfunded commitments.

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Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Quarterly Report on Form 10-Q contains forward-looking statements regarding the plans and objectives of management for future operations and which relate to future events or our future performance or financial condition. Any such forward-looking statements may involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe our future plans, strategies and expectations, are generally identifiable by use of the words "may," "will," "should," "expect," "anticipate," "estimate," "believe," "intend" or "project" or the negative of these words or other variations on these words or comparable terminology. These forward-looking statements are based on assumptions that may be incorrect, and we cannot assure you that the projections included in these forward-looking statements will come to pass. Our actual results could differ materially from those expressed or implied by the forward-looking statements as a result of various factors, including, without limitation: changes in laws and regulations and adverse changes in the economy generally or in the industries in which our portfolio companies operate, including with respect to changes from the impact of the COVID-19 pandemic, and the resulting impacts on our and our portfolio companies' business and operations, liquidity and access to capital; and such other factors referenced in Item 1A entitled "Risk Factors" below in Part 2 of this Quarterly Report on Form 10-Q, and discussed in Item 1A entitled "Risk Factors" in Part 2 of our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, filed with the Securities and Exchange Commission (the "SEC") on May 8, 2020 and in Item 1A entitled "Risk Factors" in Part I of our Annual Report on Form 10-K for the year ended December 31, 2019, filed with the SEC on February 28, 2020 and elsewhere in this Quarterly Report on Form 10-Q and our other SEC filings.

We have based the forward-looking statements included in this Quarterly Report on Form 10-Q on information available to us on the date of this Quarterly Report on Form 10-Q, and we assume no obligation to update any such forward-looking statements, unless we are required to do so by applicable law. However, you are advised to refer to any additional disclosures that we may make directly to you or through reports that we in the future may file with the SEC, including subsequent periodic and current reports.

ORGANIZATION

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directly incurs the operating costs associated with employing investment and portfolio management professionals.

MSC Adviser I, LLC (the "External Investment Manager") was formed in November 2013 as a wholly owned subsidiary of MSCC to provide investment management and other services to parties other than MSCC and its subsidiaries or their portfolio companies ("External Parties") and receives fee income for such services. MSCC has been granted no-action relief by the SEC to allow the External Investment Manager to register as a registered investment adviser under the Investment Advisers Act of 1940, as amended. Since the External Investment Manager conducts all of its investment management activities for External Parties, it is accounted for as a portfolio investment of MSCC and is not included as a consolidated subsidiary of MSCC in MSCC's consolidated financial statements.

COVID-19 UPDATE

The COVID-19 pandemic, and the related effect on the U.S. and global economies, has had, and threatens to continue to have, adverse consequences for our business and operating results, and the businesses and operating results of our portfolio companies. During the quarter ended June 30, 2020, we continued to work collectively with our employees and portfolio companies to navigate the significant challenges created by the COVID-19 pandemic. We remain focused on ensuring the safety of our employees and the employees of our portfolio companies, while also managing our ongoing business activities. In this regard, we remain heavily engaged with our portfolio companies. As discussed below under "Discussion and Analysis of Results of Operations," our investment income, principally our interest and dividend income, has been negatively impacted by the economic effects of COVID-19 through the first six months of 2020. In addition, our net asset value as of June 30, 2020 decreased as compared to our net asset value as of December 31, 2019, primarily due to the unrealized depreciation of our Investment Portfolio caused by the immediate adverse economic effects of the COVID-19 pandemic and uncertainty regarding the extent and duration of its impact, as well as the negative impact of the pandemic on our investment income. We continue to maintain access to multiple sources of liquidity, including cash, unused capacity under our Credit Facility and remaining SBIC debenture capacity, and from December 31, 2019 to June 30, 2020, our total liquidity improved from $495.5 million to $528.7 million. As of June 30, 2020, we were in compliance with all debt covenants and do not anticipate any issues with our ability to comply with all covenants in the future. Refer to "—Liquidity and Capital Resources" below for further discussion as of June 30, 2020.

Neither our management nor our Board of Directors is able to predict the full impact of the COVID-19 pandemic, including its duration and the magnitude of its economic and societal impact. As such, while we will continue to monitor the rapidly evolving situation and guidance from U.S. and international authorities, including federal, state and local public health authorities, we are unable to predict with any certainty the extent to which the outbreak will negatively affect our portfolio

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companies' operating results and financial condition or the impact that such disruptions may have on our results of operations and financial condition in the future.

OVERVIEW

Our principal investment objective is to maximize our portfolio's total return by generating current income from our debt investments and capital appreciation from our equity and equity-related investments, including warrants, convertible securities and other rights to acquire equity securities in a portfolio company. Our LMM companies generally have annual revenues between $10 million and $150 million, and our LMM portfolio investments generally range in size from $5 million to $50 million. Our Middle Market investments are made in businesses that are generally larger in size than our LMM portfolio companies, with annual revenues typically between $150 million and $1.5 billion, and our Middle Market investments generally range in size from $3 million to $20 million. Our private loan ("Private Loan") portfolio investments are primarily debt securities in privately held companies which have been originated through strategic relationships with other investment funds on a collaborative basis. Private Loan investments are typically similar in size, structure, terms and conditions to investments we hold in our LMM portfolio and Middle Market portfolio.

We seek to fill the financing gap for LMM businesses, which, historically, have had limited access to financing from commercial banks and other traditional sources. The underserved nature of the LMM creates the opportunity for us to meet the financing needs of LMM companies while also negotiating favorable transaction terms and equity participations. Our ability to invest across a company's capital structure, from secured loans to equity securities, allows us to offer portfolio companies a comprehensive suite of financing options, or a "one stop" financing solution. Providing customized, "one stop" financing solutions is important to LMM portfolio companies. We generally seek to partner directly with entrepreneurs, management teams and business owners in making our investments. Our LMM portfolio debt investments are generally secured by a first lien on the assets of the portfolio company and typically have a term of between five and seven years from the original investment date.

Our Middle Market portfolio investments primarily consist of direct investments in or secondary purchases of interest-bearing debt securities in privately held companies that are generally larger in size than the companies included in our LMM portfolio. Our Middle Market portfolio debt investments are generally secured by either a first or second priority lien on the assets of the portfolio company and typically have an expected duration of between three and seven years from the original investment date.

Our Private Loan portfolio investments are primarily debt securities in privately held companies that have been originated through strategic relationships with other investment funds on a collaborative basis and are often referred to in the debt markets as "club deals." Private Loan investments are typically similar in size, structure, terms and conditions to investments we hold in our LMM portfolio and Middle Market portfolio. Our Private Loan portfolio debt investments are generally secured by either a first or second priority lien on the assets of the portfolio company and typically have a term of between three and seven years from the original investment date.

Our other portfolio ("Other Portfolio") investments primarily consist of investments that are not consistent with the typical profiles for our LMM, Middle Market or Private Loan portfolio investments, including investments which may be managed by third parties. In our Other Portfolio, we may incur indirect fees and expenses in connection with investments managed by third parties, such as investments in other investment companies or private funds.

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relationship with HMS Income Fund, Inc. ("HMS Income"). Through this agreement, we share employees with the External Investment Manager, including their related infrastructure, business relationships, management expertise and capital raising capabilities.

The following tables provide a summary of our investments in the LMM, Middle Market and Private Loan portfolios as of June 30, 2020 and December 31, 2019 (this information excludes the Other Portfolio investments and the External Investment Manager which are discussed further below):

	As of June 30, 2020

	LMM(a)			Middle Market			Private Loan
	(dollars in millions)
Number of portfolio companies		69			44			64
Fair value	$	1,188.0		$	410.5		$	653.8
Cost	$	1,032.3		$	516.5		$	750.7
% of portfolio at cost—debt		65.5	%		94.1	%		93.1	%
% of portfolio at cost—equity		34.5	%		5.9	%		6.9	%
% of debt investments at cost secured by first priority lien		98.2	%		92.1	%		95.3	%
Weighted-average annual effective yield(b)		11.6	%		7.7	%		8.7	%
Average EBITDA(c)	$	5.3		$	78.1		$	51.8

(a): At June 30, 2020, we had equity ownership in approximately 99% of our LMM portfolio companies, and the average fully diluted equity ownership in those portfolio companies was approximately 41%.
(b): The weighted-average annual effective yields were computed using the effective interest rates for all debt investments at cost as of June 30, 2020, including amortization of deferred debt origination fees and accretion of original issue discount but excluding fees payable upon repayment of the debt instruments and any debt investments on non-accrual status. Weighted-average annual effective yield is higher than what an investor in shares of our common stock will realize on its investment because it does not reflect our expenses or any sales load paid by an investor.
(c): The average EBITDA is calculated using a simple average for the LMM portfolio and a weighted-average for the Middle Market and Private Loan portfolios. These calculations exclude certain portfolio companies, including two LMM portfolio companies, two Middle Market portfolio companies and four Private Loan portfolio companies, as EBITDA is

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not a meaningful valuation metric for our investments in these portfolio companies, and those portfolio companies whose primary purpose is to own real estate.

