UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

 Washington, D.C. 20549

 FORM 10-K

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the fiscal year ended December 31, 2023

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 Commission File Number: 814-01393

 (Exact name of registrant as specified in its
charter)

 Delaware

 86-2440860

 (State or Other Jurisdiction of
 Incorporation or Organization)

 (I.R.S. Employer
 Identification No.)

 717 Texas Avenue, Suite 2200, Houston, TX

 77002

 (Address of Principal Executive Offices)

 (Zip Code)

 (713) 493-2020

 (Registrant's telephone number, including
area code)

 Securities registered pursuant to Section 12(b)
of the Act:

 Title of each class

 Trading Symbol(s)

 Name of each exchange on which registered

 None

 None

 None

 Securities registered pursuant to Section 12(g)
of the Act:

 Common Stock, par value $0.001 per share

 Indicate by check mark if the registrant is a
well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes
No

 Indicate by check mark if the registrant is not
required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes
No

(1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months
(or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements
for the past 90 days. Yes No

has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405
of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes
 No

is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company.
See the definitions of "large accelerated filer", "accelerated filer", "smaller reporting company"
and "emerging growth company" in Rule 12b-2 of the Exchange Act.

 Large accelerated filer

 Accelerated filer

 Non-accelerated filer

 Smaller reporting company

 Emerging growth company

 If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.

has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial
reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or
issued its audit report.

 If securities are registered pursuant to Section
12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction
of an error to previously issued financial statements.

 Indicate by check mark whether any of those error
corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive
officers during the relevant recovery period pursuant to §240.10D-1(b).

is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
 No

 As of February 22, 2024, the registrant had 40,886
shares of common stock, $0.001 par value per share, issued and outstanding and there was no public market for the registrant's shares.

 Documents Incorporated by Reference

 Kayne DL 2021, Inc. will file with the Securities
and Exchange Commission, not later than 120 days after the close of its fiscal year ended December 31, 2023, a definitive proxy
statement containing the information required to be disclosed under Part III of Form 10-K.

 Page

 Item 1.

 Business

 Item 1A.

 Risk Factors

 Item 1B.

 Unresolved Staff Comments

 Item 1C.

 Cybersecurity

 Item 2.

 Properties

 Item 3.

 Legal Proceedings

 Item 4.

 Mine Safety Disclosures

 Item 5.

 Market for Registrant's Common Equity, Related Stockholder Matters
 and Issuer Purchases of Equity Securities

 Item 6.

 [Reserved]

 Item 7.

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

 Item 7A.

 Quantitative and Qualitative Disclosures About Market Risk

 Item 8.

 Consolidated Financial Statements and Supplementary Data

 Item 9.

 Changes in and Disagreements With Accountants on Accounting and Financial
 Disclosure

 Item 9A.

 Controls and Procedures

 Item 9B.

 Other Information

 Item 9C.

 Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

 Item 10.

 Directors, Executive Officers and Corporate Governance

 Item 11.

 Executive Compensation

 Item 12.

 Security Ownership of Certain Beneficial Owners and Management and
 Related Stockholder Matters

 Item 13.

 Certain Relationships and Related Transactions, and Director Independence

 Item 14.

 Principal Accounting Fees and Services

 Item 15.

 Exhibits, Consolidated Financial Statements, and Schedules

 Item 16.

 Form 10-K Summary

 SIGNATURES

 i

 The following discussion and analysis should be read in conjunction
with our financial statements and related notes and other financial information appearing elsewhere in this Annual Report on Form 10-K.
Except as otherwise specified, references to "we," "us," "our," or the "Company" refer
to Kayne DL 2021, Inc., a Delaware corporation. We refer to KA Credit Advisors II, LLC, our investment adviser, as our "Advisor."
The Advisor also serves as our administrator (the "Administrator"). We refer generally to Kayne Anderson Capital Advisors,
L.P., an affiliate of the Advisor, as "Kayne Anderson."

 Forward Looking Statements

 This Annual Report on Form 10-K contains
forward-looking statements that involve substantial known and unknown risks, uncertainties and other factors. Undue reliance should not
be placed on such statements. These forward-looking statements are not historical facts, but rather are based on current expectations,
estimates and projections about the company, current and prospective portfolio investments, the industry, beliefs and assumptions. Words
such as "anticipates," "expects," "intends," "plans," "will," "may,"
"continue," "believes," "seeks," "estimates," "would," "could,"
"should," "targets," "projects," and variations of these words and similar expressions 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 control of the Company and difficult to predict and could cause actual results to differ
materially from those expressed or forecasted in the forward-looking statements, including:

 future operating results;

 business prospects and the prospects of portfolio companies in which
 we invest;

 the ability of our portfolio companies to achieve their objectives;

 changes in political, economic or industry conditions, the interest
 rate environment or conditions affecting the financial and capital markets;

 the ability of our Advisor to locate suitable investments
 and to monitor and administer investments;

 the ability of the Advisor and its affiliates to attract and retain
 highly talented professionals;

 risk associated with possible disruptions in operations or the economy
 generally;

 the
 adequacy of our cash resources, financing sources and working capital;

 the timing of cash flows, interest, distributions and dividends, if any,
 from the operations of the companies in which the Company invests;

 the ability to maintain qualification as a business development company
 ("BDC") and as a regulated investment company ("RIC") under the Internal Revenue Code of 1986, as amended
 (the "Code");

 the use of borrowed money to finance a portion of the Company's
 investments;

 the adequacy, availability and pricing of financing sources and working
 capital for the Company;

 actual or potential conflicts of interest with the Advisor and its affiliates;

 contractual arrangements and relationships with third parties;

 the risk associated with an economic downturn, increased inflation, political
 instability, interest rate volatility, loss of key personnel, and the illiquid nature of investments of the Company; and

 the
 risks, uncertainties and other factors the Company identifies under " Part I –
 Item 1A. Risk Factors " and elsewhere in this Annual Report on Form 10-K.

 We have based the forward-looking statements
included in this report on information available to us on the date of this report. We assume no obligation to update or revise publicly
any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. Although
we undertake no obligation to revise or update any forward-looking statements, you are advised to consult any additional disclosures
that we may make directly to you or through reports that we have filed or in the future may file with the United States Securities and
Exchange Commission (the "SEC"), including annual reports on Form 10-K, registration statements on Form 10, quarterly
reports on Form 10-Q and current reports on Form 8-K.

 Item 1. Business

 Overview

 Kayne DL 2021, Inc. was formed as a Delaware corporation to make investments
in middle-market companies and commenced operations on December 16, 2021. We are an externally managed, closed-end, non-diversified management
investment company that has elected to be regulated as a BDC under the 1940 Act. In addition, for U.S. federal income tax purposes, we
intend to qualify, annually, as a RIC under Subchapter M of the Code.

 We are a business development company ("BDC") that invests
primarily in first lien senior secured loans, with a secondary focus on unitranche and split-lien loans to middle market companies. We
are managed by our investment advisor KA Credit Advisors II, LLC (the "Advisor"), an indirect controlled subsidiary of Kayne
Anderson Capital Advisors, L.P. ("Kayne Anderson"), a prominent alternative investment management firm, focused on real estate,
credit, infrastructure/energy and growth capital. Our Advisor is registered with the United States Securities and Exchange Commission
(the "SEC") under the Investment Advisers Act of 1940, as amended (the "Advisers Act").

 We generally intend to distribute, out of assets legally available
for distribution, 90% to 100% of our available earnings, on a quarterly or annual basis, as determined by our Board of Directors (the
"Board") in its sole discretion. The distributions we pay to our stockholders in a year may exceed our taxable income for
that year and, accordingly, a portion of such distributions equal to such excess of distributions over taxable income may constitute a
return of invested capital for federal income tax purposes. Such a return of capital (i.e., a distribution that represents a return of
an investor's original investment) would be nontaxable to the stockholder and would reduce its basis in its shares. As a result,
income tax related to the portion of such distributions treated as return of capital would be deferred until any subsequent sale of shares
of common stock. The specific tax characteristics of our distributions will be reported to stockholders after the end of the calendar
year.

 Investment Objective, Principal Strategy
and Investment Structures

 Our investment objective is to generate current
income and, to a lesser extent, capital appreciation. Nearly all of our debt investments are in middle market companies. We define "middle
market companies" as companies that, in general, generate between $10 million and $150 million of annual EBITDA. Further, we refer
to companies that generate between $10 million and $50 million of annual EBITDA as "core middle market companies" and companies
that generate between $50 million and $150 million of annual EBITDA as "upper middle market companies." We typically adjust
EBITDA for non-recurring and/or normalizing items to assess the financial performance of our borrowers over time.

 We intend to achieve our investment objective
by investing primarily in first lien senior secured loans, with a secondary focus on unitranche and split-lien loans to middle market
companies. Under normal market conditions, we expect at least 90% of our portfolio (including investments purchased with proceeds from
borrowings under our credit facility) to be invested in first lien senior secured, unitranche and split-lien loans. Our investment decisions
are made on a case-by-case basis. We expect that a majority of these debt investments will be made in core middle market companies and
will generally have stated maturities of three to six years. We expect that the loans in which we principally invest will be to companies
that are headquartered and/or have principal business activities in the United States.

 The Advisor executes on our investment objective
by (1) accessing the established loan sourcing channels developed by Kayne Anderson's middle market private credit platform ("KAPC"
or "Kayne Anderson Private Credit"), which includes an extensive network of private equity firms, other middle market lenders,
financial advisors, intermediaries and management teams, (2) selecting investments within our middle market company focus, (3) implementing
KAPC's underwriting process and (4) drawing upon its experience and resources and the broader Kayne Anderson network. KAPC was established
in 2011 and manages (directly and through affiliates) assets under management ("AUM") of approximately $6.5 billion related
to middle market private credit as of December 31, 2023. See " Risk Factors—Risks Relating to Our Business and Structure—We
depend upon our Advisor and Administrator for our success and upon their access to the investment professionals and partners of Kayne
Anderson and its affiliates. Any inability of the Advisor or the Administrator to maintain or develop these relationships, or the failure
of these relationships to generate investment opportunities, could adversely affect our business."

 We intend to principally invest in the following types of debt securities:

 First
 lien debt: Typically senior on a lien basis to the other liabilities in the issuer's capital structure with a first priority
 lien against substantially all assets of the borrower and often including a pledge of the capital stock of the business. The security
 interest ranks above the security interest of second lien lenders on those assets. These securities are typically floating rate investments
 priced with a spread to the reference rate (typically SOFR);

 Split-lien debt:
 Typically includes (i) a first lien on fixed and intangible assets of the borrower and often including a pledge of the capital stock
 of the business and (ii) a second lien on working capital assets. Used in conjunction with an asset based lender who has a first
 lien on the borrower's working capital assets. These securities are typically floating rate investments priced with a spread
 to the reference rate (typically SOFR).

 Unitranche
 debt: Combines features of first lien, second lien and subordinated debt, generally in a first lien position. These securities
 can generally be thought of as first lien investments beyond what may otherwise be considered "typical" first lien leverage
 levels, effectively representing a greater portion of the overall capitalization of the underlying business. These securities are
 typically structured as floating rate investments priced with a spread to the reference rate (typically SOFR).

 Senior secured debt often has restrictive
covenants for the purpose of pursuing principal protection and repayment before junior creditors as covenants provide opportunities for
lenders to take action following a covenant breach. The loans in which we principally invest have financial maintenance covenants, which
require borrowers maintain certain performance criteria and financial ratios on a monthly or quarterly basis.

 Our portfolio is currently comprised of a broad mix of loans, with
diversity among investment size and industry focus. The Advisor's team of professionals conducts due diligence on prospective investments
during the underwriting process and is involved in structuring the credit terms of substantially all of our investments. Once an investment
has been made, our Advisor closely monitors portfolio investments and takes a proactive approach identifying and addressing sector or
company specific risks. The Advisor maintains a regular dialogue with portfolio company management teams (as well as their owners, the
majority of whom are private equity firms, where applicable), reviews detailed operating and financial results on a regular basis (typically
monthly or quarterly) and monitors current and projected liquidity needs, in addition to other portfolio management activities. There
are no assurances that we will achieve our investment objectives.

 Listed below are our top ten portfolio companies and industries represented
as a percentage of total long-term investments as of December 31, 2023:

 Portfolio Company

 Industry

 Fair Value

 Percentage of long-term investments

 Engineered Fastener Company, LLC (EFC International)

 $

 7.0

 4.0

 %

 Genuine Cable Group, LLC

 $

 6.9

 3.9

 %

 Light Wave Dental Management LLC

 Health care providers & services

 $

 6.7

 3.8

 %

 Vitesse Systems Parent, LLC

 $

 6.0

 3.4

 %

 Innopak Industries, Inc.

 $

 5.6

 3.2

 %

 Carton Packaging Buyer, Inc. (Century Box)

 $

 5.4

 3.1

 %

 EIS Legacy, LLC

 $

 5.2

 2.9

 %

 $

 5.2

 2.9

 %

 BLP Buyer, Inc. (Bishop Lifting Products)

 $

 5.0

 2.8

 %

 BCDI Meteor Acquisition, LLC (Meteor)

 $

 5.0

 2.8

 %

 $

 58.0

 32.8

 %

 As a BDC, at least 70% of our assets must be the type of "qualifying"
assets listed in Section 55(a) of the 1940 Act, as described herein, which are generally privately-offered securities issued by U.S. private
or thinly-traded companies. We may also invest up to 30% of our portfolio opportunistically in "non-qualifying" portfolio
investments. As of December 31, 2023, 2.4% of the Company's total assets were in non-qualifying investments.

 Market Opportunity

 We believe that our investments represent attractive opportunities
as these investments (i) generate what we believe are attractive yields (based on our Advisor's assessment of the relative risk
profile of these investments), (ii) make interest payments to us and (iii) typically rank ahead of other debt instruments in the borrower's
capital structure (100.0% of our portfolio consisted of first lien senior secured loans as of December 31, 2023), as described above in
 "—Investment Objective, Principal Strategy and Investment Structures ".

 Long-Term Demand Drivers in the U.S. Middle
Market

 We expect that a number of
factors will continue to drive strong demand for middle market senior credit, both by private equity owned and non-private equity owned
companies, for the foreseeable future, including: (i) the sheer scale of the U.S. middle market and (ii) a significant amount of un-invested
middle market private equity capital.

 The universe of U.S. middle market companies
(as defined by the National Center for the Middle Market and including all businesses with revenues from $10.0 million to $1.0 billion)
consists of nearly 200,000 potential borrowers, a substantial portion of which we believe will continue to require access to debt capital
to refinance existing debt, support growth and finance acquisitions. Together, these businesses represent approximately one-third of the
U.S. private sector gross domestic product ("GDP") making them equivalent to the size of the third largest economy in the
world on a standalone basis. (Source: National Center for The Middle Market's Mid-Year 2023 Middle Market Indicator).

 Private equity firms investing in these businesses held more than $1.5
trillion in un-invested capital ("dry powder") as of November 2023. We expect these private equity firms will continue to
pursue acquisitions and will seek to fund a portion of these transactions with debt. (Source: Preqin).

 Long-Term Shift to Private, Non-Bank Financings
in the U.S. Middle Market

 We believe that the supply of capital to middle market borrowers and
private equity firms acquiring these businesses has shifted substantially to private, non-bank lenders such as ourselves due to (i) a
long-term regulatory trend that has significantly reduced bank participation in leveraged finance due to stricter federal leveraged lending
guidelines, (ii) consolidation of commercial banks over the last two decades and (iii) direct lending increasing share relative to broadly
syndicated financings. We believe that some of this shift away from banks and broadly syndicated financings can be attributed to borrowers
valuing specific qualities of non-bank lenders including: (i) a focus on ongoing partnership as opposed to transactional arrangements,
(ii) more sophisticated underwriting and originations teams and (iii) a lack of reliability exhibited by banks and more liquid market
segments during periods of distress.

 For instance, the number of commercial banks in the United States decreased
from 8,315 commercial banks as of December 31, 2000 to 4,136 commercial banks as of December 31, 2022. ( Source: Federal Deposit Insurance
Corporation, Annual Historical Bank Data). In addition, the middle market leveraged-buy-out financing share was 67.1% via syndicated
markets and 32.9% via direct markets at 2014 compared to 27.7% via syndicated markets and 72.3% via direct markets at 2022. ( Source:
Refinitiv LPC's 2Q '23 Sponsored Middle Market Private Deals Analysis – July 2023).

 In sum, we believe there is (a) a substantial
demand for loans, and (b) a substantial marketplace shift towards private, non-bank lenders. We anticipate that these trends should benefit
direct lenders such as ourselves.

 Current Environment Favorable for Direct Lenders

 Multiple factors have created what we believe is a favorable environment
for deploying capital into the private credit market which we operate.

 First, inflationary concerns in the United States have led the U.S.
Federal Reserve to substantially increase rates, which have driven an increase in reference rates, which inure to the benefit of lenders
in floating rate securities, increasing returns to investors.

 Second, global economic considerations (e.g., the risk or perceived
risk of a near-term recessionary environment) have created an environment in which lending institutions broadly have moderated activity.
This moderation has reduced competition from traditional financing sources and created significant opportunities for lenders in these
markets.

 Third, we believe that recent and potential near-to-medium-term turbulence
in the regional banking market (such as that experienced in the first half of 2023) will likely lead to further depressed participation
in commercial lending by these institutions, reducing potential competition in private markets.

 Middle Market Attractiveness

 We believe that lending to middle market companies
(particularly in senior-focused portions of the capital structure) presents a compelling investment opportunity.

 First, senior debt investments are made at
the top of the capital structure and are repaid before unsecured creditors and equity investors. Additionally, the types of investments
in which we participate will typically include anywhere from one to five lenders in a given debt financing thereby potentially limiting
consensus risk, which is important for swift action and potential recovery to lenders in distressed scenarios.

 Second, we believe that these markets are underserved by traditional
banking sources. We believe that this lack of financing sources leads middle market companies to offer attractive (i) economic terms such
as pricing, fees and prepayment premiums and (ii) structural terms such as stricter covenants and more fulsome collateral packages than
debt investments in public or much larger private companies.

 Competitive Strengths

 Our Advisor utilizes KAPC's direct lending platform to pursue
investment opportunities. The leadership team of KAPC has invested in the middle market across multiple platforms (e.g., not only as part
of KAPC) and economic cycles, working directly together as a team for the better part of three decades. This experience over multiple
decades allows it to focus on transactions in markets where it has substantial experience and where it can bring its expertise in negotiating
and structuring investments. Other specific competitive strengths of KAPC which inure to the benefit of KBDC include:

 Leading U.S. Core Middle Market Debt Platform. We have benefited
and expect to continue to benefit from our relationship with KAPC's large direct lending platform through our Advisor. Since its
inception through December 31, 2023, KAPC has deployed nearly $10.7 billion of capital across 359 investments in 181 portfolio companies.
Our Advisor (or an affiliate thereof) has been lead agent or co-agent in approximately 75% of investments since the inception of KAPC.

 Experienced Credit Investors with Long Track Record. Core middle
market direct lending is led by Ken Leonard (Co-CEO of the Company), Doug Goodwillie (Co-CEO of the Company) and Andy Marek (Managing
Partner of KAPC), who have a combined 90+ years of lending experience, having collectively completed transactions representing over $15.0
billion in underwritten middle market loan commitments across multiple credit cycles since 2000. These three individuals are primarily
responsible for the day-to-day operations of KAPC and have worked together directly since 2002 while Ken Leonard and Andy Marek have
worked together since the late 1980's. Ken Leonard and Doug Goodwillie are primarily responsible for the day-to-day operations
of KBDC.

 The Advisor's investment committee consists of four members (Terry
Quinn, Paul Blank, Doug Goodwillie and Ken Leonard) with average experience in credit investing in excess of 30 years. The Advisor's
investment committee has overall responsibility for evaluating and unanimously approving the Company's investments and portfolio
allocations, subject to the oversight of our Board.

 Sourcing Advantage and Well-Established Direct
Relationship Model. We believe that KAPC's relationship-based sourcing model provides
strong access to proprietary transaction flow, allowing us to be highly selective in the transactions that we pursue. For the period 2021
through June 30, 2023, approximately 66% of opportunities sourced by our Advisor and 86% of opportunities executed by our Advisor were
done so without the presence of a financial intermediary, a fact pattern placing specific emphasis on long-term relationships, reputation
and certainty of execution with transaction counterparties. Importantly, we believe (based on KAPC's experience) that our existing
portfolio will continue to be an engine of new investment opportunities and will support investment flows even when broader M&A markets
may have slowed.

 We believe that our direct sourcing model
creates repeat business and sticky relationships. Under this model, since inception, (i) greater than 90% of KAPC's
investments are in companies sponsored by private equity firms (approximately 99% of the Company's investments as of December
31, 2023), (ii) approximately 56% of KAPC's investments were made with repeat private equity sponsors and (iii) nearly 100
private equity sponsors have partnered with KAPC to provide debt financing to their portfolio companies.

 Focus on Investing in Core Middle Market. With extensive market
knowledge and experience, we believe we are well positioned to capitalize on the current market conditions in which many middle market
companies and private equity sponsors need trusted sources of financing.

 Value-Lending Philosophy. We intend to avoid high-growth markets
as, in our management's experience, that growth profile attracts substantial capital formation and, in turn, new competition, leading
to the potential for longer-term uncertainty and industry upheaval.

 Disciplined Diligence Processes, Regimented Portfolio Monitoring
and Active Management. Our Advisor completes substantial hands-on diligence throughout its investment process, which is centered
around addressing a potential portfolio company's industry trends, competitive dynamics, customer base, economic drivers, historical
financial performance, financial projections, other factors such as legal and environmental assessments as well as the strengths and
weaknesses of management and / or the private equity sponsor or ownership. We target a lead or co-lead agent role in a majority of our
investments (KAPC has been lead or co-lead agent in approximately 75% of investments since inception), typically enabling us to lead
the diligence, documentation and workout processes. Since inception, KAPC has reported realized loss rates of approximately 0.1% of average
outstanding investments on an annualized basis.]

 Competition

 We compete with a number of BDCs and investment
funds (both public and private), commercial and investments banks, commercial financing companies and, to the extent they provide an
alternative form of financing, private equity and hedge funds. Many of our competitors are substantially larger and have considerably
greater financial and marketing resources than we do. We believe we are able to compete with these entities primarily on the basis of
the experience and contacts of our management team, our responsive and efficient investment analysis and decision-making processes, the
investment terms we offer, and our model of investing in companies participating in industries which we know well.

 We believe that some of our competitors may
make loans with interest rates that will be lower than the rates that we offer. We do not seek to compete solely on the interest rates
that we offer to potential portfolio companies. For additional information concerning competitive risks, see " Item 1A –
Risk Factors. "

 Kayne Anderson, Kayne Anderson Private Credit
and The Advisor

 Kayne Anderson

 Founded in 1984, Kayne Anderson is a prominent alternative investment
management firm which is registered with the SEC under the Advisers Act, focused on real estate, credit, infrastructure/energy and growth
capital. Kayne Anderson provides corporate and management services (such as information technology, human resources, compliance and legal
services) to the Advisor.

 As of December 31, 2023, investment vehicles managed or advised by
Kayne Anderson had over $34 billion in assets under management ("AUM") for institutional investors, family offices, high net
worth and retail clients. Kayne Anderson has over 330 professionals located across five offices across the U.S. The firm has approximately
140 investment professionals, approximately 35 of which are dedicated to credit investing.

 Kayne Anderson Private Credit

 KAPC is Kayne Anderson's line of business focused on private
credit that operates various fund vehicles targeting middle market first lien senior secured, unitranche, and split-lien loans. KAPC was
established in 2011 and manages (indirectly through affiliates) AUM of approximately $6.5 billion related to middle market private
credit as of December 31, 2023.

 KAPC's integrated and scaled platform combines
direct loan origination, strong fundamental credit analysis and relative-value perspective.

 The Advisor – KA Credit Advisors
II, LLC

 Our investment activities are managed by our Advisor, an indirect controlled
subsidiary of Kayne Anderson, and the Advisor operates within KAPC's line of business. The Advisor is an investment advisor registered
with the SEC under the Advisers Act pursuant to the Investment Advisory Agreement. In accordance with the Advisors Act, our Advisor is
responsible for originating prospective investments, conducting research and due diligence investigations on potential investments, analyzing
investment opportunities, negotiating and structuring investments and monitoring our investments and portfolio companies on an ongoing
basis. The Advisor benefits from the scale and resources of Kayne Anderson and specifically KAPC.

 The Advisor executes on our investment objective by (1) accessing the
established loan sourcing channels developed by KAPC, which includes an extensive network of private equity firms, other middle market
lenders, financial advisors, intermediaries and management teams, (2) selecting investments within our middle market company focus, (3)
implementing KAPC's underwriting process and (4) drawing upon its experience and resources and the broader Kayne Anderson network.

 The Advisor's investment committee has
overall responsibility for evaluating and unanimously approving the Company's investments, and its portfolio allocations, subject
to the oversight of our Board. The investment committee review process is intended to bring the diverse experience and perspectives of
the investment committee members to the analysis and consideration of every investment. The investment committee currently consists of
Terrence J. Quinn, Vice Chairman of Kayne Anderson; Paul S. Blank, President and Chief Operating Officer of Kayne Anderson; Douglas L.
Goodwillie, Co-Head of Private Credit at Kayne Anderson; and Kenneth B. Leonard, Co-Head of Private Credit at Kayne Anderson. The investment
committee also determines appropriate investment sizing and mandates ongoing monitoring requirements. Douglas L. Goodwillie and Kenneth
B. Leonard, each a Co-Chief Executive Officer of the Company, are jointly and primarily responsible for the day-to-day management of
the Company's portfolio.

 In addition to reviewing investments, the investment committee meetings
serve as a forum to discuss credit views and outlooks. The investment committee also reviews potential transactions and deal flow on a
regular basis. Members of the investment team are encouraged to share information and views on credit with the committee early in their
analysis. We believe this process improves the quality of the analysis and enables investment team members to work more efficiently.

 We make investments alongside certain entities and accounts advised
by our Advisor and its affiliates. Under the 1940 Act, we are prohibited from knowingly participating in certain joint transactions with
our affiliates without the prior approval of the independent directors and, in some cases, prior approval by the SEC. However, we generally
make investments alongside affiliated entities and accounts pursuant to exemptive relief granted by the SEC to us, our Advisor, and certain
of our affiliates on August 10, 2023. Pursuant to such exemptive relief, and subject to certain conditions, we are permitted to co-invest
in the same security with our affiliates in a manner that is consistent with our investment objective, investment strategy, regulatory
consideration and other relevant factors. If opportunities arise that would otherwise be appropriate for us and an affiliate to purchase
different securities in the same issuer, our Advisor will need to decide which account will proceed with such investment. Our Advisor's
investment allocation policy incorporates the conditions of exemptive relief to seek to ensure that investment opportunities are allocated
in a manner that is fair and equitable. See " Risk Factors — Risks Relating to Our Business and Structure — We generally
may make investments that could give rise to a conflict of interest and our ability to enter into transactions with our affiliates will
be restricted."

 The principal executive offices of our Advisor
are located at 717 Texas Avenue, Suite 2200, Houston, Texas, 77002.

 Private Offerings

 We conduct private offerings of our Common
Stock to investors in reliance on exemptions from the registration requirements of the Securities Act of 1933, as amended (the "Securities
Act"). At the closing of any private offering, each investor will make a capital commitment (a "Capital Commitment")
to purchase shares of our common stock pursuant to a subscription agreement (the "Subscription Agreement") entered into with
us. Investors will be required to fund drawdowns to purchase shares of common stock up to the amount of their respective Capital Commitments
each time we deliver a notice to the investors. We commenced our loan origination and investment activities contemporaneously with the
initial drawdown from investors in the private offering on December 16, 2021 (the "Initial Closing"). Following the Initial
Closing with three investors (the "Initial Investors"), our Advisor may permit one or more additional closings of the private
offering. All purchases will generally be made pro rata in accordance with the investors' Capital Commitments, at a per-share price
as determined by our Board of Directors as of a date that is immediately prior to the date of the applicable drawdown. The per-share price
will be at least equal to net asset value, or NAV, per share in accordance with the limitations under Section 23 of the 1940 Act.

