Runway Growth Finance Corp. Debt Disclosure
Note 7 – Borrowings
The following table shows the Company's borrowings as of December 31, 2025 and December 31, 2024 (in thousands):
|
|
Total Commitment |
|
|
Face Value |
|
|
DFC |
|
|
Carrying Value |
|
||||||||
As of December 31, 2025 |
|
|||||||||||||||||||
Credit Facility |
|
$ |
|
550,000 |
|
|
$ |
|
173,000 |
|
|
$ |
|
(4,217 |
) |
|
$ |
|
168,783 |
|
April 2026 Notes |
|
|
|
25,000 |
|
|
|
|
25,000 |
|
|
|
|
(38 |
) |
|
|
|
24,962 |
|
July 2027 Notes |
|
|
|
80,500 |
|
|
|
|
80,500 |
|
|
|
|
(851 |
) |
|
|
|
79,649 |
|
December 2027 Notes |
|
|
|
51,750 |
|
|
|
|
51,750 |
|
|
|
|
(720 |
) |
|
|
|
51,030 |
|
April 2028 Notes |
|
|
|
107,000 |
|
|
|
|
107,000 |
|
|
|
|
(304 |
) |
|
|
|
106,696 |
|
Total |
|
$ |
|
814,250 |
|
|
$ |
|
437,250 |
|
|
$ |
|
(6,130 |
) |
|
$ |
|
431,120 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
As of December 31, 2024 |
|
|||||||||||||||||||
Credit Facility |
|
$ |
|
550,000 |
|
|
$ |
|
311,000 |
|
|
$ |
|
(2,551 |
) |
|
$ |
|
308,449 |
|
April 2026 Notes |
|
|
|
25,000 |
|
|
|
|
25,000 |
|
|
|
|
(161 |
) |
|
|
|
24,839 |
|
December 2026 Notes |
|
|
|
70,000 |
|
|
|
|
70,000 |
|
|
|
|
(370 |
) |
|
|
|
69,630 |
|
July 2027 Notes |
|
|
|
80,500 |
|
|
|
|
80,500 |
|
|
|
|
(1,384 |
) |
|
|
|
79,116 |
|
August 2027 Notes |
|
|
|
20,000 |
|
|
|
|
20,000 |
|
|
|
|
(372 |
) |
|
|
|
19,628 |
|
December 2027 Notes |
|
|
|
51,750 |
|
|
|
|
51,750 |
|
|
|
|
(1,080 |
) |
|
|
|
50,670 |
|
Total |
|
$ |
|
797,250 |
|
|
$ |
|
558,250 |
|
|
$ |
|
(5,918 |
) |
|
$ |
|
552,332 |
|
For the years ended December 31, 2025, December 31, 2024 and December 31, 2023, the components of interest expense, amortization of deferred financing costs, unused fees on the Credit Facility (as defined below), and any other costs associated with the Company's borrowings were as follows (in thousands):
|
|
Interest Expense |
|
|
Amortization of |
|
|
Unused Facility and |
|
|
Total Interest and Other Debt Financing Expenses |
|
|
Weighted Average |
|||||||||||
Year Ended December 31, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Credit Facility |
|
$ |
|
17,563 |
|
|
$ |
|
1,451 |
|
|
$ |
|
2,413 |
|
|
$ |
|
21,427 |
|
|
|
9.07 |
|
% |
April 2026 Notes |
|
|
|
2,135 |
|
|
|
|
137 |
|
|
|
|
- |
|
|
|
|
2,272 |
|
|
|
9.09 |
|
|
December 2026 Notes |
|
|
|
802 |
|
|
|
|
273 |
|
|
|
|
- |
|
|
|
|
1,075 |
|
|
|
5.78 |
|
|
July 2027 Notes |
|
|
|
6,038 |
|
|
|
|
585 |
|
|
|
|
- |
|
|
|
|
6,623 |
|
|
|
8.23 |
|
|
August 2027 Notes |
|
|
|
377 |
|
|
|
|
372 |
|
|
|
|
- |
|
|
|
|
749 |
|
|
|
14.09 |
|
|
December 2027 Notes |
|
|
|
4,140 |
|
|
|
|
396 |
|
|
|
|
- |
|
|
|
|
4,536 |
|
|
|
8.77 |
|
|
April 2028 Notes |