	As of December 31, 2019

	LMM(a)			Middle Market			Private Loan
	(dollars in millions)
Number of portfolio companies		69			51			65
Fair value	$	1,206.9		$	522.1		$	692.1
Cost	$	1,002.2		$	572.3		$	734.8
% of portfolio at cost—debt		65.9	%		94.8	%		94.6	%
% of portfolio at cost—equity		34.1	%		5.2	%		5.4	%
% of debt investments at cost secured by first priority lien		98.1	%		91.3	%		95.4	%
Weighted-average annual effective yield(b)		11.8	%		8.6	%		9.5	%
Average EBITDA(c)	$	5.1		$	85.0		$	57.8

(a): At December 31, 2019, we had equity ownership in approximately 99% of our LMM portfolio companies, and the average fully diluted equity ownership in those portfolio companies was approximately 42%.
(b): The weighted-average annual effective yields were computed using the effective interest rates for all debt investments at cost as of December 31, 2019, including amortization of deferred debt origination fees and accretion of original issue discount but excluding fees payable upon repayment of the debt instruments and any debt investments on non-accrual status. Weighted-average annual effective yield is higher than what an investor in shares of our common stock will realize on its investment because it does not reflect our expenses or any sales load paid by an investor.
(c): The average EBITDA is calculated using a simple average for the LMM portfolio and a weighted-average for the Middle Market and Private Loan portfolios. These calculations exclude certain portfolio companies, including three LMM portfolio companies, two Middle Market portfolio companies and three Private Loan portfolio companies, as EBITDA is not a meaningful valuation metric for our investments in these portfolio companies, and those portfolio companies whose primary purpose is to own real estate.

As of June 30, 2020, we had Other Portfolio investments in twelve companies, collectively totaling approximately $98.1 million in fair value and approximately $126.4 million in cost basis and which comprised approximately 4.1% of our Investment Portfolio (as defined in "Critical Accounting Policies—Basis of Presentation" below) at fair value. As of December 31, 2019, we had Other Portfolio investments in eleven companies, collectively totaling approximately $106.7 million in fair value and approximately $118.4 million in cost basis and which comprised approximately 4.1% of our Investment Portfolio at fair value.

As previously discussed, the External Investment Manager is a wholly owned subsidiary that is treated as a portfolio investment. As of June 30, 2020, there was no cost basis in this investment and the investment had a fair value of approximately $69.1 million, which comprised approximately 2.9% of our Investment Portfolio at fair value. As of December 31, 2019, there was no cost basis in this investment and the investment had a fair value of approximately $74.5 million, which comprised approximately 2.9% of our Investment Portfolio at fair value.

Our portfolio investments are generally made through MSCC and the Funds. MSCC and the Funds share the same investment strategies and criteria, although they are subject to different

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regulatory regimes. An investor's return in MSCC will depend, in part, on the Funds' investment returns as they are wholly owned subsidiaries of MSCC.

The level of new portfolio investment activity will fluctuate from period to period based upon our view of the current economic fundamentals, our ability to identify new investment opportunities that meet our investment criteria, and our ability to consummate the identified opportunities. The level of new investment activity, and associated interest and fee income, will directly impact future investment income. In addition, the level of dividends paid by portfolio companies and the portion of our portfolio debt investments on non-accrual status will directly impact future investment income. While we intend to grow our portfolio and our investment income over the long term, our growth and our operating results may be more limited during depressed economic periods. However, we intend to appropriately manage our cost structure and liquidity position based on applicable economic conditions and our investment outlook. The level of realized gains or losses and unrealized appreciation or depreciation on our investments will also fluctuate depending upon portfolio activity, economic conditions and the performance of our individual portfolio companies. The changes in realized gains and losses and unrealized appreciation or depreciation could have a material impact on our operating results.

Because we are internally managed, we do not pay any external investment advisory fees, but instead directly incur the operating costs associated with employing investment and portfolio management professionals. We believe that our internally managed structure provides us with a beneficial operating expense structure when compared to other publicly traded and privately held investment firms which are externally managed, and our internally managed structure allows us the opportunity to leverage our non-interest operating expenses as we grow our Investment Portfolio. For the trailing twelve months ended June 30, 2020 and 2019, the ratio of our total operating expenses, excluding interest expense, as a percentage of our quarterly average total assets was 1.2% and 1.3%, respectively, and 1.4% for the year ended December 31, 2019.

During May 2012, we entered into an investment sub-advisory agreement with HMS Adviser, LP ("HMS Adviser"), which is the investment advisor to HMS Income, a non-listed BDC, to provide certain investment advisory services to HMS Adviser. In December 2013, after obtaining required no-action relief from the SEC to allow us to own a registered investment adviser, we assigned the sub-advisory agreement to the External Investment Manager since the fees received from such arrangement could otherwise have negative consequences on our ability to meet the source-of-income requirement necessary for us to maintain our RIC tax treatment. Under the investment sub-advisory agreement, the External Investment Manager is entitled to 50% of the base management fee and the incentive fees earned by HMS Adviser under its advisory agreement with HMS Income. During the three months ended June 30, 2020 and 2019, the External Investment Manager earned $2.3 million and $4.1 million, respectively, in base management fee income. No incentive fee income was earned in the three months ended June 30, 2020 compared to $1.3 million earned in the three months ended June 30, 2019. During the six months ended June 30, 2020, the External Investment Manager earned $4.8 million in base management fee income and no incentive fees compared to $5.7 million of base management fees and $1.4 million in incentive fees for the comparable period in 2019 under the sub-advisory agreement with HMS Adviser.

During April 2014, we received an exemptive order from the SEC permitting co-investments by us and HMS Income in certain negotiated transactions where co-investing would otherwise be prohibited under the 1940 Act. We have made, and in the future intend to continue to make, such co-investments with HMS Income in accordance with the conditions of the order. The order requires, among other things, that we and the External Investment Manager consider whether each such investment opportunity is appropriate for HMS Income and, if it is appropriate, to propose an allocation of the investment opportunity between us and HMS Income. Because the External Investment Manager may receive performance-based fee compensation from HMS Income, this may provide it an incentive to allocate opportunities to HMS Income instead of us. However, both we and the External Investment

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Manager have policies and procedures in place to manage this conflict. We have filed a new application for co-investment exemptive relief with the SEC that would provide greater flexibility in structuring and effectuating co-investment transactions between us, HMS Income and certain other funds managed by us as described in the application. Our new application for co-investment exemptive relief has not yet been granted, and there is no assurance that such relief will be granted on the terms and conditions in the application or at all. Pending the receipt of such new co-investment relief, we intend to continue to rely on our current co-investment relief.

CRITICAL ACCOUNTING POLICIES

Basis of Presentation

Our consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP"). For each of the periods presented herein, our consolidated financial statements include the accounts of MSCC and its consolidated subsidiaries. The Investment Portfolio, as used herein, refers to all of our investments in LMM portfolio companies, investments in Middle Market portfolio companies, Private Loan portfolio investments, Other Portfolio investments, and the investment in the External Investment Manager. Our results of operations for the three and six months ended June 30, 2020 and 2019, cash flows for the six months ended June 30, 2020 and 2019, and financial position as of June 30, 2020 and December 31, 2019, are presented On a consolidated basis. The effects of all intercompany transactions between us and our consolidated subsidiaries have been eliminated in consolidation.

Our accompanying unaudited consolidated financial statements are presented in conformity with U.S. GAAP 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, certain disclosures accompanying annual financial statements prepared in accordance with U.S. GAAP are omitted. In the opinion of management, the unaudited consolidated financial results included herein contain all adjustments, consisting solely of normal recurring accruals, considered necessary for the fair presentation of financial statements for the interim periods included herein. The results of operations for the three and six months ended June 30, 2020 and 2019 are not necessarily indicative of the operating results to be expected for the full year. Also, the unaudited financial statements and notes should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2019. Financial statements prepared on a U.S. GAAP basis require management to make estimates and assumptions that affect the amounts and disclosures reported in the financial statements and accompanying notes. Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed herein.

We are an investment company following the accounting and reporting guidance in Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 946, Financial Services—Investment Companies ("ASC 946"). Under ASC 946, we are precluded from consolidating other entities in which we have equity investments, including those in which we have a controlling interest, unless the other entity is another investment company. An exception to this general principle in ASC 946 occurs if we hold a controlling interest in an operating company that provides all or substantially all of its services directly to us or to any of our portfolio companies. Accordingly, as noted above, our consolidated financial statements include the financial position and operating results for the Funds and the Taxable Subsidiaries. We have determined that none of our portfolio investments qualify for this exception, including the investment in the External Investment Manager. Therefore, our Investment Portfolio is carried on the consolidated balance sheet at fair value with any adjustments to fair value recognized as "Net Unrealized Appreciation (Depreciation)" on the consolidated statements of operations until the investment is realized, usually upon exit, resulting in any gain or loss being recognized as a "Net Realized Gain (Loss)."

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Investment Portfolio Valuation

The most significant determination inherent in the preparation of our consolidated financial statements is the valuation of our Investment Portfolio and the related amounts of unrealized appreciation and depreciation. As of June 30, 2020 and December 31, 2019, our Investment Portfolio valued at fair value represented approximately 95% and 96% of our total assets, respectively. We are required to report our investments at fair value. We follow the provisions of FASB ASC 820, Fair Value Measurements and Disclosures ("ASC 820"). ASC 820 defines fair value, establishes a framework for measuring fair value, establishes a fair value hierarchy based on the quality of inputs used to measure fair value and enhances disclosure requirements for fair value measurements. ASC 820 requires us to assume that the portfolio investment is to be sold in the principal market to independent market participants, which may be a hypothetical market. Market participants are defined as buyers and sellers in the principal market that are independent, knowledgeable and willing and able to transact. See "Note B.1.—Valuation of the Investment Portfolio" in the notes to consolidated financial statements for a detailed discussion of our investment portfolio valuation process and procedures.