 Our initial private offering of shares of common stock was conducted
in reliance on Regulation D under the Securities Act ("Regulation D"). Each of our Initial Investors was an "accredited
investor" as defined in Regulation D of the Securities Act. The criteria required of Regulation D may not apply to investors in
subsequent offerings.

 Our Initial Closing of the private offering was on December 16, 2021.
Additional closings may occur from time to time as determined by us. We reserve the right to conduct additional offerings of securities
in the future to investors unaffiliated with the Initial Investors, but such offerings will be subject to the consent or approval of the
holders of the majority of the Company's then outstanding shares of common stock. In the event that we enter into a Subscription
Agreement with one or more investors after the Initial Closing, each such investor will be required to make purchases of shares of common
stock (each, a "Catch-up Purchase") on one or more dates to be determined by us. The aggregate purchase amount of any Catch-up Purchase
will be equal to an amount necessary to ensure that, upon payment of the aggregate purchase amount, such investor will have contributed
the same percentage of its Capital Commitment to us as all investors whose subscriptions were accepted at previous closings. Catch-up Purchases
will be made at a per-share price as determined by our Board of Directors prior to the date of the applicable drawdown, or such
other date as may be required to comply with the provisions of the 1940 Act. In order to more fairly allocate organizational expenses
among all of our stockholders, investors subscribing after the Initial Closing will be required to pay a price per share above net asset
value reflecting a variety of factors, including, without limitation, the total amount of our organizational and other expenses.

 As of February 22, 2024, we had entered into subscription agreements
with investors for an aggregate capital commitment of $353.5 million to purchase shares of common stock ($160.5 million is undrawn).

 We conducted the following private offerings
of our common stock associated with these subscription agreements during the year ended December 31, 2023.

 Common stock

 shares

 Capital call notice date

 issued

 February 14, 2023

 February 28, 2023

 4,775

 $
 25.0

 July 28, 2023

 4,774

 25.0

 December 6, 2023

 December 19, 2023

 2,815

 15.0

 12,364

 $
 65.0

 Commitment Period

 Upon the conclusion of the five-year period after our Initial Closing
(the "Commitment Period"), investors will be released from any further obligation to purchase additional shares of common
stock with respect to a Capital Commitment. During the Commitment Period, no investor will be permitted to sell, assign, transfer or otherwise
dispose of its shares of common stock or Capital Commitment unless we provide our prior written consent, which shall not be unreasonably
withheld, and the transfer is otherwise made in accordance with applicable law; provided however an investor shall be permitted to sell,
assign, or transfer its shares of common stock to its affiliate. Notwithstanding the foregoing, upon providing 60 days' notice to
the Company, a majority of the holders of the Company's then outstanding shares of common stock may terminate the Commitment Period
following the second anniversary of the Initial Closing. The approval of the requisite majority may be achieved through either a special
meeting of holders of shares of common stock or written consent in the manner provided in the Company's organizational documents.
Our bylaws provide that a special meeting of stockholders will be called by the secretary of the corporation upon the written request
of stockholders entitled to cast not less than a majority of all the votes entitled to be cast at such meeting.

 As part of certain credit facilities,
the right to make capital calls of stockholders may be pledged as collateral to a lender, which will be able to call for capital
contributions upon the occurrence of an event of default under such credit facility. To the extent such an event of default does
occur, stockholders could therefore be required to fund any shortfall up to their remaining Capital Commitments, without regard to
the underlying value of their investment.

 Structure and Shareholder Agreements

 Upon conclusion of the Commitment Period
(the "Initial Term"), the Company will cease making new investments and commence an orderly disposition of our investments,
unless we receive shareholder approval to extend the Initial Term. We have entered into several agreements, including subscription agreements,
with the Initial Investors, which provide certain rights to such investors.

 Investment Advisory Agreement

 On December 16, 2021, we entered into an Investment Advisory Agreement
with our Advisor. Pursuant to the Investment Advisory Agreement, we pay our Advisor a fee for investment advisory and management services.
The Investment Advisory Agreement may be terminated by either party with 60 days' written notice. On March 7, 2023, our Board approved
a one-year renewal of the Investment Advisory Agreement through March 15, 2024.

 Management Fee

 The management fee is calculated at an annual rate of 0.75% of the
fair market value of our investments including, in each case, assets purchased with borrowings under credit facilities, but excluding
cash, U.S. government securities and commercial paper instruments maturing within one year of purchase.

 For services rendered under the Investment Advisory Agreement, the
management fee is payable quarterly in arrears and calculated based on the average value, at the end of the two most recently completed
calendar quarters, of our fair market value of investments, including, in each case, assets purchased with borrowings under credit facilities,
but excluding cash, U.S. government securities and commercial paper instruments maturing within one year of purchase. Management fees
for any partial quarter will be appropriately pro-rated.

 Administration Agreement

 On December 16, 2021, we
entered into an administration agreement the ("Administration Agreement") with its Advisor, which serves as its administrator
(the "Administrator") and will provide or oversee the performance of its required administrative services and professional
services rendered by others, which will include (but are not limited to), accounting, payment of our expenses, legal, compliance, operations,
technology and investor relations, preparation and filing of its tax returns, and preparation of financial reports provided to its stockholders
and filed with the SEC. On March 7, 2023, the Board approved a one-year renewal of the Administration Agreement through March 15, 2024.

 We will reimburse the Administrator for its costs and expenses incurred
in performing its obligations under the Administration Agreement. As the Company reimburses the Administrator for its expenses, such costs
(including the costs of sub-administrators) will be ultimately borne by common stockholders. The Administrator does not receive compensation
from the Company other than reimbursement of its expenses. The Administration Agreement may be terminated by either party with 60 days'
written notice.

 Since the inception of the Company, the Administrator has engaged sub-administrators
to assist the Administrator in performing certain of its administrative duties. During this period, the Administrator has not sought reimbursement
of its expenses other than expenses incurred by the sub-administrators. On March 28, 2023, the Administrator engaged Ultimus Fund Solutions,
LLC under a sub-administration agreement. Under the terms of the sub-administration agreement, Ultimus Fund Solutions, LLC will provide
fund administration and fund accounting services. The Company pays fees to Ultimus Fund Solutions, LLC, which constitute reimbursable
expenses under the Administration Agreement. The Administrator may enter into additional sub-administration agreements with third-parties
to perform other administrative and professional services on behalf of the Administrator.

 Risk Management

 Broad Diversification. We
diversify our investments by company, asset type, investment size and industry focus. Furthermore, we must meet certain diversification
tests in order to qualify as a RIC for U.S. federal income tax purposes (the "Diversification Tests"). See " Item
1. Business — Material U.S. Federal Income Tax Considerations. "

 Hedging. We may hedge
against interest rate fluctuations by using standard hedging instruments such as futures, options and forward contracts subject to the
requirements of the 1940 Act and to applicable CFTC regulations. While hedging activities may insulate us against adverse changes in
interest rates, they may also limit our ability to participate in benefits of such changes with respect to our portfolio of investments.
The Advisor will claim relief from CFTC registration and regulation as a commodity pool operator with respect to our operations, with
the result that we will be limited in our ability to use futures contracts or options on futures contracts or engage in swap transactions.
Specifically, we will be subject to strict limitations on using such derivatives other than for hedging purposes, whereby the use of
derivatives not used solely for hedging purposes is generally limited to situations where (i) the aggregate initial margin and premiums
required to establish such positions do not exceed five percent of the liquidation value of our portfolio, after taking into account
unrealized profits and unrealized losses on any such contracts we have entered into; or (ii) the aggregate net notional value of
such derivatives does not exceed 100% of the liquidation value of our portfolio.

 Regulation as a Business Development Company

 General

 A BDC is a specialized investment vehicle
that elects to be regulated under the 1940 Act as an investment company but is generally subject to less onerous requirements than other
registered investment companies under a regime designed to encourage lending to U.S.-based small and mid-sized businesses.
Unlike many similar types of investment vehicles that are restricted to being private entities, the stock of a BDC is permitted to trade
in the public equity markets. BDCs are also eligible to elect to be treated as a RIC under Subchapter M of the Code. A RIC typically
does not incur significant entity-level income taxes, because it is generally entitled to deduct distributions made to its stockholders.

 Qualifying Assets

 Under the 1940 Act, a BDC may not acquire
any asset other than assets of the type listed in Section 55(a) of the 1940 Act, which are referred to as qualifying assets, unless,
at the time the acquisition is made, qualifying assets represent at least 70% of the BDC's total assets. The principal categories
of qualifying assets relevant to our proposed business are the following:

 (1)

 Securities purchased in transactions not involving any public offering
 from the issuer of such securities, which issuer (subject to certain limited exceptions) is an eligible portfolio company, or from
 any person who is, or has been during the preceding 13 months, an affiliated person of an eligible portfolio company, or from any
 other person, subject to such rules as may be prescribed by the SEC. An eligible portfolio company is defined in the 1940 Act as
 any issuer which:

 (a)

 is organized under the laws of, and has its principal place of business in, the United States;

 (b)

 is not an investment company (other than a small business investment company wholly owned by the
 BDC) or a company that would be an investment company but for certain exclusions under the 1940 Act; and

 (c)

 satisfies either of the following:

 (i)

 does not have any class of securities listed on a national securities exchange or has any class
 of securities listed on a national securities exchange subject to a $250 million market capitalization maximum; or

 (ii)

 is controlled by a BDC or a group of companies including a BDC, the BDC actually exercises a controlling
 influence over the management or policies of the eligible portfolio company, and, as a result, the BDC has an affiliated person who
 is a director of the eligible portfolio company.

 (2)

 Securities of any eligible portfolio company which we control.

 (3)

 Securities purchased in a private transaction from a U.S. issuer that
 is not an investment company or from an affiliated person of the issuer, or in transactions incident thereto, if the issuer is in
 bankruptcy and subject to reorganization or if the issuer, immediately prior to the purchase of its securities, was unable to meet
 its obligations as they came due without material assistance other than conventional lending or financing arrangements.

 (4)

 Securities of an eligible portfolio company purchased from any person
 in a private transaction if there is no ready market for such securities and we already own 60% of the outstanding equity of the
 eligible portfolio company.

 (5)

 Securities received in exchange for or distributed on or with respect
 to securities described in (1) through (4) above, or pursuant to the exercise of warrants or rights relating to such securities.

 (6)

 Cash, cash equivalents, U.S. government securities or high-quality
 debt securities maturing in one year or less from the time of investment.

 We may invest up to 30% of our portfolio
opportunistically in "non-qualifying assets."

 Managerial Assistance to Portfolio
Companies

 In addition, a BDC must be organized and
have its principal place of business in the United States and must be operated for the purpose of making investments in the types of
securities described in (1), (2), or (3) above under " —Regulation as a Business Development
Company—Qualifying Assets." However, in order to count portfolio securities as qualifying assets for the purpose of
the 70% test, the BDC must either control the issuer of the securities or must offer to make available to the issuer of the
securities significant managerial assistance. However, when the BDC purchases securities in conjunction with one or more other
persons acting together, one of the other persons in the group may make available such managerial assistance. Making available
managerial assistance means, among other things, any arrangement whereby the BDC, through its directors, officers or employees,
offers to provide, and, if accepted, does so provide, significant guidance and counsel concerning the management, operations or
business objectives and policies of a portfolio company.

 Temporary Investments

 Pending investment in other types of "qualifying
assets," as described above, our investments may consist of cash, cash equivalents, U.S. government securities or high-quality
debt securities maturing in one year or less from the time of investment, which we refer to, collectively, as temporary investments,
so that 70% of our assets are qualifying assets.

 Senior Securities and Indebtedness

 We will be permitted, under specified conditions, to issue multiple
classes of indebtedness and one class of stock senior to our shares of common stock if our asset coverage, as defined in the 1940 Act,
is at least equal to 150% immediately after each such issuance. As defined in the 1940 Act, asset coverage of 150% means that for every
$100 of net assets we hold, we may raise $200 from borrowing and issuing senior securities. In addition, while any senior securities remain
outstanding, we must make provisions to prohibit any distribution to our stockholders or the repurchase of such securities or shares unless
we meet the applicable asset coverage ratios at the time of the distribution or repurchase. We may also borrow amounts up to 5% of the
value of our total assets for temporary or emergency purposes without regard to asset coverage. Regulations governing our operations as
a BDC will affect our ability to raise, and the method of raising, additional capital, which may expose us to risks.

 Codes of Ethics

 We and our Advisor have adopted a code of
ethics pursuant to Rule 17j-1 under the 1940 Act that establishes procedures for personal investments and restricts certain
personal securities transactions. Personnel subject to the joint code may invest in securities for their personal investment accounts,
including securities that may be purchased or held by us, so long as such investments are made in accordance with the code's requirements.
In addition, we have adopted a code of ethics applicable to our Principal Executive Officer, Principal Accounting Officer and senior
financial officers pursuant to Section 406 of the Sarbanes-Oxley Act of 2002. You may review or download the codes of ethics from the
SEC's Edgar database as part of our filings under www.sec.gov, or by written request to the following: Chief Compliance Officer,
Kayne Anderson, 717 Texas Avenue, Suite 2200, Houston, TX 77002.

 Compliance Policies and Procedures

 We make investments alongside certain entities and accounts advised
by our Advisor and its affiliates. Under the 1940 Act, we are prohibited from knowingly participating in certain joint transactions with
our affiliates without the prior approval of the independent directors and, in some cases, prior approval by the SEC. However, we generally
make investments alongside affiliated entities and accounts pursuant to exemptive relief granted by the SEC to us, our Advisor, and certain
of our affiliates on August 10, 2023. Pursuant to such exemptive relief, and subject to certain conditions, we are permitted to co-invest in
the same security with our affiliates in a manner that is consistent with our investment objective, investment strategy, regulatory consideration
and other relevant factors. If opportunities arise that would otherwise be appropriate for us and an affiliate to purchase different securities
in the same issuer, our Advisor will need to decide which account will proceed with such investment. Our Advisor's investment allocation
policy incorporates the conditions of exemptive relief to seek to ensure that investment opportunities are allocated in a manner that
is fair and equitable.

 We will be periodically examined by the SEC
for compliance with the 1940 Act.

 We are required to provide and maintain a
bond issued by a reputable fidelity insurance company to protect us against larceny and embezzlement. Furthermore, as a BDC, we will
be prohibited from protecting any director or officer against any liability to us or our stockholders arising from willful misfeasance,
bad faith, gross negligence or reckless disregard of the duties involved in the conduct of such person's office.

 We and our Advisor have adopted and implemented
written policies and procedures reasonably designed to detect and prevent violation of the federal securities laws and will be required
to review these compliance policies and procedures annually for their adequacy and the effectiveness of their implementation and designate
a chief compliance officer to be responsible for administering the policies and procedures.

 Sarbanes-Oxley Act

 The Sarbanes-Oxley Act of 2002, as amended,
or the Sarbanes-Oxley Act, imposes a variety of regulatory requirements on companies with a class of securities registered under the
Exchange Act and their insiders. Many of these requirements affect us. For example:

 pursuant to Rule 13a-14 under
the Exchange Act our principal executive officer and principal financial officer must certify the accuracy of the financial statements
contained in our periodic reports;

 pursuant to Item 307 under
Regulation S-K under the Securities Act our periodic reports must disclose our conclusions about the effectiveness of our disclosure
controls and procedures;

 pursuant to Rule 13a-15 of
the Exchange Act, our management must prepare an annual report regarding its assessment of our internal control over financial reporting
and (once we cease to be an emerging growth company under the JOBS Act, or if later, for the year following our first annual report required
to be filed with the SEC as a public company) must obtain an audit of the effectiveness of internal control over financial reporting
performed by its independent registered public accounting firm; and

 pursuant to Item 308 of Regulation S-K under
the Securities Act and Rule 13a-15 under the Exchange Act, our periodic reports must disclose whether there were significant
changes in our internal controls over financial reporting or in other factors that could significantly affect these controls subsequent
to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

 The Sarbanes-Oxley Act requires us to review
our current policies and procedures to determine whether we comply with the Sarbanes-Oxley Act and the regulations promulgated under
such act. We will continue to monitor our compliance with all regulations that are adopted under the Sarbanes-Oxley Act and will take
actions necessary to ensure that we comply with that act in the future.

 JOBS Act

 We currently are and expect to remain an
"emerging growth company," as defined in the Jumpstart Our Business Startups Act (the "JOBS Act"), until the
earliest of:

 the last day of the fiscal
year ending after the fifth anniversary of an Exchange Listing occurs;

 the end of the fiscal year
in which our total annual gross revenues first exceed $1.07 billion;

 the date on which we have,
during the prior three-year period, issued more than $1.0 billion in non-convertible debt; and

 the last day of a fiscal year in which we (1) have an aggregate
worldwide market value of our shares of common stock held by non-affiliates of $700 million or more, computed at the end
of each fiscal year as of the last business day of our most recently completed second fiscal quarter and (2) have been an Exchange
Act reporting company for at least one year (and filed at least one annual report under the Exchange Act).

 Under the JOBS Act and the Dodd-Frank Wall
Street Reform and Consumer Protection Act ("Dodd-Frank"), we are exempt from the provisions of Section 404(b) of the
Sarbanes-Oxley Act, which would require that our independent registered public accounting firm provide an attestation report on the effectiveness
of our internal control over financial reporting, until such time as we cease to be an emerging growth company and become an accelerated
filer as defined in Rule 12b-2 under the Exchange Act. This may increase the risk that material weaknesses or other deficiencies
in our internal control over financial reporting go undetected.

 Under the JOBS Act, emerging growth companies
can delay adopting new or revised accounting standards until such time as those standards apply to private companies. We have made an
irrevocable election not to take advantage of this exemption from new or revised accounting standards. We therefore are subject to the
same new or revised accounting standards as other public companies that are not emerging growth companies.

 Commodities Exchange Act

 The Commodity Futures Trading Commission
("CFTC") and the SEC have issued final rules establishing that certain swap transactions are subject to CFTC regulation.
Engaging in such swap transactions may cause us to fall within the definition of "commodity pool" under the Commodity Exchange
Act and related CFTC regulations. The Advisor will rely on an exclusion from the definition of a CPO under CFTC Rule 4.5 because of our
limited trading in commodity interests, and the Advisor will operate us as if we were not registered as a CPO, so that unlike a registered
CPO, with respect to us, the Advisor is not required to deliver a Disclosure Document or an Annual Report (as those terms are used in
the CFTC's rules) to shareholders.

 Proxy Voting Policies and Procedures

 We have delegated our proxy voting responsibility
to our Advisor. A summary of the Proxy Voting Policies and Procedures of our Advisor are set forth below. These policies and procedures
will be reviewed periodically by our Advisor and, subsequent to our election to be regulated as a BDC, our non-interested directors,
and, accordingly, are subject to change. For purposes of these Proxy Voting Policies and Procedures described below, "we"
"our" and "us" refers to our Advisor.

 An investment advisor registered under the
Advisers Act has a fiduciary duty to act solely in the best interests of its clients. As part of this duty, we recognize that we must
vote the Company's securities in a timely manner free of conflicts of interest and in the best interests of the Company and its
stockholders.

 These policies and procedures for voting
proxies for our investment advisory clients are intended to comply with Section 206 of, and Rule 206(4)-6 under, the Advisers
Act.

 We will vote proxies relating to our
portfolio securities in what we believe to be the best interest of our stockholders. To ensure that our vote is not the product of a
conflict of interest, we will require that: (1) anyone involved in the decision making process disclose to our chief compliance
officer any potential conflict that he or she is aware of and any contact that he or she has had with any interested party regarding
a proxy vote; and (2) employees involved in the decision making process or vote administration are prohibited from revealing
how we intend to vote on a proposal in order to reduce any attempted influence from interested parties.

 You may obtain information about how we voted proxies by making a written
request for proxy voting information to: KA Credit Advisors II, LLC, 717 Texas Avenue, Suite 2200, Houston, TX 77002, Attention: Chief
Compliance Officer.

 Employees

 We do not have any employees. Our day-to-day investment
operations are managed by our Advisor and the Administrator. Any compensation paid for services relating to our financial reporting and
compliance functions will be paid by our Administrator. As we reimburse the Administrator for its expenses, we will indirectly bear such
cost.

 Our Administrator engaged Ultimus Fund Solutions,
LLC under a sub-administration agreement to assist the Administrator in performing certain of its administrative duties. The
Administrator may enter into additional sub-administration agreements with third-parties to perform other administrative and
professional services on behalf of the Administrator. We will pay the fees associated with such functions on a direct basis without profit
to our Administrator.

 Privacy Principles

 We are committed to maintaining the privacy
of our investors and to safeguarding their non-public personal information. The following information is provided to help you
understand what personal information we collect, how we protect that information and why, in certain cases, we may share information
with select other parties.

 We do not disclose any non-public personal
information about our stockholders or a former stockholder to anyone, except as permitted by law or as is necessary in order to service
stockholder accounts (for example, to a transfer agent or third-party administrator).

 We restrict access to non-public personal
information about our stockholders to employees of our Advisor and its affiliates with a legitimate business need for the information.
We will maintain physical, electronic and procedural safeguards designed to protect the non-public personal information of
our stockholders.

 Reporting Obligations

 As a BDC, we make available on our website
(www.kaynebdc.com) our annual reports on Form 10-K, quarterly reports on Form 10-Q and our current reports on Form 8-K. Shareholders
and the public may also read and copy any materials we file with the SEC at the SEC's Public Reference Room, 100 F Street, N.E.,
Washington, D.C. 20549 and on the SEC's website at www.sec.gov. Information on the operation of the SEC's
public reference room may be obtained by calling the SEC at (202) 551-8090 or (800) SEC-0330. The reference
to our website and the SEC's website is an inactive textual reference only, and the information should not be considered a part
of this Form 10-K.

 Material U.S. Federal Income Tax Considerations

 The following discussion is a general summary of the material U.S.
federal income tax considerations applicable to us and to an investment in our shares of common stock. This summary does not purport to
be a complete description of the U.S. federal income tax considerations applicable to such an investment. For example, we have not described
certain considerations that may be relevant to certain types of holders subject to special treatment under U.S. federal income tax laws,
including persons who hold our common stock as part of a straddle or hedging, integrated or constructive sale transaction, stockholders
subject to the alternative minimum tax, tax-exempt organizations, insurance companies, brokers or dealers in securities,
traders in securities that elect to mark-to-market their securities holdings, pension plans and trusts, persons that
have a functional currency (as defined in Section 985 of the Code) other than the U.S. dollar, U.S. expatriates, regulated investment
companies, real estate investment trusts, personal holding companies, persons who acquire an interest in the Company in connection with
the performance of services and financial institutions. Such persons should consult with their own tax advisers as to the U.S. federal
income tax consequences of an investment in our shares of common stock, which may differ substantially from those described herein. This
summary assumes that investors hold our shares of common stock as capital assets (within the meaning of Section 1221 of the Code).

 The discussion is based upon the Code, Treasury regulations, and administrative
and judicial interpretations, each as of the date of the filing of this annual report on Form 10-K and all of which are subject
to change, possibly retroactively, which could affect the continuing validity of this discussion. We have not sought and will not seek
any ruling from the Internal Revenue Service, or the IRS, regarding any offering of our shares of common stock. This summary does not
discuss any aspects of U.S. estate or gift tax or foreign, state or local tax. It does not discuss the special treatment under U.S. federal
income tax laws that could result if we invested in tax-exempt securities or certain other investment assets. For
purposes of this discussion, references to "dividends" are to dividends within the meaning of the U.S. federal income tax
laws and associated regulations and may include amounts subject to treatment as a return of capital under section 19(a) of the 1940 Act.
A return of capital distribution is a return to stockholders of a portion of their original investment in the Company and does not represent
income or capital gains.

 A "U.S. stockholder" is a beneficial owner of our shares
of common stock that is for U.S. federal income tax purposes:

 a citizen or individual resident
of the United States;

 a corporation, or other entity
treated as a corporation for U.S. federal income tax purposes, created or organized in or under the laws of the United States or any
state thereof or the District of Columbia;

 an estate, the income of which
is subject to U.S. federal income taxation regardless of its source; or

 a trust if either a U.S. court
can exercise primary supervision over its administration and one or more U.S. persons have the authority to control all of its substantial
decisions or the trust was in existence on August 20, 1996, was treated as a U.S. person prior to that date, and has made a valid
election to be treated as a U.S. person.

 A "non-U.S. stockholder" is a beneficial owner
of our shares of common stock that is neither a U.S. stockholder nor a partnership for U.S. federal income tax purposes.

 If a partnership (including an entity treated as a partnership for
U.S. federal income tax purposes) holds shares of common stock, the tax treatment of a partner in the partnership will generally depend
upon the status of the partner and the activities of the partnership. A prospective investor that is a partner in a partnership that will
hold shares of common stock should consult its tax advisors with respect to the purchase, ownership and disposition of shares of common
stock.

 Tax matters are very complicated and the tax consequences to an investor
of an investment in our shares of common stock will depend on the facts of his, her or its particular situation. We encourage investors
to consult their own tax advisors regarding the specific consequences of such an investment, including tax reporting requirements, the
applicability of U.S. federal, state, local and foreign tax laws, eligibility for the benefits of any applicable tax treaty, and the effect
of any possible changes in the tax laws.

 Election to Be Taxed as a RIC

 We intend to elect to be treated as a
RIC under Subchapter M of the Code. As a RIC, we generally will not have to pay corporate-level U.S. federal income taxes on any net
ordinary income or capital gains that we timely distribute to our stockholders as dividends. To qualify as a RIC, we must, among
other things, meet certain source-of-income and asset diversification requirements (as described below). In
addition, to qualify for RIC treatment, we must distribute to our stockholders, for each taxable year, dividends of an amount at
least equal to the sum of 90% of our "investment company taxable income," which is generally our net ordinary income
plus the excess of realized net short-term capital gains over realized net long-term capital losses and determined without regard to
any deduction for dividends paid, and 90% of our net tax-exempt interest income, if any (the "Annual Distribution
Requirement"). Although not required for us to maintain our RIC tax status, in order to preclude the imposition of a 4%
nondeductible federal excise tax imposed on RICs, we must distribute to our stockholders in respect of each calendar year dividends
of an amount at least equal to the sum of (1) 98% of our net ordinary income (taking into account certain deferrals and elections)
for the calendar year, (2) 98.2% of the excess (if any) of our realized capital gains over our realized capital losses, or capital
gain net income (adjusted for certain ordinary losses), generally for the one-year period ending on
October 31 of the calendar year and (3) the sum of any net ordinary income plus capital gains net income for preceding
years that were not distributed during such years and on which we paid no federal income tax (the "Excise Tax Avoidance
Requirement").

 Taxation as a RIC

 If we:

 qualify as a RIC; and

 satisfy the Annual Distribution
Requirement;

 then we will not be subject to U.S. federal
income tax on the portion of our investment company taxable income and net capital gain, defined as net long-term capital gains in excess
of net short-term capital losses, we distribute to stockholders. As a RIC, we will be subject to U.S. federal income tax at regular corporate
rates on any net income or net capital gain not distributed (or deemed distributed) as dividends to our stockholders.

