Annual report [Section 13 and 15(d), not S-K Item 405]

DEBT

v3.25.4
DEBT
 12 Months Ended
Dec. 31, 2025
Debt Disclosure [Abstract]  
DEBT DEBT
A summary of Main Street’s debt as of December 31, 2025 is as follows:
Outstanding
Balance
Unamortized Debt
Issuance Costs (1)
 Recorded Value
Estimated
Fair Value (2)
(in thousands)
Corporate Facility $ 432,000  $ —  $ 432,000  $ 432,000 
SPV Facility 86,000  —  86,000  86,000 
July 2026 Notes
 500,000  (285) 499,715  496,150 
June 2027 Notes
 400,000  (431) 399,569  408,764 
August 2028 Notes
 350,000  (2,004) 347,996  352,293 
March 2029 Notes
 350,000  (2,279) 347,721  365,649 
SBIC debentures 350,000  (5,407) 344,593  310,930 
Total Debt $ 2,468,000  $ (10,406) $ 2,457,594  $ 2,451,786 
___________________________
(1)The unamortized debt issuance costs for the Credit Facilities are reflected as Deferred financing costs on the Consolidated Balance Sheets, while the deferred debt issuance costs related to the July 2026 Notes, June 2027 Notes, August 2028 Notes, March 2029 Notes and SBIC debentures are reflected as contra-liabilities on the Consolidated Balance Sheets.
(2)Estimated fair value for outstanding debt is shown as if Main Street had adopted the fair value option under ASC 825, Financial Instruments (“ASC 825”). See discussion of the methods used to estimate the fair value of Main Street’s debt in Note B.12. — Summary of Significant Accounting Policies — Fair Value of Financial Instruments.
A summary of Main Street’s debt as of December 31, 2024 is as follows:
Outstanding
Balance		 Unamortized Debt
Issuance Costs (1)		 Recorded Value Estimated
Fair Value (2)
(in thousands)
Corporate Facility $ 208,000  $ —  $ 208,000  $ 208,000 
SPV Facility 176,000  —  176,000  176,000 
July 2026 Notes
 500,000  (812) 499,188  482,180 
June 2027 Notes
 400,000  (718) 399,282  407,388 
March 2029 Notes
 350,000  (2,998) 347,002  364,959 
SBIC debentures 350,000  (6,583) 343,417  298,250 
December 2025 Notes
 150,000  (518) 149,482  149,940 
Total Debt $ 2,134,000  $ (11,629) $ 2,122,371  $ 2,086,717 
___________________________
(1)The unamortized debt issuance costs for the Credit Facilities are reflected as Deferred financing costs on the Consolidated Balance Sheets, while the deferred debt issuance costs related to the July 2026 Notes, June 2027 Notes, March 2029 Notes, SBIC debentures and December 2025 Notes are reflected as contra-liabilities on the Consolidated Balance Sheets.
(2)Estimated fair value for outstanding debt is shown as if Main Street had adopted the fair value option under ASC 825. See discussion of the methods used to estimate the fair value of Main Street’s debt in Note B.12. — Summary of Significant Accounting Policies — Fair Value of Financial Instruments.
A summary of Main Street’s interest expense for the years ended December 31, 2025, 2024 and 2023 is as follows:
Year Ended December 31,
2025 2024 2023
(in thousands)
Corporate Facility $ 19,316  $ 27,108  $ 26,605 
SPV Facility 12,952  12,734  14,491 
July 2026 Notes
 15,526  15,526  15,526 
June 2027 Notes
 26,287  13,361  — 
August 2028 Notes
 7,366  —  — 
March 2029 Notes
 25,045  24,269  — 
SBIC debentures 12,462  10,690  11,394 
December 2025 Notes
 9,044  12,123  11,704 
May 2024 Notes
 —  7,618  22,855 
Total Interest Expense $ 127,998  $ 123,429  $ 102,575 
A summary of Main Street’s weighted-average amount of total borrowings outstanding and overall weighted-average effective interest rate including amortization of debt issuance costs, original issuance discounts and premiums and fees on unused lender commitments for the years ended December 31, 2025, 2024 and 2023 is as follows:
Year Ended December 31,
2025 2024 2023
(dollars in millions)
Weighted-average borrowings outstanding $ 2,229.7  $ 2,105.6  $ 1,949.0 
Weighted-average effective interest rate 5.7  % 5.9  % 5.3  %
Corporate Facility
Main Street maintains a multi-year revolving credit facility (the “Corporate Facility”) to provide additional liquidity to support its investment and operational activities. In April 2025, Main Street entered into an amendment to the Corporate Facility to, among other things: (i) decrease the interest rate to the applicable SOFR plus a credit spread adjustment of 0.10% plus (a) 1.775% prior to satisfying certain step-down conditions or (b) 1.65% after satisfying certain step-down conditions, (ii) increase the revolving commitments to $1.145 billion, (iii) increase the accordion feature providing Main Street with the right to request increases in commitments under the facility from new and existing lenders on the same terms and conditions as the existing commitments to up to a total of $1.718 billion and (iv) extend the revolving period and final maturity date through April 2029 and to April 2030, respectively.
