CION Investment CorpCION

CION Investment Corp Commitments Disclosure

10-KFiled Mar 12, 20263 min read
Commitments and Contingencies
The Company entered into certain contracts with related and other parties that contain a variety of indemnifications. The Company’s maximum exposure under these arrangements is unknown. However, the Company has not experienced claims or losses pursuant to these contracts and believes the risk of loss related to such indemnifications to be remote.
As of December 31, 2025 and 2024, the Company’s unfunded commitments were as follows:
Unfunded CommitmentsDecember 31, 2025(1)December 31, 2024(1)
APS Acquisition Holdings, LLC$5,979 $7,799 
Metrc Inc.
4,500 — 
David's Bridal, LLC(2)
4,000 — 
Straine Dental Management, LLC
3,741 — 
Berlitz Holdings, Inc.
2,977 — 
Instant Web, LLC2,704 2,488 
American Health Staffing Group, Inc.2,500 3,333 
Sleep Opco, LLC2,060 1,750 
Tactical Air Support, Inc.2,000 — 
Bradshaw International Parent Corp.1,844 1,844 
SHF Holdings, Inc.
1,739 — 
Thrill Holdings LLC1,739 1,739 
Gold Medal Holdings, Inc.1,632 2,498 
Stengel Hill Architecture, LLC1,425 1,725 
ESP Associates, Inc.1,118 1,118 
RA Outdoors, LLC1,083 348 
Newbury Franklin Industrials, LLC1,066 1,974 
CrossLink Professional Tax Solutions, LLC982 1,840 
Ironhorse Purchaser, LLC816 551 
TMK Hawk Parent, Corp.779 779 
LAV Gear Holdings, Inc.
726 — 
Optio Rx, LLC
658 — 
Adapt Laser Acquisition, Inc.
560 — 
BDS Solutions Intermediateco, LLC476 524 
Avison Young (USA) Inc.
440 — 
Spinal USA, Inc. / Precision Medical Inc.
125 — 
Invincible Boat Company LLC80 — 
Cennox, Inc.30 2,334 
American Family Care, LLC— 5,909 
Flatworld Intermediate Corp.— 5,865 
Rogers Mechanical Contractors, LLC— 5,426 
Lux Credit Consultants LLC— 5,069 
American Clinical Solutions LLC— 4,600 
Mimeo.com, Inc.— 2,500 
Moss Holding Company— 2,232 
ALM Global, LLC— 1,800 
Riddell, Inc. / All American Sports Corp.— 1,636 
HEC Purchaser Corp.— 1,302 
Anthem Sports & Entertainment Inc.— 1,225 
Dermcare Management, LLC— 326 
HW Acquisition, LLC— 147 
Total$47,779 $70,681 
(1)Unless otherwise noted, the funding criteria for these unfunded commitments had not been met at the date indicated.
(2)The Company may be required to fund an additional $20,000 if certain conditions are satisfied. See footnote g. to the consolidated schedule of investments as of December 31, 2025.

Unfunded commitments to provide funds to companies are not recorded on the Company’s consolidated balance sheets. To the extent that interest rates on unfunded commitments are below market, a liability is recorded in the consolidated schedule of investments. Since these commitments may expire without being drawn upon, unfunded commitments do not necessarily represent future cash requirements or future earning assets for the Company. The Company intends to use cash on hand, short-term investments, proceeds from borrowings, and other liquid assets to fund these commitments should the need arise. For information on the companies to which the Company is committed to fund additional amounts as of December 31, 2025 and 2024, refer to the table above and the consolidated schedules of investments. As of March 4, 2026, the Company was committed, upon the satisfaction of certain conditions, to fund an additional $49,174 (unaudited).
The Company 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 (i.e., advances from its financing arrangements and/or cash flows from operations). The Company will not fund its unfunded commitments from future net proceeds generated by securities offerings, if any. The Company follows a process to manage its liquidity and ensure that it has available capital to fund its unfunded commitments. Specifically, the Company prepares detailed analyses of the level of its unfunded commitments relative to its then available liquidity on a daily basis.  These analyses are reviewed and discussed on a weekly basis by the Company's executive officers and senior members of CIM (including members of the investment committee) and are updated on a “real time” basis in order to ensure that the Company has adequate liquidity to satisfy its unfunded commitments.

Historical Timeline

Fiscal YearFiled
2025Mar 12, 2026Showing above
2024Mar 13, 2025
2023Mar 14, 2024
2022Mar 16, 2023

About Commitments Disclosures

Commitments and contingencies disclosures catalog a company's off-balance-sheet obligations and legal exposures — purchase commitments, guarantee arrangements, pending litigation, and regulatory proceedings. These items represent potential future cash outflows that may not appear as liabilities on the balance sheet until they become probable and estimable.

Key signals: litigation reserves and disclosed loss ranges quantify management's estimate of legal exposure, but unquantified "reasonably possible" losses often represent the larger risk. Watch for changes in language around pending cases — shifts from "remote" to "reasonably possible" or increases in estimated loss ranges signal deteriorating outcomes. Unconditional purchase obligations and take-or-pay contracts create fixed cost structures that reduce operational flexibility. Guarantee arrangements for subsidiaries or joint ventures can create cascading obligations. Compare the total commitment schedule against projected free cash flow to assess whether the company can meet its obligations without additional financing.

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