Runway Growth Finance Corp. Commitments Disclosure
Note 8 – Commitments, Contingencies, and Off-Balance Sheet Arrangements
Commitments
The following table provides the Company’s contractual obligations as of December 31, 2025 and December 31, 2024 (in thousands):
|
|
Payments Due by Period (1) |
|
||||||||||||||||||||||
|
|
Less than 1 Year |
|
|
|
1-3 years |
|
|
|
3-5 years |
|
|
More than 5 Years |
|
|
Total |
|
||||||||
As of December 31, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Borrowings (2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Credit Facility |
|
$ |
|
- |
|
|
$ |
|
- |
|
|
$ |
|
173,000 |
|
|
$ |
|
- |
|
|
$ |
|
173,000 |
|
2026 Notes |
|
|
|
25,000 |
|
|
|
|
- |
|
|
|
|
- |
|
|
|
|
- |
|
|
|
|
25,000 |
|
2027 Notes |
|
|
|
- |
|
|
|
|
132,250 |
|
|
|
|
- |
|
|
|
|
- |
|
|
|
|
132,250 |
|
2028 Notes |
|
|
|
- |
|
|
|
|
107,000 |
|
|
|
|
- |
|
|
|
|
- |
|
|
|
|
107,000 |
|
Total Borrowings |
|
|
|
25,000 |
|
|
|
|
239,250 |
|
|
|
|
173,000 |
|
|
|
|
- |
|
|
|
|
437,250 |
|
Deferred Incentive Fees |
|
|
|
4,197 |
|
|
|
|
5,309 |
|
|
|
|
2,659 |
|
|
|
|
84 |
|
|
|
|
12,249 |
|
Foreign Currency Forward Contracts |
|
|
|
(711 |
) |
|
|
|
- |
|
|
|
|
- |
|
|
|
|
- |
|
|
|
|
(711 |
) |
Total |
|
$ |
|
28,486 |
|
|
$ |
|
244,559 |
|
|
$ |
|
175,659 |
|
|
$ |
|
84 |
|
|
$ |
|
448,788 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
As of December 31, 2024 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Borrowings (2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Credit Facility |
|
$ |
|
- |
|
|
$ |
|
311,000 |
|
|
$ |
|
- |
|
|
$ |
|
- |
|
|
$ |
|
311,000 |
|
2026 Notes |
|
|
|
- |
|
|
|
|
95,000 |
|
|
|
|
- |
|
|
|
|
- |
|
|
|
|
95,000 |
|
2027 Notes |
|
|
|
- |
|
|
|
|
152,250 |
|
|
|
|
- |
|
|
|
|
- |
|
|
|
|
152,250 |
|
Total Borrowings |
|
|
|
- |
|
|
|
|
558,250 |
|
|
|
|
- |
|
|
|
|
- |
|
|
|
|
558,250 |
|
Deferred Incentive Fees |
|
|
|
2,584 |
|
|
|
|
4,886 |
|
|
|
|
2,562 |
|
|
|
|
84 |
|
|
|
|
10,116 |
|
Total |
|
$ |
|
2,584 |
|
|
$ |
|
563,136 |
|
|
$ |
|
2,562 |
|
|
$ |
|
84 |
|
|
$ |
|
568,366 |
|
Contingencies
The Company and RGC are not currently subject to any material legal proceedings, nor, to the Company's knowledge, is any material legal proceeding threatened against the Company or RGC. From time to time, the Company or RGC may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of their rights under contracts with its portfolio companies. The Company's business is also subject to extensive regulation, which may result in regulatory proceedings against it. While the outcome of any such legal proceedings cannot be predicted with certainty, the Company does not expect that any such proceedings will have a material effect upon its financial condition or results of operations.
Off-Balance Sheet Arrangements
In the normal course of business, the Company may enter into investment agreements under which it commits to make an investment in a portfolio company at some future date or over a specified period of time. These unfunded contractual commitments to provide funds to portfolio companies are not reflected on the Consolidated Statements of Assets and Liabilities. With the exception of the JV, the availability of such unfunded commitments is subject to the specific terms and conditions of each contract, which may include, among other things, portfolio company performance requirements and time-based cancellation provisions. As a result, only a portion of unfunded commitments is currently eligible to be drawn.