Due to the inherent uncertainty in the valuation process, our determination of fair value for our Investment Portfolio may differ materially from the values that would have been determined had a ready market for the securities existed. In addition, changes in the market environment, portfolio company performance and other events that may occur over the lives of the investments may cause the gains or losses ultimately realized on these investments to be materially different than the valuations currently assigned. We determine the fair value of each individual investment and record changes in fair value as unrealized appreciation or depreciation.

Our Board of Directors has the final responsibility for overseeing, reviewing and approving, in good faith, our determination of the fair value for our Investment Portfolio and our valuation procedures, consistent with 1940 Act requirements. We believe our Investment Portfolio as of June 30, 2020 and December 31, 2019 approximates fair value as of those dates based on the markets in which we operate and other conditions in existence on those reporting dates.

Revenue Recognition

Interest and Dividend Income

We record interest and dividend income on the accrual basis to the extent amounts are expected to be collected. Dividend income is recorded as dividends are declared by the portfolio company or at the point an obligation exists for the portfolio company to make a distribution. In accordance with our valuation policies, we evaluate accrued interest and dividend income periodically for collectability. When a loan or debt security becomes 90 days or more past due, and if we otherwise do not expect the debtor to be able to service all of its debt or other obligations, we will generally place the loan or debt security on non-accrual status and cease recognizing interest income on that loan or debt security until the borrower has demonstrated the ability and intent to pay contractual amounts due. If a loan or debt security's status significantly improves regarding the debtor's ability to service the debt or other obligations, or if a loan or debt security is sold or written off, we remove it from non-accrual status.

Fee Income

We may periodically provide services, including structuring and advisory services, to our portfolio companies or other third parties. For services that are separately identifiable and evidence exists to substantiate fair value, fee income is recognized as earned, which is generally when the investment or other applicable transaction closes. Fees received in connection with debt financing transactions for services that do not meet these criteria are treated as debt origination fees and are deferred and accreted into income over the life of the financing.

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Payment-in-Kind ("PIK") Interest and Cumulative Dividends

We hold certain debt and preferred equity instruments in our Investment Portfolio that contain PIK interest and cumulative dividend provisions. The PIK interest, computed at the contractual rate specified in each debt agreement, is periodically added to the principal balance of the debt and is recorded as interest income. Thus, the actual collection of this interest may be deferred until the time of debt principal repayment. Cumulative dividends are recorded as dividend income, and any dividends in arrears are added to the balance of the preferred equity investment. The actual collection of these dividends in arrears may be deferred until such time as the preferred equity is redeemed or sold. To maintain RIC tax treatment (as discussed below), these non-cash sources of income may need to be paid out to stockholders in the form of distributions, even though we may not have collected the PIK interest and cumulative dividends in cash. We stop accruing PIK interest and cumulative dividends and write off any accrued and uncollected interest and dividends in arrears when we determine that such PIK interest and dividends in arrears are no longer collectible. For the three months ended June 30, 2020 and 2019, (i) approximately 2.5% and 2.2%, respectively, of our total investment income was attributable to PIK interest income not paid currently in cash and (ii) approximately 0.9% and 1.1%, respectively, of our total investment income was attributable to cumulative dividend income not paid currently in cash. For the six months ended June 30, 2020 and 2019, (i) approximately 1.7% and 2.0%, respectively, of our total investment income was attributable to PIK interest income not paid currently in cash and (ii) approximately 0.9% and 1.1%, respectively, of our total investment income was attributable to cumulative dividend income not paid currently in cash.

Share-Based Compensation

We account for our share-based compensation plans using the fair value method, as prescribed by ASC 718, Compensation—Stock Compensation. Accordingly, for restricted stock awards, we measure the grant date fair value based upon the market price of our common stock on the date of the grant and amortize the fair value of the awards as share-based compensation expense over the requisite service period, which is generally the vesting term.

We have also adopted Accounting Standards Update ("ASU") 2016-09, Compensation—Stock Compensation: Improvements to Employee Share-Based Payment Accounting, which requires that all excess tax benefits and tax deficiencies (including tax benefits of dividends on share-based payment awards) be recognized as income tax expense or benefit in the income statement and not delay recognition of a tax benefit until the tax benefit is realized through a reduction to taxes payable. Accordingly, the tax effects of exercised or vested awards are treated as discrete items in the reporting period in which they occur. Additionally, we have elected to account for forfeitures as they occur.

Income Taxes

MSCC has elected to be treated for U.S. federal income tax purposes as a RIC. MSCC's taxable income includes the taxable income generated by MSCC and certain of its subsidiaries, including the Funds, which are treated as disregarded entities for tax purposes. As a RIC, MSCC generally will not pay corporate-level U.S. federal income taxes on any net ordinary taxable income or capital gains that MSCC distributes to its stockholders. MSCC must generally distribute at least 90% of its "investment company taxable income" (which is generally its net ordinary taxable income and realized net short-term capital gains in excess of realized net long-term capital losses) and 90% of its tax-exempt income to maintain its RIC status (pass-through tax treatment for amounts distributed). As part of maintaining RIC status, undistributed taxable income (subject to a 4% non-deductible U.S. federal excise tax) pertaining to a given fiscal year may be distributed up to 12 months subsequent to the end of that fiscal year, provided such dividends are declared on or prior to the later of (i) filing of the U.S. federal income tax return for the applicable fiscal year or (ii) the fifteenth day of the ninth month following the close of the year in which such taxable income was generated.

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The Taxable Subsidiaries primarily hold certain portfolio investments for us. The Taxable Subsidiaries permit us to hold equity investments in portfolio companies which are "pass-through" entities for tax purposes and to continue to comply with the "source-of-income" requirements contained in the RIC tax provisions of the Code. The Taxable Subsidiaries are consolidated with us for U.S. GAAP financial reporting purposes, and the portfolio investments held by the Taxable Subsidiaries are included in our consolidated financial statements as portfolio investments and recorded at fair value. The Taxable Subsidiaries are not consolidated with MSCC for income tax purposes and may generate income tax expense, or benefit, and tax assets and liabilities, as a result of their ownership of certain portfolio investments. The taxable income, or loss, of the Taxable Subsidiaries may differ from their book income, or loss, due to temporary book and tax timing differences and permanent differences. The Taxable Subsidiaries are each taxed at their normal corporate tax rates based on their taxable income. The income tax expense, or benefit, if any, and the related tax assets and liabilities, of the Taxable Subsidiaries are reflected in our consolidated financial statements.

INVESTMENT PORTFOLIO COMPOSITION

Our LMM portfolio investments primarily consist of secured debt, equity warrants and direct equity investments in privately held, LMM companies based in the United States. Our LMM portfolio companies generally have annual revenues between $10 million and $150 million, and our LMM investments generally range in size from $5 million to $50 million. The LMM debt investments are typically secured by either a first or second priority lien on the assets of the portfolio company, can include either fixed or floating rate terms and generally have a term of between five and seven years from the original investment date. In most LMM portfolio investments, we receive nominally priced equity warrants and/or make direct equity investments in connection with a debt investment.

Our Middle Market portfolio investments primarily consist of direct investments in or secondary purchases of interest-bearing debt securities in privately held companies based in the United States that are generally larger in size than the companies included in our LMM portfolio. Our Middle Market portfolio companies generally have annual revenues between $150 million and $1.5 billion, and our Middle Market investments generally range in size from $3 million to $20 million. Our Middle Market

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portfolio debt investments are generally secured by either a first or second priority lien on the assets of the portfolio company and typically have a term of between three and seven years from the original investment date.

Our Private Loan portfolio investments are primarily debt securities in privately held companies which have been originated through strategic relationships with other investment funds on a collaborative basis and are often referred to in the debt markets as "club deals." Private Loan investments are typically similar in size, structure, terms and conditions to investments we hold in our LMM portfolio and Middle Market portfolio. Our Private Loan portfolio debt investments are generally secured by either a first or second priority lien on the assets of the portfolio company and typically have a term of between three and seven years from the original investment date.

Our Other Portfolio investments primarily consist of investments which are not consistent with the typical profiles for LMM, Middle Market and Private Loan portfolio investments, including investments which may be managed by third parties. In the Other Portfolio, we may incur indirect fees and expenses in connection with investments managed by third parties, such as investments in other investment companies or private funds.

Our external asset management business is conducted through the External Investment Manager. The External Investment Manager earns management fees based on the assets of the funds under management and may earn incentive fees, or a carried interest, based on the performance of the funds managed. We have entered into an agreement with the External Investment Manager to share employees in connection with its asset management business generally, and specifically for its relationship with HMS Income. Through this agreement, we share employees with the External Investment Manager, including their related infrastructure, business relationships, management expertise and capital raising capabilities, and we allocate the related expenses to the External Investment Manager pursuant to the sharing agreement. Our total expenses for the three months ended June 30, 2020 and 2019 are net of expenses allocated to the External Investment Manager of $1.8 million and $1.7 million, respectively. Our total expenses for each of the six months ended June 30, 2020 and 2019 are net of expenses allocated to the External Investment Manager of $3.4 million . The External Investment Manager earns management fees based on the assets of the funds under management and may earn incentive fees, or a carried interest, based on the performance of the funds managed. The total contribution of the External Investment Manager to our net investment income consists of the combination of the expenses allocated to the External Investment Manager and the dividend income earned from the External Investment Manager. For the three months ended June 30, 2020 and 2019, the total contribution to our net investment income was $2.2 million and $3.6 million, respectively. For the six months ended June 30, 2020 and 2019, the total contribution to our net investment income was $4.5 million and $6.2 million, respectively.

The following tables summarize the composition of our total combined LMM portfolio investments, Middle Market portfolio investments and Private Loan portfolio investments at cost and fair value by type of investment as a percentage of the total combined LMM portfolio investments, Middle Market portfolio investments and Private Loan portfolio investments as of June 30, 2020 and

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December 31, 2019 (this information excludes the Other Portfolio investments and the External Investment Manager).