As of December 31, 2025, the Corporate Facility included (i) total commitments of $1.145 billion from a diversified group of 18 lenders, (ii) an accordion feature with the right to request an increase in commitments under the facility from new and existing lenders on the same terms and conditions as the existing commitments up to a total of $1.718 billion and (iii) a revolving period through April 2029 and a final maturity date in April 2030.
As of December 31, 2025, borrowings under the Corporate Facility bore interest, subject to Main Street’s election and resetting on a monthly basis on the first of each month, at a rate equal to the applicable SOFR plus a credit spread adjustment of 0.10% plus 1.775% (or 1.65% after satisfying certain step-down conditions in the future). Main Street pays unused commitment fees of 0.25% on the unused lender commitments under the Corporate Facility. The Corporate Facility is secured by a first lien on the assets of MSCC and its subsidiaries, excluding the equity ownership and assets of the Funds, the Structured Subsidiaries and the External Investment Manager. In connection with the Corporate Facility, MSCC has made customary representations and warranties and is subject to certain leverage and borrowing base limitations, covenants, reporting and other requirements customary for similar credit facilities.
As of December 31, 2025, the interest rate for borrowings on the Corporate Facility was 5.7%. The average interest rate for borrowings under the Corporate Facility was 6.1% and 7.1% for the years ended December 31, 2025 and 2024, respectively. As of December 31, 2025, Main Street was in compliance with all financial covenants of the Corporate Facility.
SPV Facility
Main Street, through MSCC Funding I, LLC (“MSCC Funding”), a wholly-owned Structured Subsidiary that primarily holds debt investments, maintains a special purpose vehicle revolving credit facility (the “SPV Facility” and, together with the Corporate Facility, the “Credit Facilities”) to finance its investment and operational activities. In April 2025, Main Street entered into an amendment to the SPV Facility to, among other things: (i) decrease the interest rate to the applicable SOFR plus an applicable margin of (a) 1.95% during the revolving period (from 2.35%), (b) 2.075% for the first year following the end of the revolving period (from 2.475%) and (c) 2.20% for the second year following the end of the revolving period (from 2.60%), (ii) extend the revolving period from through September 2027 to through September 2028, (iii) extend the final maturity date from September 2029 to September 2030 and (iv) decrease the unused fee to 0.40% (from 0.50%) on the unused amount up to 50% (from 35%) of the commitment amount.
As of December 31, 2025, the SPV Facility included (i) total commitments of $600.0 million from a diversified group of six lenders, (ii) an accordion feature providing MSCC Funding with the right to request increases in commitments under the facility, subject to the satisfaction of various conditions, from new and existing lenders on the same terms and conditions as the existing commitments to up to a total of $800.0 million and (iii) a revolving period through September 2028 and a final maturity date in September 2030. Advances under the SPV Facility bear interest at a rate equal to the applicable SOFR in effect, plus an applicable margin of 1.95% during the revolving period and 2.075% and 2.20% during the first and second years thereafter, respectively. MSCC Funding pays a commitment fee of 0.40% on the unused lender commitments up to 50% of the total lender commitments and 0.75% on the unused lender commitments greater than 50% of the total lender commitments. The SPV Facility is secured by a first lien on the assets of MSCC Funding and its subsidiaries. In connection with the SPV Facility, MSCC Funding has made customary representations and warranties and is subject to certain leverage and borrowing base limitations, covenants, reporting and other requirements customary for similar credit facilities.
As of December 31, 2025, the interest rate for borrowings on the SPV Facility was 5.8%. The average interest rate for borrowings under the SPV Facility was 6.3% and 7.7% for the years ended December 31, 2025 and 2024, respectively. As of December 31, 2025, MSCC Funding was in compliance with all financial covenants of the SPV Facility.