|
|
|
5,893 |
|
|
|
|
98 |
|
|
|
|
- |
|
|
|
|
5,991 |
|
|
|
7.60 |
|
|
Total |
|
$ |
|
36,948 |
|
|
$ |
|
3,312 |
|
|
$ |
|
2,413 |
|
|
$ |
|
42,673 |
|
|
|
8.60 |
|
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Year Ended December 31, 2024 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Credit Facility |
|
$ |
|
21,639 |
|
|
$ |
|
1,953 |
|
|
$ |
|
2,479 |
|
|
$ |
|
26,071 |
|
|
|
10.06 |
|
% |
April 2026 Notes |
|
|
|
2,135 |
|
|
|
|
137 |
|
|
|
|
- |
|
|
|
|
2,272 |
|
|
|
9.09 |
|
|
December 2026 Notes |
|
|
|
2,975 |
|
|
|
|
220 |
|
|
|
|
- |
|
|
|
|
3,195 |
|
|
|
4.56 |
|
|
July 2027 Notes |
|
|
|
6,038 |
|
|
|
|
579 |
|
|
|
|
- |
|
|
|
|
6,617 |
|
|
|
8.22 |
|
|
August 2027 Notes |
|
|
|
1,400 |
|
|
|
|
139 |
|
|
|
|
- |
|
|
|
|
1,539 |
|
|
|
7.70 |
|
|
December 2027 Notes |
|
|
|
4,140 |
|
|
|
|
392 |
|
|
|
|
- |
|
|
|
|
4,532 |
|
|
|
8.76 |
|
|
Total |
|
$ |
|
38,327 |
|
|
$ |
|
3,420 |
|
|
$ |
|
2,479 |
|
|
$ |
|
44,226 |
|
|
|
8.73 |
|
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Year Ended December 31, 2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Credit Facility |
|
$ |
|
22,559 |
|
|
$ |
|
1,664 |
|
|
$ |
|
1,474 |
|
|
$ |
|
25,697 |
|
|
|
9.24 |
|
% |
April 2026 Notes |
|
|
|
1,530 |
|
|
|
|
87 |
|
|
|
|
- |
|
|
|
|
1,617 |
|
|
|
8.98 |
|
|
December 2026 Notes |
|
|
|
2,975 |
|
|
|
|
210 |
|
|
|
|
- |
|
|
|
|
3,185 |
|
|
|
4.55 |
|
|
July 2027 Notes |
|
|
|
6,038 |
|
|
|
|
557 |
|
|
|
|
- |
|
|
|
|
6,595 |
|
|
|
8.19 |
|
|
August 2027 Notes |
|
|
|
1,400 |
|
|
|
|
142 |
|
|
|
|
- |
|
|
|
|
1,542 |
|
|
|
7.71 |
|
|
December 2027 Notes |
|
|
|
4,140 |
|
|
|
|
367 |
|
|
|
|
- |
|
|
|
|
4,507 |
|
|
|
8.71 |
|
|
Total |
|
$ |
|
38,642 |
|
|
$ |
|
3,027 |
|
|
$ |
|
1,474 |
|
|
$ |
|
43,143 |
|
|
|
8.32 |
|
% |
Credit Facility
On April 20, 2022, the Company entered into an amended and restated credit agreement with KeyBank National Association, acting as administrative agent, CIBC Bank USA and MUFG Union Bank, N.A. as co-documentation agents, the guarantors party thereto and syndication agent and the other lenders party thereto, which initially provided the Company with a $225.0 million commitment, subject to borrowing base requirements (as amended, supplemented or otherwise modified from time to time, the "Credit Facility"). On March 18, 2025, the Company entered into a Sixth Amendment to the Credit Facility, which, among other things, (i) extended the maturity date and revolving period; (ii) permits future financing subsidiaries, and (iii) amended certain other terms of the Credit Facility, including without limitation loan eligibility criteria, the borrowing base calculation, and excess concentration measures.