Cost:

First lien debt	77.4	%	78.2	%
Equity	18.5	%	17.2	%
Second lien debt	3.1	%	3.5	%
Equity warrants	0.5	%	0.6	%
Other	0.5	%	0.5	%

	100.0	%	100.0	%

Fair Value:

First lien debt	69.8	%	70.1	%
Equity	26.5	%	26.0	%
Second lien debt	2.8	%	3.0	%
Equity warrants	0.4	%	0.4	%
Other	0.5	%	0.5	%

	100.0	%	100.0	%

Our LMM portfolio investments, Middle Market portfolio investments and Private Loan portfolio investments carry a number of risks including: (1) investing in companies which may have limited operating histories and financial resources; (2) holding investments that generally are not publicly traded and which may be subject to legal and other restrictions on resale; and (3) other risks common to investing in below investment grade debt and equity investments in our Investment Portfolio. Please see "Risk Factors—Risks Related to Our Investments" contained in our Form 10-K for the fiscal year ended December 31, 2019 and "Risk Factors" below in this Quarterly Report on Form 10-Q and in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 for a more complete discussion of the risks involved with investing in our Investment Portfolio.

PORTFOLIO ASSET QUALITY

We utilize an internally developed investment rating system to rate the performance of each LMM portfolio company and to monitor our expected level of returns on each of our LMM investments in relation to our expectations for the portfolio company. The investment rating system takes into consideration various factors, including each investment's expected level of returns, the collectability of our debt investments and the ability to receive a return of the invested capital in our equity investments, comparisons to competitors and other industry participants, the portfolio company's future outlook and other factors that are deemed to be significant to the portfolio company.

As of June 30, 2020, our total Investment Portfolio had eleven investments on non-accrual status, which comprised approximately 1.9% of its fair value and 6.3% of its cost. As of December 31, 2019, our total Investment Portfolio had eight investments on non-accrual status, which comprised approximately 1.4% of its fair value and 4.8% of its cost.

The operating results of our portfolio companies are impacted by changes in the broader fundamentals of the United States economy. In periods during which the United States economy contracts, as it has due to the impact of COVID-19, it is likely that the financial results of small to mid-sized companies, like those in which we invest, could experience deterioration or limited growth from current levels, which could ultimately lead to difficulty in meeting their debt service requirements, to an increase in defaults on our debt investments or in realized losses on our investments and to

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difficulty in maintaining historical dividend payment rates and unrealized appreciation on our equity investments. Consequently, we can provide no assurance that the performance of certain portfolio companies will not be negatively impacted by future economic cycles or other conditions, which could also have a negative impact on our future results.

DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS

Comparison of the three months ended June 30, 2020 and June 30, 2019

	Three Months Ended June 30,						Net Change

	2020			2019			Amount			%
	(dollars in thousands)
Total investment income	$	52,007		$	61,293		$	(9,286	)		(15)%
Total expenses		(20,713	)		(21,676	)		963			4%

Net investment income		31,294			39,617			(8,323	)		(21)%
Net realized loss from investments		(8,584	)		(2,554	)		(6,030	)		236%
Net unrealized appreciation (depreciation) from:
Portfolio investments		13,164			4,857			8,307			171%
SBIC debentures		—			(233	)		233			NM

Total net unrealized appreciation		13,164			4,624			8,540			185%
Income tax benefit (provision)		7,495			(3,433	)		10,928			NM

Net increase in net assets resulting from operations	$	43,369		$	38,254		$	5,115			13%

	Three Months Ended June 30,				Net Change

	2020		2019		Amount			%
	(dollars in thousands, except per share amounts)
Net investment income	$	31,294	$	39,617	$	(8,323	)		(21)%
Share-based compensation expense		2,817		2,378		439			18%

Distributable net investment income(a)	$	34,111	$	41,995	$	(7,884	)		(19)%



Net investment income per share—Basic and diluted	$	0.48	$	0.63	$	(0.15	)		(24)%



Distributable net investment income per share—Basic and diluted(a)	$	0.52	$	0.67	$	(0.15	)		(22)%

NM: Not Meaningful
(a): Distributable net investment income is net investment income as determined in accordance with U.S. GAAP, excluding the impact of share-based compensation expense which is non-cash in nature. We believe presenting distributable net investment income and related per share amounts is useful and appropriate supplemental disclosure of information for analyzing our financial performance since share-based compensation does not require settlement in cash. However, distributable net investment income is a non-U.S. GAAP measure and should not be considered as a replacement to net investment income and other earnings measures presented in accordance with U.S. GAAP. Instead, distributable net investment income should be reviewed only in connection with such U.S. GAAP measures in analyzing our financial performance. A reconciliation of net investment income in accordance with U.S. GAAP to distributable net investment income is presented in the table above.

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Investment Income

Total investment income for the three months ended June 30, 2020 was $52.0 million, a 15% decrease from the $61.3 million of total investment income for the corresponding period of 2019. This comparable period decrease was principally attributable to (i) a $5.6 million decrease in interest income, which was primarily due to lower floating interest rates on investment portfolio debt investments based upon the decline in the London Interbank Offered Rate ("LIBOR"), and (ii) a $5.0 million decrease in dividend income from Investment Portfolio equity investments, also partially attributable to the current negative impact of the COVID-19 pandemic and, specifically, on certain of our portfolio companies' operating results, financial condition and liquidity, as well as the uncertainty relative to the duration of the pandemic's effects. These decreases were partially offset by a $1.3 million increase in fee income. The $9.3 million decrease in total investment income in the three months ended June 30, 2020 includes the net impact of a $0.3 million increase from accelerated prepayment, repricing and other income activity considered less consistent or non-recurring.

Expenses

Total expenses for the three months ended June 30, 2020 decreased to $20.7 million from $21.7 million for the corresponding period of 2019. This decrease in operating expenses was principally attributable to (i) a $0.7 million decrease in compensation expense, (ii) a $0.4 million decrease in interest expense and (iii) a $0.2 million decrease in general and administrative expense, partially offset by a $0.4 million increase in share-based compensation expense. The decrease in compensation expense is primarily related to a $1.7 million decrease in cash incentive compensation accruals, partially offset by a $0.7 million increase in expense as a result of the change in the fair value of our deferred compensation plan assets. The decrease in interest expense is primarily due to a $2.1 million decrease from the repayment of the 4.50% Notes due 2019 (as defined below) effective December 1, 2019, partially offset by a $1.7 million increase as a result of two separate issuances of our 5.20% Notes (as defined below) in April 2019 and December 2019.

Net Investment Income

Net investment income for the three months ended June 30, 2020 decreased 21% to $31.3 million, or $0.48 per share, compared to net investment income of $39.6 million, or $0.63 per share, for the corresponding period of 2019. The decrease in net investment income was principally attributable to the decrease in total investment income, partially offset by lower operating expenses, both as discussed above. The decrease in net investment income per share is also attributable to the 4% increase in weighted average shares outstanding to 65.3 million for the three months ended June 30, 2020, primarily due to shares issued through the ATM Program (as defined in "—Liquidity and Capital Resources—Capital Resources" below), shares issued pursuant to our equity incentive plans and shares issued pursuant to our dividend reinvestment plan.

Distributable Net Investment Income

Distributable net investment income for the three months ended June 30, 2020 decreased 19% to $34.1 million, or $0.52 per share, compared with $42.0 million, or $0.67 per share, in the corresponding period of 2019. The decline in distributable net investment income was primarily due to the decreased level of total investment income, partially offset by lower operating expenses, both as discussed above. Distributable net investment income on a per share basis for the three months ended June 30, 2020 also reflects a greater number of average shares outstanding compared to the corresponding period in 2019, as described above. The decline in distributable net investment income per share includes a decrease of $0.01 per share due to the increase in compensation expense as a result of the increase in the fair value of the deferred compensation plan assets during the second quarter of 2020.

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Net Increase in Net Assets Resulting from Operations

The net increase in net assets resulting from operations for the three months ended June 30, 2020 was $43.4 million, or $0.66 per share, compared with $38.3 million, or $0.61 per share, during the three months ended June 30, 2019. This $5.1 million increase from the prior year's comparable period was primarily the result of (i) a $10.9 million benefit from the change in the income tax benefit (provision) and (ii) an $8.3 million increase in net unrealized appreciation from portfolio investments, including the impact of accounting reversals relating to realized gains/income (losses), with these increases partially offset by (i) an $8.3 million decrease in net investment income, as discussed above, and (ii) a $6.0 million increase in the net realized loss from investments. The net realized loss from investments of $8.6 million for the three months ended June 30, 2020 was primarily the result of (i) realized losses of $9.9 million from the exit of three Middle Market investments, partially offset by the net realized gain of $1.6 million resulting from the full exit of two LMM investments and the partial exit of another LMM investment.

The following table provides a summary of the total net unrealized appreciation of $13.2 million for the three months ended June 30, 2020:

	Three Months Ended June 30, 2020

	LMM(a)			Middle Market		Private Loan		Other			Total
	(dollars in millions)
Accounting reversals of net unrealized (appreciation) depreciation recognized in prior periods due to net realized (gains / income) losses recognized during the current period	$	(4.5	)	$	8.2	$	3.0	$	—		$	6.7
Net unrealized appreciation (depreciation) relating to portfolio investments		(16.4	)		8.2		11.7		3.0	(b)		6.5

Total net unrealized appreciation (depreciation) relating to portfolio investments	$	(20.9	)	$	16.4	$	14.7	$	3.0		$	13.2



Total net unrealized appreciation											$	13.2

(a): LMM includes unrealized appreciation on 20 LMM portfolio investments and unrealized depreciation on 22 LMM portfolio investments.
(b): Other includes (i) $7.5 million of unrealized appreciation relating to the External Investment Manager and (ii) $0.8 million of unrealized appreciation relating to deferred compensation plan assets, partially offset by $5.2 million of net unrealized depreciation relating to the Other Portfolio.