MSCC Funding’s balance sheets as of December 31, 2025 and 2024 are as follows:
Balance Sheets
(in thousands)
December 31, 2025
December 31, 2024
ASSETS
Investments at fair value:
Control investments (cost: $13,840 as of December 31, 2025)
 $ 12,128  $ — 
Non-Control investments (cost: $335,114 and $351,053 as of December 31, 2025 and 2024, respectively)
 331,965  350,892 
Total investments (cost: $348,954 and $351,053 as of December 31, 2025 and 2024, respectively)
 344,093  350,892 
Cash and cash equivalents 6,375  11,212 
Interest and dividend receivable and other assets 2,149  4,124 
Deferred financing costs (net of accumulated amortization of $3,314 and $1,859 as of December 31, 2025 and 2024, respectively)
 7,084  6,512 
Total assets $ 359,701  $ 372,740 
LIABILITIES
SPV Facility $ 86,000  $ 176,000 
Accounts payable and other liabilities to affiliates 42  65 
Interest payable 695  1,229 
Total liabilities 86,737  177,294 
NET ASSETS
Contributed capital 197,064  138,088 
Total undistributed earnings 75,900  57,358 
Total net assets 272,964  195,446 
Total liabilities and net assets $ 359,701  $ 372,740 
MSCC Funding’s statements of operations for the years ended December 31, 2025, 2024 and 2023 are as follows:
Statements of Operations
(in thousands)
Year Ended
December 31,
2025 2024 2023
INVESTMENT INCOME:
Interest, dividend and fee income:
Control investments $ 430  $ —  $ — 
Non‑Control/Non‑Affiliate investments 40,031  43,477  40,152 
Total investment income 40,461  43,477  40,152 
EXPENSES:
Interest (12,952) (12,734) (14,491)
Management fee to MSCC (1,636) (1,648) (1,603)
General and administrative (150) (121) (130)
Total expenses (14,738) (14,503) (16,224)
NET INVESTMENT INCOME 25,723  28,974  23,928 
NET REALIZED LOSS:
Non‑Control/Non‑Affiliate investments (2,481) —  — 
Total net realized loss (2,481) —  — 
NET UNREALIZED APPRECIATION (DEPRECIATION):
Control investments (1,712) —  — 
Non‑Control/Non‑Affiliate investments (2,988) (2,181) 264 
Total net unrealized appreciation (depreciation) (4,700) (2,181) 264 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $ 18,542  $ 26,793  $ 24,192 
July 2026 Notes
In January 2021, Main Street issued $300.0 million in aggregate principal amount of 3.00% unsecured notes due July 14, 2026 (the “July 2026 Notes”) at an issue price of 99.004%. Subsequently, in October 2021, Main Street issued an additional $200.0 million in aggregate principal amount of the July 2026 Notes at an issue price of 101.741%. The July 2026 Notes issued in October 2021 have identical terms as, and are a part of a single series with, the July 2026 Notes issued in January 2021. The July 2026 Notes are unsecured obligations and rank pari passu with Main Street’s current and future unsecured indebtedness. The July 2026 Notes may be redeemed in whole or in part at any time at Main Street’s option subject to certain make-whole provisions. The July 2026 Notes bear interest at a rate of 3.00% per year payable semiannually on January 14 and July 14 of each year.
As of December 31, 2025, Main Street was in compliance with all covenants and other requirements of the July 2026 Notes.
June 2027 Notes
In June 2024, Main Street issued $300.0 million in aggregate principal amount of 6.50% unsecured notes due June 4, 2027 (the “June 2027 Notes”) at an issue price of 99.793%. Subsequently, in September 2024, Main Street issued an additional $100.0 million in aggregate principal amount of the June 2027 Notes at a public offering price of 102.134% resulting in a yield-to-maturity of 5.617% on such issuance. The $400.0 million of outstanding June 2027 Notes bear interest at 6.50% per year with a yield-to-maturity of 6.34%. The June 2027 Notes issued in September 2024 have identical terms as, and are a part of a single series with, the June 2027 Notes issued in June 2024. The June 2027 Notes are unsecured obligations and rank pari passu with Main Street’s current and future unsecured indebtedness. The June 2027 Notes may be redeemed in whole or in part at any time at Main Street’s option subject to certain make-whole provisions. The June 2027 Notes bear interest at a rate of 6.50% per year payable semiannually on June 4 and December 4 of each year.
