Results

Andalusian Credit Company LLC

11/12/2025 | Press release | Distributed by Public on 11/12/2025 12:10

Quarterly Report for Quarter Ending September 30, 2025 (Form 10-Q)

Management's Discussion and Analysis of Financial Condition and Results of Operations.

The information contained in this section should be read in conjunction with "Item 1. Financial Statements". This discussion contains forward-looking statements, which relate to future events or the future performance or financial condition of Andalusian Credit Company, LLC (" we," " us," " our," or the " Company") and involves numerous risks and uncertainties, including, but not limited to, those described in our Form 10-K for the fiscal year ended in December 31, 2024 in "Part I - Item 1A. Risk Factors". Actual results could differ materially from those implied or expressed in any forward-looking statements.

Forward-Looking Statements

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

our current and future management structure;
our future operating results;
our business prospects and the prospects of our portfolio companies;
our ability to operate as a business development company ("BDC");
the adequacy of our financing sources and working capital;
our informal relationships with third parties including sponsor parties in the middle-market;
the ability of our portfolio companies to achieve their objectives;
the occurrence and impact of macro-economic developments (for example, global pandemics, natural disasters, terrorism, international conflicts and war) on us and our portfolio companies;
the effect of investments that we expect to make and the competition for those investments;
actual and potential conflicts of interest with Andalusian Credit Partners, LLC ("ACP" or the "Adviser"), Andalusian Private Capital, LP, Andalusian Sports Advisor, LP, and their affiliates;
the timing of cash flows, if any, from the operations of our portfolio companies;
the dependence of our future success on the general economy and its impact on the industries in which we invest;
the ability of the Adviser to locate suitable investments for us and to monitor and administer our investments;
the ability of the Adviser or its affiliates to attract and retain highly talented professionals;
our ability to qualify and maintain our qualification as a regulated investment company, or RIC, under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code") and as a BDC;
our ability to access debt markets and equity markets;
our expected financings and investments;
the adequacy of our cash resources and working capital;
the timing of cash flows, if any, from the operations of our portfolio companies;
the timing, form and amount of any distributions;
the impact of fluctuations in interest rates on our business;
the valuation of any investments in portfolio companies, particularly those having no liquid trading market; and
our ability to recover unrealized depreciation on investments.

Words such as "may," "will," "should," "expect," "anticipate," "estimate," "believe," "intend," "target," "goals," "plan," "forecast," "project," other variations on these words or comparable terminology, or the negative of these words are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors,

some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements.

You should not place undue reliance on these forward-looking statements. 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 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 consult any additional disclosures that we may make directly to you or through reports that we in the future may file with the Securities and Exchange Commission ("SEC"), including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

The following discussion should be read in conjunction with our consolidated financial statements and related notes and other financial information appearing elsewhere in this report. In addition to historical information, the following discussion and other parts of this report contain forward-looking information that involves risks and uncertainties.

Overview

We are a specialty finance company focused on lending to middle-market companies. We are a closed-end, externally managed, non-diversified management investment company that has elected to be regulated as a BDC under the Investment Company Act of 1940, as amended (the "1940 Act"). Our primary business objectives are to generate current income and capital appreciation by investing primarily in senior secured loans with a first lien on collateral, including "unitranche" loans, which are loans that combine the characteristics of both first lien and second lien debt of U.S. middle-market companies. In addition, the Company intends to elect to be treated as a RIC for U.S. federal income tax purposes under Subchapter M of the Code for the tax period ending December 31, 2025 and intends to maintain its qualification as a RIC annually thereafter. For periods prior to the effectiveness of the RIC election, the Company expects to be taxed as a corporation for U.S. federal income tax purposes.

We generally define middle-market companies as those having earnings before interest, taxes, depreciation and amortization ("EBITDA") of less than $150 million annually and we seek to achieve our investment objectives by:

(i) Accessing the loan origination channels developed by our team of experienced private credit investors, including our investment team and executive leadership;
(ii) Selecting investments within our core U.S. middle-market company focus;
(iii) Partnering with experienced private equity firms, sponsors or independent business owners, as well as a group of relationship lenders in so called "club deals" (which are generally investments that are either pre-marketed to a smaller group of relationship lenders, or lenders join together to provide the investment):
(iv) Implementing the disciplined underwriting standards established by the Adviser; and/or
(v) Drawing upon the aggregate experience and resources of the Adviser.