The income tax benefit for the three months ended June 30, 2020 of $7.5 million principally consisted of a deferred tax benefit of $8.0 million, which is primarily the result of the net activity relating to our portfolio investments held in our Taxable Subsidiaries, including changes in loss carryforwards, changes in net unrealized appreciation/depreciation and other temporary book-tax differences, partially offset by a current tax provision of $0.6 million related to a $0.4 million provision for current U.S. federal and state income taxes, as well as a $0.2 million provision for excise tax on our estimated undistributed taxable income.

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Comparison of the six months ended June 30, 2020 and June 30, 2019

	Six Months Ended June 30,						Net Change

	2020			2019			Amount			%
	(dollars in thousands)
Total investment income	$	108,156		$	122,657		$	(14,501	)		(12	)%
Total expenses		(40,317	)		(43,550	)		3,233			7	%

Net investment income		67,839			79,107			(11,268	)		(14	)%
Net realized loss from investments		(30,449	)		(8,287	)		(22,162	)		NM
Net realized loss on extinguishment of debt		(534	)		(5,689	)		5,155			NM
Net unrealized appreciation (depreciation) from:
Portfolio investments		(181,144	)		16,081			(197,225	)		NM
SBIC debentures		460			4,945			(4,485	)		NM

Total net unrealized appreciation (depreciation)		(180,684	)		21,026			(201,710	)		NM
Income tax benefit (provision)		15,760			(6,502	)		22,262			NM

Net increase (decrease) in net assets resulting from operations	$	(128,068	)	$	79,655		$	(207,723	)		NM

	Six Months Ended June 30,				Net Change

	2020		2019		Amount			%
	(dollars in thousands, except per share amounts)
Net investment income	$	67,839	$	79,107	$	(11,268	)		(14	)%
Share-based compensation expense		5,654		4,707		947			20	%

Distributable net investment income(a)	$	73,493	$	83,814	$	(10,321	)		(12	)%



Net investment income per share—Basic and diluted	$	1.04	$	1.27	$	(0.23	)		(18	)%



Distributable net investment income per share—Basic and diluted(a)	$	1.13	$	1.34	$	(0.21	)		(16	)%

NM: Not Meaningful
(b): Distributable net investment income is net investment income as determined in accordance with U.S. GAAP, excluding the impact of share-based compensation expense which is non-cash in nature. We believe presenting distributable net investment income and related per share amounts is useful and appropriate supplemental disclosure of information for analyzing our financial performance since share-based compensation does not require settlement in cash. However, distributable net investment income is a non-U.S. GAAP measure and should not be considered as a replacement to net investment income and other earnings measures presented in accordance with U.S. GAAP. Instead, distributable net investment income should be reviewed only in connection with such U.S. GAAP measures in analyzing our financial performance. A reconciliation of net investment income in accordance with U.S. GAAP to distributable net investment income is presented in the table above.

Investment Income

Total investment income for the six months ended June 30, 2020 was $108.2 million, a 12% decrease from the $122.7 million of total investment income for the corresponding period of 2019. This comparable period decrease was principally attributable to (i) a $9.4 million decrease in dividend income from Investment Portfolio equity investments, partially attributable to the current negative impact of the COVID-19 pandemic on certain of our portfolio companies' operating results, financial

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condition and liquidity, as well as the uncertainty relative to the duration of the pandemic's effects and (ii) a $8.1 million decrease in interest income, primarily due to a decline in floating interest rates on investment portfolio debt investments. These decreases were partially offset by a $3.0 million increase in fee income. The $14.5 million decrease in total investment income in the six months ended June 30, 2020 includes the positive impact of a net increase of $2.7 million from accelerated prepayment, repricing and other income activity considered less consistent or non-recurring.

Expenses

Total expenses for the six months ended June 30, 2020 decreased to $40.3 million from $43.6 million in the corresponding period of 2019. This decrease in operating expenses was principally attributable to a $4.3 million decrease in compensation expense, partially offset by a $0.9 million increase in share-based compensation expense. The decrease in compensation expense is primarily related to (i) a $4.2 million decrease in cash incentive compensation accruals and (ii) a $0.8 million decrease as a result of the change in the fair value of our deferred compensation plan assets, partially offset by a $0.6 million increase in base compensation-related expenses.

Net Investment Income

Net investment income for the six months ended June 30, 2020 decreased 14% to $67.8 million, or $1.04 per share, compared to net investment income of $79.1 million, or $1.27 per share, for the corresponding period of 2019. The decrease in net investment income was principally attributable to the decrease in total investment income, partially offset by lower operating expenses, both as discussed above, as well as the 4% increase in weighted average shares outstanding to 64.9 million for the six months ended June 30, 2020, primarily due to shares issued through the ATM Program (as defined in "—Liquidity and Capital Resources—Capital Resources" below), shares issued pursuant to our equity incentive plans and shares issued pursuant to our dividend reinvestment plan.

Distributable Net Investment Income

Distributable net investment income for the six months ended June 30, 2020 decreased 12% to $73.5 million, or $1.13 per share, compared with $83.8 million, or $1.34 per share, in the corresponding period of 2019. The decline in distributable net investment income was primarily due to the decreased level of total investment income, partially offset by lower operating expenses, both as discussed above. Distributable net investment income on a per share basis for the six months ended June 30, 2020 also reflects a greater number of average shares outstanding compared to the corresponding period in 2019, as described above. The decline in distributable net investment income on a per share basis includes (i) an increase of $0.04 per share due to the increase in interest income from accelerated prepayment, repricing and other income activity considered non-recurring, as discussed above, and (ii) an increase of $0.01 per share due to the decrease in compensation expense as a result of the decrease in the fair value of the deferred compensation plan assets.

Net Increase (Decrease) in Net Assets Resulting from Operations

The net increase (decrease) in net assets resulting from operations for the six months ended June 30, 2020 was $(128.1) million, or $(1.97) per share, compared with $79.7 million, or $1.28 per share, during the six months ended June 30, 2019. This $207.7 million decrease from the prior year's comparable period was primarily the result of (i) a $197.2 million decrease in net unrealized appreciation (depreciation) from portfolio investments, primarily caused by the adverse economic effects of the COVID-19 pandemic, and including the impact of accounting reversals relating to realized gains/income (losses), (ii) a $22.2 million increase in the net realized loss from investments, (iii) a $11.3 million decrease in net investment income, as discussed above, and (iv) a $4.5 million decrease in unrealized appreciation on the SBIC debentures accounted for on a fair value basis,

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partially offset by (i) a $22.3 million benefit from the change in the income tax benefit (provision) and (ii) a $5.2 million decrease in the net realized loss on extinguishment of debt. The net realized loss from investments of $30.4 million for the six months ended June 30, 2020 was primarily the result of (i) the net realized loss of $12.7 million from the exit of three LMM investments, (ii) the realized loss of $9.9 million from the exit of three Middle Market investments and (iii) the realized loss of $7.1 million resulting from the partial exit of two LMM investments.

The following table provides a summary of the total net unrealized depreciation of $180.7 million for the six months ended June 30, 2020:

	Six Months Ended June 30, 2020

	LMM(a)			Middle Market			Private Loan			Other			Total
	(dollars in millions)
Accounting reversals of net unrealized (appreciation) depreciation recognized in prior periods due to net realized (gains / income) losses recognized during the current period	$	13.0		$	8.2		$	2.6		$	—		$	23.8
Net unrealized depreciation relating to portfolio investments		(61.9	)		(64.1	)		(56.7	)		(22.3)	(b)		(205.0	)

Total net unrealized depreciation relating to portfolio investments	$	(48.9	)	$	(55.9	)	$	(54.1	)	$	(22.3	)	$	(181.2	)



Unrealized appreciation relating to SBIC debentures(c)														0.5

Total net unrealized depreciation													$	(180.7	)

(a): LMM includes unrealized appreciation on 18 LMM portfolio investments and unrealized depreciation on 41 LMM portfolio investments.
(b): Other includes (i) $16.6 million of net unrealized depreciation relating to the Other Portfolio, (ii) $5.4 million of unrealized depreciation relating to the External Investment Manager and (iii) $0.3 million of unrealized depreciation relating to deferred compensation plan assets.
(c): Relates to unrealized depreciation on the SBIC debentures previously issued by MSC II which were accounted for on a fair value basis.

The income tax benefit for the six months ended June 30, 2020 of $15.8 million principally consisted of a deferred tax benefit of $16.0 million, which is primarily the result of the net activity relating to our portfolio investments held in our Taxable Subsidiaries, including changes in loss carryforwards, changes in net unrealized appreciation/depreciation and other temporary book-tax differences, partially offset by a current tax provision of $0.3 million related to a $0.7 provision for excise tax on our estimated undistributed taxable income, partially offset by a $0.4 million benefit for current U.S. federal and state income taxes.

Liquidity and Capital Resources

This "Liquidity and Capital Resources" section should be read in conjunction with the "COVID-19 Update" section above.

Cash Flows

For the six months ended June 30, 2020, we experienced a net increase in cash and cash equivalents in the amount of $13.3 million, which is the net result of $39.7 million of cash provided by our operating activities and $26.4 million of cash used in our financing activities.