As of December 31, 2025, Main Street was in compliance with all covenants and other requirements of the June 2027 Notes.
August 2028 Notes
In August 2025, Main Street issued $350.0 million in aggregate principal amount of 5.40% unsecured notes due August 15, 2028 (the “August 2028 Notes”) at an issue price of 99.989%. The August 2028 Notes are unsecured obligations and rank pari passu with Main Street’s current and future unsecured indebtedness. The August 2028 Notes may be redeemed in whole or in part at any time at Main Street’s option subject to certain make-whole provisions. The August 2028 Notes bear interest at a rate of 5.40% per year payable semiannually on February 15 and August 15 of each year.
As of December 31, 2025, Main Street was in compliance with all covenants and other requirements of the August 2028 Notes.
March 2029 Notes
In January 2024, Main Street issued $350.0 million in aggregate principal amount of 6.95% unsecured notes due March 1, 2029 (the “March 2029 Notes”) at an issue price of 99.865%. The March 2029 Notes are unsecured obligations and rank pari passu with Main Street’s current and future unsecured indebtedness. The March 2029 Notes may be redeemed in whole or in part at any time at Main Street’s option subject to certain make-whole provisions. The March 2029 Notes bear interest at a rate of 6.95% per year payable semiannually on March 1 and September 1 of each year.
As of December 31, 2025, Main Street was in compliance with all covenants and other requirements of the March 2029 Notes.
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. Under existing SBA-approved commitments, Main Street, through the Funds, had $350.0 million of outstanding SBIC debentures as of both December 31, 2025 and 2024. SBIC debentures provide for interest to be paid semiannually, with principal due at the applicable 10-year maturity date of each debenture. 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. The weighted-average annual interest rate on the SBIC debentures was 3.3% as of both December 31, 2025 and 2024. The first principal maturity due under the existing SBIC debentures is in 2027, and the weighted-average remaining duration as of December 31, 2025 was 4.6 years. In accordance with SBIC regulations, the Funds are precluded from incurring additional non-SBIC debt without the prior approval of the SBA. Main Street expects to maintain SBIC debentures under the SBIC program in the future, subject to periodic repayments and borrowings, in an amount up to the regulatory maximum amount for affiliated SBIC funds.
As of December 31, 2025, the SBIC debentures consisted of (i) $175.0 million par value of SBIC debentures issued by MSMF, with a recorded value of $170.9 million net of unamortized debt issuance costs of $4.1 million, and (ii) $175.0 million par value of SBIC debentures issued by MSC III, with a recorded value of $173.7 million net of unamortized debt issuance costs of $1.3 million.
The maturity dates and fixed interest rates for Main Street’s SBIC debentures as of December 31, 2025 and 2024 are summarized as follows:
Maturity Date Fixed Interest Rate Principal Balance
December 31, 2025 December 31, 2024
(in thousands)
3/1/2027 3.52% $ 40,400  $ 40,400 
9/1/2027 3.19% 34,600  34,600 
3/1/2028 3.41% 43,000  43,000 
9/1/2028 3.77% 32,000  32,000 
3/1/2030 2.35% 15,000  15,000 
9/1/2030 1.13% 10,000  10,000 
9/1/2030 1.31% 10,000  10,000 
3/1/2031 1.94% 25,200  25,200 
9/1/2031 1.58% 60,000  60,000 
9/1/2033 5.74% 16,000  16,000 
3/1/2035 5.09% 63,800  63,800 
Ending Balance $ 350,000  $ 350,000 
May 2024 Notes
In May 2024, Main Street repaid the $450.0 million principal amount of the issued and outstanding 5.20% unsecured notes (the “May 2024 Notes”) at maturity at par value plus the accrued and unpaid interest.
December 2025 Notes
In September 2025, Main Street repaid the $100.0 million principal amount of the issued and outstanding 7.84% Series A unsecured notes (the “December 2025 Series A Notes”) and the $50.0 million principal amount of the issued and outstanding 7.53% Series B unsecured notes (the “December 2025 Series B Notes” and, together with the December 2025 Series A Notes, the “December 2025 Notes”) prior to maturity at par value plus the accrued and unpaid interest. The December 2025 Notes were due to mature on December 23, 2025.