The Company's unfunded commitments to provide debt and equity financing to its portfolio companies and Runway-Cadma I LLC amounted to $145.5 million and $176.7 million as of December 31, 2025 and December 31, 2024, respectively, shown in the table below (in thousands):
Portfolio Company |
|
Investment Type |
|
December 31, 2025 |
|
|
December 31, 2024 |
|
||||
Autobooks, Inc. |
|
Senior Secured Term Loan |
|
$ |
|
10,400 |
|
|
$ |
|
- |
|
Blueshift Labs, Inc. |
|
Senior Secured Term Loan |
|
|
|
150 |
|
|
|
|
- |
|
Bombora, Inc. |
|
Senior Secured Term Loan |
|
|
|
500 |
|
|
|
|
2,000 |
|
CarNow, Inc. |
|
Senior Secured Term Loan |
|
|
|
4,000 |
|
|
|
|
12,000 |
|
Digicert, Inc. |
|
Senior Secured Revolver |
|
|
|
673 |
|
|
|
|
- |
|
Elevate Services, Inc. |
|
Senior Secured Term Loan |
|
|
|
- |
|
|
|
|
14,000 |
|
Interactions Corporation |
|
Senior Secured Term Loan |
|
|
|
- |
|
|
|
|
10,000 |
|
Linxup, LLC |
|
Senior Secured Term Loan |
|
|
|
- |
|
|
|
|
7,500 |
|
Marley Spoon SE |
|
Senior Secured Term Loan |
|
|
|
5,756 |
|
|
|
|
- |
|
Marley Spoon SE |
|
Senior Secured Revolver |
|
|
|
4,851 |
|
|
|
|
- |
|
Onward Medical, N.V. |
|
Senior Secured Term Loan |
|
|
|
38,982 |
|
|
|
|
38,982 |
|
Route 92 Medical, Inc. |
|
Senior Secured Term Loan |
|
|
|
20,000 |
|
|
|
|
10,000 |
|
Runway-Cadma I LLC |
|
Joint Venture |
|
|
|
22,718 |
|
|
|
|
29,400 |
|
SetPoint Medical Corporation |
|
Senior Secured Term Loan |
|
|
|
- |
|
|
|
|
20,000 |
|
Shepherd Intermediate, LLC (dba FHAS) |
|
Senior Secured Term Loan |
|
|
|
2,083 |
|
|
|
|
- |
|
Shepherd Intermediate, LLC (dba FHAS) |
|
Senior Secured Revolver |
|
|
|
417 |
|
|
|
|
- |
|
Shield Therapeutics PLC |
|
Senior Secured Term Loan |
|
|
|
18,000 |
|
|
|
|
- |
|
Snap! Mobile, Inc. |
|
Senior Secured Term Loan |
|
|
|
5,000 |
|
|
|
|
5,000 |
|
Swing Education, Inc. |
|
Senior Secured Term Loan |
|
|
|
2,000 |
|
|
|
|
- |
|
Swing Education, Inc. |
|
Senior Secured Revolver |
|
|
|
10,000 |
|
|
|
|
- |
|
Synack, Inc. |
|
Senior Secured Term Loan |
|
|
|
- |
|
|
|
|
22,500 |
|
Zinnia Corporate Holdings, LLC |
|
Senior Secured Term Loan |
|
|
|
- |
|
|
|
|
5,333 |
|
Total unused commitments to extend financing |
|
|
|
$ |
|
145,530 |
|
|
$ |
|
176,715 |
|
The Company may also enter into foreign currency forward contracts to mitigate its exposure to foreign currency fluctuations associated with certain investments denominated in foreign currencies. While these contracts are recognized on the Consolidated Statements of Assets and Liabilities at fair value in accordance with ASC 815, they are also considered off-balance sheet arrangements because they may result in future cash payments or receipts that are not fully reflected in the financial statements as of December 31, 2025. As of December 31, 2025, the Company had outstanding forward currency contracts with a total notional amount of $28.9 million to purchase foreign currencies. For more information on the contracts and related maturities, refer to "Note 4 – Investments." There were no foreign currency forward contracts as of December 31, 2024.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 12, 2026 | Showing above |
| 2024 | Mar 20, 2025 | |
| 2023 | Mar 7, 2024 | |
| 2022 | Mar 2, 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.