To accomplish this, the Company plans to make direct investments in portfolio companies that operate across various industries in U.S.-based companies. The Company may also selectively invest in (i) second lien and subordinated loans of, and warrants and minority equity securities in, U.S. middle-market companies, (ii) secondary purchases of assets or portfolios and (iii) distressed debt, debtor-in-possession loans, structured products, structurally subordinated loans, investments with deferred interest features, payment-in-kind ("PIK") securities, zero-coupon securities and defaulted securities, but such investments are not the principal focus of its investment strategy. Our level of investment activity can and is expected to vary substantially from period to period depending on many factors, including the amount of debt available to middle-market companies, the general economic environment and the competitive environment for the types of investments we make.

We will seek to target a portfolio comprised primarily of first lien senior secured debt of U.S. middle market companies, with target hold size of approximately $10 million to $40 million. During our initial ramp-up period we may hold more concentrated positions and may deploy capital into temporary investments, including broadly syndicated loans. Our origination strategy focuses on leading the negotiation and structuring of the loans or securities in which we invest and holding the investments in our portfolio to maturity. In many cases, we will be the sole investor in the loan or security in our portfolio. Where there are multiple investors, we will generally seek to control or obtain significant influence over the rights of investors in the loan or security. We generally invest in securities that have been rated below investment grade by independent rating agencies or that would be rated below investment grade if they were

rated. These securities, which are often referred to as "junk," have predominantly speculative characteristics with respect to the issuer's capacity to pay interest and repay principal. In addition, many of our debt investments have floating interest rates that reset on a periodic basis and typically do not fully pay down principal prior to maturity, which could increase our risk of losing part or all of our investment.

As of September 30, 2025 and December 31, 2024, our portfolio at fair value was comprised of the following:

September 30, 2025

December 31, 2024

Percentage of

Percentage of

Fair Value

Total Investments

Fair Value

Total Investments

Healthcare & Pharmaceuticals

$

43,073,864

17.0

%

$

22,530,197

24.7

%

High Tech Industries

36,681,496

14.5

%

5,187,996

5.7

%

Consumer Goods: Non-Durable

31,556,583

12.4

%

-

-

%

Hotel, Gaming & Leisure

27,807,037

10.9

%

-

-

%

Services: Business

12,979,726

5.1

%

33,684,779

36.9

%

Media: Diversified & Production

25,739,673

10.1

%

4,526,128

5.0

%

Transportation: Cargo

16,408,426

6.5

%

-

-

%

Capital Equipment

16,124,759

6.3

%

10,539,169

11.6

%

Retail

11,993,078

4.7

%

-

-

%

FIRE: Finance

9,694,878

3.8

%

5,666,612

6.2

%

FIRE: Insurance

17,960,739

7.1

%

9,053,321

9.9

%

Environmental Industries

4,133,647

1.6

%

-

-

%

Total

$

254,153,906

100.0

%

$

91,188,202

100.0

%

Our investment activities are managed by the Adviser and supervised by our board of managers (the "Board), of which a majority of the members are not "interested persons," as defined in Section 2(a)(19) of the 1940 Act, of us, the Adviser and its affiliates.

Under an investment advisory agreement, or the Advisory Agreement, we have agreed to pay the Adviser a base management fee based on the sum of (1) the Members' total unfunded Capital Commitments and (2) the Company's total assets (excluding cash or cash equivalents but including assets purchased with borrowed amounts) as of the end of the most recently completed calendar quarter. In addition, the Adviser may also receive incentive compensation based on a percentage of out-performance above a Hurdle Rate on the Company's income and a portion is based on a percentage of the Company's capital gains. See Note 3 - Related Party Agreements - Advisory Agreement, for more information.

Under an administration agreement, or the Administration Agreement, we are provided with certain administrative services by an administrator, or the Administrator, which is currently Andalusian Credit Partners, LLC. Under the Administration Agreement, we have agreed to pay to the Administrator an annual administration fee of 0.25% on the Company's total Capital Commitments, payable quarterly in arrears, for services and facilities provided under the Administration Agreement. See Note 3 - Related Party Agreements - Administration Agreement, for more information.