 In order to qualify as a RIC for U.S. federal
income tax purposes, we must, among other things:

 have in effect an election
to be treated as a BDC under the 1940 Act at all times during each taxable year;

 derive in each taxable year
at least 90% of our gross income from dividends, interest, payments with respect to certain securities loans, gains from the sale of
stock or other securities, or other income derived with respect to our business of investing in such stock or securities, or currencies,
other income derived with respect to its business of investing in such stock, securities or currencies and net income derived from interests
in "qualified publicly traded partnerships" (partnerships that are traded on an established securities market or tradable
on a secondary market, other than partnerships that derive 90% of their income from interest, dividends and other permitted RIC income)
(the "90% Income Test"); and

 diversify our holdings so that
at the end of each quarter of the taxable year:

 at least 50% of the value of
our assets consists of cash, cash equivalents, U.S. government securities, securities of other RICs, and other securities if such other
securities of any one issuer do not represent more than 5% of the value of our assets or more than 10% of the outstanding voting securities
of the issuer; and

 no more than 25% of the value
of our assets is invested in the securities, other than U.S. government securities or securities of other RICs, of one issuer or of two
or more issuers that are controlled, as determined under applicable tax rules, by us and that are engaged in the same or similar or related
trades or businesses or in the securities of one or more qualified publicly traded partnerships.

 We may be required to recognize taxable income
in circumstances in which we do not receive cash. For example, if we hold debt obligations that are treated under applicable tax rules
as having original issue discount (such as debt instruments with PIK interest or, in certain cases, increasing interest rates or issued
with warrants), we must include in income each year a portion of the original issue discount that accrues over the life of the obligation,
regardless of whether cash representing such income is received by us in the same taxable year. We may also have to include in income
other amounts that we have not yet received in cash, such as PIK interest and deferred loan origination fees that are paid after origination
of the loan. Because any original issue discount or other amounts accrued will be included in our investment company taxable income for
the year of accrual, we may be required to make a distribution to our shareholders in order to satisfy the Annual Distribution Requirement,
even though we will not have received the corresponding cash amount.

 We may invest in partnerships, including
qualified publicly traded partnerships, which may result in our being subject to state, local or foreign income, franchise or other tax
liabilities.

 In addition, as a RIC, we are subject to
ordinary income and capital gain distribution requirements under U.S. federal excise tax rules for each calendar year (as discussed above).
If we do not meet the required distributions, we will be subject to a 4% nondeductible federal excise tax on the undistributed amount.
The failure to meet U.S. federal excise tax distribution requirements will not cause us to lose our RIC status. Although we currently
intend to make sufficient distributions each taxable year to satisfy the U.S. federal excise tax requirements, under certain circumstances,
we may choose to retain taxable income or capital gains in excess of current year distributions into the next tax year in an amount less
than what would trigger payments of federal income tax under Subchapter M of the Code. We may then be required to pay a 4% excise tax
on such income or capital gains.

 A RIC is limited in its ability to deduct
expenses in excess of its investment company taxable income. If our deductible expenses in a given taxable year exceed our investment
company taxable income, we may incur a net operating loss for that taxable year. However, a RIC is not permitted to carry forward net
operating losses to subsequent taxable years and such net operating losses do not pass through to its stockholders. In addition, deductible
expenses can be used only to offset investment company taxable income, not net capital gain. A RIC may not use any net capital losses
(that is, the excess of realized capital losses over realized capital gains) to offset its investment company taxable income, but may
carry forward such net capital losses, and use them to offset future capital gains, indefinitely. Due to these limits on deductibility
of expenses and net capital losses, we may for tax purposes have aggregate taxable income for several taxable years that we are required
to distribute and that is taxable to our stockholders even if such taxable income is greater than the net income we actually earn during
those taxable years.

 Any underwriting fees paid by us with respect
to our own stock are not deductible. We may be required to recognize taxable income in circumstances in which we do not receive cash.
For example, if we hold debt obligations that are treated under applicable tax rules as having OID (such as debt instruments with PIK
interest or, in certain cases, with increasing interest rates or issued with warrants), we must include in income each year a portion
of the OID that accrues over the life of the obligation, regardless of whether cash representing such income is received by us in the
same taxable year. Because any OID accrued will be included in our investment company taxable income for the taxable year of accrual,
we may be required to make a distribution to our stockholders in order to satisfy the Annual Distribution Requirement, even though we
will not have received any corresponding cash amount. Furthermore, a portfolio company in which we hold equity or debt instruments may
face financial difficulty that requires us to work out, modify, or otherwise restructure such equity or debt instruments. Any such restructuring
could, depending upon the terms of the restructuring, cause us to incur unusable or nondeductible losses or recognize future non-cash taxable income.

 Certain of our investment practices may
be subject to special and complex U.S. federal income tax provisions that may, among other things, (1) treat dividends that
would otherwise constitute qualified dividend income as non-qualified dividend income, (2) treat dividends
that would otherwise be eligible for the corporate dividends received deduction as ineligible for such treatment, (3) disallow,
suspend or otherwise limit the allowance of certain losses or deductions, (4) convert lower-taxed long-term capital gain into
higher-taxed short-term capital gain or ordinary income, (5) convert an ordinary loss or a deduction into a capital loss (the
deductibility of which is more limited), (6) cause us to recognize income or gain without a corresponding receipt of cash,
(7) adversely affect the time as to when a purchase or sale of stock or securities is deemed to occur, (8) adversely alter
the characterization of certain complex financial transactions and (9) produce income that will not be qualifying income for
purposes of the 90% Income Test. We intend to monitor our transactions and may make certain tax elections to mitigate the effect of
these provisions and prevent our ability to be subject to tax as a RIC.

 Gain or loss realized by us from warrants
acquired by us as well as any loss attributable to the lapse of such warrants generally will be treated as capital gain or loss. Such
gain or loss generally will be long term or short term, depending on how long we held a particular warrant.

 Although we do not presently expect to do
so, we are authorized to borrow funds and to sell assets in order to satisfy distribution requirements. However, under the 1940 Act,
we are not permitted to make distributions to our stockholders while our debt obligations and other senior securities are outstanding
unless certain "asset coverage" tests are met. See " Item 1. Business — Regulation as a Business Development
Company — Senior Securities and Indebtedness." Moreover, our ability to dispose of assets to meet our distribution
requirements may be limited by (1) the illiquid nature of our portfolio and/or (2) other requirements relating to our qualification
as a RIC, including the Diversification Tests. If we dispose of assets in order to meet the Annual Distribution Requirement or the Excise
Tax Avoidance Requirement, we may make such dispositions at times that, from an investment standpoint, are not advantageous.

 Some of the income and fees that we may recognize,
such as fees for providing managerial assistance, certain fees earned with respect to our investments, income recognized in a work-out or restructuring
of a portfolio investment, or income recognized from an equity investment in an operating partnership, will not satisfy the 90% Income
Test. In order to manage the risk that such income and fees might disqualify us as a RIC for a failure to satisfy the 90% Income Test,
we may be required to recognize such income and fees indirectly through one or more entities treated as corporations for U.S. federal
income tax purposes (therefore, received amounts treated as dividends of such corporations). Such corporations will be required to pay
U.S. corporate income tax on their earnings, which ultimately will reduce our return on such income and fees.

 Failure to Qualify as a RIC

 If we were unable to qualify for treatment
as a RIC and are unable to cure the failure, for example, by disposing of certain investments quickly or raising additional capital to
prevent the loss of RIC status, we would be subject to tax on all of our taxable income at regular corporate rates. The Code provides
some relief from RIC disqualification due to failures to comply with the 90% Income Test and the Diversification Tests, although there
may be additional taxes due in such cases. We cannot assure you that we would qualify for any such relief should we fail the 90% Income
Test or the Diversification Tests.

 Should failure occur, not only would all
our taxable income be subject to tax at regular corporate rates, we would not be able to deduct dividend distributions to
stockholders, nor would they be required to be made. Distributions, including distributions of net long-term capital gain, would
generally be taxable to our stockholders as ordinary dividend income to the extent of our current and accumulated earnings and
profits. Subject to certain limitations under the Code, certain corporate stockholders would be eligible to claim a dividends
received deduction with respect to such dividends and non-corporate stockholders would generally be able to treat such dividends as
"qualified dividend income," which is subject to reduced rates of U.S. federal income tax. Distributions in excess of
our current and accumulated earnings and profits would be treated first as a return of capital to the extent of the
stockholder's tax basis, and any remaining distributions would be treated as a capital gain. If we fail to qualify as a RIC,
we may be subject to regular corporate tax on any net built-in gains with respect to certain of our assets
(i.e., the excess of the aggregate gains, including items of income, over aggregate losses that would have been realized with
respect to such assets if we had been liquidated) that we elect to recognize on requalification or when recognized over the next
five taxable years.

 The remainder of this discussion assumes
that we qualify as a RIC and have satisfied the Annual Distribution Requirement for each taxable year.

 Taxation of U.S. Stockholders

 Distributions by us generally are taxable
to U.S. stockholders as ordinary income or capital gains. Distributions of our "investment company taxable income" (which
is, generally, our net ordinary income plus net short-term capital gains in excess of net long-term capital losses) will be taxable as
ordinary income to U.S. stockholders to the extent of our current or accumulated earnings and profits, whether paid in cash or reinvested
in additional shares of common stock. To the extent such distributions paid by us to non-corporate stockholders (including
individuals) are attributable to dividends from U.S. corporations and certain qualified foreign corporations and if certain holding period
requirements are met, such distributions generally will be treated as qualified dividend income and generally eligible for a maximum U.S.
federal tax rate of either 15% or 20%, depending on whether the individual stockholder's income exceeds certain threshold amounts,
and if other applicable requirements are met, such distributions generally will be eligible for the corporate dividends received deduction
to the extent such dividends have been paid by a U.S. corporation. In this regard, it is anticipated that distributions paid by us will
generally not be attributable to dividends and, therefore, generally will not qualify for the preferential maximum U.S. federal tax rate
applicable to non-corporate stockholders as well as will not be eligible for the corporate dividends received deduction.

 Distributions of our net capital gains (which
is generally our realized net long-term capital gains in excess of realized net short-term capital losses) properly reported by us as
"capital gain dividends" will be taxable to a U.S. stockholder as long-term capital gains (currently generally at a maximum
rate of either 15% or 20%, depending on whether the individual stockholder's income exceeds certain threshold amounts) in the case
of individuals, trusts or estates, regardless of the U.S. stockholder's holding period for his, her or its shares of common stock
and regardless of whether paid in cash or reinvested in additional shares of common stock. Distributions in excess of our earnings and
profits first will reduce a U.S. stockholder's adjusted tax basis in such stockholder's shares of common stock and, after
the adjusted basis is reduced to zero, will constitute capital gains to such U.S. stockholder. Stockholders receiving dividends or distributions
in the form of additional shares of common stock purchased in the market should be treated for U.S. federal income tax purposes as receiving
a distribution in an amount equal to the amount of money that the stockholders receiving cash dividends or distributions will receive,
and should have a cost basis in the shares received equal to such amount. Stockholders receiving dividends in newly issued shares of common
stock will be treated as receiving a distribution equal to the value of the shares received and should have a cost basis of such amount.

 Although we currently intend to distribute
any net capital gains at least annually, we may in the future decide to retain some or all of our net capital gains but designate the
retained amount as a "deemed distribution." In that case, among other consequences, we will pay tax on the retained amount,
each U.S. stockholder will be required to include their share of the deemed distribution in income as if it had been distributed to the
U.S. stockholder, and the U.S. stockholder will be entitled to claim a credit or refund equal to their allocable share of the tax paid
on the deemed distribution by us. The amount of the deemed distribution net of such tax will be added to the U.S. stockholder's
tax basis for their shares of common stock. Since we expect to pay tax on any retained net capital gains at our regular corporate tax
rate, and since that rate is in excess of the maximum rate currently payable by individuals on long-term capital gains, the amount of
tax that individual stockholders will be treated as having paid and for which they will receive a credit or refund will exceed the tax
they owe on the retained net capital gain. Such excess generally may be claimed as a credit against the U.S. stockholder's other
U.S. federal income tax obligations or may be refunded to the extent it exceeds a stockholder's liability for U.S. federal income
tax. A stockholder that is not subject to U.S. federal income tax or otherwise required to file a U.S. federal income tax return would
be required to file a U.S. federal income tax return on the appropriate form in order to claim a refund for the taxes we paid. In order
to utilize the deemed distribution approach, we must provide written notice to our stockholders prior to the expiration of 60 days after
the close of the relevant taxable year. We cannot treat any of our investment company taxable income as a "deemed distribution."

 For purposes of determining (1) whether
the Annual Distribution Requirement is satisfied for any tax year and (2) the amount of capital gain dividends paid for that tax
year, we may, under certain circumstances, elect to treat a dividend that is paid during the following tax year as if it had been paid
during the tax year in question. If we make such an election, the U.S. stockholder will still be treated as receiving the dividend in
the tax year in which the distribution is made. However, any dividend declared by us in October, November or December of any calendar
year, payable to stockholders of record on a specified date in such a month and actually paid during January of the following calendar
year, will be treated as if it had been received by our U.S. stockholders on December 31 of the calendar year in which the dividend
was declared.

 With respect to the reinvestment of dividends,
if a U.S. Shareholder owns shares of common stock registered in its own name, the U.S. Shareholder will have all cash distributions automatically
reinvested in additional shares of common stock unless the U.S. Shareholder opts out of the reinvestment of dividends by delivering a
written notice to our dividend paying agent prior to the record date of the next dividend or distribution. Any distributions reinvested
will nevertheless remain taxable to the U.S. Shareholder. The U.S. Shareholder will have an adjusted basis in the additional shares of
common stock purchased through the reinvestment equal to the amount of the reinvested distribution. The additional shares of common stock
will have a new holding period commencing on the day following the day on which the shares are credited to the U.S. Shareholder's
account.

 If an investor purchases shares of common
stock shortly before the record date of a distribution, the price of the shares of common stock will include the value of the distribution
and the investor will be subject to tax on the distribution even though it represents a return of their investment.

 A stockholder generally will recognize taxable
gain or loss if the stockholder sells or otherwise disposes of their shares of common stock. Any gain arising from such sale or disposition
generally will be treated as long-term capital gain or loss if the stockholder has held their shares of common stock for more than one
year. Otherwise, it would be classified as short-term capital gain or loss. However, any capital loss arising from the sale or disposition
of shares of common stock held for six months or less will be treated as long-term capital loss to the extent of the amount of capital
gain dividends received, or undistributed capital gain deemed received, with respect to such shares of common stock. In addition, all
or a portion of any loss recognized upon a disposition of shares of common stock may be disallowed if other shares of common stock are
purchased (whether through reinvestment of distributions or otherwise) within 30 days before or after the disposition. In such a case,
the basis of shares of common stock acquired will be increased to reflect the disallowed loss.

 In
 general, individual U.S. stockholders are subject to a maximum U.S. federal income tax rate of either 15% or 20% (depending on
 whether the individual U.S. stockholder's income exceeds certain threshold amounts) on their net capital gain, i.e., the
 excess of realized net long-term capital gain over realized net short-term capital loss for a taxable year, including a long-term
 capital gain derived from an investment in our shares of common stock. Such rate is lower than the maximum federal income tax rate
 on ordinary taxable income currently payable by individuals. Corporate U.S. stockholders currently are subject to U.S. federal
 income tax on net capital gain at the maximum 21% rate also applied to ordinary income.
 Non-corporate stockholders incurring net capital losses for a tax year (i.e., net capital losses in excess of net capital
 gains) generally may deduct up to $3,000 of such losses against their ordinary income each tax year; any net capital losses
 of a non-corporate stockholder in excess of $3,000 generally may be carried forward and used in subsequent tax
 years as provided in the Code. Corporate stockholders generally may not deduct any net capital losses for a tax year, but may carry
 back such losses for three tax years or carry forward such losses for five tax years.

 We will send to each of our U.S. stockholders,
as promptly as possible after the end of each calendar year, a notice detailing, on a per share and per distribution basis, the amounts
includible in such U.S. stockholder's taxable income for such year as ordinary income and as long-term capital gain. In addition,
the U.S. federal tax status of each calendar year's distributions generally will be reported to the IRS. Distributions may also
be subject to additional state, local and foreign taxes depending on a U.S. stockholder's particular situation. Dividends distributed
by us generally will not be eligible for the dividends-received deduction or the lower tax rates applicable to certain qualified dividends.

 Until and unless we are treated as a "publicly
offered regulated investment company" (within the meaning of Section 67 of the Code) as a result of either (1) shares
of common stock and our preferred stock collectively being held by at least 500 persons at all times during a taxable year, (2) our
shares of common stock being continuously offered pursuant to a public offering (within the meaning of Section 4 of the Securities
Act) or (3) shares of common stock being treated as regularly traded on an established securities market for any taxable year, for
purposes of computing the taxable income of U.S. stockholders that are individuals, trusts or estates, (1) our earnings will be computed
without taking into account such U.S. stockholders' allocable shares of the management fees paid to our investment advisor and certain
of our other expenses, (2) each such U.S. stockholder will be treated as having received or accrued a dividend from us in the amount
of such U.S. stockholder's allocable share of these fees and expenses for such taxable year, (3) each such U.S. stockholder
will be treated as having paid or incurred such U.S. stockholder's allocable share of these fees and expenses for the calendar year
and (4) each such U.S. stockholder's allocable share of these fees and expenses may be treated as miscellaneous itemized deductions
by such U.S. stockholder. Miscellaneous itemized deductions are generally not deductible by a U.S. stockholder that is an individual,
trust or estate through 2025 and beginning in 2026 and deductible only to the extent that the aggregate of such U.S. stockholder's
miscellaneous itemized deductions exceeds 2% of such U.S. stockholder's adjusted gross income for U.S. federal income tax purposes.
Miscellaneous itemized deductions are not deductible at any time for purposes of the alternative minimum tax for individuals and
will be subject an annual cap for income tax purposes for individuals beginning in 2026.

 Backup withholding, currently at a rate of
24%, may be applicable to all taxable distributions to any non-corporate U.S. stockholder (1) who fails to furnish us
with a correct taxpayer identification number or a certificate that such stockholder is exempt from backup withholding or (2) with
respect to whom the IRS notifies us that such stockholder has failed to properly report certain interest and dividend income to the IRS
and to respond to notices to that effect. An individual's taxpayer identification number is his or her social security number.
Any amount withheld under backup withholding is allowed as a credit against the U.S. stockholder's U.S. federal income tax liability
and may entitle such stockholder to a refund, provided that proper information is timely provided to the IRS.

 If a U.S. stockholder recognizes a loss with
respect to shares of common stock of $2 million or more for an individual stockholder or $10 million or more for a corporate
stockholder, the stockholder must file with the IRS a disclosure statement on Form 8886. Direct stockholders of portfolio securities are
in many cases exempted from this reporting requirement, but under current guidance, stockholders of a RIC are not exempted. The fact that
a loss is reportable under these regulations does not affect the legal determination of whether the taxpayer's treatment of the
loss is proper. U.S. stockholders should consult their tax advisors to determine the applicability of these regulations in light of their
specific circumstances.

 A U.S. Shareholder that is a tax-exempt organization
for U.S. federal income tax purposes and therefore generally exempt from U.S. federal income taxation may nevertheless be subject to taxation
to the extent that it is considered to derive unrelated business taxable income ("UBTI"). The direct conduct by a tax-exempt
U.S. Shareholder of the activities we propose to conduct could give rise to UBTI. However, a BDC (and RIC) is a corporation for U.S. federal
income tax purposes and its business activities generally will not be attributed to its shareholders for purposes of determining their
treatment under current law. Therefore, a tax-exempt U.S. Shareholder generally should not be subject to U.S. taxation solely as a result
of the shareholder's ownership of our shares of common stock and receipt of dividends with respect to such common stock. Moreover,
under current law, if we incur indebtedness, such indebtedness will not be attributed to a tax-exempt U.S. Shareholder. Therefore, a tax-exempt
U.S. Shareholder should not be treated as earning income from "debt-financed property" and dividends we pay should not be
treated as "unrelated debt-financed income" solely as a result of indebtedness that we incur. Legislation has been introduced
in Congress in the past, and may be introduced again in the future, which would change the treatment of "blocker" investment
vehicles interposed between tax-exempt investors and non-qualifying investments if enacted. In the event that any such proposals were
to be adopted and applied to BDCs (and RICs), the treatment of dividends payable to tax-exempt investors could be adversely affected.
In addition, special rules would apply if we were to invest in certain real estate mortgage investment conduits, which we do not currently
plan to do, that could result in a tax-exempt U.S. Shareholder recognizing income that would be treated as UBTI.

 An additional 3.8% federal tax is imposed
on certain net investment income (including ordinary dividends and capital gain distributions received from us and net gains from redemptions
or other taxable dispositions of our shares) of U.S. individuals, estates and trusts to the extent that such person's "modified
adjusted gross income" (in the case of an individual) or "adjusted gross income" (in the case of an estate or trust)
exceed certain threshold amounts.

 Taxation of Non-U.S. Stockholders

 The following discussion only applies to certain
non-U.S. stockholders. Whether an investment in the shares of common stock is appropriate for a non-U.S. stockholder will depend upon
that person's particular circumstances. An investment in the shares of common stock by a non-U.S. stockholder may have adverse tax
consequences. Non-U.S. stockholders should consult their tax advisors before investing in our shares of common stock.

 Subject to the discussion below, distributions
of our "investment company taxable income" to non-U.S. stockholders (including interest income, net short-term capital gain
or foreign-source dividend and interest income, which generally would be free of withholding if paid to non-U.S. stockholders directly)
will be subject to withholding of U.S. federal tax at a 30% rate (or lower rate provided by an applicable treaty) to the extent of our
current and accumulated earnings and profits unless the distributions are effectively connected with a U.S. trade or business of the
non-U.S. stockholder (and, if treaty applies, are attributable to a U.S. permanent establishment of the non-U.S. stockholder), in which
case the distributions will generally be subject to U.S. federal income tax at the rates applicable to U.S. persons. In that case, we
will not be required to withhold U.S. federal tax if the non-U.S. stockholder complies with applicable certification and disclosure requirements
such as providing IRS Form W-8ECI). Special certification requirements apply to a non-U.S. stockholder that is a foreign partnership
or a foreign trust, and such entities are urged to consult their own tax advisors.

 Certain properly reported dividends
received by a non-U.S. stockholder generally are exempt from U.S. federal withholding tax when they (1) are paid in respect of our
"qualified net interest income" (generally, our U.S. source interest income, other than certain contingent interest and
interest from obligations of a corporation or partnership in which we are at least a 10% stockholder, reduced by expenses that are
allocable to such income), or (2) are paid in connection with our "qualified short-term capital gains" (generally, the
excess of our net short-term capital gain over our long-term capital loss for a tax year) as well as if certain other requirements
are satisfied. Nevertheless, it should be noted that in the case of shares of our stock held through an intermediary, the
intermediary may have withheld U.S. federal income tax even if we reported the payment as an interest-related dividend or short-term
capital gain dividend. Moreover, depending on the circumstances, we may report all, some or none of our potentially eligible
dividends as derived from such qualified net interest income or as qualified short-term capital gains, or treat such dividends, in
whole or in part, as ineligible for this exemption from withholding.

 Actual or deemed distributions of our net
capital gains to a non-U.S. stockholder, and gains realized by a non-U.S. stockholder upon the sale of our shares of common stock, will
not be subject to U.S. federal withholding tax and generally will not be subject to U.S. federal income tax unless the distributions or
gains, as the case may be, are effectively connected with a U.S. trade or business of the non-U.S. stockholder and, if an income tax treaty
applies, are attributable to a permanent establishment maintained by the non-U.S. stockholder in the United States or, in the case of
an individual non-U.S. stockholder, the stockholder is present in the United States for 183 days or more during the year of the sale or
capital gain dividend and certain other conditions are met.

 If we distribute our net capital gains in
the form of deemed rather than actual distributions (which we may do in the future), a non-U.S. stockholder will be entitled to a U.S.
federal income tax credit or tax refund equal to the stockholder's allocable share of the tax we pay on the capital gains deemed
to have been distributed. In order to obtain the refund, the non-U.S. stockholder must obtain a U.S. taxpayer identification number and
file a U.S. federal income tax return even if the non-U.S. stockholder would not otherwise be required to obtain a U.S. taxpayer identification
number or file a U.S. federal income tax return. For a corporate non-U.S. stockholder, distributions (both actual and deemed), and gains
realized upon the sale of our shares of common stock that are effectively connected with a U.S. trade or business may, under certain circumstances,
be subject to an additional "branch profits tax" at a 30% rate (or at a lower rate if provided for by an applicable treaty).

 A non-U.S. stockholder who is a non-resident
alien individual, and who is otherwise subject to withholding of U.S. federal income tax, may be subject to information reporting and
backup withholding of U.S. federal income tax on dividends unless the non-U.S. stockholder provides us or the dividend paying agent with
a U.S. nonresident withholding tax certification (e.g., an IRS Form W-8BEN, IRS Form W-8BEN-E, or an acceptable substitute form) or otherwise
meets documentary evidence requirements for establishing that it is a non-U.S. stockholder or otherwise establishes an exemption from
backup withholding.

 Withholding of U.S. tax (at a 30% rate) is
required by the Foreign Account Tax Compliance Act, or FATCA, provisions of the Code with respect to payments of dividends made to certain non-U.S. entities that
fail to comply (or be deemed compliant) with extensive new reporting and withholding requirements designed to inform the U.S. Department
of the Treasury of U.S.-owned foreign investment accounts. Under proposed U.S. Treasury regulations, which may be relied upon until final
U.S. Treasury regulations are published, there is no FATCA withholding on gross proceeds from the sale of disposition of shares of common
stock or on certain capital gain distributions. Stockholders may be requested to provide additional information to enable the applicable
withholding agent to determine whether withholding is required.

 An investment in shares by a non-U.S. person may
also be subject to U.S. federal estate tax. Non-U.S. persons should consult their own tax advisors with respect to
the U.S. federal income tax, U.S. federal estate tax, withholding tax, and state, local and foreign tax consequences of acquiring, owning
or disposing of our shares of common stock.

 Item 1A. Risk Factors

 Investing in our shares of common stock
involves a number of significant risks. Before you invest in our shares of common stock, you should be aware of various risks, including
those described below. The risks set out below are not the only risks we face. Additional risks and uncertainties not presently known
to us or not presently deemed material by us may also impair our operations and performance. If any of the following events occur, our
business, financial condition, results of operations and cash flows could be materially and adversely affected. In such case, our NAV
could decline, and you may lose all or part of your investment. The risk factors described below are the principal risk factors associated
with an investment in us as well as those factors generally associated with an investment company with investment objectives, investment
policies, capital structure or trading markets similar to ours.

 Summary of Principal Risk Factors

 Investing in our shares of
common stock involves a number of significant risks. You should carefully consider information found in the section entitled "Risk
Factors" and elsewhere in this annual report Form 10-K. Some of the risks involved in investing in our shares of common stock include:

 Principal Risks Relating to Our Business
and Structure

 We have a limited operating
history and may not replicate the historical results achieved by other entities managed by members of the Advisor's investment
committee, the Advisor or its affiliates.

 We use leverage pursuant to borrowings under credit facilities to finance
our investments and changes in interest rates will affect our cost of capital and net investment income.

 We depend upon our Advisor
and Administrator for our success and upon their access to the investment professionals and partners of Kayne Anderson and its affiliates.
Any inability of the Advisor or the Administrator to maintain or develop these relationships, or the failure of these relationships to
generate investment opportunities, could adversely affect our business.

 Our financial condition, results
of operations and cash flows depend on our ability to manage our business and future growth effectively.

 There are significant potential
conflicts of interest that could affect our investment returns, including conflicts related to obligations the Advisor's investment
committee, the Advisor or its affiliates have to other clients and conflicts related to fees and expenses of such other clients.

 We generally may make investments
that could give rise to a conflict of interest and our ability to enter into transactions with our affiliates will be restricted.

 We operate in a highly competitive
market for investment opportunities, which could reduce returns and result in losses.