As of December 31, 2025, the Company had $550.0 million in total commitments available under the Credit Facility. The availability period under the Credit Facility expires on March 18, 2028 and is followed by a one-year amortization period. The stated maturity date under the Credit Facility is March 18, 2029, unless extended.
Borrowings under the Credit Facility bear interest on a per annum rate equal to Adjusted Term plus an applicable margin rate that ranges from 2.95% to 3.35% per annum depending on the Company’s leverage ratio and number of eligible loans in the collateral pool. The Credit Facility provides for a variable advance rate of up to 65% on eligible term loans. The Company also pays an unused commitment fee that ranges from 0.25% to 1.00% per annum based on the total unused lender commitments under the Credit Facility.
The Credit Facility is collateralized by all eligible investment assets held by the Company. The Credit Facility contains representations, warranties, and affirmative and negative covenants customary for secured financings of this type, including certain financial covenants such as a consolidated tangible net worth requirement and a required asset coverage ratio. For all periods presented, the Company was in compliance with all such covenants.
For the years ended December 31, 2025 and December 31, 2024, the weighted average outstanding principal balance was $236.2 million and $259.1 million, respectively, and the weighted average effective interest rate was 7.42% and 8.35%, respectively.
2026 Notes
On December 10, 2021, the Company entered into a master note purchase agreement, completing a private debt offering of $70.0 million in aggregate principal amount of 4.25% interest-bearing unsecured Series 2021A Senior Notes due 2026 (the "December 2026 Notes") to institutional accredited investors (as defined in Regulation D under the Securities Act of 1933, as amended (the "Securities Act")). The December 2026 Notes were repaid in full by the Company on April 7, 2025 and are no longer outstanding. On April 13, 2023, the Company completed the first supplement to the master note purchase agreement, resulting in an additional private debt offering of $25.0 million in aggregate principal amount of 8.54% interest-bearing unsecured Series 2023A Senior Notes due 2026 (the "April 2026 Notes") to institutional accredited investors (as defined in the Securities Act). The April 2026 Notes are subject to a 1.00% increase in the interest rate in the event that, subject to certain exceptions, the April 2026 Notes cease to have an investment grade rating or receive an investment grade rating below the Investment Grade (as defined in the master note purchase agreement). The April 2026 Notes are general unsecured obligations of the Company that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
December 2026 Notes
The December 2026 Notes bore an interest rate of 4.25% per year and were due on December 10, 2026, unless redeemed, purchased or prepaid prior to such date by the Company or its affiliates in accordance with their terms. The December 2026 Notes were repaid in full by the Company on April 7, 2025 and are no longer outstanding. Interest on the December 2026 Notes was due semiannually in arrears on June 10 and December 10 of each year.
Aggregate costs in connection with the December 2026 Notes issuance were $1.0 million, and were capitalized and deferred. As of December 31, 2024, deferred financing costs related to the December 2026 Notes were $0.4 million, of which $0.3 million were expensed during the year ended December 31, 2025 and $0.1 million were transferred to deferred financing costs of the April 2028 Notes, as defined below.
April 2026 Notes
The April 2026 Notes bear an interest rate of 8.54% per year and are due on April 13, 2026, unless redeemed, purchased or prepaid prior to such date by the Company or its affiliates in accordance with their terms. Interest on the April 2026 Notes is due semiannually in arrears on April 13 and October 13 of each year.
Aggregate costs in connection with the April 2026 Notes issuance were $0.4 million, and were capitalized and deferred. As of December 31, 2025 and December 31, 2024, deferred financing costs related to the April 2026 Notes were $38.4 thousand and $0.2 million, respectively. Refer to "Note 13 – Subsequent Events" for more information.