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The $39.7 million of cash provided by our operating activities resulted primarily from (i) cash flows we generated from the operating profits earned totaling $66.0 million, which is our distributable net investment income, excluding the non-cash effects of the accretion of unearned income, payment-in-kind interest income, cumulative dividends and the amortization expense for deferred financing costs, (ii) cash proceeds totaling $235.6 million from the sales and repayments of debt investments and sales of and return on capital of equity investments and (iii) cash proceeds of $2.4 million related to changes in other assets and liabilities, partially offset by cash uses totaling $264.3 million for the funding of new portfolio company investments and settlement of accruals for portfolio investments existing as of December 31, 2019.

The $26.4 million of cash used in our financing activities principally consisted of (i) $71.3 million in cash dividends paid to stockholders, (ii) $22.0 million in repayment of SBIC debentures, (iii) $1.8 million for purchases of vested restricted stock from employees to satisfy their tax withholding requirements upon the vesting of such restricted stock and (iv) $1.2 million for payment of deferred debt issuance costs, SBIC debenture fees and other costs, partially offset by (i) $29.9 million in net cash proceeds from our ATM Program (described below) and direct stock purchase plan, (ii) $25.0 million in cash proceeds from the issuance of SBIC debentures and (iii) $15.0 million in net proceeds from the Credit Facility.

Capital Resources

As of June 30, 2020, we had $68.5 million in cash and cash equivalents and $425.0 million of unused capacity under the Credit Facility, which we maintain to support our investment and operating activities. As of June 30, 2020, our net asset value totaled $1,370.9 million, or $20.85 per share.

The Credit Facility, which provides additional liquidity to support our investment and operational activities, includes total commitments of $740.0 million from a diversified group of 18 lenders. The Credit Facility matures in September 2023 and contains an accordion feature which allows us to increase the total commitments under the facility to up to $800.0 million from new and existing lenders on the same terms and conditions as the existing commitments. Borrowings under the Credit Facility bear interest, subject to our election and resetting on a monthly basis on the first of each month, on a per annum basis at a rate equal to the applicable LIBOR rate (0.2% as of June 30, 2020) plus (i) 1.875% (or the applicable base rate (Prime Rate of 3.25% as of June 30, 2020) plus 0.875%) as long as we meet certain agreed upon excess collateral and maximum leverage requirements or (ii) 2.0% (or the applicable base rate plus 1.0%) otherwise. We pay unused commitment fees of 0.25% per annum on the unused lender commitments under the Credit Facility. The Credit Facility is secured by a first lien on the assets of MSCC and its subsidiaries, excluding the equity ownership or assets of the Funds and the External Investment Manager. The Credit Facility contains certain affirmative and negative covenants, including but not limited to: (i) maintaining a minimum availability of at least 10% of the borrowing base, (ii) maintaining an interest coverage ratio of at least 2.0 to 1.0, (iii) maintaining an asset coverage ratio (tangible net worth to Credit Facility borrowings) of at least 1.5 to 1.0 and (iv) maintaining a minimum tangible net worth. The Credit Facility is provided on a revolving basis through its final maturity date in September 2023, and contains two, one-year extension options which could extend the final maturity by up to two years, subject to certain conditions, including lender approval. As of June 30, 2020, we had $315.0 million in borrowings outstanding under the Credit Facility, the interest rate on the Credit Facility was 2.0% (based on the LIBOR rate of 0.2% as of the most recent reset date of June 1, 2020 plus 1.875%) and we were in compliance with all financial covenants of the Credit Facility.

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Through the Funds, we have the ability to issue SBIC debentures guaranteed by the SBA at favorable interest rates and favorable terms and conditions. Under existing SBIC regulations, SBA-approved SBICs under common control have the ability to issue debentures guaranteed by the SBA up to a regulatory maximum amount of $350.0 million. Under existing SBA-approved commitments, we had $314.8 million of outstanding SBIC debentures guaranteed by the SBA as of June 30, 2020 through our wholly owned SBICs, which bear a weighted-average annual fixed interest rate of approximately 3.5%, paid semiannually, and mature ten years from issuance. The first maturity related to our SBIC debentures occurs in 2020, and the weighted-average remaining duration is approximately 5.3 years as of June 30, 2020. During the six months ended June 30, 2020, Main Street issued $25.0 million of SBIC debentures and opportunistically prepaid $22.0 million of existing SBIC debentures that were scheduled to mature over the next year as part of an effort to manage the maturity dates of the oldest SBIC debentures. Debentures guaranteed by the SBA have fixed interest rates that equal prevailing 10-year Treasury Note rates plus a market spread and have a maturity of ten years with interest payable semiannually. The principal amount of the debentures is not required to be paid before maturity, but may be pre-paid at any time with no prepayment penalty. We expect to issue new SBIC debentures under the SBIC program in the future in an amount up to the regulatory maximum amount for affiliated SBIC funds.

In November 2014, we issued $175.0 million in aggregate principal amount of 4.50% unsecured notes due 2019 (the "4.50% Notes due 2019") at an issue price of 99.53%. The 4.50% Notes due 2019 bore interest at a rate of 4.50% per year payable semiannually on June 1 and December 1 of each year. On December 2, 2019, we repaid the entire principal amount of the issued and outstanding 4.50% Notes due 2019, effective December 1, 2019 (the "Maturity Date"), at par value plus the accrued and unpaid interest thereon from June 1, 2019 through the Maturity Date.

In November 2017, we issued $185.0 million in aggregate principal amount of 4.50% unsecured notes due December 1, 2022 (the "4.50% Notes due 2022") at an issue price of 99.16%. The 4.50% Notes due 2022 are unsecured obligations and rank pari passu with our current and future unsecured indebtedness; senior to any of our future indebtedness that expressly provides it is subordinated to the 4.50% Notes due 2022; effectively subordinated to all of our existing and future secured indebtedness, to the extent of the value of the assets securing such indebtedness, including borrowings under our Credit Facility; and structurally subordinated to all existing and future indebtedness and other obligations of any of our subsidiaries, including without limitation, the indebtedness of the Funds. The 4.50% Notes due 2022 may be redeemed in whole or in part at any time at our option subject to certain make-whole provisions. The 4.50% Notes due 2022 bear interest at a rate of 4.50% per year payable semiannually on June 1 and December 1 of each year. We may from time to time repurchase the 4.50% Notes due 2022 in accordance with the 1940 Act and the rules promulgated thereunder. As of June 30, 2020, the outstanding balance of the 4.50% Notes due 2022 was $185.0 million.

The indenture governing the 4.50% Notes due 2022 (the "4.50% Notes due 2022 Indenture") contains certain covenants, including covenants requiring our compliance with (regardless of whether we are subject to) the asset coverage requirements set forth in Section 18(a)(1)(A) as modified by Section 61(a)(1) of the 1940 Act, as well as covenants requiring us to provide financial information to the holders of the 4.50% Notes due 2022 and the Trustee if we cease to be subject to the reporting requirements of the Exchange Act. These covenants are subject to limitations and exceptions that are described in the 4.50% Notes due 2022 Indenture.

In April 2019, we issued $250.0 million in aggregate principal amount of 5.20% unsecured Notes due May 1, 2024 (the "5.20% Notes") at an issue price of 99.125%. Subsequently, in December 2019, we issued an additional $75.0 million of the 5.20% Notes at an issue price of 105.0%. The 5.20% Notes issued in December 2019 have identical terms as, and are a part of a single series with, the 5.20% Notes issued in April 2019. The aggregate net proceeds from the 5.20% Notes issuances were used to repay a portion of the borrowings outstanding under the Credit Facility. The 5.20% Notes are

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unsecured obligations and rank pari passu with our current and future unsecured indebtedness; senior to any of our future indebtedness that expressly provides it is subordinated to the 5.20% Notes; effectively subordinated to all of our existing and future secured indebtedness, to the extent of the value of the assets securing such indebtedness, including borrowings under our Credit Facility; and structurally subordinated to all existing and future indebtedness and other obligations of any of our subsidiaries, including without limitation, the indebtedness of the Funds. The 5.20% Notes may be redeemed in whole or in part at any time at our option subject to certain make-whole provisions. The 5.20% Notes bear interest at a rate of 5.20% per year payable semiannually on May 1 and November 1 of each year. We may from time to time repurchase the 5.20% Notes in accordance with the 1940 Act and the rules promulgated thereunder. As of June 30, 2020, the outstanding balance of the 5.20% Notes was $325.0 million.

The indenture governing the 5.20% Notes (the "5.20% Notes Indenture") contains certain covenants, including covenants requiring our compliance with (regardless of whether we are subject to) the asset coverage requirements set forth in Section 18(a)(1)(A) as modified by Section 61(a)(1) of the 1940 Act, as well as covenants requiring us to provide financial information to the holders of the 5.20% Notes and the Trustee if we cease to be subject to the reporting requirements of the Exchange Act. These covenants are subject to limitations and exceptions that are described in the 5.20% Notes Indenture.

We maintain a program with certain selling agents through which we can sell shares of our common stock by means of at-the-market offerings from time to time (the "ATM Program"). During the six months ended June 30, 2020, we sold 907,515 shares of our common stock at a weighted-average price of $33.06 per share and raised $30.0 million of gross proceeds under the ATM Program. Net proceeds were $29.6 million after commissions to the selling agents on shares sold and offering costs. As of June 30, 2020, sales transactions representing 15,000 shares had not settled and are not included in shares issued and outstanding on the face of the consolidated balance sheet but are included in the weighted-average shares outstanding in the consolidated statement of operations and in the shares used to calculate net asset value per share. As of June 30, 2020, 7,451,635 shares remained available for sale under the ATM Program.