 We will be subject to corporate-level
income tax if we are unable to qualify as a RIC.

 We finance our investments with borrowings under credit facilities,
which will magnify the potential for gain or loss on amounts invested and may increase the risk of investing in us.

 Adverse developments in the credit markets may impair our ability to
enter into new credit facilities.

 The majority of our portfolio
investments are recorded at fair value as determined in good faith by our Advisor and, as a result, there may be uncertainty as to the
value of our portfolio investments.

 Our Board may change our investment
objective, operating policies and strategies without prior notice or stockholder approval, and we may temporarily deviate from our regular
investment strategy.

 Efforts to comply with the
Exchange Act and the Sarbanes-Oxley Act will involve significant expenditures, and non-compliance would adversely affect us and the value
of our shares of common stock.

 We are highly dependent on
information systems, and systems failures could significantly disrupt our business, which may, in turn, negatively affect the value of
our shares of common stock and our ability to pay distributions.

 We and our portfolio companies and service providers may be subject to cybersecurity risks and our business could be adversely affected by changes to data protection laws and regulations.

 Principal Risks Relating to Our Investments

 Rising interest rates could
affect the value of our investments and make it more difficult for portfolio companies to make periodic payments on their loans.

 Our business is dependent on
bank relationships and recent strain on the banking system may adversely impact us.

 We invest in highly leveraged companies, which could cause us to lose
all or a part of our investment in those companies.

 The lack of liquidity in our
investments may adversely affect our business.

 Our prospective portfolio companies
may prepay loans, which may reduce our yields if capital returned cannot be invested in transactions with equal or greater expected yields.

 Our prospective portfolio companies may be unable to repay or refinance
outstanding principal on their loans at or prior to maturity.

 Our portfolio may be concentrated
in a limited number of portfolio companies and industries, which will subject us to a risk of significant loss if any of these companies
defaults on its obligations under any of its debt instruments or if there is a downturn in a particular industry.

 There is no assurance that
portfolio company management will be able to operate their companies in accordance with our expectations.

 Risks Relating to Our Common Stock

 There is no public market for our shares of common stock, and we cannot
assure you that a market for our shares of common stock will develop in the future.

 During extended periods of
capital market disruption and instability, there is a risk that you may not receive distributions or that our distributions may not grow
over time and a portion of our distributions may be a return of capital.

 Our stockholders may experience
dilution in their ownership percentage.

 Risks Relating to Our Business and Structure

 We have a limited operating history and
may not replicate the historical results achieved by other entities managed by members of the Advisor's investment committee, the
Advisor or its affiliates.

 We commenced operations in December 2021. We
are subject to all of the business risks and uncertainties associated with any new business, including the risk that we will not achieve
our investment objective, that we will not qualify or maintain our qualification to be treated as a RIC, and that the value of your investment
could decline substantially.

 The 1940 Act and the Code impose numerous constraints
on the operations of BDCs and RICs that do not apply to certain other investment vehicles managed by our Advisor and its affiliates.
BDCs are required, for example, to invest at least 70% of their total assets primarily in securities of U.S. private or thinly traded
public companies, cash, cash equivalents, U.S. government securities and other high-quality debt instruments that mature in one year
or less from the date of investment. Moreover, qualification for taxation as a RIC requires satisfaction of source-of-income, asset diversification
and distribution requirements. Our Advisor has a limited operating history under these constraints, which may hinder our ability to take
advantage of attractive investment opportunities and to achieve our investment objective.

 Furthermore, our investments may differ from
those of existing accounts that are or have been managed by members of the Advisor's investment committee, the Advisor or affiliates
of the Advisor. We cannot assure you that we will replicate the historical results achieved for other KAPC funds managed by members of
the Advisor's investment committee, and we caution you that our investment returns could be substantially lower than the returns
achieved by them in prior periods. Additionally, all or a portion of the prior results may have been achieved in particular market conditions,
which may never be repeated. Moreover, current or future market volatility and regulatory uncertainty may have an adverse impact on our
future performance.

 We use leverage pursuant to borrowings under credit facilities
to finance our investments and changes in interest rates will affect our cost of capital and net investment income.

 We use leverage pursuant to borrowings under credit facilities and
intend to further borrow under credit facilities in the future in order to finance our investments. As a result, our net investment income
will depend, in part, upon the difference between the rate at which we borrow under credit facilities and the rate at which we invest
these funds. In addition, we anticipate that many of our debt investments and borrowings under credit facilities will have floating interest
rates that reset on a periodic basis, and many of our investments will be subject to interest rate floors. As a result, a significant
change in market interest rates could have a material adverse effect on our net investment income. See " Risks Relating
to Our Investments—Rising interest rates could affect the value of our investments and make it more difficult for portfolio companies
to make periodic payments on their loans."

 In periods of rising interest rates, our cost
of funds will increase because we expect that the interest rates on the majority of amounts we borrow will be floating, which could reduce
our net investment income to the extent any of our debt investments have fixed interest rates. We may use interest rate risk management
techniques in an effort to limit our exposure to interest rate fluctuations. Such techniques may include various interest rate
hedging activities to the extent permitted by the 1940 Act and applicable commodities laws. These activities may limit our ability
to benefit from lower interest rates with respect to hedged borrowings. Adverse developments resulting from changes in interest rates
or hedging transactions could have a material adverse effect on our business, financial condition and results of operations. See " Risks
Relating to Our Investments—We may be subject to risks under hedging transactions and our ability to enter into transactions involving
derivatives and financial commitment transactions may be limited. "

 Downgrades of the U.S. credit rating, impending
automatic spending cuts or government shutdowns could negatively impact our liquidity, financial condition and earnings.

 The U.S. debt ceiling and budget deficit concerns have increased the
possibility of credit-rating downgrades or a recession in the United States. Although U.S. lawmakers passed legislation to raise the federal
debt ceiling on multiple occasions, including, most recently, in June 2023, ratings agencies have lowered, and threatened to lower the
long-term sovereign credit rating on the United States. The legislation suspends the debt ceiling through early 2025 unless Congress takes
legislative action to further extend or defer it.

 The impact of the increased debt ceiling and/or
downgrades to the U.S. government's sovereign credit rating or its perceived creditworthiness could adversely affect the U.S. and
global financial markets and economic conditions. Absent further quantitative easing by the U.S. Federal Reserve, these developments
could cause interest rates and borrowing costs to rise, which may negatively impact our ability to access the debt markets on favorable
terms. In addition, disagreement over the federal budget has caused the U.S. federal government to shut down for periods of time. Continued
adverse political and economic conditions could have a material adverse effect on our business, financial condition and results of operations.

 The alternative reference rates that have
replaced LIBOR in our credit arrangements and other financial instruments may not yield the same or similar economic results as LIBOR
over the life of such transactions.

 The London Interbank Offered Rate ("LIBOR")
is an index rate that historically was widely used in lending transactions and was a common reference rate for setting the floating interest
rate on private loans. LIBOR was typically the reference rate used in floating-rate loans extended to our portfolio companies.

 The ICE Benchmark Administration ("IBA")
(the entity that is responsible for calculating LIBOR) ceased providing overnight, one, three, six and twelve months USD LIBOR tenors
on June 30, 2023. In addition, the United Kingdom's Financial Conduct Authority ("FCA"), which oversees the IBA, now prohibits
entities supervised by the FCA from using LIBOR, including USD LIBOR, except in very limited circumstances.

 In the United States, the SOFR is the preferred
alternative rate for LIBOR. SOFR is a measure of the cost of borrowing cash overnight, collateralized by U.S. Treasury securities, and
is based on directly observable U.S. Treasury-backed repurchase transactions. SOFR is published by the Federal Reserve Bank of New York
each U.S. Government Securities Business Day, for transactions made on the immediately preceding U.S. Government Securities Business
Day. Alternative reference rates that may replace LIBOR, including SOFR for USD transactions, may not yield the same or similar economic
results as LIBOR over the lives of such transactions.

 All of our loans that referenced LIBOR have been amended to reference
the forward-looking term rate published by CME Group Benchmark Administration Limited based on the secured overnight financing rate ("CME
Term SOFR"). CME Term SOFR rates are forward-looking rates that are derived by compounding projected overnight SOFR rates over one,
three, and six months taking into account the values of multiple consecutive, executed, one-month and three-month CME Group traded SOFR
futures contracts and, in some cases, over-the-counter SOFR Overnight Indexed Swaps as an indicator of CME Term SOFR reference rate values.
CME Term SOFR and the inputs on which it is based are derived from SOFR. Because CME Term SOFR is a relatively new market rate, there
will likely be no established trading market for credit agreements or other financial instruments when they are issued, and an established
market may never develop or may not be liquid. Market terms for instruments referencing CME Term SOFR rates may be lower than those of
later-issued CME Term SOFR indexed instruments. Similarly, if CME Term SOFR does not prove to be widely used, the trading price of instruments
referencing CME Term SOFR may be lower than those of instruments indexed to indices that are more widely used.

 There can be no guarantee that SOFR will not
be discontinued or fundamentally altered in a manner that is materially adverse to the interests of investors in loans referencing SOFR.
If the manner in which SOFR or CME Term SOFR is calculated is changed, that change may result in a reduction of the amount of interest
payable on such loans and the trading prices of the SOFR Loans. In addition, there can be no guarantee that loans referencing SOFR or
CME Term SOFR will continue to reference those rates until maturity or that, in the future, our loans will reference benchmark rates
other than CME Term SOFR. Should any of these events occur, our loans, and the yield generated thereby, could be affected. Specifically,
the anticipated yield on our loans may not be fully realized and our loans may be subject to increased pricing volatility and market
risk.

 We depend upon our Advisor and Administrator
for our success and upon their access to the investment professionals and partners of Kayne Anderson and its affiliates. Any inability
of the Advisor or the Administrator to maintain or develop these relationships, or the failure of these relationships to generate investment
opportunities, could adversely affect our business.

 Our portfolio is subject to management risk because
it is actively managed. Our Advisor applies investment techniques and risk analyses in making investment decisions for us, but there
can be no guarantee that they will produce the desired results. We depend upon, and intend to rely significantly on, the Advisor's
and its affiliates' relationships with private equity sponsors, financial intermediaries, direct lending institutions and other
counterparties that are active in our markets.

 We do not have any internal management capacity
or employees. We depend upon Kayne Anderson's key personnel for our future success and upon their access to certain individuals
and investment opportunities to execute on our investment objective. In particular, we depend on the diligence, skill and network of
business contacts of our portfolio managers, who evaluate, negotiate, structure, close and monitor our investments. These individuals
manage a number of investment vehicles on behalf of Kayne Anderson and, as a result, do not devote all of their time to managing us,
which could negatively impact our performance. Furthermore, these individuals do not have long-term employment contracts with Kayne Anderson,
although they do have equity interests and other financial incentives to remain with Kayne Anderson. We also depend on the senior management
of Kayne Anderson. The departure of any of our portfolio managers or the senior management of Kayne Anderson could have a material adverse
effect on our ability to achieve our investment objective. In addition, we can offer no assurance that our Advisor will remain our investment
advisor or that we will continue to have access to Kayne Anderson's industry contacts and deal flow. This could have a material
adverse effect on our financial condition, results of operations and cash flows.

 We depend on the diligence, skill and network
of business contacts of the professionals available to our Administrator to carry out the administrative functions necessary for us to
operate, including the ability to select and engage sub-administrators and third-party service providers. We can offer no assurance,
however, that the professionals of the Administrator will continue to provide administrative services to us. Furthermore, if the Advisor
fails to maintain such relationships, or to develop new relationships with other sources of investment opportunities, we will not be
able to grow our investment portfolio. This could have a material adverse effect on our financial condition, results of operations and
cash flows.

 Our financial condition, results of operations
and cash flows depend on our ability to manage our business and future growth effectively.

 Our ability to achieve our investment objective
depends on our ability to manage our business and grow, which depends, in turn, on the Advisor's ability to identify, invest in
and monitor companies that meet our investment selection criteria. Accomplishing this result on a cost-effective basis is largely a function
of the Advisor's structuring of the investment process, its ability to provide competent, attentive and efficient services to us
and our access to financing on acceptable terms. The management team of the Advisor has substantial responsibilities under our Investment
Advisor Agreement. We can offer no assurance that any current or future employees of the Advisor will contribute effectively to the work
of, or remain associated with, the Advisor. We caution you that the principals of our Advisor or Administrator may also be called upon
to provide and currently do provide managerial assistance to portfolio companies and other investment vehicles, including other BDCs,
which are managed by affiliates of the Advisor. Such demands on their time may distract them or slow our rate of investment. Any failure
to manage our future growth effectively could have a material adverse effect on our business, financial condition and results of operations.

 The Advisor may frequently be required
to make investment analyses and decisions on an expedited basis in order to take advantage of investment opportunities, and our Advisor
may not have knowledge of all circumstances that could impact an investment by the Company.

 Investment analyses and decisions by the Advisor
may frequently be required to be undertaken on an expedited basis to take advantage of investment opportunities, and the Advisor may
not have knowledge of all circumstances that could adversely affect an investment by us. Moreover, there can be no assurance that our
due diligence processes will uncover all relevant facts that would be material to an investment decision. Before making an investment,
we will assess the strength of the underlying assets and other factors that we believe are material to the performance of the investment.
In making the assessment and otherwise conducting customary due diligence, we will rely on the resources available to us and, in some
cases, an investigation by third parties. This process is particularly important and highly subjective.

 We may make investments in, or loans to, companies
which are not subject to public company reporting requirements including requirements regarding preparation of financial statements and
our portfolio companies may utilize divergent reporting standards that may make it difficult for the Advisor to accurately assess the
prior performance of a portfolio company. We will, therefore, depend upon the compliance by investment companies with their contractual
reporting obligations. As a result, the evaluation of potential investments and our ability to perform due diligence on, and effectively
monitor investments, may be impeded, and we may not realize the returns which we expect on any particular investment. In the event of
fraud by any company in which we invest or with respect to which we make a loan, we may suffer a partial or total loss of the amounts
invested in that company.

 There are significant potential conflicts
of interest that could affect our investment returns, including conflicts related to obligations the Advisor's investment committee,
the Advisor or its affiliates have to other clients and conflicts related to fees and expenses of such other clients, the valuation process
for certain portfolio holdings of ours, other arrangements with the Advisor or its affiliates, and the Advisor's recommendations
given to us may differ from those rendered to their other clients.

 As a result of our arrangements with the Advisor
and its affiliates and the Advisor's investment committee, there may be times when the Advisor or such persons have interests that
differ from those of our stockholders, giving rise to a conflict of interest.

 In particular, the following
conflicts of interest may arise, among others:

 the members of the Advisor's
investment committee serve or may serve as officers, directors or principals of entities that operate in the same or a related line of
business as we do or of accounts sponsored or managed by the Advisor or its affiliates;

 the Advisor, its affiliates
and its personnel may have obligations to other clients or investors in entities they manage, the fulfilment of which may not be in the
best interests of us or our stockholders;

 our investment objective may
overlap with the investment objectives of such affiliated accounts;

 certain of the Advisor's
other accounts may provide for higher management or incentive fees, greater expense reimbursements or overhead allocations, or permit
affiliates of the Advisor to receive origination and other transaction fees;

 members of Kayne Anderson and
its affiliates may serve on the boards of directors of and advise companies which may compete with our portfolio investments. Moreover,
these other funds, separate accounts and other vehicles managed by Kayne Anderson and its affiliates may pursue investment opportunities
that may also be suitable for us; and

 the participation of the Advisor's investment professionals in
our valuation process could result in a conflict of interest as the Advisor's base management fee is based, in part, on our fair
market value of investments including assets purchased with borrowings under credit facilities, excluding cash, U.S. government securities
and commercial paper instruments maturing within one year of purchase.

 The
Advisor may have an incentive to invest in deferred interest securities in circumstances where it would not have done so but for the
opportunity to continue to earn the fees even when the issuers of the deferred interest securities would not be able to make actual cash
payments to us on such securities. This risk could be increased because the Advisor is not obligated to reimburse us for any fees received
even if we subsequently incur losses or never receive in cash the deferred income that was previously accrued.

 The Advisor seeks to allocate investment opportunities
among eligible accounts in a manner that is fair and equitable over time and consistent with its allocation policy. However, we can offer
no assurance that such opportunities will be allocated to us fairly or equitably in the short-term, and there can be no assurance that
we will be able to participate in all investment opportunities that are suitable to us.

 The Advisor's investment committee,
the Advisor or its affiliates may, from time to time, possess material non-public information, limiting our investment discretion.

 Principals of the Advisor and its affiliates
and members of the Advisor's investment committee may serve as directors of, or in a similar capacity with, companies in which
we invest, the securities of which are purchased or sold on our behalf. In the event that material nonpublic information is obtained
with respect to such companies, or we become subject to trading restrictions under the internal trading policies of those companies or
as a result of applicable law or regulations (for example, the antifraud provisions for the federal securities laws), we could be prohibited
for a period of time from purchasing or selling the securities of such companies, and this prohibition may have an adverse effect on
us.

 The Investment Advisory Agreement and the
Administration Agreement were not negotiated on an arm's-length basis and may not be as favorable to us as if they had been negotiated
with an unaffiliated third party.

 The Investment Advisory Agreement and the Administration
Agreement were negotiated between related parties. Consequently, their terms, including fees payable to the Advisor, may not be as favorable
to us as if they had been negotiated with an unaffiliated third party. For example, certain accounts managed by the Advisor have lower
management, incentive or other fees than those charged under the Investment Advisory Agreement and/or a reduced ability to recover expenses
and overhead than may be recovered by the Administrator under the Administration Agreement. In addition, we may choose not to enforce,
or to enforce less vigorously, our rights and remedies under these agreements because of our desire to maintain our ongoing relationship
with the Advisor, the Administrator and their respective affiliates. Any such decision, however, would breach our fiduciary obligations
to our stockholders.

 We generally may make investments that
could give rise to a conflict of interest and our ability to enter into transactions with our affiliates will be restricted.

 We, along with our Advisor and certain of its
affiliates, have obtained exemptive relief from the SEC to permit us to invest alongside certain entities and accounts advised by the
Advisor and its affiliates subject to certain conditions.

 Pursuant to such exemptive relief, and
subject to certain conditions, we are permitted to co-invest in the same security with our affiliates in a manner that is consistent
with our investment objective, investment strategy, regulatory consideration and other relevant factors. If opportunities arise that
would otherwise be appropriate for us and an affiliate to purchase different securities in the same issuer, our Advisor will need to
decide which account will proceed with such investment. Our Advisor's investment allocation policy incorporates the conditions
of exemptive relief to seek to ensure that investment opportunities are allocated in a manner that is fair and equitable. However,
although the Advisor endeavors to fairly allocate investment opportunities in the long-run, we can offer no assurance that
investment opportunities will be allocated to us fairly or equitably in the short-term.

 We do not expect to invest in, or hold securities
of, companies that are controlled by our affiliates' other clients. If our affiliates' other client or clients gain control
over one of our portfolio companies, this may create conflicts of interest and subject us to certain restrictions under the 1940 Act.
As a result of these conflicts and restrictions our Advisor may be unable to implement our investment strategies as effectively as they
could have in the absence of such conflicts or restrictions. For example, as a result of a conflict or restriction, our Advisor may be
unable to engage in certain transactions that they would otherwise pursue. In order to avoid these conflicts and restrictions, our Advisor
may choose to exit these investments prematurely and, as a result, we may forgo positive returns associated with such investments. In
addition, to the extent that another client holds a different class of securities than us as a result of such transactions, our interests
may not be aligned. Our ability to enter into transactions with our affiliates may be restricted.

 In situations where co-investment with affiliates'
other clients is not permitted under the 1940 Act and related rules, existing or future staff guidance, or the terms and conditions of
exemptive relief that have been granted to our Advisor and its affiliates by the SEC, our Advisor will need to decide which client or
clients will proceed with the investment. Generally, we will not have an entitlement to make a co-investment in these circumstances and,
to the extent that another client elects to proceed with the investment, we will not be permitted to participate. Moreover, except in
certain circumstances, we will be unable to invest in any issuer in which an affiliate's other client holds a controlling interest.
These restrictions may limit the scope of investment opportunities that would otherwise be available to us.

 We will be prohibited under the 1940 Act from
participating in certain transactions with certain affiliates of ours without the prior approval of a majority of our independent directors
and, in some cases, the SEC. Any person that owns, directly or indirectly, 5% or more of our outstanding voting securities will be our
affiliate for purposes of the 1940 Act, and we will generally be prohibited from buying or selling any securities from or to such affiliate
on a principal basis, absent the prior approval of our Board and, in some cases, the SEC. The 1940 Act also prohibits certain "joint"
transactions with certain affiliates of ours, which in certain circumstances could include investments in the same portfolio company
(whether at the same or different times to the extent the transaction involves a joint investment), without prior approval of our Board
and, in some cases, the SEC. If a person acquires more than 25% of our voting securities, we will be prohibited from buying or selling
any security from or to such person or certain of that person's affiliates, or entering into prohibited joint transactions with
such persons, absent the prior approval of the SEC. Similar restrictions limit our ability to transact business with our officers or
directors or their affiliates.

 The SEC has interpreted the BDC regulations governing
transactions with affiliates to prohibit certain "joint transactions" involving entities that share a common investment advisor.
As a result of these restrictions, we may be prohibited from buying or selling any security from or to any portfolio company that is
controlled by a fund managed by the Advisor or their respective affiliates except under certain circumstances or without the prior approval
of the SEC, which may limit the scope of investment opportunities that would otherwise be available to us.

 We operate in a highly competitive market
for investment opportunities, which could reduce returns and result in losses.

 There will be competition for investments from
numerous other potential investors, many of which will have significant financial resources. As a result, there can be no guarantee that
a sufficient quantity of suitable investment opportunities for us will be found, that investments on favorable terms can be negotiated,
or that we will be able to fully realize the value of our investments. Competition for investments may have the effect of increasing
our costs and expenses or otherwise decreasing returns generated on underlying investments, thereby reducing our investment returns.

 A number of entities compete with us to make
the types of investments that we plan to make in middle market companies, including BDCs, traditional commercial banks, private
investment funds, regional banking institutions, small business investment companies, investment banks and insurance companies.
Additionally, with increased competition for investment opportunities, alternative investment vehicles such as hedge funds may seek
to invest in areas they have not traditionally invested in or from which they had withdrawn during the economic downturn, including
investing in middle market companies. We will compete with public and private funds, commercial and investment banks, commercial
financing companies and, to the extent they provide an alternative form of financing, private equity and hedge funds. Many of our
competitors are substantially larger and have considerably greater financial, technical and marketing resources than we do. For
example, we believe some of our competitors may have access to funding sources that are not available to us. In addition, some of
our competitors may have higher risk tolerances or different risk assessments, which could allow them to consider a wider variety of
investments and establish more relationships than we do. Furthermore, many of our competitors are not subject to the regulatory
restrictions that the 1940 Act imposes on us as a BDC or the source of income, asset diversification and distribution requirements
we must satisfy to qualify and maintain our qualification as a RIC. As a result of this competition, we may from time to time not be
able to take advantage of attractive investment opportunities, and we may not be able to identify and make investments that are
consistent with our investment objective.

 With respect to the investments we make, we do
not seek to compete based primarily on the interest rates we offer, and we believe that some of our competitors may make loans with interest
rates that will be lower than the rates we offer. With respect to all investments, we may lose some investment opportunities if we do
not match our competitors' pricing, terms and structure. However, if we match our competitors' pricing, terms and structure,
we may experience decreased net interest income, lower yields and increased risk of credit loss. Although our Advisor allocates opportunities
in accordance with its allocation policy, allocations to other accounts managed or sponsored by our Advisor or its affiliates reduce
the amount and frequency of opportunities available to us and may not be in the best interests of us and our stockholders.

 The competitive pressures we face may have a
material adverse effect on our business, financial condition and results of operations.

 We will be subject to corporate-level income
tax if we are unable to qualify as a RIC.

 We have elected, and intend to qualify annually thereafter, to be treated
for U.S. federal income tax purposes as a RIC under Subchapter M of the Code; however, no assurance can be given that we will be able
to qualify for and maintain RIC tax treatment. In order to qualify, and maintain qualification, as a RIC under the Code, we must meet
certain source-of-income, asset diversification and distribution requirements. The distribution requirement for a RIC is satisfied if
we distribute to our stockholders dividends for U.S. federal income tax purposes of an amount generally at least equal to the sum of 90%
of our investment company taxable income, which is generally our net ordinary income plus the excess of our net short-term capital gains
in excess of our net long-term capital losses, determined without regard to any deduction for dividends paid, and 90% of our net tax-exempt
interest income, if any, to our stockholders on an annual basis. We are subject, to the extent we use debt financing, to certain asset
coverage ratio requirements under the 1940 Act and financial covenants under loan and credit agreements that could, under certain circumstances,
restrict us from making distributions necessary to qualify as a RIC. If we are unable to obtain cash from other sources, we may fail to
be subject to tax as a RIC and, thus, may be subject to corporate-level income tax. To qualify as a RIC, we must also meet certain asset
diversification requirements at the end of each quarter of our taxable year. Failure to meet these requirements may result in our having
to dispose of certain investments quickly in order to prevent the loss of our qualification as a RIC. Because a significant portion of
our investments are in private or thinly traded public companies, any such dispositions could be made at disadvantageous prices and may
result in substantial losses. If we fail to qualify as a RIC for any reason and become subject to corporate-level income tax, the resulting
corporate taxes could substantially reduce our net assets, the amount of income available for distributions to stockholders and the amount
of our distributions and the amount of funds available for new investments. Such a failure would have a material adverse effect on us
and our stockholders.

 We may be subject to risks that may arise
in connection with the rules under ERISA related to investment by ERISA Plans.

 We intend to operate so that we will be an appropriate
investment for employee benefit plans subject to Employee Retirement Income Security Act of 1974, as amended ("ERISA"). We
will use reasonable efforts to conduct the Company's affairs so that the assets of the Company will not be deemed to be "plan
assets" for purposes of ERISA. Accordingly, there may be constraints on our ability to make or dispose of investments at optimal
times (or to make certain investments at all).

 We may have difficulty paying our required
distributions if we recognize income before, or without, receiving cash representing such income.

 For U.S. federal income tax purposes, we include
in income certain amounts that we have not yet received in cash, such as the accretion of original issue discount ("OID").
This may arise if we receive warrants in connection with the making of a loan and in other circumstances, or through contracted PIK interest,
which represents contractual interest added to the loan balance and due at the end of the loan term. Such OID, which could be significant
relative to our overall investment activities or increases in loan balances as a result of contracted PIK arrangements, is included in
income before we receive any corresponding cash payments. We also may be required to include in income certain other amounts that we
do not receive in cash. We may be also subject to the following risks associated with PIK and OID investments:

 The interest payments deferred
on a PIK loan are subject to the risk that the borrower may default when the deferred payments are due in cash at the maturity of the
loan;

 The interest rates on PIK loans
are higher to reflect the time-value of money on deferred interest payments and the higher credit risk of borrowers who may need to defer
interest payments;

 Market prices of OID instruments
are more volatile because they are affected to a greater extent by interest rate changes than instruments that pay interest periodically
in cash;

 PIK instruments may have unreliable
valuations because the accruals require judgments about ultimate collectability of the deferred payments and the value of the associated
collateral;

 Use of PIK and OID securities
may provide certain benefits to our Advisor including increasing management fees.

 We may be required under the
tax laws to make distributions of OID income to stockholders without receiving any cash. Such required cash distributions may have to
be paid from borrowings, offering proceeds or the sale of our assets; and

 The required recognition of
OID, including PIK, interest for U.S. federal income tax purposes may have a negative impact on liquidity, because it represents a non-cash
component of our taxable income that must, nevertheless, be distributed in cash to investors to avoid it being subject to corporate level
taxation.