As of September 30, 2025, we have raised and received capital commitments of over $508.8 million of which $239.1 million was undrawn as of September 30, 2025. Since we began our investment activities in February 2024 through September 30, 2025, we have originated over approximately $329.9 million aggregate principal commitments to over 24 portfolio companies.

Macroeconomic Market Developments

The capital markets are subject to fluctuations caused by various external factors such as changes in the inflationary environment, interest rate movements, concerns over economic growth, changes to U.S. tariff and import/export regulations, uncertainty and disruption caused by geopolitical events, including the conflicts in Ukraine, Russia, and the Middle East, among other factors. These macroeconomic developments are outside our control and could require us to adjust our plan of operations, and impact our financial position, results of operations or cash flows in the future. We monitor macroeconomic market developments and their related impact to our business, including impacts to our portfolio companies, due diligence and underwriting processes, and the broader financial markets.

Our investment portfolio is currently focused on industries and sectors that are generally expected to be more resilient to U.S. and global economic cycles. This includes being partially insulated from declining interest rates as all of our floating rate debt investments, which represent 100.0% and 100.0% of our debt portfolio as September 30, 2025 and December 31, 2024, respectively, are subject to interest rate floors. While our portfolio is not immune to the impact of macroeconomic events, we believe we and our portfolio are well positioned to manage the current environment. Given the unpredictability and fluidity of the macroeconomic market, neither our

management nor our Board can predict the full impact of the macroeconomic events on our business, future results of operations, financial position, or cash flows. For additional information, see "Part I - Item 1A. Risk Factors" in our Form 10-K filed on March 19, 2025.

Portfolio Investment Activity

Our portfolio activity for the nine months ended September 30, 2025 and 2024 was comprised of the following:

September 30, 2025

September 30, 2024

Investment Commitments

$

192,541,560

$

101,943,697

Investment Fundings:

New portfolio company

160,571,382

86,206,380

Existing portfolio company

15,259,267

-

Total Investment Fundings

$

175,830,649

$

86,206,380

Investment Repayments

12,881,398

727,091

Total Net Investment Activity

$

162,949,251

$

85,479,289

The following table summarizes certain characteristics of our investment portfolio as of September 30, 2025 and December 31, 2024:

September 30, 2025

December 31, 2024

Number of investments

41

21

Number of portfolio companies

21

12

Percentage of total investment fair value

First-lien term loans

100.0

%

100.0

%

Percentage of debt investment fair value

Floating rate (1)

100.0

%

100.0

%

Fixed interest rate

-

%

-

%

Weighted Average Yield (2)

10.2

%

10.2

%

(1)

Primarily subject to interest rate floors.

(2)

Weighted average yield is calculated by weighting the yield to maturity of each investment by its ending funded par amount. Yield to maturity is calculated inclusive of a portfolio company's spread, reference rate floor (if any) or actual reference rate in effect and original issue discount through maturity and excludes any upfront fees or present value adjustments.

The weighted average yield of our accruing debt and income producing securities will not be the same as a return on investment for our Members but, rather, relates to our investment portfolio and is calculated before the payment of all of our and any of our subsidiaries' fees and expenses. The weighted average yield will be computed using the effective interest rates as of each respective date, including accretion of original issue discount and loan origination fees, but excluding investments on non-accrual status, if any. There can be no assurance that the weighted average yield will remain at its current level.

Portfolio Grading

In addition to various risk management and monitoring tools, our Adviser uses an investment grading system, which grades each investment on a scale of 1 to 4 no less frequently than quarterly in connection with our quarterly valuation process. This system is intended primarily to reflect the underlying risk of a portfolio investment relative to our initial cost basis in respect of such portfolio investment (e.g., at the time of origination or acquisition), although it may also take into account, under certain circumstances, the performance of the portfolio company's business, the collateral coverage of the investment and other relevant factors. The grading system for our investments from 1 to 4, with 1 being the highest, is as follows:

Grade 1:Investments in portfolio companies whose performance is substantially within or above the Adviser'sexpectations and whose risk factors are neutral to favorable to those at the time of the original investment or subsequent restructuring. All investments will initially be graded as a 1.
Grade 2:Investments in portfolio companies whose performance is below the Adviser'sexpectations and that require closer monitoring; however, the adverse impact may be deemed temporary, and the most likely outcome is that no loss of investment return (interest and/or dividends) or principal is expected.
Grade 3:Investments in portfolio companies whose performance is below the Adviser'sexpectations and for which risk has increased materially since origination or subsequent restructuring. Some loss of investment return is likely, but no loss of principal is expected. Companies graded 3 generally present a higher risk of liquidity pressure and/or covenant breach over the next six to twelve months. These investments will be added to the Adviser's"watch list." Investment teams will research any areas of concern with the objective of early intervention with the company.
Grade 4:Investments in portfolio companies whose performance is materially below the Adviser'sexpectations where business trends have deteriorated and risk factors have increased substantially since the original investment or subsequent restructuring, potentially resulting in a breach of covenants or other event of default. Investments graded 4 are those for which some loss of principal or invested capital is likely. For these investments, our investment teams review the loans on a bi-monthly basis and, where possible, pursue workout actions that achieve an early resolution to avoid further deterioration.

The following table shows the distribution of our outstanding debt investments on the 1 to 4 investment grading scale as of September 30, 2025 and December 31, 2024, respectively:

September 30, 2025

December 31, 2024

Investments

Percentage of

Investments

Percentage of

Investment Grade

at Fair Value

Total Investments

at Fair Value

Total Investments

1

$

235,552,414

92.68

%

$

91,188,202

100.00

%

2

18,601,492

7.32

-

-

3

-

-

-

-

4

-

-

-

-

Total

$

254,153,906

100.00

%

$

91,188,202

100.00

%

As of September 30, 2025 and December 31, 2024, our debt investments had a weighted average investment grading of 1.1 and 1.0 on a cost basis, respectively. Changes in a portfolio company's investment grading may be a result of changes in a portfolio company's performance and/or timing of expected liquidity events. For instance, we may downgrade a portfolio company if it is not meeting our financing criteria or are underperforming relative to their respective business plans. We may also downgrade a portfolio company as it approaches a point in time when it will require additional equity capital to continue operations. Conversely, we may upgrade a portfolio company's investment grading when it is exceeding our financial performance expectations and/or is expected to mature/repay in full due to a liquidity event. The overall downgrade of the portfolio's weighted average investment grading is reflective of the impact of the current macroeconomic environment.

As macroeconomic events evolve and cause disruption in the capital markets and to businesses, we are continuing to monitor and work with the management teams and stakeholders of our portfolio companies to navigate the significant market, operational, and economic challenges created by these events. This includes remaining proactive in our assessments of credit performance to manage potential risks across our investment portfolio.

Non-accrual Investments

Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. When a Loan is placed on non-accrual status, the Company ceases to recognize interest income until the portfolio company has paid all principal and interest due or demonstrated the ability to repay its current and future contractual obligations to the Company. The Company may determine to continue to accrue interest on a loan where the investment has sufficient collateral value to collect all of the contractual amount due and is in the process of collection. Interest collected on non-accrual investments are generally applied to principal. As of September 30, 2025 and December 31, 2024, there were no loans placed on non-accrual status.

Results of Operations

The following table sets forth our financial data as of September 30, 2025 and December 31, 2024 and for the three and nine months ended September 30, 2025 and 2024. The selected financial data has been derived from our unaudited financial statements, which are included elsewhere in this quarterly report on Form 10-Q.

Three months

Three months

Nine months

Nine months

ended

ended

ended

ended

September 30, 2025

September 30, 2024

September 30, 2025

September 30, 2024

Consolidated Statement of Operations Data

Income

Investment income

$

5,657,343

$

2,073,521

$

13,062,063

$

3,510,832

Other income

5,333

7,913

5,333

14,928

Expenses

Management and administration fees

2,174,793

2,142,866

5,893,923

5,147,954

Professional and legal fees

447,080

343,606

1,242,871

984,807

Interest expense and other financing costs

250,133

334,859

546,769

615,606

Other expenses

279,737

557,399

792,167

2,559,468

Total operating expenses

3,151,743

3,378,730

8,475,730

9,307,835

Management fee waiver

-

(304,278)

-

(857,799)

Net operating expenses

3,151,743

3,074,452

8,475,730

8,450,036

Net investment income (loss)