During the year ended December 31, 2019, we sold 2,247,187 shares of our common stock at a weighted-average price of $40.05 per share and raised $90.0 million of gross proceeds under the ATM Program. Net proceeds were $88.8 million after commissions to the selling agents on shares sold and offering costs.

We anticipate that we will continue to fund our investment activities through existing cash and cash equivalents, cash flows generated through our ongoing operating activities, utilization of available borrowings under our Credit Facility, and a combination of future issuances of debt and equity capital. Our primary uses of funds will be investments in portfolio companies, operating expenses and cash distributions to holders of our common stock.

We periodically invest excess cash balances into marketable securities and idle funds investments. The primary investment objective of marketable securities and idle funds investments is to generate incremental cash returns on excess cash balances prior to utilizing those funds for investment in our LMM, Middle Market and Private Loan portfolio investments. Marketable securities and idle funds investments generally consist of debt investments, independently rated debt investments, certificates of deposit with financial institutions, diversified bond funds and publicly traded debt and equity investments.

If our common stock trades below our net asset value per share, we will generally not be able to issue additional common stock at the market price, unless our stockholders approve such a sale and our Board of Directors makes certain determinations. We did not seek stockholder authorization to sell shares of our common stock below the then current net asset value per share of our common stock at

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our 2020 annual meeting of stockholders because our common stock price per share has generally traded significantly above the net asset value per share of our common stock since 2011. We would therefore need future approval from our stockholders to issue shares below the then current net asset value per share.

In order to satisfy the Code requirements applicable to a RIC, we intend to distribute to our stockholders, after consideration and application of our ability under the Code to carry forward certain excess undistributed taxable income from one tax year into the next tax year, substantially all of our taxable income. In addition, as a BDC, we generally are required to meet a coverage ratio of total assets to total senior securities, which include borrowings and any preferred stock we may issue in the future, of at least 200% (or 150% if certain requirements are met). This requirement limits the amount that we may borrow. In January 2008, we received an exemptive order from the SEC to exclude SBA-guaranteed debt securities issued by MSMF and any other wholly owned subsidiaries of ours which operate as SBICs from the asset coverage requirements of the 1940 Act as applicable to us, which, in turn, enables us to fund more investments with debt capital.

Although we have been able to secure access to additional liquidity, including through the Credit Facility, public debt issuances, leverage available through the SBIC program and equity offerings, there is no assurance that debt or equity capital will be available to us in the future on favorable terms, or at all.

Recently Issued or Adopted Accounting Standards

In August 2018, the SEC adopted rules (the "SEC Release") amending certain disclosure requirements intended to eliminate redundant, duplicative, overlapping, outdated or superseded, in light of other SEC disclosure requirements, U.S. GAAP requirements or changes in the information environment. In part, the SEC Release requires an investment company to present distributable earnings in total on the consolidated balance sheet and consolidated statements of changes in net assets, rather than showing the three components of distributable earnings as previously shown. We adopted this part of the SEC Release during the year ended December 31, 2018. The impact of the adoption of these rules on our consolidated financial statements was not material. Additionally, the SEC Release requires disclosure of changes in net assets within a registrant's Form 10-Q filing on a quarter-to-date and year-to-date basis for both the current year and prior year comparative periods. We adopted the new requirement to present changes in net assets in interim financial statements within Form 10-Q filings effective January 1, 2019. The adoption of these rules did not have a material impact on the consolidated financial statements.

In March 2020, the FASB issued ASU 2020-04, "Reference rate reform (Topic 848)—Facilitation of the effects of reference rate reform on financial reporting." The amendments in this update provide optional expedients and exceptions for applying U.S. GAAP to certain contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform and became effective upon issuance for all entities. We have agreements that have LIBOR as a reference rate with certain portfolio companies and also with certain lenders. Many of these agreements include language for choosing an alternative successor rate if LIBOR reference is no longer considered to be appropriate. Contract modifications are required to be evaluated in determining whether the modifications result in the establishment of new contracts or the continuation of existing contracts. We adopted this amendment in March 2020 and plan to apply the amendments in this update to account for contract modifications due to changes in reference rates. We do not believe that it will have a material impact on its consolidated financial statements and disclosures.

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amended the income and investment tests for determining whether an unconsolidated subsidiary requires additional disclosure in the footnotes of the financial statements. We adopted the Release during the quarter ended June 30, 2020. The impact of the adoption of these rules on our consolidated financial statements was not material.

From time to time, new accounting pronouncements are issued by the FASB or other standards setting bodies that are adopted by us as of the specified effective date. We believe that the impact of recently issued standards and any that are not yet effective will not have a material impact on our consolidated financial statements upon adoption.

Inflation

Inflation has not had a significant effect on our results of operations in any of the reporting periods presented herein. However, our portfolio companies have experienced, and may in the future experience, the impacts of inflation on their operating results, including periodic escalations in their costs for labor, raw materials and third-party services and required energy consumption.

Off-Balance Sheet Arrangements

We may be a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of our portfolio companies. These instruments include commitments to extend credit and fund equity capital and involve, to varying degrees, elements of liquidity and credit risk in excess of the amount recognized in the balance sheet. At June 30, 2020, we had a total of $108.7 million in outstanding commitments comprised of (i) thirty-eight investments with commitments to fund revolving loans that had not been fully drawn or term loans with additional commitments not yet funded and (ii) ten investments with equity capital commitments that had not been fully called.

Contractual Obligations

As of June 30, 2020, the future fixed commitments for cash payments in connection with our SBIC debentures, the 4.50% Notes due 2022, the 5.20% Notes and rent obligations under our office lease for each of the next five years and thereafter are as follows:

	2020		2021		2022		2023		2024		Thereafter		Total

SBIC debentures	$	20,000	$	40,000	$	—	$	16,000	$	63,800	$	175,000	$	314,800
Interest due on SBIC debentures		5,483		9,707		8,692		8,438		6,990		20,144		59,454
4.50% Notes due 2022		—		—		185,000		—		—		—		185,000
Interest due on 4.50% Notes due 2022		4,163		8,325		8,325		—		—		—		20,813
5.20% Notes due 2024		—		—		—		—		325,000		—		325,000
Interest due on 5.20% Notes due 2024		8,450		16,900		16,900		16,900		8,450		—		67,600
Operating Lease Obligation(1)		382		776		790		804		818		2,610		6,180

Total	$	38,478	$	75,708	$	219,707	$	42,142	$	405,058	$	197,754	$	978,847

(1): Operating Lease Obligation means a rent payment obligation under a lease classified as an operating lease and disclosed pursuant to ASC 842, as may be modified or supplemented.

As of June 30, 2020, we had $315.0 million in borrowings outstanding under our Credit Facility, and the Credit Facility is currently scheduled to mature in September 2023. The Credit Facility contains two, one-year extension options which could extend the maturity to September 2025, subject to lender

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approval. See further discussion of the Credit Facility terms in "—Liquidity and Capital Resources—Capital Resources."

Related Party Transactions

As discussed further above, the External Investment Manager is treated as a wholly owned portfolio company of MSCC and is included as part of our Investment Portfolio. At June 30, 2020, we had a receivable of approximately $4.8 million due from the External Investment Manager, which included approximately $3.8 million related primarily to operating expenses incurred by us as required to support the External Investment Manager's business and amounts due from the External Investment Manager to Main Street under a tax sharing agreement (see further discussion above in "—Critical Accounting Policies—Income Taxes") and approximately $1.1 million of dividends declared but not paid by the External Investment Manager.

In November 2015, our Board of Directors approved and adopted the Main Street Capital Corporation Deferred Compensation Plan (the "2015 Deferred Compensation Plan"). The 2015 Deferred Compensation Plan became effective on January 1, 2016 and replaced the Deferred Compensation Plan for Non-Employee Directors previously adopted by the Board of Directors in June 2013 (the "2013 Deferred Compensation Plan"). Under the 2015 Deferred Compensation Plan, non-employee directors and certain key employees may defer receipt of some or all of their cash compensation and directors' fees, subject to certain limitations. Individuals participating in the 2015 Deferred Compensation Plan receive distributions of their respective balances based on predetermined payout schedules or other events as defined by the plan and are also able to direct investments made on their behalf among investment alternatives permitted from time to time under the plan, including phantom Main Street stock units. As of June 30, 2020, $9.9 million of compensation and directors' fees had been deferred under the 2015 Deferred Compensation Plan (including amounts previously deferred under the 2013 Deferred Compensation Plan). Of this amount, $5.0 million was deferred into phantom Main Street stock units, representing 152,633 shares of our common stock. Including phantom stock units issued through dividend reinvestment and net of any shares distributed, the phantom stock units outstanding as of June 30, 2020 represented 154,179 shares of our common stock. Any amounts deferred under the plan represented by phantom Main Street stock units will not be issued or included as outstanding on the consolidated statements of changes in net assets until such shares are actually distributed to the participant in accordance with the plan, but the related phantom stock units are included in weighted-average shares outstanding with the related dollar amount of the deferral included in total expenses in Main Street's consolidated statements of operations as earned. The dividend amounts related to additional phantom stock units are included in the statements of changes in net assets as an increase to dividends to stockholders offset by a corresponding increase to additional paid-in capital.