 Since in certain cases we may recognize income before
or without receiving cash representing such income, we may have difficulty meeting the requirement in a given taxable year to distribute
to our stockholders dividends for U.S. federal income tax purposes an amount at least equal to the sum of 90% of our investment company
taxable income, determined without regard to any deduction for dividends paid, and 90% of our net tax-exempt interest income, if any,
to our stockholders to qualify and maintain our ability to be subject to tax as a RIC. In such a case, we may have to sell some of our
investments at times we would not consider advantageous, raise additional debt or equity capital or reduce new investment originations
to meet these distribution requirements. If we are not able to obtain such cash from other sources, we may fail to qualify as a RIC and
thus be subject to corporate-level income tax.

 Regulations governing our operation as
a BDC affect our ability to, and the way in which we, raise additional capital. As a BDC, the necessity of raising additional capital
exposes us to risks, including the typical risks associated with leverage.

 We intend to further borrow under credit facilities and, may issue
or preferred stock in the future (although we do not anticipate issuing preferred stock in the next 12 months), which we refer to collectively
as "senior securities," up to the maximum amount permitted by the 1940 Act. Under the provisions of the 1940 Act, we are currently
permitted to issue "senior securities," including borrowing money from banks or other financial institutions, only in amounts
such that our asset coverage, as defined in the 1940 Act, equals at least 150% of gross assets less all liabilities and indebtedness not
represented by senior securities, after each issuance of senior securities. If we fail to comply with certain disclosure requirements,
our asset coverage ratio under the 1940 Act would be 200%, which would decrease the amount of leverage we are able to incur.

 Nevertheless, if the value of our assets declines, we may be unable
to satisfy this ratio. If that happens, we may be required to sell a portion of our investments and, depending on the nature of our leverage,
repay a portion of our indebtedness at a time when such sales may be disadvantageous. Also, any amounts that we use to service our indebtedness
would not be available for distributions to holders of our shares of common stock. If we issue senior securities, we will be exposed to
typical risks associated with leverage, including an increased risk of loss. In addition, if the value of the Company's assets decreases,
leverage will cause the Company's net asset value to decline more sharply than it otherwise would have without leverage or with
lower leverage. Similarly, any decrease in the Company's revenue would cause its net income to decline more sharply than it would
have if the Company had not borrowed or had borrowed less under the credit facilities.

 In the absence of an event of default, no person
or entity from which we borrow money has a veto right or voting power over our ability to set policy, make investment decisions or adopt
investment strategies. If we issue preferred stock, which is another form of leverage, the preferred stock would rank "senior"
to common stock in our capital structure, preferred stockholders would have separate voting rights on certain matters and might have
other rights, preferences or privileges more favorable than those of our common stockholders, and the issuance of preferred stock could
have the effect of delaying, deferring or preventing a transaction or a change of control that might involve a premium price for holders
of our common stock or otherwise be in the best interest of our common stockholders. Holders of our common stock will directly or indirectly
bear all of the costs associated with offering and servicing any preferred stock that we issue. In addition, any interests of preferred
stockholders may not necessarily align with the interests of holders of our shares of common stock, and the rights of holders of shares
of preferred stock to receive distributions would be senior to those of holders of shares of common stock. We do not, however, anticipate
issuing preferred stock in the next 12 months.

 We are not generally able to issue and sell our
shares of common stock at a price below NAV per share. We may, however, sell our shares of common stock, or warrants, options or rights
to acquire our shares of common stock, at a price below the then-current NAV per share of our common stock if our Board determines that
such sale is in the best interests of us and our stockholders, and if our stockholders approve such sale. In any such case, the price
at which our securities are to be issued and sold may not be less than a price that, in the determination of our Board, closely approximates
the market value of such securities (less any distributing commission or discount). If we raise additional funds by issuing common stock
or senior securities convertible into, or exchangeable for, our common stock, then the percentage ownership of our stockholders at that
time will decrease, and holders of our common stock might experience dilution.

 We finance our investments with borrowings under credit facilities,
which will magnify the potential for gain or loss on amounts invested and may increase the risk of investing in us.

 The use of leverage magnifies the potential for gain or loss on amounts
invested. The use of leverage is generally considered a speculative investment technique and increases the risks associated with investing
in our securities. The amount of leverage that we employ will depend on the Advisor's and our Board's assessment of market
and other factors at the time of any proposed borrowing. We cannot assure you that we will be able to obtain credit at all or on terms
acceptable to us. For example, due to the interplay of the 1940 Act restrictions on principal and joint transactions and the U.S. risk
retention rules adopted pursuant to Section 941 of the Dodd-Frank Wall Street Reform and Consumer Protection Act ("Dodd-Frank"),
as a BDC we are currently unable to enter into any securitization transactions. We cannot assure you that the SEC or any other regulatory
authority will modify such regulations or provide administrative guidance that would permit us to enter into securitizations, whether
on a timely basis or at all. We may issue senior debt securities to banks, insurance companies and other lenders. Lenders of these senior
securities will have fixed dollar claims on our assets that are superior to the claims of our common stockholders, and we would expect
such lenders to seek recovery against our assets in the event of a default. We may pledge up to 100% of our assets and may grant a security
interest in all of our assets under the terms of any debt instruments we may enter into with lenders. In addition, under the terms of
our credit facilities or future credit facilities we enter into, we are likely to be required by its terms to use the net proceeds of
any investments that we sell to repay a portion of the amount borrowed under such facility or instrument before applying such net proceeds
to any other uses. If the value of our assets decreases, leveraging would cause our NAV to decline more sharply than it otherwise would
have had we not leveraged, thereby magnifying losses or eliminating our equity stake in a leveraged investment. Similarly, any decrease
in our net investment income will cause our net income to decline more sharply than it would have had we not borrowed. Such a decline
would also negatively affect our ability to make distributions on our common stock or any outstanding preferred stock. Our ability to
service our debt depends largely on our financial performance and is subject to prevailing economic conditions and competitive pressures.
Our common stockholders bear the burden of any increase in our expenses as a result of our use of leverage, including interest expenses
and any increase in the base management fee payable to the Advisor.

 As a BDC, we generally are required to meet a coverage ratio of total
assets to total borrowings and other senior securities, which include our borrowings under credit facilities and any preferred stock that
we may issue in the future (although we do not anticipate issuing preferred stock in the next 12 months). The current asset coverage ratio
applicable to the Company is 150%. If this ratio were to decline below the then applicable minimum asset coverage ratio, we would be unable
to incur additional debt and could be required to sell a portion of our investments to repay some debt when it is disadvantageous to do
so. This could have a material adverse effect on our operations, and we may not be able to make distributions in amounts sufficient to
maintain our status as a RIC, or at all.

 Credit facilities may contain various covenants, which, if not
complied with, could accelerate our repayment obligations under such facilities, thereby materially and adversely affecting our liquidity,
financial condition, results of operations and ability to pay distributions.

 Certain credit facilities may be backed by all or a portion of our
loans and securities on which the lenders have a security interest. We may pledge up to 100% of our assets and may grant a security interest
in all of our assets under the terms of any debt instrument we enter into with the lenders pursuant to our credit facilities. We expect
that any security interests we grant will be set forth in a pledge and security agreement or other collateral arrangement and evidenced
by the filing of financing statements by the agent for the lenders. In addition, we expect that the custodian for our securities serving
as collateral for such loan would include in its electronic systems notices indicating the existence of such security interests and, following
notice of occurrence of an event of default, if any, and during its continuance, will only accept transfer instructions with respect to
any such securities from the lender or its designee. If we default under the terms of our credit facilities, the agent for the applicable
lenders would be able to assume control of the timing of disposition of any or all of our assets securing such debt, which would have
a material adverse effect on our business, financial condition, results of operations and cash flows.

 In addition, any security interests and/or negative covenants contained
in our credit facilities may limit our ability to create liens on assets to secure additional debt and make it difficult for us to restructure
or refinance indebtedness at or prior to maturity. If our borrowing base under a credit facility decreases, we may be required to secure
additional assets in an amount sufficient to cure any borrowing base deficiency. In the event that all of our assets are secured at the
time of such a borrowing base deficiency, we could be required to repay indebtedness under a credit facility or make deposits to a collection
account, either of which could have a material adverse impact on our ability to fund future investments and to make distributions. We
have made customary representations and warranties and are required to comply with various covenants, reporting requirements (including
requirements relating to portfolio performance, required minimum portfolio yield and limitations on delinquencies and charge-offs) and
other customary requirements for similar credit facilities.

 Our continued compliance with the covenants contained under the credit
facilities depends on many factors, some of which are beyond our control, and there can be no assurances that we will continue to comply
with such covenants. Our failure to satisfy the respective covenants could result in foreclosure by the lenders under the applicable credit
facility or governing instrument or acceleration by the applicable lenders or noteholders, which would accelerate our repayment obligations
under the relevant agreement and thereby have a material adverse effect on our business, liquidity, financial condition, results of operations
and ability to pay distributions to our stockholders. Because the credit facilities have, and any future credit facilities will likely
have, customary cross-default provisions, if the indebtedness under the credit facilities or under any future credit facility, is accelerated,
we may be unable to repay or finance the amounts due.

 Adverse developments in the credit markets may impair our ability
to enter into new credit facilities.

 Following the passage of Dodd-Frank 2010, many commercial banks and
other financial institutions stopped lending or significantly curtailed their lending activity. In addition, in an effort to stem losses
and reduce their exposure to segments of the economy deemed to be high risk, some financial institutions limited routine refinancing and
loan modification transactions and even reviewed the terms of existing facilities to identify bases for accelerating the maturity of existing
lending facilities. To the extent these circumstances arise again in the future, it may be difficult for us to finance the growth of our
investments on acceptable economic terms, or at all, and one or more of our credit facilities could be accelerated by the lenders.

 If we do not invest a sufficient portion
of our assets in qualifying assets, we could fail to qualify as a BDC or be precluded from investing according to our current business
strategy and such failure would decrease our operating flexibility.

 As a BDC, we may not acquire any assets other
than "qualifying assets" unless, at the time of and after giving effect to such acquisition, at least 70% of our total assets
are qualifying assets.

 In the future, we believe that most of our investments
will constitute qualifying assets. However, we may be precluded from investing in what we believe are attractive investments if such
investments are not qualifying assets for purposes of the 1940 Act. If we do not invest a sufficient portion of our assets in qualifying
assets, we could violate the 1940 Act provisions applicable to BDCs. As a result of such violation, specific rules under the 1940 Act
would significantly decrease our operating flexibility and could prevent us, for example, from making follow-on investments in existing
portfolio companies (which could result in the dilution of our position) or could require us to dispose of investments at inappropriate
times in order to come into compliance with the 1940 Act. If we need to dispose of such investments quickly, it could be difficult to
dispose of such investments on favorable terms. We may not be able to find a buyer for such investments and, even if we do find a buyer,
we may have to sell the investments at a substantial loss. Any such outcomes would have a material adverse effect on our business, financial
condition, results of operations and cash flows.

 The majority of our portfolio investments
are recorded at fair value as determined in good faith by our Advisor and, as a result, there may be uncertainty as to the value of our
portfolio investments.

 The majority of our portfolio investments take
the form of securities for which no market quotations are readily available. The fair value of securities and other investments that
are not publicly traded may not be readily determinable, and we value these securities at fair value as determined in good faith by our
Advisor, including to reflect significant events affecting the value of our securities. As discussed in more detail under " Management's
Discussion and Analysis of Financial Condition and Results of Operations – Contractual Obligations -- Investment Valuation,"
most, if not all, of our investments (other than cash and cash equivalents) are classified as Level 3 under ASC Topic 820. This means
that our portfolio valuations are based on unobservable inputs and our own assumptions about how market participants would price the
asset or liability in question. Inputs into the determination of fair value of our portfolio investments require significant management
judgment or estimation. Even if observable market data are available, such information may be the result of consensus pricing information
or broker quotes, which may include a disclaimer that the broker would not be held to such a price in an actual transaction. The non-binding
nature of consensus pricing and/or quotes accompanied by disclaimers materially reduces the reliability of such information.

 Our Level 3 investments will typically consist
of instruments for which a liquid trading market does not exist. The fair value of these instruments may not be readily determinable.
We will value these instruments in accordance with valuation procedures adopted by our Advisor. We intend to use the services of an independent
valuation firm to review the fair value of certain instruments prepared by our Advisor. At least once annually, the valuation for each
portfolio investment for which a market quote is not readily available will be reviewed by an independent valuation firm. The types of
factors that the Advisor may consider in fair value pricing of our investments include, where relevant: the nature and realizable value
of any collateral; the company's ability to make interest payments, amortization payments (if any) and other fixed charges; the
company's historical and projected financial results; the markets in which the company does business; the estimated enterprise
value of the company based on comparisons to publicly-traded securities, on discounted cash flows and other valuation methodologies;
changes in the interest rate environments and the credit markets generally that may affect the price at which similar investments may
be made; and other relevant factors. Because such valuations, and particularly valuations of non-traded instruments and private companies,
are inherently uncertain, they may fluctuate over short periods of time and may be based on estimates. The determination of fair value
by our Advisor may differ materially from the values that would have been used if a liquid trading market for these instruments existed.
Our NAV could be adversely affected if the determinations regarding the fair value of our investments were materially higher than the
values that we ultimately realize upon the disposal of such investments.

 We adjust quarterly (or as otherwise may be required
by the 1940 Act in connection with the issuance of our shares) the valuation of our portfolio to reflect our Advisor's determination
of the fair value of each investment in our portfolio. Any changes in fair value are recorded in our consolidated statement of operations
as net change in unrealized appreciation or depreciation.

 New or modified laws or regulations governing
our operations and government intervention in the credit markets generally may adversely affect our business.

 We and our portfolio companies are subject to
regulation by laws at the U.S. federal, state and local levels. These laws and regulations, as well as their interpretation, may change
from time to time, including as the result of interpretive guidance or other directives from the U.S. President and others in the executive
branch, and new laws, regulations and interpretations may also come into effect. Any such new or changed laws or regulations could have
a material adverse effect on our business. In particular, Dodd-Frank has impacted many aspects of the financial services industry, and
it requires the development and adoption of many implementing regulations over several years. The SEC has adopted final rules for over
60 mandatory rulemaking provisions under Dodd-Frank, with several additional rules proposed but not yet adopted. While the ultimate impact
of Dodd-Frank on us and our portfolio companies may not be known for an extended period of time, Dodd-Frank, including the interpretation
of the rules implementing its provisions and any future rules that may be adopted, along with other legislative and regulatory proposals
directed at the financial services industry or affecting taxation that may be proposed in the future, may negatively impact the operations,
cash flows or financial condition of us or our portfolio companies, impose additional costs on us or our portfolio companies, intensify
the regulatory supervision of us or our portfolio companies or otherwise adversely affect our business or the business of our portfolio
companies.

 In addition, the central banks and, in particular,
the U.S. Federal Reserve, have taken unprecedented steps since the financial crises of 2008-2009, the COVID-19 global pandemic and in
response to inflationary pressures. On the other hand, recent governmental intervention could mean that the willingness of governmental
bodies to take additional extraordinary action is diminished. It is impossible to predict if, how, and to what extent the United States
and other governments would further intervene in credit markets. As a result, in the event of near-term major market disruptions, like
those caused by the COVID-19 pandemic, there might be only limited additional government intervention, resulting in correspondingly greater
market dislocation and materially greater market risk.

 Additionally, changes to the
laws and regulations governing our operations, including those associated with RICs, may cause us to alter our investment strategy
in order to avail ourselves of new or different opportunities or result in the imposition of corporate-level taxes on us. Such
changes could result in material differences to our strategies and plans and may shift our investment focus from the areas of
expertise of the Advisor to other types of investments in which the Advisor may have little or no expertise or experience. Any such
changes, if they occur, could have a material adverse effect on our results of operations and the value of your investment. If we
invest in commodity interests in the future, the Advisor may determine not to use investment strategies that trigger additional
regulation by the U.S. Commodity Futures Trading Commission (the "CFTC"), or may determine to operate subject to CFTC
regulation, if applicable. If we or the Advisor were to operate subject to CFTC regulation, we may incur additional expenses and
would be subject to additional regulation.

 In addition, certain regulations
applicable to debt securitizations implementing credit risk retention requirements that have taken effect in both the U.S. and in Europe
may adversely affect or prevent us from entering into any future securitization transaction. The impact of these risk retention rules
on the loan securitization market are uncertain, and such rules may cause an increase in our cost of funds under or may prevent us from
completing any future securitization transactions. On October 21, 2014, U.S. risk retention rules adopted pursuant to Section 941 of
Dodd-Frank, or the U.S. Risk Retention Rules, were issued. The U.S. Risk Retention Rules require the sponsor (directly or through a majority-owned
affiliate) of a debt securitization subject to such rules, such as collateralized loan obligations, in the absence of an exemption, to
retain an economic interest in the credit risk of the assets being securitized in the form of an eligible horizontal residual interest,
an eligible vertical interest, or a combination thereof, in accordance with the requirements of the U.S. Risk Retention Rules. The U.S.
Risk Retention Rules became effective December 24, 2016. Given the more attractive financing costs associated with these types of debt
securitization as opposed to other types of financing available (such as traditional senior secured facilities), this would, in turn,
increase our financing costs. Any associated increase in financing costs would ultimately be borne by our common stockholders.

 On May 24, 2018, the Economic Growth, Regulatory
Relief, and Consumer Protection Act was enacted, which left the architecture and core features of Dodd-Frank intact but significantly
recalibrated applicability thresholds, revised various post-crisis regulatory requirements, and provided targeted regulatory relief to
certain financial institutions. Among the most significant of its amendments to Dodd-Frank were a substantial increase in the $50 billion
asset threshold to $250 billion for automatic regulation of bank holding companies ("BHCs") as "systemically important
financial institutions" an exemption from the Volcker Rule for insured depository institutions with less than $10 billion in consolidated
assets and lower levels of trading assets and liabilities, as well as amendments to the liquidity leverage ratio and supplementary leverage
ratio requirements. In addition, effective October 1, 2020, the U.S. Federal Reserve, SEC and other federal agencies modified their regulations
under the Volcker Rule to loosen the restrictions on financial institutions. The effects of these and any further rules or regulations
that may be enacted by the Biden administration or future administrations, are and could be complex and far-reaching, and the change
and any future laws or regulations or changes thereto could negatively impact our operations, cash flows or financial condition, impose
additional costs on us, intensify the regulatory supervision of us or otherwise adversely affect our business, financial condition and
results of operations.

 Over the last several years, there also has been
an increase in regulatory attention to the extension of credit outside of the traditional banking sector, raising the possibility that
some portion of the non-bank financial sector will be subject to new regulation. While it cannot be known at this time whether any regulation
will be implemented or what form it will take, increased regulation of non-bank credit extension could negatively impact our operations,
cash flows or financial condition, impose additional costs on us, intensify the regulatory supervision of us or otherwise adversely affect
our business, financial condition and results of operations.

 Ongoing implementation of, or changes in, including
changes in interpretation or enforcement of, laws and regulations could impose greater costs on us and on financial services companies
and impact the value of assets we hold and our business, financial condition and results of operations. In addition, uncertainty regarding
legislation and regulations affecting the financial services industry or taxation could also adversely impact our business or the business
of our portfolio companies. If we do not comply with applicable laws and regulations, we could lose any licenses that we then hold for
the conduct of our business and may be subject to civil fines and criminal penalties.

 Our Board may change our investment objective,
operating policies and strategies without prior notice or stockholder approval, and we may temporarily deviate from our regular investment
strategy.

 Our Board has the authority, except as
otherwise provided in the 1940 Act, to modify or waive our investment objective and certain of our operating policies and strategies
without prior notice and without stockholder approval. However, absent stockholder approval, we may not change the nature of our
business so as to cease to be, or withdraw our election as, a BDC. We cannot predict the effect any changes to our current
investment objective, operating policies and strategies would have on our business, operating results and the price value of our
common stock. Nevertheless, any such changes could adversely affect our business and impair our ability to make distributions.

 The Advisor can resign on 60 days'
notice, and we may not be able to find a suitable replacement within that time, resulting in a disruption in our operations that could
adversely affect our financial condition, business and results of operations.

 The Advisor has the right to resign under the
Investment Advisory Agreement at any time upon not less than 60 days' written notice, whether we have found a replacement or not.
If the Advisor resigns, we may not be able to find a new investment advisor or hire internal management with similar expertise and ability
to provide the same or equivalent services on acceptable terms within 60 days, or at all. If we are unable to do so quickly, our operations
are likely to experience a disruption, our business, financial condition, results of operations and cash flows as well as our ability
to pay distributions are likely to be adversely affected and the value of our shares may decline. In addition, the coordination of our
internal management and investment activities is likely to suffer if we are unable to identify and reach an agreement with a single institution
or group of executives having the expertise possessed by the Advisor and its affiliates. Even if we are able to retain comparable management,
whether internal or external, the integration of such management and their lack of familiarity with our investment objective may result
in additional costs and time delays that may adversely affect our business, financial condition, results of operations and cash flows.

 We will incur significant costs as
a result of being registered under the Exchange Act.

 We will incur legal, accounting and other
expenses, including costs associated with the periodic reporting requirements applicable to a company whose securities are registered
under the Exchange Act, as well as additional corporate governance requirements, including requirements under the Sarbanes-Oxley Act
and other rules implemented by the SEC.

 Efforts to comply with the Sarbanes-Oxley Act will involve significant
expenditures, and non-compliance with the Sarbanes-Oxley Act would adversely affect us and the value of our shares of common stock.

 We are required to comply with certain requirements
of the Sarbanes-Oxley Act and the related rules and regulations promulgated by the SEC but will not have to comply with certain requirements
until we have been registered under the Exchange Act for a specified period of time or cease to be an "emerging growth company."

 Upon registering our shares of common stock under the Exchange Act,
we will be subject to the Sarbanes-Oxley Act and the related rules and regulations promulgated by the SEC, and our management will be
required to report on our internal control over financial reporting pursuant to Section 404 of the Sarbanes-Oxley Act. We will be
required to review on an annual basis our internal control over financial reporting, and on a quarterly and annual basis to evaluate and
disclose changes in our internal control over financial reporting. As a result, we expect to incur significant additional expenses that
may negatively impact our financial performance and our ability to make distributions. This process will also result in a diversion of
management's time and attention. We do not know when our evaluation, testing and remediation actions will be completed or its impact
on our operations. In addition, we may be unable to ensure that the process is effective or that our internal control over financial reporting
is or will be effective. In the event that we are unable to come into and maintain compliance with the Sarbanes-Oxley Act and related
rules, we and the value of our securities would be adversely affected.

 We are highly dependent on information
systems, and cybersecurity risks and cyber incidents may adversely affect our business or the business of our portfolio companies, which
may, in turn, negatively affect the value of our shares of common stock and our ability to pay distributions.

 Our business depends on the communications and
information systems of our Advisor and its affiliates, our portfolio companies and third-party service providers. These systems are subject
to potential cybersecurity attacks and incidents, including through adverse events that threaten the confidentiality, integrity or availability
of our information resources. Cyber hacking could also cause significant disruption and harm to the companies in which we invest. Additionally,
digital and network technologies (collectively, "cyber networks") might be at risk of cyberattacks that could potentially
seek unauthorized access to digital systems for purposes such as misappropriating sensitive information, corrupting data or causing operational
disruption. Cyberattacks might potentially be carried out by persons using techniques that could range from efforts to electronically
circumvent network security or overwhelm websites to intelligence gathering and social engineering functions aimed at obtaining information
necessary to gain access. These attacks could involve gaining unauthorized access to our information systems for purposes of misappropriating
assets, stealing confidential information, corrupting data or causing operational disruption and result in disrupted operations, misstated
or unreliable financial data, liability for stolen assets or information, increased cybersecurity protection and insurance costs, litigation
and damage to our business relationships, any of which could, in turn, have a material adverse effect on our operating results and negatively
affect the value of our securities and our ability to pay distributions to our stockholders.

 As our reliance on technology has increased,
so have the risks posed to our information systems, both internal and those provided by the Advisor and third-party service providers.
In addition, we and the Advisor currently or in the future are expected to routinely transmit and receive personal, confidential and
proprietary information by email and other electronic means. We and the Advisor may not be able to ensure secure capabilities with all
of our clients, vendors, service providers, counterparties and other third parties to protect the confidentiality of the information.

 In addition, we, the Advisor and many of our
third-party service providers currently have work from home policies. Such a policy of remote working could strain our technology resources
and introduce operational risks, including heightened cybersecurity risks and other risks described above. Remote working environments
may be less secure and more susceptible to hacking attacks, including phishing and social engineering attempts. There is no assurance
that any efforts to mitigate cybersecurity risks undertaken by us or our Advisor will be effective. Network, system, application and
data breaches as a result of cybersecurity risks or cyber incidents could result in operational disruptions or information misappropriation
that could have a material adverse effect on our business, results of operations and financial condition of us and of our portfolio companies.

 There may be trademark risk, as we do not
own the Kayne Anderson name.

 We do not own the Kayne Anderson name, but we
are permitted to use it as part of our corporate name pursuant to a license agreement with the Advisor. Use of the name by other parties
or the termination of the license agreement may harm our business.

 Risks Relating to Our Investments

 Rising interest rates could affect the
value of our investments and make it more difficult for portfolio companies to make periodic payments on their loans.

 Interest rate risk refers to the risk of market
changes in interest rates. Interest rate changes affect the value of debt. In general, rising interest rates will negatively impact the
price of fixed rate debt, and falling interest rates will have a positive effect on price. Adjustable-rate debt also reacts to interest
rate changes in a similar manner, although generally to a lesser degree. Interest rate sensitivity is generally larger and less predictable
in debt with uncertain payment or prepayment schedules. Further, rising interest rates make it more difficult for borrowers to repay
debt, which could increase the risk of payment defaults. Any failure of one or more portfolio companies to repay or refinance its debt
at or prior to maturity or the inability of one or more portfolio companies to make ongoing payments following an increase in contractual
interest rates could have a material adverse effect on our business, financial condition, results of operations and cash flows.

 During any period of higher-than-normal levels
of inflation, such as the current inflationary environment, interest rates typically increase. Higher interest rates will increase
the cost of our borrowings and may reduce returns to stockholders (including resulting in lower dividend payments by us). Further,
in response to rising risk-free interest rates, market participants could require higher rates of interest on the types of loans and
credit investments that we own, which would decrease the value of those investments.

 In an effort to control inflation, the Federal Open Market Committee,
the committee within the U.S. Federal Reserve that sets domestic monetary policy, raised the target range for the federal funds rate eleven
times since March 2022 and to a current range of 5.25% to 5.50% as of January 2024. The U.S. Federal Reserve has signaled that further
increases could continue to happen. Rising rates generally have a negative impact on income-oriented investments such as those in which
we invest and could be adversely impacted by these actions. There is no assurance that the actions being taken by the U.S. Federal Reserve
will improve the outlook for long-term inflation or whether they might result in a recession. A recession could lead to declined employment,
global demand destruction and/or business failures, which may result in a decline in the value of our portfolio. In addition, increased
interest rates could increase our cost of borrowing and reduce the return on leverage to common stockholders.

 Our business is dependent on bank relationships
and recent strain on the banking system may adversely impact us.

 The financial markets recently have encountered
volatility associated with concerns about the balance sheets of banks, especially small and regional banks, which may have significant
losses associated with investments that make it difficult to fund demands to withdraw deposits and other liquidity needs. Although the
federal government has announced measures to assist these banks and protect depositors, some banks have already been impacted and others
may be materially and adversely impacted. Our business is dependent on bank relationships and we are proactively monitoring the financial
health of such bank relationships. Continued strain on the banking system may adversely impact our business, financial condition and
results of operations. To the extent that our portfolio companies work with banks that are negatively impacted by the foregoing, such
portfolio companies' ability to access their own cash, cash equivalents and investments may be threatened. In addition, such affected
portfolio companies may not be able to enter into new banking arrangements or credit facilities or receive the benefits of their existing
banking arrangements or facilities. Any such developments could harm our business, financial condition, and operating results, and prevent
us from fully implementing our investment plan. Continued strain on the banking system may adversely impact our business, financial condition
and results of operations.