2,510,933

(993,018)

4,591,666

(4,924,276)

Net change in unrealized appreciation (depreciation)

(26,568)

411,501

(324,961)

437,963

Net increase (decrease) in net assets resulting from operations

$

2,484,365

$

(581,517)

$

4,266,705

$

(4,486,313)

Net increase (decrease) in net assets resulting from operations

Earnings per share - basic and diluted

$

0.16

$

(0.13)

$

0.32

$

(1.59)

September 30, 2025

December 31, 2024

Balance Sheet Data

Total return based on net asset value

1.98

%

177.48

%

Net asset value per Share

$

15.37

$

15.18

Investments at fair value

254,153,906

91,188,202

Total assets

326,483,756

151,920,751

Total liabilities

60,891,322

2,171,474

Total net assets

265,592,434

149,749,277

Investment Income

We generate revenue in the form of interest income and fees primarily from our debt investments. In some cases, our debt investments may pay PIK interest. Interest income from investments for the three and nine months ended September 30, 2025 totaled approximately $5.1 million and $11.0 million, respectively. Interest income from investments for the three and nine months ended as of September 30, 2024 totaled approximately $2.0 million and $3.1 million, respectively. The increase in interest income from investments for the three and nine months ended September 30, 2025 is primarily attributable to an increase in the weighted average principal held during the period.

Interest income on cash and cash equivalents primarily relates to cash held in money market accounts, which the three and nine months ended September 30, 2025 totaled approximately $0.5 million and $2.1 million, respectively. Interest income on cash and cash equivalents for the three and nine months ended September 30, 2024 totaled approximately $0.1 million and $0.4 million, respectively. Cash is held for investment purposes and as needed held to ensure the portfolio remains in compliance with RIC diversification requirements.

Operating Expenses

Our operating expenses are comprised of management and administration fees, professional fees, interest and other financing fees, offering expenses, and general and administrative expenses. During the three and nine months ended September 30, 2025, our operating expenses totaled approximately $3.2 million and $8.5 million, respectively. During the three and nine months ended September 30, 2024, our operating expenses totaled approximately $3.1 million and $8.5 million, respectively.

Management, Incentive, and Administration Fees

During the three months ended September 30, 2025 and 2024, management fees totaled approximately $1.9 million and $1.8 million, respectively. Management fee waivers made pursuant to the waiver election which ended in November 2024, during the three months ended September 30, 2025 and 2024 approximated $0.0 million and $0.3 million, respectively. During the nine months ended September 30, 2025 and 2024, management fees totaled approximately $4.9 million and $5.1 million, respectively. Management fee waivers during the nine months ended September 30, 2025 and 2024 approximated $0.0 million and $0.9 million, respectively. Management fees (net of management fee waiver) increased during the three and nine month periods ended September 30, 2025 primarily due to an increase in total assets and no management fee waivers as of September 30, 2025. There were no incentive fees for the three and nine months ended September 30, 2025 and 2024. See Note 3 - Related Party Agreements - Advisory Agreement, for additional discussion related to management and incentive fees.

During the three months ended September 30, 2025 and 2024, administration fees totaled approximately $0.3 million and $0.3 million, respectively. During the nine months ended September 30, 2025 and 2024, administration fees totaled approximately $1.0 million and $0.9 million, respectively. Administration fees increased primarily due to our increase in capital commitments. See Note 3 - Related Party Agreements - Administration Agreement, for additional discussion related to administration fees.

Professional and Legal Fees

Professional fees include legal, audit, tax, valuation and other professional fees incurred related to the management of the Company. During the three months ended September 30, 2025 and 2024, professional fees totaled approximately $0.4 million and $0.3 million, respectively. During the nine months ended September 30, 2025 and 2024, professional fees totaled approximately $1.2 million and $1.0 million, respectively. Professional fees increased primarily due to an increase in legal expenses.

Interest and Other Financing Expenses

Interest and other financing expenses relates to interest and costs associated with our CIBC Credit Facility. During the three and nine months ended September 30, 2025, interest expenses totaled approximately $104.6 thousand and $104.6 thousand, respectively. During the three and nine months ended September 30, 2025, other financing costs totaled approximately $145.5 thousand and $442.2 thousand, respectively. During the three and nine months ended September 30, 2024, interest expenses totaled approximately $95.7 thousand and $116.3 thousand, respectively. During the three and nine months ended September 30, 2024, other financing costs totaled approximately $239.2 thousand and $499.2 thousand, respectively.