2027 Notes
July 2027 Notes
On July 28, 2022, the Company issued and sold $80.5 million in aggregate principal amount of 7.50% interest-bearing unsecured Notes due July 28, 2027 (the "July 2027 Notes") under its shelf Registration Statement on Form N-2. The July 2027 Notes were issued pursuant to the Base Indenture dated July 28, 2022 (the "Base Indenture") and First Supplemental Indenture, dated July 28, 2022 (together with the Base Indenture, the "Indenture"), between the Company and the Trustee, U.S. Bank Trust Company, National Association.
Interest on the 2027 Notes will be due quarterly in arrears on March 1, June 1, September 1 and December 1 of each year. The July 2027 Notes may be redeemed in whole or in part at any time or from time to time at the Company’s option on or after July 28, 2024, at a redemption price of $25 per July 2027 Note plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to the date fixed for redemption. The July 2027 Notes are general unsecured obligations of the Company that rank pari passu with the Company's existing and future unsecured, unsubordinated indebtedness.
Aggregate costs in connection with the July 2027 Notes issuance, including the underwriter’s discount and commissions, were $2.8 million, and were capitalized and deferred. As of December 31, 2025 and December 31, 2024, deferred financing costs related to the July 2027 Notes were $0.9 million and $1.4 million, respectively. Refer to "Note 13 – Subsequent Events" for more information.
August 2027 Notes
On August 31, 2022, the Company completed a private debt offering of $20.0 million in aggregate principal amount of 7.00% interest-bearing unsecured Series 2022A Senior Notes due 2027 (the "August 2027 Notes") to an institutional accredited investor (as defined in Regulation D under the Securities Act). The August 2027 Notes were due on August 31, 2027, unless redeemed, purchased or prepaid prior to such date by the Company or its affiliates in accordance with their terms. The August 2027 Notes were repaid in full by the Company on April 7, 2025 and are no longer outstanding.
Interest on the August 2027 Notes was due semiannually in arrears on February 15 and August 15 of each year. The August 2027 Notes were general unsecured obligations of the Company that ranked pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
Aggregate costs in connection with the August 2027 Notes issuance were $0.7 million, and were capitalized and deferred. As of December 31, 2024, deferred financing costs related to the August 2027 Notes were $0.4 million, which were fully expensed upon repayment of the notes.
December 2027 Notes
On December 7, 2022, the Company issued and sold $51.75 million in aggregate principal amount of 8.00% interest-bearing unsecured Notes due December 28, 2027 (the "December 2027 Notes") under its shelf Registration Statement on Form N-2. The December 2027 Notes were issued pursuant to the Base Indenture and Second Supplemental Indenture, dated December 7, 2022, between the Company and the Trustee, U.S. Bank Trust Company, National Association.
Interest on the December 2027 Notes will be due quarterly in arrears on March 1, June 1, September 1, and December 1 of each year. The December 2027 Notes may be redeemed in whole or in part at any time or from time to time at the Company's option on or after
December 31, 2024, at a redemption price of $25 per December 2027 Note plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to the date fixed for redemption. The December 2027 Notes are general unsecured obligations of the Company that rank pari passu with the Company's existing and future unsecured, unsubordinated indebtedness.
Aggregate costs in connection with the December 2027 Notes issuance, including the underwriter's discount and commissions, were $1.9 million, and were capitalized and deferred. As of December 31, 2025 and December 31, 2024, deferred financing costs related to the December 2027 Notes were $0.7 million and $1.1 million, respectively. Refer to "Note 13 – Subsequent Events" for more information.
2028 Notes
April 2028 Notes
On April 7, 2025, the Company completed a private debt offering of $107.0 million in aggregate principal amount of 7.51% interest-bearing unsecured Series 2025A Senior Notes due 2028 (the "April 2028 Notes") to institutional accredited investors (as defined in Regulation D under the Securities Act). The April 2028 Notes are due on April 7, 2028, unless redeemed, purchased or prepaid prior to such date by the Company or its affiliates in accordance with their terms.