 Limitations of investment due diligence
expose us to investment risk.

 Our due diligence may not reveal all of a portfolio
company's liabilities and may not reveal other weaknesses in its business. We can offer no assurance that our due diligence processes
will uncover all relevant facts that would be material to an investment decision. Before making an investment in, or a loan to, a company,
the Advisor will assess the strength and skills of a company's management and other factors that it believes are material to the
performance of the investment.

 In making the assessment and otherwise conducting
customary due diligence, the Advisor will rely on the resources available to it and, in some cases, an investigation by third parties.
This process is particularly important and highly subjective with respect to newly organized entities because there may be little or
no information publicly available about the entities.

 We may make investments in, or loans to, companies
which are not subject to public company reporting requirements including requirements regarding preparation of financial statements and
our portfolio companies may utilize divergent reporting standards that may make it difficult for the Advisor to accurately assess the
prior performance of a portfolio company. We will, therefore, depend upon the compliance by investment companies with their contractual
reporting obligations. As a result, the evaluation of potential investments and our ability to perform due diligence on, and effectively
monitor investments, may be impeded, and we may not realize the returns which we expect on any particular investment. In the event of
fraud by any company in which we invest or with respect to which we make a loan, we may suffer a partial or total loss of the amounts
invested in that company.

 We invest in highly leveraged companies, which could cause us to lose
all or a part of our investment in those companies.

 Investment in leveraged companies involves a
number of significant risks. Leveraged companies in which we invest may have limited financial resources and may be unable to meet their
obligations under their debt securities that we hold. Such developments may be accompanied by a deterioration in the value of any collateral
and a reduction in the likelihood of our realizing any guarantees that we may have obtained in connection with our investment. In addition,
leveraged companies may experience bankruptcy or similar financial distress that may adversely and permanently affect the issuer, in
addition to risks associated with the duration and administrative costs of bankruptcy proceedings.

 Smaller leveraged companies and middle market
companies also may have less predictable operating results and may require substantial additional capital to support their operations,
finance their expansion or maintain their competitive position. Middle market companies may have limited financial resources, may have
difficulty accessing the capital markets to meet future capital needs and may be unable to meet their obligations under their debt securities
that we hold, which may be accompanied by a deterioration in the value of any collateral and a reduction in the likelihood of our realizing
any guarantees we may have obtained in connection with our investment. In addition, such companies typically have shorter operating histories,
narrower product lines and smaller market shares than larger businesses, which tend to render them more vulnerable to competitors'
actions and market conditions, as well as general economic downturns. Middle market companies are also more likely to depend on the management
talents and efforts of a small group of persons, and the death, disability, resignation or termination of one or more of these persons
could have a material adverse impact on our portfolio company and, in turn, on us.

 The debt that we invest in is typically not rated
by any rating agency, but we believe that if such investments were rated, they would be below investment grade (rated lower than "Baa3"
by Moody's Investors Service, lower than "BBB-" by Fitch Ratings or lower than "BBB-" by Standard &
Poor's Ratings Services), which under the guidelines established by these entities is an indication of having predominantly speculative
characteristics with respect to the issuer's capacity to pay interest and repay principal. Bonds that are rated below investment
grade are sometimes referred to as "high yield bonds" or "junk bonds." Therefore, our investments will result
in an above average amount of risk and volatility or loss of principal.

 Defaults by our portfolio companies, including
defaults relating to collateral, will harm our operating results.

 A portfolio company's failure to satisfy
financial or operating covenants imposed by us or other lenders could lead to defaults and, potentially, termination of its loans and
foreclosure on its assets, which could trigger cross-defaults under other agreements and jeopardize such company's ability to meet
its obligations under the debt securities that we hold. We may incur expenses to the extent necessary to seek recovery upon default or
to negotiate new terms with a defaulting portfolio company. In addition, lenders in certain cases can be subject to lender liability
claims for actions taken by them when they become too involved in the borrower's business or exercise control over a borrower.
It is possible that we could become subject to a lender's liability claim, including as a result of actions taken if we render
managerial assistance to the borrower. Moreover, some of the loans in which we may invest may be "covenant-lite" loans. We
use the term "covenant-lite" loans to refer generally to loans that do not have a complete set of financial maintenance covenants.
Generally, "covenant-lite" loans provide borrower companies more freedom to negatively impact lenders because their covenants
are incurrence-based, which means they are only tested and can only be breached following an affirmative action of the borrower, rather
than by a deterioration in the borrower's financial condition. Accordingly, to the extent we invest in "covenant-lite"
loans, we may have fewer rights against a borrower and may have a greater risk of loss on such investments as compared to investments
in or exposure to loans with financial maintenance covenants.

 Certain debt investments that we make in portfolio companies will be
secured on a second priority basis by the same collateral securing senior debt of such companies. The first priority liens on the collateral
will secure the portfolio company's obligations under any outstanding senior debt and may secure certain other future debt that
may be permitted to be incurred by the portfolio company under the agreements governing the debt. The holders of obligations secured by
the first priority liens on the collateral will generally control the liquidation of and be entitled to receive proceeds from any realization
of the collateral to repay their obligations in full before us. In addition, the value of the collateral in the event of liquidation will
depend on market and economic conditions, the availability of buyers and other factors. There can be no assurance that the proceeds, if
any, from the sale or sales of all of the collateral would be sufficient to satisfy the debt obligations secured by the second priority
liens after payment in full of all obligations secured by the first priority liens on the collateral. If such proceeds are not sufficient
to repay amounts outstanding under the debt obligations secured by the second priority liens, then we, to the extent not repaid from the
proceeds of the sale of the collateral, will only have an unsecured claim against the portfolio company's remaining assets, if any.

 We may also make unsecured debt investments in portfolio companies
in the form of borrowing under credit facilities, meaning that such investments will not benefit from any interest in collateral of such
companies. Liens on such portfolio companies' collateral, if any, will secure the portfolio company's obligations under its
outstanding secured debt and may secure certain future debt that is permitted to be incurred by the portfolio company under its secured
debt agreements. The holders of obligations secured by such liens will generally control the liquidation of, and be entitled to receive
proceeds from, any realization of such collateral to repay their obligations in full before us. In addition, the value of such collateral
in the event of liquidation will depend on market and economic conditions, the availability of buyers and other factors. There can be
no assurance that the proceeds, if any, from sales of such collateral would be sufficient to satisfy our unsecured debt obligations after
payment in full of all secured debt obligations. If such proceeds were not sufficient to repay the outstanding secured debt obligations,
then our unsecured claims would rank equally with the unpaid portion of such secured creditors' claims against the portfolio company's
remaining assets, if any.

 The rights we may have with respect to the collateral
securing any junior priority loans we make in our portfolio companies may also be limited pursuant to the terms of one or more intercreditor
agreements that we enter into with the holders of senior debt. Under such an intercreditor agreement, at any time that senior obligations
are outstanding, we may forfeit certain rights with respect to the collateral to the holders of these senior obligations. These rights
may include the right to commence enforcement proceedings against the collateral, the right to control the conduct of such enforcement
proceedings, the right to approve amendments to collateral documents, the right to release liens on the collateral and the right to waive
past defaults under collateral documents. We may not have the ability to control or direct such actions, even if as a result our rights
as junior lenders are adversely affected.

 The lack of liquidity and price decline
in our investments may adversely affect our business, including by reducing our NAV through increased net unrealized depreciation.

 We may invest in companies that are experiencing
financial difficulties, which difficulties may never be overcome. Our investments will be illiquid in most cases, and there can be no
assurance that we will be able to realize on such investments in a timely manner. A substantial portion of our investments in leveraged
companies are and will be subject to legal and other restrictions on resale or will otherwise be less liquid than more broadly traded
public securities. The illiquidity of these investments may make it difficult for us to sell such investments if the need arises.

 As a BDC, we are required to carry our investments
at market value or, if no market value is ascertainable, at fair value as determined in good faith by our Advisor. As part of the valuation
process, we may take into account the following types of factors, if relevant, in determining the fair value of our investments:

 the enterprise value of the
portfolio company;

 the nature and realizable value
of any collateral;

 the company's ability
to make interest payments, amortization payments (if any) and other fixed charges;

 call features, put features
and other relevant terms of the debt security;

 the company's historical
and projected financial results;

 the markets in which the portfolio
company does business; and

 changes in the interest rate
environment and the credit markets generally that may affect the price at which similar investments may be made in the future and other
relevant factors.

 In addition, if we are required to liquidate
all or a portion of our portfolio quickly, we may realize significantly less than the value at which we have previously recorded our
investments. We may also face other restrictions on our ability to liquidate an investment in a portfolio company to the extent that
we, the Advisor or any of its affiliates have material nonpublic information regarding such portfolio company.

 In addition, we generally expect to invest in
securities, instruments and assets that are not, and are not expected to become, publicly traded. We will generally not be able to sell
securities publicly unless the sale is registered under applicable securities laws, or unless an exemption from such registration requirements
is available.

 In certain cases, we may also be prohibited by
contract from selling an investment for a period of time or otherwise be restricted from disposing of the investment. Furthermore, certain
types of investments expected to be made may require a substantial length of time to realize a return or fully liquidate.

 When an external event such as a purchase transaction,
public offering or subsequent equity sale occurs, we use the pricing indicated by the external event to corroborate our valuation. We
record decreases in the market values or fair values of our investments as unrealized depreciation. Declines in prices and liquidity
in the corporate debt markets may result in significant net unrealized depreciation in our portfolio. The effect of all of these factors
on our portfolio may reduce our NAV by increasing net unrealized depreciation in our portfolio. Depending on market conditions, we could
incur substantial realized losses and may suffer additional unrealized losses in future periods, which could have a material adverse
effect on our business, financial condition, results of operations and cash flows.

 Further, in connection with the disposition of
an investment in a portfolio company, we may be required to make representations about the business and financial affairs of the
portfolio company, or may be responsible for the contents of disclosure documents under applicable securities laws. We may also be
required to indemnify the purchasers of such investment or underwriters to the extent that any such representations or disclosure
documents turn out to be incorrect, inaccurate or misleading. These arrangements may result in contingent liabilities, for which we
may establish reserves or escrows. However, we can offer no assurance that we will adequately reserve for our contingent liabilities
and that such liabilities will not have an adverse effect on us. Such contingent liabilities might ultimately have to be funded by
proceeds, including the return of capital, from our other investments.

 Our prospective portfolio companies may
prepay loans, which may reduce our yields if capital returned cannot be invested in transactions with equal or greater expected yields.

 The loans in our investment portfolio may be
prepaid at any time, generally with little advance notice. Whether a loan is prepaid will depend both on the continued positive performance
of the portfolio company and the existence of favorable financing market conditions that allow such company the ability to replace existing
financing with less expensive capital. As market conditions change, we do not know when, and if, prepayment may be possible for each
portfolio company. In some cases, the prepayment of a loan may reduce our achievable yield if the capital returned cannot be invested
in transactions with equal or greater expected yields, which could have a material adverse effect on our business, financial condition
and results of operations.

 Our prospective portfolio companies may
be unable to repay or refinance outstanding principal on their loans at or prior to maturity.

 We have a maturity policy between three to six
years for our debt investments. The portfolio companies in which we expect to invest may be unable to repay or refinance outstanding principal
on their loans at or prior to maturity. This risk and the risk of default is increased to the extent that the loan documents do not require
the portfolio companies to pay down the outstanding principal of such debt prior to maturity. As a result, once our investments mature,
we will need to seek new investments for such capital.

 Any failure of one or more portfolio companies to repay or refinance
its debt at or prior to maturity or the inability of one or more portfolio companies to make ongoing payments following an increase in
contractual interest rates could have a material adverse effect on our business, financial condition, results of operations and cash flows.

 Our investments in portfolio companies
may expose us to environmental risks.

 We may invest in companies engaged in the ownership
(direct or indirect), operation, management or development of real properties that may contain hazardous or toxic substances, and, therefore,
may be potentially liable for removal or remediation costs, as well as certain other costs, including governmental fines and liabilities
for injuries to persons and property. The existence of any such material environmental liability could have a material adverse effect
on the results of operations, cash flow and share price of any such portfolio company. As a result, our investment performance could
suffer substantially.

 There can be no guarantee that all costs and
risks regarding compliance with environmental laws and regulations can be identified. New and more stringent environmental and
health and safety laws, regulations and permit requirements or stricter interpretations of current laws or regulations could impose
substantial additional costs on portfolio investment or potential investments. Compliance with such current or future environmental
requirements does not ensure that the operations of the portfolio investments will not cause injury to the environment or to people
under all circumstances or that the portfolio investments will not be required to incur additional unforeseen environmental
expenditures. Moreover, failure to comply with any such requirements could have a material adverse effect on an investment, and we
can offer no assurance that the portfolio investments will at all times comply with all applicable environmental laws, regulations
and permit requirements.

 We are a non-diversified investment company
within the meaning of the 1940 Act, and therefore we are not limited with respect to the proportion of our assets that may be invested
in securities of a single issuer.

 We are classified as a non-diversified investment
company within the meaning of the 1940 Act, which means that we are not limited by the 1940 Act with respect to the proportion of our
assets that we may invest in securities of a single issuer. To the extent that we assume large positions in the securities of a small
number of issuers, our NAV may fluctuate to a greater extent than that of a diversified investment company as a result of changes in
the financial condition or the market's assessment of the issuer. We may also be more susceptible to any single economic or regulatory
occurrence than a diversified investment company. Beyond our asset diversification requirements as a RIC under the Code, we do not have
fixed guidelines for diversification, and our investments could be concentrated in relatively few portfolio companies.

 Our portfolio may be concentrated in a
limited number of portfolio companies and industries, which will subject us to a risk of significant loss if any of these companies defaults
on its obligations under any of its debt instruments or if there is a downturn in a particular industry.

 Our portfolio may be concentrated in a limited
number of portfolio companies and industries. As a result, the aggregate returns we realize may be significantly and adversely affected
if a small number of investments perform poorly or if we need to write down the value of any one investment. Additionally, while we are
not targeting any specific industries, our investments may be concentrated in relatively few industries. For example, although we may
classify the industries of our portfolio companies by end-market (such as health market or business services) and not by the products
or services (such as software) directed to those end-markets, some of our portfolio companies may principally provide software products
or services, which exposes us to downturns in that sector. As a result, a downturn in any particular industry in which we are invested
could also significantly impact the aggregate returns we realize.

 Our failure to make follow-on investments
in our portfolio companies could impair the value of our portfolio.

 Following an initial investment in a portfolio
company, we may make additional investments in that portfolio company as "follow-on" investments, in seeking to:

 increase or maintain in whole
or in part our position as a creditor or equity ownership percentage in a portfolio company;

 exercise warrants, options
or convertible securities that were acquired in the original or subsequent financing; or

 preserve or enhance the value
of our investment.

 We have discretion to make follow-on investments,
subject to the availability of capital resources. Failure on our part to make follow-on investments may, in some circumstances, jeopardize
the continued viability of a portfolio company and our initial investment, or may result in a missed opportunity for us to increase our
participation in a successful portfolio company. Even if we have sufficient capital to make a desired follow-on investment, we may elect
not to make a follow-on investment because we may not want to increase our level of risk, because we prefer other opportunities or because
of regulatory or other considerations. Our ability to make follow-on investments may also be limited by the Advisor's allocation
policy.

 Because we generally do not hold
controlling equity interests in our portfolio companies, we may not be able to exercise control over our portfolio companies or to
prevent decisions by management of our portfolio companies that could decrease the value of our investments and there is no
assurance that portfolio company management will be able to operate their companies in accordance with our expectations.

 To the extent that we do not hold controlling
equity interests in portfolio companies, we will have a limited ability to protect our position in such portfolio companies. We may also
co-invest with third parties through partnerships, joint ventures or other entities. Such investments may involve risks in connection
with such third-party involvement, including the possibility that a third-party co-investor may have economic or business interests or
goals that are inconsistent with ours or may be in a position to take (or block) action in a manner contrary to our investment objective.
In those circumstances where such third parties involve a management group, such third parties may receive compensation arrangements
relating to such investments, including incentive compensation arrangements.

 Furthermore, the day-to-day operations of each
portfolio company in which we invest will be the responsibility of that portfolio company's management team. Although we will be
responsible for monitoring the performance of each investment and generally intend to invest in portfolio companies operated by strong
management, there can be no assurance that the existing management team, or any successor, will be able to operate any such portfolio
company in accordance with our expectations. There can be no assurance that a portfolio company will be successful in retaining key members
of its management team, the loss of whom could have a material adverse effect on us. Although we generally intend to invest in companies
with strong management, there can be no assurance that the existing management of such companies will continue to operate a company successfully.

 Our portfolio companies may incur debt
that ranks equally with, or senior to, our investments in such companies and such portfolio companies may not generate sufficient cash
flow to service their debt obligations to us.

 We may invest a portion of our capital in second
lien and subordinated loans issued by our portfolio companies. Our portfolio companies may have, or be permitted to incur, other debt
that ranks equally with, or senior to, the debt securities in which we invest. Such subordinated investments are subject to greater risk
of default than senior obligations as a result of adverse changes in the financial condition of the obligor or in general economic conditions.
If we make a subordinated investment in a portfolio company, the portfolio company may be highly leveraged, and its relatively high debt-to-equity
ratio may create increased risks that its operations might not generate sufficient cash flow to service all of its debt obligations.
By their terms, such debt instruments may provide that the holders are entitled to receive payment of interest or principal on or before
the dates on which we are entitled to receive payments in respect of the securities in which we invest. These debt instruments would
usually prohibit the portfolio companies from paying interest on or repaying our investments in the event of and during the continuance
of a default under such debt. Also, in the event of insolvency, liquidation, dissolution, reorganization or bankruptcy of a portfolio
company, holders of securities ranking senior to our investment in that portfolio company would typically be entitled to receive payment
in full before we receive any distribution in respect of our investment. After repaying senior creditors, the portfolio company may not
have any remaining assets to use for repaying its obligation to us where we are junior creditor. In the case of debt ranking equally
with debt securities in which we invest, we would have to share any distributions on an equal and ratable basis with other creditors
holding such debt in the event of an insolvency, liquidation, dissolution, reorganization or bankruptcy of the relevant portfolio company.

 Additionally, certain loans that we make to portfolio
companies may be secured on a second priority basis by the same collateral securing senior secured debt of such companies. The first
priority liens on the collateral will secure the portfolio company's obligations under any outstanding senior debt and may secure
certain other future debt that may be permitted to be incurred by the portfolio company under the agreements governing the loans. The
holders of obligations secured by first priority liens on the collateral will generally control the liquidation of, and be entitled to
receive proceeds from, any realization of the collateral to repay their obligations in full before us. In addition, the value of the
collateral in the event of liquidation will depend on market and economic conditions, the availability of buyers and other factors. There
can be no assurance that the proceeds, if any, from sales of all of the collateral would be sufficient to satisfy the loan obligations
secured by the second priority liens after payment in full of all obligations secured by the first priority liens on the collateral.
If such proceeds were not sufficient to repay amounts outstanding under the loan obligations secured by the second priority liens, then
we, to the extent not repaid from the proceeds of the sale of the collateral, will only have an unsecured claim against the portfolio
company's remaining assets, if any.

 We may make unsecured loans to portfolio companies,
meaning that such loans will not benefit from any interest in collateral of such companies. Liens on a portfolio company's collateral,
if any, will secure the portfolio company's obligations under its outstanding secured debt and may secure certain future debt that
is permitted to be incurred by the portfolio company under its secured loan agreements. The holders of obligations secured by such liens
will generally control the liquidation of, and be entitled to receive proceeds from, any realization of such collateral to repay their
obligations in full before us. In addition, the value of such collateral in the event of liquidation will depend on market and economic
conditions, the availability of buyers and other factors. There can be no assurance that the proceeds, if any, from sales of such collateral
would be sufficient to satisfy our unsecured loan obligations after payment in full of all loans secured by collateral. If such proceeds
were not sufficient to repay the outstanding secured loan obligations, then our unsecured claims would rank equally with the unpaid portion
of such secured creditors' claims against the portfolio company's remaining assets, if any.

 The rights we may have with respect to the collateral
securing any junior priority loans we make to our portfolio companies may also be limited pursuant to the terms of one or more intercreditor
agreements that we enter into with the holders of senior debt. Under a typical intercreditor agreement, at any time that obligations
that have the benefit of the first priority liens are outstanding, any of the following actions that may be taken in respect of the collateral
will be at the direction of the holders of the obligations secured by the first priority liens:

 the ability to cause the commencement
of enforcement proceedings against the collateral;

 the ability to control the
conduct of such proceedings;

 the approval of amendments
to collateral documents;

 releases of liens on the collateral;
and

 waivers of past defaults under
collateral documents.

 We may not have the ability to control or direct
such actions, even if our rights as junior lenders are adversely affected.

 The disposition of our investments may
result in contingent liabilities.

 A significant portion of our investments will
involve private securities. In connection with the disposition of an investment in private securities, we may be required to make representations
about the business and financial affairs of the portfolio company typical of those made in connection with the sale of a business. We
may also be required to indemnify the purchasers of such investment to the extent that any such representations turn out to be inaccurate
or with respect to potential liabilities. These arrangements may result in contingent liabilities that ultimately result in funding obligations
that we must satisfy through our return of distributions previously made to us.

 The Advisor's and Administrator's
liability is limited, and we have agreed to indemnify each against certain liabilities, which may lead them to act in a riskier manner
on our behalf than it would when acting for its own account.

 Under the Investment Advisory Agreement, the Advisor does not assume
any responsibility to us other than to render the services called for under that agreement, and it is not responsible for any action of
our Board in following or declining to follow the Advisor's advice or recommendations. Under the terms of the Investment Advisory
Agreement, the Advisor, its officers, members, personnel and any person controlling or controlled by the Advisor are not liable to us,
any subsidiary of ours, our directors, our stockholders or any subsidiary's stockholders or partners for acts or omissions performed
in accordance with and pursuant to the Investment Advisory Agreement, except those resulting from acts constituting willful misfeasance,
bad faith, gross negligence or reckless disregard of the Advisor's duties under the Investment Advisory Agreement. In addition,
we have agreed to indemnify the Advisor and each of its officers, directors, members, managers and employees from and against any claims
or liabilities, including reasonable legal fees and other expenses reasonably incurred, arising out of or in connection with our business
and operations or any action taken or omitted on our behalf pursuant to authority granted by the Investment Advisory Agreement, except
where attributable to willful misfeasance, bad faith, gross negligence or reckless disregard of such person's duties under the Investment
Advisory Agreement. Similarly, the Administrator and certain specified parties providing administrative services pursuant to the relevant
agreement are not liable to us or our stockholders for, and we have agreed to indemnify them for, any claims or losses arising out of
the good faith performance of their duties or obligations, except where attributable to willful misfeasance, bad faith, gross negligence
or reckless disregard of the Administrator's duties. These protections may lead the Advisor or the Administrator to act in a riskier
manner when acting on our behalf than it would when acting for its own account.

 We may be subject to risks under hedging
transactions and our ability to enter into transactions involving derivatives and financial commitment transactions may be limited.

 We may engage in hedging transactions in the form of interest rate
swaps, caps, collars and floors, intended to limit our exposure to interest rate fluctuations to the limited extent such transactions
are permitted under the 1940 Act and applicable commodities laws. Engaging in hedging transactions would entail additional risks to our
stockholders.

 In addition, we are subject to legislation that may limit our ability
to enter into such transactions. For example, in August 2022, Rule 18f-4 under the 1940 Act, regarding the ability of a BDC (or a registered
investment company) to use derivatives and other transactions that create future payment or delivery obligations (except reverse repurchase
agreements and similar financing transactions), became effective. Under the rule, BDCs that make significant use of derivatives are required
to operate subject to a value-at-risk leverage limit, adopt a derivatives risk management program and appoint a derivatives risk manager,
and comply with various testing and board reporting requirements. These requirements apply unless the BDC qualifies as a "limited
derivatives user," as defined under the adopted rules. Under the rule, a BDC may enter into an unfunded commitment agreement that
is not a derivatives transaction, such as an agreement to provide financing to a portfolio company, if the BDC has, among other things,
a reasonable belief, at the time it enters into such an agreement, that it will have sufficient cash and cash equivalents to meet its
obligations with respect to all of its unfunded commitment agreements, in each case as it becomes due. Though we do not engage in hedging
transactions as a principal investment strategy, collectively, these requirements may limit our ability to use derivatives and/or enter
into certain other financial contracts.

 In each such case, we generally would seek to
hedge against fluctuations of the relative values of our portfolio positions from changes in market interest rates. Hedging against a
decline in the values of our portfolio positions would not eliminate the possibility of fluctuations in the values of such positions
or prevent losses if the values of the positions declined. However, such hedging could establish other positions designed to gain from
those same developments, thereby offsetting the decline in the value of such portfolio positions. Such hedging transactions could also
limit the opportunity for gain if the values of the underlying portfolio positions increased. Moreover, it might not be possible to hedge
against an exchange rate or interest rate fluctuation that was so generally anticipated that we would not be able to enter into a hedging
transaction at an acceptable price. Use of a hedging transaction could involve counterparty credit risk.

 The success of any hedging transactions we may
enter into will depend on our ability to correctly predict movements in interest rates. Therefore, while we may enter into hedging transactions
to seek to reduce interest rate risks, unanticipated changes in interest rates could result in poorer overall investment performance
than if we had not engaged in any such hedging transactions. In addition, the degree of correlation between price movements of the instruments
used in a hedging strategy and price movements in the portfolio positions being hedged could vary. Moreover, for a variety of reasons,
we might not seek to (or be able to) establish a perfect correlation between the hedging instruments and the portfolio holdings being
hedged. Any such imperfect correlation could prevent us from achieving the intended hedge and expose us to risk of loss. Our ability
to engage in hedging transactions may also be adversely affected by rules adopted by the CFTC.

 We may not realize gains from our equity
investments.

 When we invest in loans, we
may acquire warrants or other equity securities of portfolio companies as well. We may also invest in equity securities directly. To
the extent we hold equity investments, we will seek to dispose of them and realize gains upon our disposition of them. However, the equity
interests we receive may not appreciate in value and may decline in value. As a result, we may not be able to realize gains from our
equity interests, and any gains that we do realize on the disposition of any equity interests may not be sufficient to offset any other
losses we experience.

 To the extent that we borrow under credit facilities, the potential for gain or loss on amounts invested in us will be magnified and may increase the risk of investing in
us. Borrowings under credit facilities may also adversely affect the return on our assets, reduce cash available to service our debt or
for distribution to our stockholders, and result in losses.

 The use of leverage in the form of borrowings under credit facilities
increases the volatility of investments by magnifying the potential for gain or loss on invested equity capital. Since we use leverage
in the form of borrowings under credit facilities to partially finance our investments, you will experience increased risks of investing
in our securities. If the value of our assets decreases, leveraging will cause NAV to decline more sharply than it otherwise would if
we had not borrowed under the credit facilities. Similarly, any decrease in our income would cause net income to decline more sharply
than it would have if we had not borrowed under the credit facilities. Such a decline could negatively affect our ability to service our
debt or make distributions to our stockholders. In addition, our stockholders will bear the burden of any increase in our expenses as
a result of our use of leverage, including interest expenses and any increase in the management fees payable to our Advisor.