For the three and nine months ended September 30, 2025 average borrowings outstanding were approximately $5.9 million and $2.0 million, respectively. The weighted average interest rate (excluding unused fees and financing costs) of the aggregate borrowings outstanding for the three and nine months ended September 30, 2024 was 7.08% and 7.08%, respectively. For the three and nine months ended September 30, 2024 average borrowings outstanding were approximately $4.6 million and $2.6 million, respectively. The weighted average interest rate (excluding unused fees and financing costs) of the aggregate borrowings outstanding for the three and nine months ended September 30, 2024 was 8.21% and 8.22%, respectively. See Note 6 - Borrowings, for more information.

Other Expenses

Other expenses includes board fees, certain allocated technology, research, other regulatory and compliance expenses, and excise taxes incurred related to the management of the Company. During the three and nine months ended September 30, 2025, other expenses totaled approximately $0.3 million and $0.8 million, respectively. During the three and nine months ended September 30, 2024, other expenses totaled approximately $0.2 million and $0.7 million, respectively.

Other expenses also include offering expenses. During the three and nine months ended September 30, 2025 there were no additional offering expenses incurred. During the three and nine months ended September 30, 2024 offering expenses totaled approximately $0.3 million and $1.0 million, respectively. The Company will pay all initial organizational and offering expenses associated with the Private Offering of its Shares up to a maximum amount of 1.50% of aggregate Capital Commitments to the Company over the initial four-year period following November 14, 2023. Since inception through September 30, 2025 the Company has incurred $2.2 million of organizational and offering expenses.

Distributions

On August 6, 2025, the Board declared the cash distribution of $0.11 per share paid on August 29, 2025 to Members of record as of August 15, 2025. On August 29, 2025 the Company distributed $1,052,981 in cash and $623,750 in the form of 40,707 shares at a price of $15.32 per share in connection with the Company's DRP.

Income Taxes, Including Excise Taxes

We intend to elect to be treated as a RIC under Subchapter M of the Code for the tax period ending December 31, 2025 and intend to maintain qualification as a RIC annually thereafter. To qualify for tax treatment as a RIC, we must, among other things, distribute to our Members in each taxable year generally at least 90% of our investment company taxable income, as defined by the Code, and net tax-exempt income, if any for that taxable year. To maintain our tax treatment as a RIC, we, among other things, intend to make the required distributions to our Members, which generally relieves us from U.S. federal income taxes at corporate rates to the extent of such distributions. For periods prior to the effectiveness of our RIC election, we expect to be taxed as a corporation. It is not anticipated that we will incur U.S. federal, state, and local taxes (other than nominal state and local taxes) as a corporation and consequently, no such taxes were accrued for the three and nine months ended September 30, 2025.

Upon our qualification as a RIC, depending on the level of taxable income earned in a tax year, we can be expected to carry forward taxable income (including net capital gains, if any) in excess of current year dividend distributions from the current tax year into the next tax year and pay a nondeductible 4% U.S. federal excise tax on such taxable income, as required. To the extent that we determine that our estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such income, we will accrue excise tax on estimated excess taxable income. As of September 30, 2025, the Company has accrued $25,000 of estimated excise taxes.

The character of income and gains that the Company distributes is determined in accordance with U.S. income tax regulations that may differ from U.S. GAAP. Book and tax basis differences relating to Member dividends and distributions and other permanent book and tax differences are reclassified to paid-in capital.

Net Change in Unrealized Appreciation and Depreciation

The net change in unrealized appreciation and depreciation of our investments is derived from the changes in fair value of each investment determined in good faith by the Adviser, in its capacity as our valuation designee under rule 2a-5 under the 1940 Act, in accordance with valuation policies and procedures that were approved by the Board. The following table summarizes the change in net unrealized appreciation or depreciation of investments for the three and nine months ended September 30, 2025 and 2024:

Three months

Three months

Nine months

Nine months

ended

ended

ended

ended

September 30, 2025

September 30, 2024

September 30, 2025

September 30, 2024

Investment valuation appreciation (depreciation)

$

(21,523)

$

411,501

$

(319,916)

$

437,963

Reversal of prior period net change in unrealized (appreciation) depreciation upon a realization event

(5,045)

-

(5,045)

-

Total Net change in unrealized appreciation (depreciation)

$

(26,568)

$

411,501

$

(324,961)

$

437,963

For the three and nine months ended September 30, 2025 the net change in unrealized depreciation was primarily related to depreciation of our debt investments due to an increase in market discount rates.