Contractual Payment Obligations
A summary of Main Street’s contractual payment obligations for the repayment of outstanding indebtedness as of December 31, 2025 is as follows:
2026 2027 2028 2029 2030 Thereafter Total
(in thousands)
Corporate Facility $ —  $ —  $ —  $ —  $ 432,000  $ —  $ 432,000 
SPV Facility —  —  —  —  86,000  —  86,000 
July 2026 Notes
 500,000  —  —  —  —  —  500,000 
June 2027 Notes
 —  400,000  —  —  —  —  400,000 
August 2028 Notes
 —  —  350,000  —  —  —  350,000 
March 2029 Notes —  —  —  350,000  —  —  350,000 
SBIC debentures —  75,000  75,000  —  35,000  165,000  350,000 
$ 500,000  $ 475,000  $ 425,000  $ 350,000  $ 553,000  $ 165,000  $ 2,468,000 
Senior Securities
Information about Main Street’s senior securities as of December 31 for the years indicated in the table, unless otherwise noted, is as follows:
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)
(in thousands)
SBIC Debentures
2016 $ 240,000  $ 2,415  —  N/A
2017 295,800  2,687  —  N/A
2018 345,800  2,455  —  N/A
2019 311,800  2,363  —  N/A
2020 309,800  2,244  —  N/A
2021 350,000  1,985  —  N/A
2022 350,000  2,044  —  N/A
2023 350,000  2,364  —  N/A
2024 350,000  2,306  —  N/A
2025 350,000  2,209  —  N/A
Corporate Facility
2016 $ 343,000  $ 2,415  —  N/A
2017 64,000  2,687  —  N/A
2018 301,000  2,455  —  N/A
2019 300,000  2,363  —  N/A
2020 269,000  2,244  —  N/A
2021 320,000  1,985  —  N/A
2022 407,000  2,044  —  N/A
2023 200,000  2,364  —  N/A
2024 208,000  2,306  —  N/A
2025 432,000  2,209  —  N/A
SPV Facility
2022 $ 200,000  $ 2,044  —  N/A
2023 160,000  2,364  —  N/A
2024 176,000  2,306  —  N/A
2025 86,000  2,209  —  N/A
April 2023 Notes
2016 $ 90,655  $ 2,415  —  $ 25.76 
2017 90,655  2,687  —  25.93 
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)
(in thousands)
December 2019 Notes
2016 $ 175,000  $ 2,415  —  N/A
2017 175,000  2,687  —  N/A
2018 175,000  2,455  —  N/A
December 2022 Notes
2017 $ 185,000  $ 2,687  —  N/A
2018 185,000  2,455  —  N/A
2019 185,000  2,363  —  N/A
2020 185,000  2,244  —  N/A
2021 185,000  1,985  —  N/A
May 2024 Notes
2019 $ 325,000  $ 2,363  —  N/A
2020 450,000  2,244  —  N/A
2021 450,000  1,985  —  N/A
2022 450,000  2,044  —  N/A
2023 450,000  2,364  —  N/A
July 2026 Notes
2021 $ 500,000  $ 1,985  —  N/A
2022 500,000  2,044  —  N/A
2023 500,000  2,364  —  N/A
2024 500,000  2,306  —  N/A
2025 500,000  2,209  —  N/A
December 2025 Notes
2022 $ 100,000  $ 2,044  —  N/A
2023 150,000  2,364  —  N/A
2024 150,000  2,306  —  N/A
March 2029 Notes
2024 $ 350,000  $ 2,306  —  N/A
2025 350,000  2,209  —  N/A
June 2027 Notes
2024 $ 400,000  $ 2,306  —  N/A
2025 400,000  2,209  —  N/A
August 2028 Notes
2025 $ 350,000  $ 2,209  —  N/A
___________________________
(1)Total amount of each class of senior securities outstanding at the end of the period presented.
(2)Asset coverage per unit is the ratio of the carrying value of Main Street’s total consolidated assets, less all liabilities and indebtedness not represented by senior securities, to the aggregate amount of senior securities representing indebtedness. Asset coverage per unit is expressed in terms of dollar amounts per $1,000 of indebtedness.
(3)The amount to which such class of senior security would be entitled upon the involuntary liquidation of the issuer in preference to any security junior to it. The “—” indicates information that the SEC expressly does not require to be disclosed for certain types of senior securities.
(4)Average market value per unit for the April 2023 Notes represents the average of the daily closing prices as reported on the NYSE during the period presented. Average market value per unit for all other senior securities included in the table is not applicable because these are not registered for public trading.