 The amount of borrowings under credit facilities depends on our Advisor's
and our Board's assessment of market and other factors at the time of any proposed borrowing under credit facilities. We can offer
no assurance that leveraged financing will be available to us on favorable terms or at all. However, to the extent that we use leverage
to finance our assets, our financing costs will reduce cash available for servicing our debt or distributions to stockholders. Moreover,
we may not be able to meet our financing obligations and, to the extent that we cannot, we risk the loss of some or all of our assets
to liquidation or sale to satisfy the obligations. In such an event, we may be forced to sell assets at significantly depressed prices
due to market conditions or otherwise, which may result in losses.

 Risks Relating to Our Common Stock

 There is no public market for our shares of common stock, and
no market for our shares of common stock may develop in the future.

 There is no existing trading market for our shares of common stock,
and no market for our shares of common stock may develop in the future. If developed, any such market may not be sustained. In the absence
of a trading market, holders of our shares of common stock may be unable to liquidate an investment in our shares.

 There are restrictions on the ability of holders of our Common
Stock to transfer shares in excess of the restrictions typically associated with a private offering of securities under Regulation D and
other exemptions from registration under the Securities Act, and these additional restrictions could further limit the liquidity of an
investment in our shares of common stock and the price at which holders may be able to sell the shares.

 We are relying on an exemption from registration under the Securities
Act and state securities laws in offering our shares of common stock pursuant to the Subscription Agreements. As such, absent an effective
registration statement covering our Common Stock, such shares may be resold only in transactions that are exempt from the registration
requirements of the Securities Act and with our prior consent. Our Common Stock has limited transferability which could delay, defer or
prevent a transaction or a change of control of the Company that might involve a premium price for our securities or otherwise be in the
best interest of our stockholders.

 Certain provisions of the DGCL, our certificate of incorporation,
bylaws, and actions of our Board could deter takeover attempts and have an adverse impact on the value of common stock.

 The General Corporation Law of the State of Delaware, as amended
(the "DGCL"), contains provisions that may discourage, delay or make more difficult a change in control of us or the
removal of our directors. Our certificate of incorporation and bylaws contain provisions that limit liability and provide for
indemnification of our directors and officers. These provisions and others which we may adopt also may have the effect of deterring
hostile takeovers or delaying changes in control or management. We are subject to Section 203 of the DGCL, the application of which
is subject to any applicable requirements of the 1940 Act. This section generally prohibits us from engaging in mergers and other
business combinations with stockholders that beneficially own 15% or more of our voting stock, either individually or together with
their affiliates, unless our directors or stockholders approve the business combination in the prescribed manner. Section 203 of the
DGCL may discourage third parties from trying to acquire control of us and increase the difficulty of consummating such an
offer.

 We have also adopted measures that may make it difficult for a third
party to obtain control of us, including provisions of our certificate of incorporation that classify our Board of Directors in three
classes serving staggered three-year terms, and provisions of our certificate of incorporation authorizing our Board of Directors to
classify or reclassify shares of our preferred stock in one or more classes or series, and to cause the issuance of additional shares
of our stock. These provisions, as well as other provisions in our certificate of incorporation and bylaws, may delay, defer or prevent
a transaction or a change in control in circumstances that could give our stockholders the opportunity to realize a premium of the NAV
of our shares of common stock.

 During extended periods of capital market disruption and instability,
there is a risk that you may not receive distributions or that our distributions may not grow over time and a portion of our distributions
may be a return of capital.

 We intend to make periodic distributions to our stockholders out
of assets legally available for distribution. We cannot assure you that we will achieve investment results that will allow us to
make a specified level of cash distributions or year-to-year increases in cash distributions. Our ability to pay
distributions might be adversely affected by the impact of one or more of the risk factors described in this Annual Report on
Form 10-K. Due to the asset coverage test applicable to us under the 1940 Act as a BDC, we may be limited in our ability to
make distributions. If we declare a distribution and if more stockholders opt to receive cash distributions rather than participate
in our dividend reinvestment plan ("DRIP"), we may be forced to sell some of our investments in order to make cash
distribution payments. To the extent we make distributions to stockholders that include a return of capital, such portion of the
distribution essentially constitutes a return of the stockholder's investment. Although such return of capital may not be
taxable, such distributions may increase an investor's tax liability for capital gains upon the future sale of our Common
Stock.

 A return of capital distribution may cause a stockholder to recognize a capital gain from the sale of our Common Stock even
if the stockholder sells its shares for less than the original purchase price.

 Investing in our Common Stock may involve an above average degree
of risk.

 The investments we make in accordance with our investment objective
may result in a higher amount of risk than alternative investment options and a higher risk of volatility or loss of principal. Our investments
in portfolio companies involve higher levels of risk, and therefore, an investment in our shares may not be suitable for someone with
lower risk tolerance. In addition, our Common Stock is intended for long-term investors who can accept the risks of investing primarily
in illiquid loans and other debt or debt-like instruments and should not be treated as a trading vehicle.

 A stockholder's interest in us will be diluted if we issue
additional shares, which could reduce the overall value of an investment in us.

 Our stockholders do not have preemptive rights to any shares of common
stock we issue in the future. To the extent that we issue additional equity interests at or below NAV your percentage ownership interest
in us may be diluted. In addition, depending upon the terms and pricing of any future and the value of our investments, you may also experience
dilution in the book value and fair value of your shares of common stock.

 Under the 1940 Act, we generally are prohibited from issuing or selling
our shares of common stock at a price below NAV per share of common stock, which may be a disadvantage as compared with certain public
companies. We may, however, sell our shares of common stock, or warrants, options, or rights to acquire our shares of common stock, at
a price below the current NAV of our shares of common stock if our Board of Directors determines that such sale is in our best interests
and the best interests of our stockholders, and our stockholders, including a majority of those stockholders that are not affiliated with
us, approve such sale. In any such case, the price at which our securities are to be issued and sold may not be less than a price that,
in the determination of our Board of Directors, closely approximates the fair value of such securities (less any distributing commission
or discount). If we raise additional funds by issuing our shares of common stock or senior securities convertible into, or exchangeable
for, our shares of common stock, then the percentage ownership of our stockholders at that time will decrease and you will experience
dilution.

 In the event that we enter into a Subscription Agreement with one
or more investors after the Initial Closing, each such investor will be required to make Catch-up Purchases on one or more
dates to be determined by us. Each Catch-up Purchase will dilute the ownership percentage of all investors whose subscriptions
were accepted at previous closings. As a result, each subsequent closing after the Initial Closing will result in existing stockholders
experiencing dilution as a result of Catch-up Purchases.

 In addition, distributions declared in cash payable to stockholders
that are participants in our DRIP will generally be automatically reinvested in our shares of common stock. As a result, stockholders
that do not participate in our DRIP may experience dilution over time.

 We may be subject to risks that arise from newly enacted federal
tax legislation and our stockholders may receive our shares of Common Stock as dividends, which could result in adverse tax consequences
to them.

 The Inflation Reduction Act of 2022, among other things, introduced
a 15% book minimum tax on larger corporations, a 1% excise tax on stock buybacks and increased investment in the Internal Revenue Service
(the "IRS") to aid in the enforcement of tax laws. The impact of such legislation, as well as federal tax legislation proposed
but not yet enacted, on us, our stockholders and entities in which we may invest is uncertain. Prospective investors are urged to consult
their tax advisors regarding the effects of the new legislation on an investment in us.

 In order to satisfy the annual distribution requirement applicable
to RICs, we will have the ability to declare a large portion of a dividend in our shares of common stock instead of in cash. As long as
a portion of such dividend is paid in cash (which portion may be as low as 20% of such dividend) and certain requirements are met, the
entire distribution will be treated as a dividend for U.S. federal income tax purposes. As a result, a stockholder generally would be
subject to tax on 100% of the fair market value of the dividend on the date the dividend is received by the stockholder in the same manner
as a cash dividend, even though most of the dividend was paid in our shares of common stock. We currently do not intend to pay dividends
in our shares of common stock.

 We may in the future determine to issue preferred stock, which
could adversely affect the value of shares of Common Stock.

 The issuance of preferred stock with dividend or conversion rights,
liquidation preferences or other economic terms favorable to the holders of preferred stock could make an investment in shares of Common
Stock less attractive. In addition, the dividends on any preferred stock we issue must be cumulative. Payment of dividends and repayment
of the liquidation preference of preferred stock must take preference over any distributions or other payments to holders of Common Stock,
and holders of preferred stock are not subject to any of our expenses or losses and are not entitled to participate in any income or
appreciation in excess of their stated preference (other than convertible preferred stock that converts into shares of Common Stock).
In addition, under the 1940 Act, preferred stock would constitute a "senior security" for purposes of the 150% asset coverage
test. We do not currently anticipate issuing preferred stock.

 General Risk Factors

 Global economic, political and market conditions,
including uncertainty about the financial stability of the United States, could have a significant adverse effect on our business, financial
condition and results of operations.

 The current worldwide financial markets situation,
as well as various social and political tensions in the United States and around the world (including wars and other forms of conflict,
terrorist acts, security operations and catastrophic events such as fires, floods, earthquakes, tornadoes, hurricanes and global health
epidemics), may contribute to increased market volatility, may have long term effects on the United States and worldwide financial markets,
and may cause economic uncertainties or deterioration in the United States and worldwide.

 For example, the COVID-19 pandemic adversely
impacted global commercial activity and contributed to significant volatility in financial markets.

 In addition, the large-scale invasion of Ukraine
by Russia, and resulting market volatility, could adversely affect our business, financial condition or results of operations. In response
to the conflict between Russia and Ukraine, the U.S. and other countries have imposed sanctions or other restrictive actions against
Russia. The ongoing conflict and the rapidly evolving measures in response could be expected to have a negative impact on the economy
and business activity globally and could have a material adverse effect on our portfolio companies and our business, financial condition,
cash flows and results of operations. The severity and duration of the conflict and its impact on global economic and market conditions
are impossible to predict. In addition, sanctions could also result in Russia taking counter measures or retaliatory actions which could
adversely impact our business or the business of our portfolio companies, including, but not limited to, cyberattacks targeting private
companies, individuals or other infrastructure upon which our business and the business of our portfolio companies rely.

 In addition, the political reunification of China
and Taiwan, over which China continues to claim sovereignty, is a highly complex issue that has included threats of invasion by China.
Any escalation of hostility between China and/or Taiwan would likely have a significant adverse impact not only on the value of investments
in both countries, but also on economies and financial markets globally.

 In addition, the recent outbreak of hostilities in the Middle East
and escalating tensions in the region may create volatility and disruption of global markets.

 We do not currently have portfolio investments with direct exposure
to the Middle East, China, Taiwan, Russia or Ukraine.

 Political, social and economic uncertainty,
including uncertainty related to the COVID-19 pandemic, creates and exacerbates risks.

 Social, political, economic and other conditions and events (such as
natural disasters, epidemics and pandemics, terrorism, conflicts and social unrest) will occur that create uncertainty and have significant
impacts on issuers, industries, governments and other systems, including the financial markets, to which companies and their investments
are exposed. As global systems, economies and financial markets are increasingly interconnected, events that once had only local impact
are now more likely to have regional or even global effects. Events that occur in one country, region or financial market will, more frequently,
adversely impact issuers in other countries, regions or markets, including in established markets such as the U.S. Such risks include
the large-scale invasion of Ukraine by Russia that began in February 2022, heightened tensions between China and Taiwan, the recent outbreak
of hostilities in the Middle East, or the effect on world leaders and governments of global health pandemics, such as the COVID-19 pandemic.
These impacts can be exacerbated by failures of governments and societies to adequately respond to an emerging event or threat. We do
not currently have portfolio investments with direct exposure to the Middle East, China, Taiwan, Russia or Ukraine.

 Uncertainty can result in or coincide with, among
other things: increased volatility in the financial markets for securities, derivatives, loans, credit and currency; a decrease in the
reliability of market prices and difficulty in valuing assets (including portfolio company assets); greater fluctuations in spreads on
debt investments and currency exchange rates; increased risk of default (by both government and private obligors and issuers); further
social, economic, and political instability; nationalization of private enterprise; greater governmental involvement in the economy or
in social factors that impact the economy; changes to governmental regulation and supervision of the loan, securities, derivatives and
currency markets and market participants and decreased or revised monitoring of such markets by governments or self-regulatory organizations
and reduced enforcement of regulations; limitations on the activities of investors in such markets; controls or restrictions on foreign
investment, capital controls and limitations on repatriation of invested capital; the significant loss of
liquidity and the inability to purchase, sell and otherwise fund investments or settle transactions (including, but not limited to, a
market freeze); unavailability of currency hedging techniques; substantial, and in some periods extremely high, rates of inflation, which
can last many years and have substantial negative effects on credit and securities markets as well as the economy as a whole; recessions;
and difficulties in obtaining and/or enforcing legal judgments.

 For example, the COVID-19 pandemic led to disruptions
in local, regional, national and global markets and economies. With respect to the U.S. credit markets (in particular for middle market
loans), this outbreak resulted in the following among other things: (i) significant disruption to the businesses of many middle market
loan borrowers including supply chains, demand and practical aspects of their operations, as well as lay-offs of employees; (ii) increased
draws by borrowers on revolving lines of credit; (iii) increased requests by borrowers for amendments and waivers of their credit agreements
to avoid default, increased defaults by such borrowers and/or increased difficulty in obtaining refinancing at the maturity dates of
their loans; (iv) volatility and disruption of these markets including greater volatility in pricing and spreads and difficulty in valuing
loans during periods of increased volatility, and liquidity issues; and (v) rapidly evolving proposals and/or actions by state and federal
governments to address problems experienced by the markets and by businesses and the economy in general which were not necessarily adequate
to address the problems faced by the loan market and middle market businesses. Although many of these conditions have improved or resolved
over the course of the pandemic, similar consequences could occur in the future as a result of new variants of the virus or other infectious
diseases. The COVID-19 outbreak has had, and any future outbreaks could have, an adverse impact on the markets and the economy in general,
which could have a material adverse impact on, among other things, the ability of lenders to originate loans, the volume and type of
loans originated, and the volume and type of amendments and waivers granted to borrowers and remedial actions taken in the event of a
borrower default, each of which could negatively impact the amount and quality of loans available for investment by us and returns to
us, among other things. Recurring COVID-19 outbreaks, including as a result of new variants of the virus, have led to the re-introduction
of public health restrictions in certain states in the United States and globally and could continue to lead to the re-introduction of
such restrictions elsewhere. It is impossible to determine the scope of any future outbreaks, how long any such outbreak, market disruption
or uncertainties may last, the effect any governmental actions will have or the full potential impact on us and our portfolio companies
in which we invest.

 Although it is impossible to predict the precise
nature and consequences of these events, or of any political or policy decisions and regulatory changes occasioned by emerging events
or uncertainty on applicable laws or regulations that impact us and our targeted investments, it is clear that these types of events
are impacting and will, for at least some time, continue to impact us and our targeted investments and, in certain instances, the impact
will be adverse and profound.

 If public health uncertainties and market disruptions
continue for an extended period of time, loan delinquencies, loan non-accruals, problem assets, and bankruptcies may increase. In addition,
collateral for our loans may decline in value, which could cause loan losses to increase and the net worth and liquidity of loan guarantors
could decline, impairing their ability to honor commitments to us. An increase in loan delinquencies and non-accruals or a decrease in
loan collateral and guarantor net worth could result in increased costs and reduced income which would have a material adverse effect
on our business, financial condition or results of operations.

 We will also be negatively affected if the operations
and effectiveness of us or a portfolio company (or any of the key personnel or service providers of the foregoing) is compromised or
if necessary or beneficial systems and processes are disrupted.

 We are subject to risks related to corporate
responsibility.

 Our business faces increasing public scrutiny
related to environmental, social and governance ("ESG") activities. We risk damage to our brand and reputation if we fail
to act responsibly in a number of areas, such as environmental stewardship, corporate governance and transparency and considering ESG
factors in our investment processes. Adverse incidents with respect to ESG activities could impact the value of our brand, the cost of
our operations and relationships with investors, all of which could
adversely affect our business and results of operations. Additionally, new regulatory initiatives related to ESG could adversely affect
our business.

 ITEM 1B. UNRESOLVED STAFF COMMENTS

 None.

 ITEM 1C. CYBERSECURITY

 The Company's Board of Directors (the "Board")
is responsible for overseeing the Company's risk management program and cybersecurity is a critical element of this program. Management
is responsible for the day-to-day administration of the Company's risk management program and its cybersecurity policies, processes,
and practices. The Company's cybersecurity policies, standards, processes, and practices are based on recognized frameworks established
by the National Institute of Standards and Technology, the International Organization for Standardization and other applicable industry
standards and are fully integrated into the Company's overall risk management processes. In general, the Company seeks to address
material cybersecurity threats through a company-wide approach that addresses the confidentiality, integrity, and availability of the
Company's information systems or the information that the Company collects and stores, by assessing, identifying and managing cybersecurity
issues as they occur.

 Cybersecurity Risk Management and Strategy

 The Company's cybersecurity risk management
strategy focuses on several areas:

 Identification and Reporting: The Company has implemented
a comprehensive, cross-functional approach to assessing, identifying and managing material cybersecurity threats and incidents. The Company's
program includes controls and procedures to properly identify, classify and escalate certain cybersecurity incidents to provide management
visibility and obtain direction from management as to the public disclosure and reporting of material incidents in a timely manner.

 Technical Safeguards: The Company implements technical
safeguards that are designed to protect the Company's information systems from cybersecurity threats, including firewalls, intrusion
prevention and detection systems, anti-malware functionality, and access controls, which are evaluated and improved through vulnerability
assessments and cybersecurity threat intelligence, as well as assistance from third party experts where necessary.

 Incident Response and Recovery Planning: The Company
has established and maintains comprehensive incident response, business continuity, and disaster recovery plans designed to address the
Company's response to a cybersecurity incident. The Company conducts regular tabletop exercises to test these plans and ensure
personnel are familiar with their roles in a response scenario.

 Third-Party Risk Management: The Company maintains
a comprehensive, risk-based approach to identifying and overseeing material cybersecurity threats presented by third parties, including
vendors, service providers, and other external users of the Company's systems, as well as the systems of third parties that could
adversely impact our business in the event of a material cybersecurity incident affecting those third-party systems, including any outside
consultants who advise on the Company's cybersecurity systems.

 Education and Awareness: The Company provides regular,
mandatory training for all levels of employees regarding cybersecurity threats as a means to equip the Company's employees with
effective tools to address cybersecurity threats, and to communicate the Company's evolving information security policies, standards,
processes, and practices.

 The Company conducts periodic assessment and testing
of the Company's policies, standards, processes, and practices in a manner intended to address cybersecurity threats and events.
This includes penetration testing of network infrastructure and phishing tests targeting the Adviser's employees. The results of
such assessments and reviews are evaluated by management and reported to the Board, and the Company adjusts its cybersecurity policies,
standards, processes, and practices as necessary based on the information provided by these assessments and reviews.

 Governance

 The Board, in coordination with the Adviser, oversees
the Company's risk management program, including the management of cybersecurity threats. The Board receives regular updates and
reports on developments in the cybersecurity space, including risk management practices, recent developments, vulnerability assessments,
third-party and independent reviews, the threat environment, and information security issues encountered by the Company'. The Board
also receives prompt and timely information regarding any cybersecurity risk that meets pre-established reporting thresholds, as well
as ongoing updates regarding any such risk. On an annual basis, the Board and the Adviser discuss the Company's approach to overseeing
cybersecurity threats.

 The Adviser has established an internal working group
that includes relevant representation from senior management including the CCO, CFO, and CISO, and CTO who work collaboratively to implement
a program designed to protect the Company's information systems from cybersecurity threats and to promptly respond to any material
cybersecurity incidents in accordance with the Company's incident response and recovery plans. Through ongoing communication with
these teams, the CISO, CTO and senior management are informed about and monitor the prevention, detection, mitigation and remediation
of cybersecurity threats and incidents in real time, and report such threats and incidents to the Board when appropriate.

 The CTO and CISO have served in various roles in
information technology and information security for over 28 and 25 years respectively and hold relevant professional certifications. The
Adviser's CCO and CFO, each hold undergraduate and graduate degrees in their respective fields, and each have over 15 and 28 years
of experience managing risk at the Company and at similar companies, including assessing cybersecurity threats.

 Material Effects of Cybersecurity Incidents

 Risks from cybersecurity threats, including as a result of any previous
cybersecurity incidents, have not materially affected and are not reasonably likely to materially affect the Company, including its business
strategy, results of operations, or financial condition.

 ITEM 2. PROPERTIES

 The headquarters of KA Credit Advisors II, LLC is located at 717 Texas
Avenue, Suite 2200, Houston, TX 77002.

 ITEM 3. LEGAL PROCEEDINGS

 Neither we nor our Advisor is currently subject to any material legal
proceedings, nor, to our knowledge, is any material legal proceeding threatened against us, or against our Advisor.

 From time to time, we, or our Advisor, may
be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of our
rights under contracts with our portfolio companies. While the outcome of these legal proceedings cannot be predicted with certainty,
we do not expect that these proceedings will have a material effect upon our financial condition or results of operations.

 From time to time we are involved in various
legal proceedings, lawsuits and claims incidental to the conduct of our business. Our businesses are also subject to extensive regulation,
which may result in regulatory proceedings against us.

 ITEM 4. MINE SAFETY DISCLOSURES

 Not applicable.

 ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER
MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

 Market Information

 There is no public market for our shares of common stock currently,
nor can we give any assurance that one will develop.

 Because shares of common stock are being acquired by investors in one
or more transactions "not involving a public offering," they are "restricted securities" and may be required to
be held indefinitely. Our shares of common stock may not be sold, transferred, assigned, pledged or otherwise disposed of unless (i) our
consent is granted, and (ii) the shares of common stock are registered under applicable securities laws or specifically exempted
from registration (in which case the stockholder may, at our option, be required to provide us with a legal opinion, in form and substance
satisfactory to us, that registration is not required). Accordingly, an investor must be willing to bear the economic risk of investment
in the shares of common stock until we are liquidated. No sale, transfer, assignment, pledge or other disposition, whether voluntary or
involuntary, of the shares of common stock may be made except by registration of the transfer on our books. Each transferee will be required
to execute an instrument agreeing to be bound by these restrictions and the other restrictions imposed on the shares of common stock and
to execute such other instruments or certifications as are reasonably required by us.

 Holders

 Please
see "Part III—Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters"
for disclosure regarding the holders.

 As of February 22, 2024, we had 4 holders
of record of our common stock.

 Distributions

 The following table reflects the distributions
declared and payable for the year ended December 31, 2023 (dollars in thousands, except per share amounts).

 Date Declared

 Record Date

 Payment Date

 per Share

 Total

 March 7, 2023

 March 31, 2023

 April 14, 2023

 $
 115.00

 $
 2,952

 May 10, 2023

 June 30, 2023

 July 14, 2023

 136.00

 3,567

 September 29, 2023

 October 13, 2023

 131.00

 4,151

 November 9, 2023

 December 29, 2023

 January 16, 2024

 132.00

 4,659

 $
 514.00

 $
 15,329

 Dividend Reinvestment Plan

 The following table summarizes the amounts
received and shares of common stock issued to shareholders pursuant to our dividend reinvestment plan during the year ended December 31,
2023 (dollars in thousands, except per share amounts).

 DRIP

 shares

 DRIP

 Dividend record date

 Dividend payment date

 issued

 value

 December 29, 2022

 January 13, 2023

 $
 1,750

 March 31, 2023

 April 14, 2023

 2,923

 June 30, 2023

 July 14, 2023

 3,533

 September 29, 2023

 October 13, 2023

 4,112

 2,376

 $
 12,318

 For the dividend declared on November 9, 2023 with a record date of
December 29, 2023 and paid on January 16, 2024, there were 883 shares issued with a DRIP value of $4,616. These shares are excluded from
the table above, as the DRIP shares were issued after December 31, 2023.

 All of the dividends declared during the year ended December 31, 2023
were derived from ordinary income, determined on a tax basis.

 Recent Sales of Unregistered Securities

 As set forth in the table below (dollars in millions, except per share
amounts), during the year ended December 31, 2023, we issued and sold 12,364 shares of common stock at an aggregate offering amount of
$65.0 million. The issuance of the shares of common stock was exempt from the registration requirements of the Securities Act, pursuant
to Section 4(a)(2) and Rule 506(b) of Regulation D thereof and previously reported by us on our current reports on Form 8-K.

 Offering
 price per

 Common
 stock

 share

 shares issued

 February 28, 2023

 $
 5,236

 4,775

 $
 25.0

 $
 5,237

 4,774

 25.0

 December 19, 2023

 $
 5,328

 2,815

 15.0

 12,364

 $
 65.0

 ITEM 6. [RESERVED]

 The selected financial data previously required by Item 301 of Regulation
S-K has been omitted in reliance on SEC Release No. 33-10890, Management's Discussion and Analysis, Selected Financial Data, and Supplementary
Financial Information.

 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

 The following discussion and analysis should be
read in conjunction with our financial statements and related notes and other financial information appearing elsewhere in this Annual
Report on Form 10-K.. Except as otherwise specified, references to "we," "us," "our," or the "Company"
refer to Kayne DL 2021, Inc.

 Investment Objective, Principal Strategy and Investment Structure

 Kayne DL 2021, Inc. was formed as a Delaware corporation
to make investments in middle-market companies and commenced operations on December 16, 2021. We are an externally managed, closed-end, non-diversified management
investment company that has elected to be regulated as a BDC under the 1940 Act, as amended. In addition, for U.S. federal income tax
purposes, we intend to qualify, annually, as a RIC under Subchapter M of the Code.

 Our investment activities are managed by KA Credit Advisors II, LLC
(the "Advisor"), an indirect controlled subsidiary of Kayne Anderson Capital Advisors, L.P. ("Kayne Anderson"),
and the Advisor operates within Kayne Anderson's middle market private credit platform ("KAPC" or "Kayne Anderson
Private Credit"). The Advisor is an investment advisor registered with the United States Securities and Exchange Commission (the
"SEC") under the Investment Advisory Act of 1940, as amended. In accordance with the Advisers Act, our Advisor is responsible
for originating prospective investments, conducting research and due diligence investigations on potential investments, analyzing investment
opportunities, negotiating and structuring investments, and monitoring our investments and portfolio companies on an ongoing basis. The
Advisor benefits from the scale and resources of Kayne Anderson and specifically KAPC. The Board consists of five directors, four of whom
are independent (including the Board's chairperson).

 Our investment objective is to generate current income and, to a lesser
extent, capital appreciation. Nearly all of our debt investments are in middle market companies. We define "middle market companies"
as companies that, in general, generate between $10 million and $150 million of annual earnings before interest, taxes, depreciation and
amortization, or EBITDA. Further, we refer to companies that generate between $10 million and $50 million of annual EBITDA as "core
middle market companies" and companies that generate between $50 million and $150 million of annual EBITDA as "upper middle
market companies." We typically adjust EBITDA for non-recurring and/or normalizing items to assess the financial performance of
our borrowers over time.

 We intend to achieve our investment objective by investing primarily
in first lien senior secured loans, with a secondary focus on unitranche and split-lien loans to middle market companies. Under normal
market conditions, we expect at least 90% of our portfolio (including investments purchased with proceeds from borrowings under credit
facilities) to be invested in first lien senior secured, unitranche and split-lien loans. Our investment decisions are made on a case-by-case
basis. We expect that a majority of these debt investments will be made in core middle market companies and will generally have stated
maturities of three to six years. We expect that the loans in which we principally invest will be to companies that have principal business
activities in the United States.

 The Advisor executes on our investment objective by (1) accessing the
established loan sourcing channels developed by KAPC, which includes an extensive network of private equity firms, other middle market
lenders, financial advisors, intermediaries and management teams, (2) selecting investments within our middle market company focus, (3)
implementing KAPC's underwriting process and (4) drawing upon its experience and resources and the broader Kayne Anderson network.
KAPC was established in 2011 and manages (directly and through affiliates) assets under management ("AUM") of approximately
$6.5 billion related to middle market private credit as of December 31, 2023.