Financial Condition, Liquidity and Capital Resources

Our liquidity and capital resources are derived from investor drawdowns, debt borrowings and cash flows from operations, including investment sales and repayments, and income earned. Our primary use of funds from operations includes investments in portfolio companies and payments of fees and other operating expenses we incur.

We have used, and expect to continue to use, the proceeds from the turnover of our portfolio and from private offerings of shares to finance our investment objectives. We may also raise additional equity or debt capital through private offerings of securities, by securitizing a portion of our investments. As noted in Note 1. Organization, we areconducting, on a continuous basis, a private offering of our limited liability company interests, at par value $0.001 per share, to accredited investors, as defined in Regulation D under the Securities Act in reliance on exemptions from the registration requirements of the Securities Act. Shares are offered for subscription continuously, pursuant to the terms set forth in our Memorandum. This "Financial Condition, Liquidity and Capital Resources" section should be read in conjunction with the "Macroeconomic Market Developments" section above.

As of September 30, 2025 the Company had received Capital Commitments of $508.8 million of which $239.1 million was undrawn. As of December 31, 2024, the Company had received Capital Commitments of $505.7 million of which $348.9 million was undrawn.

During the nine months ended September 30, 2025 we principally funded our operations from (i) cash receipts from interest and fee income from our investment portfolio, (ii) cash proceeds from the realization of portfolio investments through the repayments of debt investments, (iii) borrowings under the CIBC Credit Facility and (iv) drawdowns from unfunded equity commitments.

During the nine months ended September 30, 2025 our operating activities used $158.5 million of cash and cash equivalents, compared to $88.9 million used during the nine months ended September 30, 2024. The $69.6 million increase in cash used in operating activities was primarily due to increased purchases of investments of approximately $90.0 million, offset by repayments received from investments of $12.9 million.

During the nine months ended September 30, 2025 our financing activities provided $169.6 million of cash, compared to $101.9 million provided during the nine months ended September 30, 2024. The $67.7 million increase in cash flows from financing activities was primarily the result of borrowings on debt and secondarily related to increased proceeds from issuances of Shares during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. This was partially offset by distributions paid of $1.1 million.

Available liquidity and capital resources as of September 30, 2025

As of September 30, 2025 we had $70.5 million of cash and cash equivalents, and $17.0 million of availability under the CIBC Credit Facility, and undrawn Capital Commitments of $239.1 million. As of September 30, 2025, we believed we had adequate financial resources to satisfy unfunded portfolio company commitments of $36.4 million and ample liquidity to support our near-term capital requirements. As the impact of macro-economic events, potential global recession, acts of terrorism, war, geopolitical events, and the related disruption to markets and business continues to impact the economy, we will continue to evaluate our overall liquidity position and take proactive steps to maintain the appropriate liquidity position based upon the current circumstances. The 1940 Act permits BDCs to incur borrowings, issue debt securities, or issue preferred stock unless immediately after the borrowings or issuance the ratio of total assets (less total liabilities other than indebtedness) to total indebtedness plus preferred stock is less than 200% (or 150% if certain requirements are met). On August 1, 2023, the Company received approval from ACP, as the Company's sole initial Member, for the application of the modified asset coverage requirements set forth in Section 61(a)(2) of the 1940 Act, as amended by the Small Business Credit Availability Act. As a result, effective August 2, 2023, the Company's asset coverage requirement applicable to senior securities was reduced from 200% to 150%. As of September 30, 2025, the Company's asset coverage ratio was 557.9%. The Company had no debt outstanding as of December 31, 2024.

Share Issuances

As of September 30, 2025 the Company had the authority to issue an unlimited number of Shares at $0.001 par value per Share.