Interest on the April 2028 Notes will be due semiannually in arrears on April 7 and October 7 of each year. The April 2028 Notes are general unsecured obligations of the Company that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
Aggregate costs in connection with the April 2028 Notes issuance were $0.4 million, and were capitalized and deferred. As of December 31, 2025, deferred financing costs related to the April 2028 Notes were $0.3 million.
Senior Securities
Information about the Company’s senior securities is shown in the following table for the fiscal years ended December 31, 2025, 2024, 2023, 2022, 2021, 2020, 2019 and 2018 (in thousands). No senior securities were outstanding for the fiscal years ended December 31, 2017 and prior.
Class and Period |
|
Total Amount Outstanding Exclusive of Treasury Securities(1) |
|
|
Asset Coverage per Unit(2) |
|
|
Involuntary Liquidating Preference per Unit(3) |
|
|
Average Market Value per Unit(4) |
|||||||
2028 Notes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
December 31, 2025 |
|
$ |
|
107,000 |
|
|
$ |
|
5,532 |
|
|
|
|
- |
|
|
|
N/A |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
2027 Notes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
December 31, 2025 |
|
$ |
|
132,250 |
|
|
$ |
|
4,667 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2024 |
|
|
|
152,250 |
|
|
|
|
4,382 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2023 |
|
|
|
152,250 |
|
|
|
|
4,593 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2022 |
|
|
|
152,250 |
|
|
|
|
4,784 |
|
|
|
|
- |
|
|
|
N/A |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
2026 Notes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
December 31, 2025 |
|
$ |
|
25,000 |
|
|
$ |
|
20,399 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2024 |
|
|
|
95,000 |
|
|
|
|
6,420 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2023 |
|
|
|
95,000 |
|
|
|
|
6,759 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2022 |
|
|
|
70,000 |
|
|
|
|
9,229 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2021 |
|
|
|
20,000 |
|
|
|
|
31,310 |
|
|
|
|
- |
|
|
|
N/A |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Credit Facility |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
December 31, 2025 |
|
$ |
|
173,000 |
|
|
$ |
|
3,803 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2024 |
|
|
|
311,000 |
|
|
|
|
2,656 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2023 |
|
|
|
272,000 |
|
|
|
|
3,011 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2022 |
|
|
|
337,000 |
|
|
|
|
2,709 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2021 |
|
|
|
61,000 |
|
|
|
|
10,938 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2020 |
|
|
|
99,000 |
|
|
|
|
5,710 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2019 |
|
|
|
61,000 |
|
|
|
|
7,169 |
|
|
|
|
- |
|
|
|
N/A |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Credit Facility - CIBC (5) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
December 31, 2018 |
|
$ |
|
59,500 |
|
|
$ |
|
3,813 |
|
|
|
|
- |
|
|
|
N/A |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
December 31, 2025 |
|
$ |
|
437,250 |
|
|
$ |
|
2,109 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2024 |
|
|
|
558,250 |
|
|
|
|
1,922 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2023 |
|
|
|
519,250 |
|
|
|
|
2,054 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2022 |
|
|
|
559,250 |
|
|
|
|
2,030 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2021 |
|
|
|
81,000 |
|
|
|
|
8,484 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2020 |
|
|
|
99,000 |
|
|
|
|
5,710 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2019 |
|
|
|
61,000 |
|
|
|
|
7,169 |
|
|
|
|
- |
|
|
|
N/A |
December 31, 2018 |
|
|
|
59,500 |
|
|
|
|
3,813 |
|
|
|
|
- |
|
|
|
N/A |
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 12, 2026 | Showing above |
| 2024 | Mar 20, 2025 | |
| 2023 | Mar 7, 2024 | |
| 2022 | Mar 2, 2023 | |
About Debt Disclosures
Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.
Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.