Recent Developments

During August 2020, we declared regular monthly dividends of $0.205 per share for each month of October, November and December of 2020. These regular monthly dividends equal a total of $0.615 per share for the fourth quarter of 2020, unchanged from the regular monthly dividends paid in the fourth quarter of 2019. Including the regular monthly dividends declared for the third and fourth quarters of 2020, we will have paid $29.60 per share in cumulative dividends since our October 2007 initial public offering.

In July 2020, we announced that the External Investment Manager had entered into a definitive asset purchase agreement (the "HMS Purchase Agreement") under which it will become the sole investment adviser and administrator to HMS Income, subject to certain closing conditions. The parties expect the transaction to be completed in the fourth quarter of 2020. Following the closing of the transaction, the External Investment Manager will replace HMS Adviser as the investment adviser and

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administrator to HMS Income. The base management fee rate under the External Investment Manager's proposed new investment advisory agreement with HMS Income, which has been unanimously approved by the board of directors of HMS Income, will be reduced from 2.00% to 1.75%, with no changes to the incentive fee calculations. The consummation of the transactions contemplated by the asset purchase agreement is subject to approval of the new investment advisory agreement by stockholders of HMS Income and other customary closing conditions. Post-closing, HMS Income is expected to change its name to MSC Income Fund, Inc.

In July 2020, we issued an additional $125.0 million aggregate principal amount of the 5.20% Notes at an issue price of 102.674%, for total net proceeds to us, resulting from the issue price and after underwriting discounts and estimated offering expenses payable by us, of approximately $127.3 million. Following the issuance of the additional $125.0 million aggregate principal amount of the 5.20% Notes in July 2020, the outstanding principal balance of the 5.20% Notes was $450.0 million. The 5.20% Notes issued in July 2020 have identical terms as, and are a part of a single series with, the 5.20% Notes issued in April 2019 and in December 2019. The aggregate net proceeds from the 5.20% Notes issuances were used to repay a portion of the borrowings outstanding under the Credit Facility.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

We are subject to financial market risks, including changes in interest rates, and changes in interest rates may affect both our interest expense on the debt outstanding under our Credit Facility and our interest income from portfolio investments. Our risk management systems and procedures are designed to identify and analyze our risk, to set appropriate policies and limits and to continually monitor these risks. Our investment income will be affected by changes in various interest rates, including LIBOR and prime rates, to the extent that any debt investments include floating interest rates. See "Risk Factors—Risks Relating to Our Business and Structure -The interest rates of our floating-rate loans to our portfolio companies and for any of our borrowings that extend beyond 2021 might be subject to change based on recent regulatory changes" included in our Form 10-K for the fiscal year ended December 31, 2019 for more information regarding risks associated with our debt investments and borrowings that utilize LIBOR as a reference rate.

The majority of our debt investments are made with either fixed interest rates or floating rates that are subject to contractual minimum interest rates for the term of the investment. As of June 30, 2020, approximately 71% of our debt investment portfolio (at cost) bore interest at floating rates, 84% of which were subject to contractual minimum interest rates. Our interest expense will be affected by changes in the published LIBOR rate in connection with our Credit Facility; however, the interest rates on our outstanding SBIC debentures, 4.50% Notes due 2022 and 5.20% Notes, which collectively comprise the majority of our outstanding debt, are fixed for the life of such debt. As of June 30, 2020, we had not entered into any interest rate hedging arrangements. Due to our limited use of derivatives, we have claimed an exclusion from the definition of the term "commodity pool operator" under the Commodity Exchange Act and, therefore, are not subject to registration or regulation as a pool operator under such Act. The following table shows the approximate annualized increase or decrease in

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the components of net investment income due to hypothetical base rate changes in interest rates, assuming no changes in our investments and borrowings as of June 30, 2020.

Basis Point Change	Increase (Decrease) in Interest Income			(Increase) Decrease in Interest Expense			Increase (Decrease) in Net Investment Income			Increase (Decrease) in Net Investment Income per Share

	(dollars in thousands, except per share amounts)
(150)	$	(1,099	)	$	544		$	(555	)	$	(0.01	)
(125)		(1,029	)		544			(485	)		(0.01	)
(100)		(921	)		544			(377	)		(0.01	)
(75)		(813	)		544			(269	)		—
(50)		(706	)		544			(162	)		—
(25)		(547	)		544			(3	)		—
25		675			(788	)		(113	)		—
50		1,374			(1,575	)		(201	)		—
75		2,380			(2,363	)		17			—
100		5,036			(3,150	)		1,886			0.03
125		8,036			(3,938	)		4,098			0.06
150		11,210			(4,725	)		6,485			0.10

The hypothetical results assume that all LIBOR and prime rate changes would be effective on the first day of the period. However, the contractual LIBOR and prime rate reset dates would vary throughout the period, on either a monthly or quarterly basis, for both our investments and our Credit Facility. The hypothetical results would also be impacted by the changes in the amount of debt outstanding under our Credit Facility (with an increase (decrease) in the debt outstanding under the Credit Facility resulting in an (increase) decrease in the hypothetical interest expense).

Item 4. Controls and Procedures

As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer, President, Chief Financial Officer, Chief Compliance Officer and Chief Accounting Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15 of the Exchange Act). Based on that evaluation, our Chief Executive Officer, President, Chief Financial Officer, Chief Compliance Officer and Chief Accounting Officer have concluded that our current disclosure controls and procedures are effective in timely alerting them of material information relating to us that is required to be disclosed in the reports we file or submit under the Exchange Act. There have been no changes in our internal control over financial reporting that occurred during the quarter ended June 30, 2020 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. We have not experienced any material impact to our internal controls over financial reporting despite the fact that many of our employees are working remotely due to the COVID-19 pandemic. We are continually monitoring and assessing the COVID-19 situation on our internal controls to minimize the impact on their design and operating effectiveness.

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PART II—OTHER INFORMATION

Item 1. Legal Proceedings

We may, from time to time, be involved in litigation arising out of our operations in the normal course of business or otherwise. Furthermore, third parties may seek to impose liability on us in connection with the activities of our portfolio companies. While the outcome of any current legal proceedings cannot at this time be predicted with certainty, we do not expect any current matters will materially affect our financial condition or results of operations; however, there can be no assurance whether any pending legal proceedings will have a material adverse effect on our financial condition or results of operations in any future reporting period.

Item 1A. Risk Factors

You should carefully consider the risks described below and all other information contained in this Quarterly Report on Form 10-Q, including our interim financial statements and the related notes thereto, before making a decision to purchase our securities. The risks and uncertainties described below are not the only ones facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may have a material adverse effect on our business, financial condition and/or operating results, as well as the market price of our securities.

In addition to the other information set forth in this report, you should carefully consider the risk factors previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2019 that we filed with the SEC on February 28, 2020 and in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 that we filed with the SEC on May 8, 2020, which could materially affect our business, financial condition or operating results.

We cannot assure you that the transactions contemplated by the HMS Purchase Agreement will close, and any failure of the closing to occur could have a material adverse effect on our business, financial condition and results of operations.

The closing of the transactions contemplated by the HMS Purchase Agreement is conditioned on: (i) the requisite approval of the External Investment Manager's new investment advisory agreement by HMS Income's stockholders; (ii) the resignations of certain current members of the HMS Income board of directors and the appointment to the board of directors of two new disinterested directors so that at least seventy-five percent (75%) of the members of the board of directors are not interested directors; (iii) the resignation of the Company's existing officers and the election or appointment of Dwayne L. Hyzak as Chief Executive Officer, Brent D. Smith as Chief Financial Officer and Jason B. Beauvais as Senior Vice President, General Counsel and Chief Compliance Officer; (iv) the receipt of consents from HMS Income's lenders under two credit facilities; (v) the release of any liens on the HMS Adviser's assets; (vi) HMS Income's entry into a non-exclusive, royalty-free license agreement with Main Street to use the name "Main Street," "MSC" or similar derivations thereof in HMS Income's name; and (vii) other customary closing conditions, including that there has been no material adverse effect. We cannot assure you of the timing of the closing of the transactions contemplated by the HMS Purchase Agreement and whether and when the new investment advisory agreement will be effective. Any failure of the closing to occur could have a material adverse effect on our business, financial condition and results of operations.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

During the three months ended June 30, 2020, we issued 146,229 shares of our common stock under our dividend reinvestment plan. These issuances were not subject to the registration requirements of the Securities Act of 1933, as amended. The aggregate value of the shares of common

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stock issued during the three months ended June 30, 2020 under the dividend reinvestment plan was approximately $4.2 million.

Upon vesting of restricted stock awarded pursuant to our employee equity compensation plan, shares may be withheld to meet applicable tax withholding requirements. Any withheld shares are treated as common stock purchases by the Company in our consolidated financial statements as they reduce the number of shares received by employees upon vesting (see "Purchase of vested stock for employee payroll tax withholding" in the consolidated statements of changes in net assets for share amounts withheld).

Item 6. Exhibits

Listed below are the exhibits which are filed as part of this report (according to the number assigned to them in Item 601 of Regulation S-K):

Exhibit Number			Description of Exhibit

	10.1		First Amendment to Third Amended and Restated Credit Agreement dated May 28, 2020.
	31.1		Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.
	31.2		Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.
	32.1		Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).
	32.2		Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).

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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.


		Main Street Capital Corporation
Date: August 7, 2020		/s/ DWAYNE L. HYZAK Dwayne L. Hyzak Chief Executive Officer (principal executive officer)
Date: August 7, 2020		/s/ BRENT D. SMITH Brent D. Smith Chief Financial Officer and Treasurer (principal financial officer)
Date: August 7, 2020		/s/ LANCE A. PARKER Lance A. Parker Vice President and Chief Accounting Officer (principal accounting officer)

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