Since inception through September 30, 2025 the Company has completed the following Share issuances:

Share Issuance Date

Shares Issued

Proceeds Received

June 30, 2023

50

$

1,000

November 14, 2023

171,824

3,436,474

February 13, 2024

973,655

19,473,102

April 15, 2024

2,482,469

38,892,227

September 3, 2024

2,901,546

44,013,319

December 2, 2024

3,333,813

50,542,802

March 3, 2025

3,375,974

51,358,465

June 23, 2025

2,003,675

30,678,886

August 29, 2025 (1)

40,707

623,750

September 29, 2025

1,991,586

30,592,082

Total

17,275,299

$

269,612,107

(1)Shares were issued under the Company's DRP.

The sales of the Shares were made pursuant to subscription agreements entered into by the Company with its investors, as described in "Note 8. Net Assets" in the notes to our consolidated financial statements and appearing elsewhere in this report, with the exception of Shares issued pursuant to the DRP. As of September 30, 2025 and December 31, 2024, the Company had 17,275,299 and 9,863,357 Shares outstanding, respectively.

Commitments and Obligations

In the normal course of business, we are party to financial instruments with off-balance sheet risk. These consist primarily of unfunded contractual commitments to extend credit, in the form of loans, to our portfolio companies. Unfunded contractual commitments to provide funds to portfolio companies are not reflected on our balance sheet.

As of September 30, 2025 and December 31, 2024, the Company had the following unfunded commitments:

Par as of

Company

September 30, 2025

December 31, 2024

A. Stucki Company

$

6,069,197

$

-

Ag Bells LLC

1,537,097

-

Allworth Financial Group, L.P.

3,286,298

5,547,836

Allworth Financial Group, L.P.

261,268

261,268

Ampler QSR Holdings LLC

2,211,920

-

Arax Midco, LLC

2,737,790

-

Axiometrix Solutions Portfolio Co.

1,858,986

-

Irving Parent, Corp.

2,275,949

-

Komline-Sanderson Group, Inc.

-

5,218,858

Komline-Sanderson Group, Inc.

1,302,944

2,124,366

Mood Media Borrower, LLC

1,200,786

-

NPM Franchising, LLC

455,009

-

OneZero

609,732

918,686

OneZero

656,204

656,204

Pediatric Home Respiratory Services, LLC

2,730,052

2,730,052

Pediatric Home Respiratory Services, LLC

970,685

1,274,025

StrategyCorps, LLC

2,274,436

2,274,436

StrategyCorps, LLC

995,066

1,137,218

VTC Buyer Corp.

2,154,324

-

VTC Buyer Corp.

1,508,630

-

VTC Buyer Corp.

1,308,155

-

Total (1)

$

36,404,528

$

22,142,949

(1) The Adviser's determination of the fair value of the current investments in these portfolio companies includes an analysis of the fair value of any unfunded commitments.

Related Party Transactions

As detailed in Note 3. Related Party Transaction, appearing elsewhere in this report, we have entered into a number of business relationships with affiliated or related parties, including the Advisory Agreement and the Administration Agreement.

In addition to the aforementioned agreements, the Company has received an exemptive order from the SEC that permits the Company, Adviser and certain of its affiliates to co-invest with other funds managed by the Adviser and its affiliates in a manner consistent with our investment objective, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors.

Critical Accounting Policies

The preparation of our consolidated financial statements and related disclosures in conformity with accounting principles generally accepted in the United States ("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 consolidated financial statements and revenues and expenses during the periods reported. On an ongoing basis, management evaluates its estimates and assumptions, which are based on the information that is currently available to them, historical experience and on various other inputs and assumptions that it believes to be reasonable under the circumstances. Actual results could differ materially from those estimates under different assumptions or conditions. For a description of our critical accounting policies, refer to "Note 2. Summary of Significant Accounting Policies" included in the notes to our consolidated financial statements appearing elsewhere in this report. We consider the most significant accounting policies to be those related to our Valuation of Investments, Fair Valuation Measurements, and Income Recognition. The valuation of investments is our most significant critical estimate. The most significant input to this estimate is the discount interest rate, which includes the hypothetical market yield plus premium or discount adjustment, used in determining the fair value of our debt investments.

Andalusian Credit Company LLC published this content on November 12, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on November 12, 2025 at 18:10 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]