 Recent Developments

 On February 15, 2024, we sold
4,710 shares of common stock for a total aggregate offering price of $25.0 million. As of the same date, we have subscription agreements
with investors for an aggregate capital commitment of $353.5 million to purchase shares of common stock ($160.5 million is undrawn).

 Portfolio and Investment Activity

 Our portfolio is currently comprised of a broad mix of loans, with
diversity among investment size and industry focus. The Advisor's team of professionals conducts due diligence on prospective investments
during the underwriting process and is involved in structuring the credit terms of substantially all of our investments. Once an investment
has been made, our Advisor closely monitors portfolio investments and takes a proactive approach identifying and addressing sector
or company specific risks. The Advisor seeks to maintain a regular dialogue with portfolio company management teams (as well as their
owners, the majority of whom are private equity firms, where applicable), reviews detailed operating and financial results on a regular
basis (typically monthly or quarterly) and monitors current and projected liquidity needs, in addition to other portfolio management activities.
There are no assurances that we will achieve our investment objectives.

 As of December 31, 2023, we had investments in
51 portfolio companies with an aggregate fair value of approximately $177.5 million, and unfunded commitments to these portfolio companies
of $24.1 million, and our portfolio consisted of 100% first lien senior secured loans.

 As of December 31, 2023, our weighted average yield of debt and income
producing securities at fair value, and amortized cost was 12.3% and 12.6%, respectively, and 100% of our debt investments were at floating
rates.

 As of December 31, 2023, our portfolio was invested across 21 different
industries (Global Industry Classification "GICS", Level 3 – Industry). The largest industries in our portfolio as of
December 31, 2023 were Trading Companies & Distributors, Food Products, Health Care Providers & Services and Containers &
Packaging, which represented, as a percentage of our portfolio of long-term investments, 21.4%, 13.1%, 9.5% and 9.0%, respectively, based
on fair value. We are generalist investors and the industries in which our portfolio companies operate may change over time.

 As of December 31, 2023, our average position sized based on commitment
(at the portfolio company level) was $3.9 million, and the weighted average and median last twelve months ("LTM") EBITDA of
our portfolio companies was $46.7 million and $40.8 million, respectively, based on fair value.

 As of December 31, 2023, the weighted average loan-to-enterprise-value
("LTEV") of our debt investments at the time of our initial investment was 42.2%, based on par. LTEV represents the total
par value of our debt investment relative to our estimate of the enterprise value of the underlying borrower.

 As of December 31, 2023, none of our debt investments in portfolio
companies were on non-accrual.

 As of December 31, 2023, our portfolio companies had an average leverage
of 4.1x and average interest leverage of 2.2x, the calculations for which are based on the most recent quarter end or latest available
information from the portfolio companies.

 As of December 31, 2023, 100% of our debt investments included at least
one financial maintenance covenant.

 Listed below are our top ten portfolio companies and industries represented
as a percentage of total long-term investments as of December 31, 2023:

 Portfolio Company

 Industry

 Fair Value

 Percentage of long-term investments

 Engineered Fastener Company, LLC (EFC International)

 $
 7.0

 4.0
 %

 Genuine Cable Group, LLC

 $
 6.9

 3.9
 %

 Light Wave Dental Management LLC

 Health care providers & services

 $
 6.7

 3.8
 %

 Vitesse Systems Parent, LLC

 $
 6.0

 3.4
 %

 Innopak Industries, Inc.

 $
 5.6

 3.2
 %

 Carton Packaging Buyer, Inc. (Century Box)

 $
 5.4

 3.1
 %

 EIS Legacy, LLC

 $
 5.2

 2.9
 %

 $
 5.2

 2.9
 %

 BLP Buyer, Inc. (Bishop Lifting Products)

 $
 5.0

 2.8
 %

 BCDI Meteor Acquisition, LLC (Meteor)

 $
 5.0

 2.8
 %

 $
 58.0

 32.8
 %

 Our investment activity for the years ended December
31, 2023 and 2022 is presented below (information presented herein is at par value unless otherwise indicated).

 2023

 2022

 New investments:

 Gross new investments commitments

 $
 83.3

 $
 114.0

 Less:
 investment commitments sold down, exited or repaid (1)

 (10.1
)

 (2.3
)

 Net investment commitments

 73.2

 111.7

 Principal amount of investments funded:

 Private credit investments

 $
 90.3

 $
 98.2

 Liquid credit investments

 -

 -

 Total principal amount of investments funded

 90.3

 98.2

 Principal amount of investments sold / repaid:

 Private credit investments

 (19.9
)

 (2.3
)

 Liquid credit investments

 -

 -

 Total principal amount of investments sold or repaid

 (19.9
)

 (2.3
)

 Number of new investment commitments

 Average new investment commitment amount

 $
 2.1

 $
 1.7

 Weighted average maturity for new investment commitments (2)

 3.9 years

 4.2 years

 Percentage of new debt investment commitments at floating rates

 100.0
 %

 100.0
 %

 Percentage of new debt investment commitments at fixed rates

 0.0
 %

 0.0
 %

 Weighted average interest rate of new investment commitments (3)

 11.7
 %

 10.6
 %

 Weighted average spread over SOFR of new floating rate investment commitments

 6.2
 %

 6.2
 %

 Weighted average interest rate on investment sold or paid down (4)

 11.9
 %

 7.0
 %

 (1)

 Does not include repayments on revolving loans, which may be redrawn.

 (2)

 For undrawn delayed draw term loans, the maturity date used is that of the associated term loan.

 (3)

 Based on the rate in effect at December 31 st of each year per
 our Consolidated Schedule of Investments for new commitments entered into during the year.

 (4)

 Based on the underlying rate if still held at December 31 st of each year. For those investments sold or paid down in full during the year, based on the rate in effect at the time of sale or paid down.

 We use Global Industry Classification Standards (GICS), Level 3 –
Industry, for classifying the industry groupings of our portfolio companies. The table below describes long-term investments by industry
composition based on fair value as of December 31, 2023 and 2022:

 2023

 2022

 21.4
 %

 15.4
 %

 13.1
 %

 12.6
 %

 Health care providers & services

 9.5
 %

 12.6
 %

 9.0
 %

 5.2
 %

 7.1
 %

 6.6
 %

 6.1
 %

 4.5
 %

 IT services

 5.4
 %

 9.0
 %

 Professional services

 4.9
 %

 7.6
 %

 Leisure products

 3.5
 %

 1.2
 %

 Chemicals

 2.4
 %

 0.2
 %

 Biotechnology

 2.3
 %

 3.8
 %

 Diversified telecommunication services

 2.1
 %

 1.6
 %

 Wireless telecommunication services

 1.9
 %

 3.4
 %

 Capital markets

 1.7
 %

 -
 %

 Machinery

 1.7
 %

 2.8
 %

 Software

 1.7
 %

 2.8
 %

 Automobile components

 1.5
 %

 1.6
 %

 Textiles, apparel & luxury goods

 1.5
 %

 2.6
 %

 Insurance

 1.4
 %

 1.2
 %

 Health care equipment & supplies

 0.9
 %

 1.6
 %

 Building products

 0.9
 %

 2.1
 %

 Electronic equipment, instruments & components

 -
 %

 1.4
 %

 Asset management & custody banks

 -
 %

 0.2
 %

 100.0
 %

 100.0
 %

 Results of Operations

 The comparison for the years ended December 31, 2022 and 2021 can be
found in " Item 7: Management's Discussion and Analysis of Financial Condition and Results of Operations " in our
Form 10-K for the fiscal year ended December 31, 2022.

 For the years ended December 31, 2023 and 2022, our total investment
income was derived from our portfolio of investments.

 The following table represents the operating results for the years
ended December 31, 2023 and 2022.

 2023

 2022

 Total investment income

 $
 17.74

 $
 4.34

 Less: Net expenses

 (2.15
)

 (1.50
)

 Net investment income

 15.59

 2.84

 Net realized gains (losses) on investments

 -

 -

 Net change in unrealized gains (losses) on investments

 1.06

 1.97

 Net increase (decrease) in net assets resulting from
 operations

 $
 16.65

 $
 4.81

 Investment Income

 Investment income for the years ended December 31, 2023 and 2022 totaled
$17.7 million and $4.3 million, respectively, and consisted primarily of interest income on our debt investments. All debt investments
were income producing, and there were no loans on non-accrual status as of December 31, 2023 or 2022.

 Expenses

 Operating expenses for the years ended December 31, 2023 and 2022,
were as follows:

 2023

 2022

 Interest and debt financing expenses

 $
 0.21

 $
 0.22

 Management fees

 1.05

 0.34

 Other operating expenses

 0.74

 0.69

 Deferred offering costs

 -

 0.14

 Directors fees

 0.15

 0.11

 Total expenses

 $
 2.15

 $
 1.50

 Net Unrealized Gains (Losses) on Investments

 We fair value our portfolio investments quarterly and any changes in
fair value are recorded as unrealized gains or losses. During the years ended December 31, 2023 and 2022, net unrealized gains (losses)
on our investment portfolio were comprised of the following:

 2023

 2022

 Unrealized gains on investments

 $
 2.09

 $
 2.09

 Unrealized (losses) on investments

 (1.03
)

 (0.12
)

 Net change in unrealized gains (losses) on investments

 $
 1.06

 $
 1.97

 For these years ended December 31, 2023 and 2022,
the top five (if significant) largest contributors to the change in unrealized gains and change in unrealized losses on investments are
presented in the following tables.

 For the year ended

 December 31, 2023

 Portfolio Company

 Engineered Fastener Company, LLC (EFC International)

 $
 0.23

 Light Wave Dental Management LLC

 0.17

 Carton Packaging Buyer, Inc. (Century Box)

 0.15

 Vitesse Systems Parent, LLC

 0.15

 Krayden Holdings, Inc.

 0.13

 Other portfolio companies unrealized gains

 1.26

 Other portfolio companies unrealized (losses)

 (0.40
)

 Domain Information Services Inc. (Integris)

 (0.07
)

 American Soccer Company, Incorporated (SCORE)

 (0.08
)

 IF&P Foods, LLC (FreshEdge)

 (0.08
)

 Siegel Egg Co., LLC

 (0.16
)

 Centerline Communications, LLC

 (0.24
)

 Total Change in Unrealized Gain (Loss), net

 $
 1.06

 For the year ended

 December 31, 2022

 Portfolio Company

 Alcami Corporation (Alcami)

 $
 0.13

 BCDI Meteor Acquisition, LLC (Meteor)

 0.12

 Basel U.S. Acquisition Co., Inc. (IAC)

 0.12

 Universal Marine Medical Supply International, LLC (Unimed)

 0.12

 0.12

 Other portfolio companies unrealized gains

 1.48

 Other portfolio companies unrealized (losses)

 (0.02
)

 Siegel Egg Co., LLC

 (0.02
)

 Brightview, LLC

 (0.04
)

 Allentown, LLC

 (0.04
)

 Total Change in Unrealized Gain (Loss), net

 $
 1.97

 Financial Condition, Liquidity and Capital Resources

 Our liquidity and capital resources are generated
primarily from the net proceeds of any offering of our shares of common stock and from cash flows from interest and fees earned from our
investments and principal repayments and proceeds from sales of our investments. Our primary use of cash will be investments in portfolio
companies, payments of our expenses and payment of cash distributions to our stockholders.

 In accordance with the 1940 Act, we are required
to meet a coverage ratio of total assets (less total liabilities other than indebtedness) to total borrowings and other senior securities
(and any preferred stock that we may issue in the future) of at least 150%. If this ratio declines below 150%, we cannot incur additional
leverage and could be required to sell a portion of our investments to repay some leverage when it is disadvantageous to do so. As of
December 31, 2023, we did not have any borrowings outstanding under our subscription credit facility. We do not routinely use leverage,
and there are many days when there are no borrowings outstanding under our subscription credit facility.

 Over the next twelve months, we expect that cash and cash equivalents,
taken together with our undrawn capital commitments and available capacity under our credit facility, will be sufficient to conduct anticipated
investment activities. Beyond twelve months, we expect that our cash and liquidity needs will continue to be met by cash generated from
our ongoing operations as well as financing activities.

 As of December 31, 2023, we did not have any borrowings outstanding
under our subscription credit facility and had cash and cash equivalents of $10.6 million (including short-term investments). We do not
routinely use leverage, and there are many days when there are no borrowings outstanding under our subscription credit facility. As of
February 22, 2024, we did not have any borrowings outstanding under our subscription credit facility and had cash and cash equivalents
of $19.2 million (including short-term investments).

 Capital Contributions

 During the years ended December 31, 2023 and 2022, we issued and sold
12,364, and 11,732 shares of our common stock, respectively, related to capital called at an aggregate purchase price of $65.0 million
and $60.0 million, respectively. As of February 22, 2024, we had aggregate capital commitments of $353.5 million and undrawn capital
commitments from investors of $160.5 million ($193.0 million or 54.6% funded).

 Credit Facility

 Subscription Credit Facility. We are
party to a senior secured revolving credit facility (the "Subscription Credit Facility") that has a total commitment of $25
million and a maturity date of February 21, 2025. The Subscription Credit Facility permits us to borrow up to $25 million, subject
to availability under the borrowing base which is calculated based on the unused capital commitments of the investors meeting various
eligibility requirements. The interest rate on the Subscription Credit Facility is equal to SOFR plus an applicable spread of 2.25% per
annum with no floor. We are also required to pay a commitment fee of 0.25% per annum on any unused portion of the Subscription Credit
Facility.

 Contractual Obligations

 We did not have any indebtedness outstanding under our Subscription
Credit Facility as of December 31, 2023.

 Off-Balance Sheet Arrangements

 As of December 31, 2023 and 2022, we had an aggregate $24.1 million
and $21.1 million, respectively, of unfunded commitments to provide debt financing to our portfolio companies. Such commitments are generally
subject to the satisfaction of certain financial and nonfinancial covenants and involve, to varying degrees, elements of credit risk in
excess of the amount recognized in our financial statements. Other than contractual commitments and other legal contingencies incurred
in the normal course of our business, we do not have any other off-balance sheet financings or liabilities.

 Critical Accounting Estimates

 The preparation of our consolidated
financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and
expenses. Changes in the economic environment, financial markets and any other parameters used in determining such estimates could cause
actual results to differ. Our critical accounting policies, including those relating to the valuation of our investment portfolio,
are described below. The critical accounting policies should be read in conjunction with our risk factors in this Annual Report. See Note 2
to our consolidated financial statements for the years ended December 31, 2023 and 2022, for more information on our critical accounting
policies.

 Investment Valuation

 Traded Investments (Level 1 or Level 2)

 Investments for which market quotations are readily available will
typically be valued at those market quotations. Traded investments such as corporate bonds, preferred stock, bank notes, broadly syndicated
loans or loan participations are valued by using the bid price provided by an independent pricing service, by an independent broker, the
agent bank, syndicate bank or principal market maker. When price quotes for investments are not available, or such prices are stale or
do not represent fair value in the judgment of our Advisor, fair market value will be determined using our Advisor's valuation process
for investments that are privately issued or otherwise restricted as to resale.

 Infrequently, we may also invest, to a lesser
extent, in equity securities purchased in conjunction with debt investments. While we anticipate these equity securities to be issued
by privately held companies, we may hold equity securities that are publicly traded. Equity securities listed on any exchange other than
the NASDAQ Stock Market, Inc. ("NASDAQ") are valued, except as indicated below, at the last sale price on the business day
as of which such value is being determined. If there has been no sale on such day, the securities are valued at the mean of the most recent
bid and ask prices on such day. Securities admitted to trade on the NASDAQ are valued at the NASDAQ official closing price. Equity securities
traded on more than one securities exchange are valued at the last sale price on the business day as of which such value is being determined
at the close of the exchange representing the principal market for such securities. Equity securities traded in the over-the-counter market,
but excluding securities admitted to trading on the NASDAQ, are valued at the closing bid prices.

 Non-Traded Investments (Level 3)

 Investments that are privately issued or otherwise
restricted as to resale, as well as any security for which (a) reliable market quotations are not available in the judgment of our
Advisor, or (b) the independent pricing service or independent broker does not provide prices or provides a price that in the judgment
of our Advisor is stale or does not represent fair value, shall each be valued in a manner that most fairly reflects fair value of the
security on the valuation date. We expect that a significant majority of our investments will be Level 3 investments. Unless otherwise
determined by the Advisor, the following valuation process is used for our Level 3 investments:

 Valuation Designee. The applicable investments will be valued no less frequently than quarterly by the Advisor, with new investments valued at the time such investment was made. The value of each Level 3 investment will be initially reviewed by the persons responsible for such portfolio company or investment. The Advisor will use a standardized template designed to approximate fair market value based on observable market inputs, updated credit statistics and unobservable inputs to determine a preliminary value. The Advisor will specify the titles of the persons responsible for determining the fair value of Company investments, including by specifying the particular functions for which they are responsible, and will reasonably segregate fair value determinations from the portfolio management of the Company such that the portfolio manager(s) may not determine, or effectively determine by exerting substantial influence on, the fair values ascribed to portfolio investments.

 Valuation Firm. Quarterly, a third-party valuation firm engaged by the Advisor reviews the valuation methodologies and calculations employed for each of the Company's investments that the Advisor has placed on the "watch list" and approximately 25% of the Company's remaining investments. The third-party valuation firm will review and independently value all of the Level 3 investments at least once per year, on a rolling twelve-month basis. The quarterly report issued by the third-party valuation firm will provide positive assurance on the fair values of the investments reviewed.

 Oversight. The Board has appointed the Advisor as the valuation designee for the Company for purposes of making determinations of fair value as permitted by Rule 2a-5 under the 1940 Act. The Audit Committee shall aid the Board in overseeing the Advisor's fair valuation of securities that are not publicly traded or for which current market values are not readily available. The Audit Committee shall meet quarterly to review the fair value determinations, processes and written reports of the Advisor as part of the Board's oversight responsibilities.

 Refer to Note 5 – Fair Value – for
more information on the Company's valuation process.

 Revenue Recognition

 We record interest income on an accrual basis
to the extent that we expect to collect such amounts. For loans and debt securities with contractual PIK interest, which represents contractual
interest accrued and added to the principal balance, we generally will not accrue PIK interest for accounting purposes if the portfolio
company valuation indicates that such PIK interest is not collectible. We do not accrue as a receivable interest on loans and debt securities
for accounting purposes if we have reason to doubt our ability to collect such interest. OIDs, market discounts or premiums are accreted
or amortized using the effective interest method as interest income. We record prepayment premiums on loans and debt securities as interest
income.

 Related Party Transactions

 Investment Advisory Agreement. On December 16, 2021, we entered into the Investment Advisory Agreement
with our Advisor. On March 7, 2023, the Board approved a renewal of the Investment Advisory Agreement through March 15, 2024. Our Advisor
will agree to serve as our investment advisor in accordance with the terms of our Investment Advisory Agreement. Payments under our Investment
Advisory Agreement in each reporting period will consist of a management fee equal to a percentage of the fair market value of investments,
including, in each case, assets purchased with borrowings under credit facilities, but excluding cash, U.S. government securities and
commercial paper instruments maturing within one year of purchase.

 For services rendered under the Investment Advisory Agreement, we will
pay a management fee quarterly in arrears to our Advisor based on the of the fair market value of our investments including, in each case,
assets purchased with borrowings under credit facilities, but excluding cash, U.S. government securities and commercial paper instruments
maturing within one year of purchase.

 Administration Agreement. On December 16,
2021, we entered into an Administration Agreement with our Advisor, which serves as our Administrator, pursuant to which the Administrator
will furnish us with administrative services necessary to conduct our day-to-day operations. On March 7, 2023, the Board approved
a renewal of the Administration Agreement through March 15, 2024.

 The Administrator will be reimbursed for administrative expenses it
incurs on our behalf in performing its obligations. As we reimburse the Administrator for its expenses, we will indirectly bear such cost.
The Administrator engaged Ultimus Fund Solutions, LLC under a sub-administration agreement to assist the Administrator in performing
certain of its administrative duties. On March 28, 2023, the Administrator engaged Ultimus Fund Solutions, LLC under a sub-administration
agreement to assist the Administrator in performing certain of its administrative duties effective in the second quarter of 2023. The
Administrator may enter into additional sub-administration agreements with third-parties to perform other administrative and
professional services on behalf of the Administrator.

 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 We are subject to financial market risks, including changes in interest
rates. Interest rate sensitivity refers to the change in our earnings that may result from changes in the level of interest rates. Because
we fund a portion of our investments with borrowings, our net investment income will be affected by the difference between the rate at
which we invest and the rate at which we borrow. As a result, there can be no assurance that a significant change in market interest rates
will not have a material adverse effect on our net investment income.

 Assuming that the consolidated statement of assets and liabilities
as of December 31, 2023 were to remain constant and that we took no actions to alter our existing interest rate sensitivity, the following
table shows the annualized impact ($ in millions) of hypothetical base rate changes in interest rate (considering interest rate floors
for floating rate instruments).

 Change in Interest Rates

 Increase
 (Decrease)
 in Interest
 Income

 Increase
 (Decrease)
 in Interest
 Expense

 Net
 Increase
 (Decrease)
 in Net
 Income

 Down 200 basis points

 $
 (3.5
)

 (0.0
)

 (3.5
)

 Down 100 basis points

 $
 (1.7
)

 0.0

 (1.7
)

 Up 100 basis points

 $
 1.7

 0.0

 1.7

 Up 200 basis points

 $
 3.5

 0.0

 3.5

 The data in the table is based on the Company's current statement
of assets and liabilities.

 We may hedge against interest rate fluctuations by using standard hedging
instruments such as futures, options and forward contracts subject to the requirements of the 1940 Act. While hedging activities may insulate
us against adverse changes in interest rates, they may also limit our ability to participate in benefits of lower interest rates with
respect to our portfolio of investments with fixed interest rates.

 ITEM 8. CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

 Index to Consolidated Financial Statements

 Page

 Report of Independent Registered Public Accounting Firm (PCAOB ID 238)

 Consolidated Statement of Assets and Liabilities as of December 31, 2023 and 2022

 Consolidated Statement of Operations for the years ended December 31,
2023, 2022 and 2021

 Consolidated Statement of Changes in Net Assets for the years ended
December 31, 2023, 2022 and 2021

 Consolidated Statement of Cash Flows for the years ended December 31,
2023, 2022 and 2021

 Consolidated Schedule of Investments as of December 31, 2023 and 2022

 F- 1

 Report of Independent Registered Public Accounting
Firm

 To
the Board of Directors and Shareholders of Kayne DL 2021, Inc.

 Opinion
on the Financial Statements

 We
have audited the accompanying consolidated statements of assets and liabilities, including the consolidated schedules of investments,
of Kayne DL 2021, Inc. and subsidiary (the "Company") as of December 31, 2023, and December 31, 2022, the related consolidated
statements of operations, changes in net assets and cash flows for each of the three years in the period ended December 31, 2023, including
the related notes (collectively referred to as the "consolidated financial statements"). In our opinion, the consolidated
financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023, and December
31, 2022, and the results of its operations, changes in its net assets and its cash flows for each of the three years in the period ended
December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.

 Basis
for Opinion

 These
consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion
on the Company's consolidated financial statements based on our audits. We are a public accounting firm registered with the Public
Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance
with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 We
conducted our audits of these consolidated financial statements in accordance with the standards of the PCAOB. Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material
misstatement, whether due to error or fraud.

 Our
audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether
due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence
regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles
used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.
Our procedures included confirmation of securities owned as of December 31, 2023, by correspondence with the custodian. We believe that
our audits provides a reasonable basis for our opinion.

 /s/
 PricewaterhouseCoopers LLP

 Los
Angeles, California

 February
29, 2024

 We
have served as the auditor of one or more investment companies in Kayne Anderson Funds Family since 2004.

 F- 2

 Consolidated Statement of Assets and Liabilities

 (amounts in 000's, except share and per
share amounts)

2023

 2022

 Assets:

 Investments, at fair value:

 Long-term investments (amortized cost of $ 174,235 and $ 105,083)

 $

 $

 Short-term investments (amortized cost of $ 4,715 and $ 0)

 4,715

 -

 Cash and cash equivalents

 5,887

 Receivable for principal payments on investments

 Interest receivable

 1,563

 Prepaid expenses and other assets

 Total Assets

 $
 189,819

 $
 109,122

 Liabilities:

 Subscription Credit Facility (Note 6)

 $
 -

 $

 Unamortized Subscription Credit Facility issuance costs

 ( 11
)

 ( 35
)

 Payable for investments purchased

 -

 Distributions payable

 4,659

 1,768

 Management fee payable

 Accrued expenses and other liabilities

 Accrued excise tax expense

 -

 Total Liabilities

 $
 5,268

 $
 3,214

 Commitments and contingencies (Note 8)

 Net Assets:

 Common Shares, $ 0.001 par value; 100,000 shares authorized; 35,293 and 20,554 as of December 31, 2023 and December 31, 2022, respectively, issued and outstanding

 $
 -

 $
 -

 Additional paid-in capital

 181,115

 103,811

 Total distributable earnings (deficit)

 3,436

 2,097

 Total Net Assets

 $
 184,551

 $

 Total Liabilities and Net Assets

 $
 189,819

 $
 109,122

 Net Asset Value Per Common Share

 $
 5,229

 $
 5,153

 F- 3

 Consolidated Statement of Operations

 (amounts in 000's, except share and per
share amounts)

 2023

 2022

 2021

 Income:

 Investment income from investments:

 Interest income

 $
 17,404

 $
 4,338

 $

 Dividend income

 -

 -

 Total Investment Income

 17,746

 4,338

 Expenses:

 Interest expense

 -

 Management fees

 1,051

 Professional fees

 Directors fees

 Offering costs

 -

 Excise tax

 -

 -

 Initial organization costs

 -

 -

 Other general and administrative expenses

 Total Expenses

 2,153

 1,500

 Net Investment Income (Loss)

 15,593

 2,838

 ( 383
)

 Realized and unrealized gains (losses) on investments

 Net realized gains (losses):

 -

 -

 Total net realized gains (losses)

 -

 -

 Net change in unrealized gains (losses):

 1,061

 1,968

 Total net change in unrealized gains (losses)

 1,061

 1,968

 Total realized and unrealized gains (losses)

 1,061

 1,969

 Net Increase (Decrease) in Net Assets Resulting from Operations

 $

 $
 4,807

 $
 ( 121
)

 Per Common Share Data:

 Basic and diluted net investment income per common share

 $

 $

 $
 ( 58
)

 Basic and diluted net increase in net assets resulting from operations

 $

 $

 $
 ( 18
)

 Weighted Average Common Shares Outstanding - Basic and Diluted

 27,779

 11,046

 6,600

 See accompanying notes to consolidated
financial statements.

 F- 4

 Consolidated Statement of Changes in Net Assets

 2023

 2022

 2021

 Increase (Decrease) in Net Assets Resulting from Operations:

 Net investment income (loss)

 $
 15,593

 $
 2,838

 $
 ( 383
)

 Net realized gains (losses) on investments

 -

 -

 Net change in unrealized gains (losses) on investments

 1,061

 1,968

 Net Increase (Decrease) in Net Assets Resulting from Operations

 4,807

 ( 121
)

 Decrease in Net Assets Resulting from Stockholder Distributions

 Dividends and distributions to stockholders

 ( 15,329
)

 ( 2,901
)

 -

 Net Decrease in Net Assets Resulting from Stockholder Distributions

 ( 15,329
)

 ( 2,901
)

 -

 Increase in Net Assets Resulting from Capital Share Transactions

 Issuance of common shares

 65,000

 60,000

 Reinvestment of distributions

 12,318

 1,123

 -

 Net Increase in Net Assets Resulting from Capital Share Transactions

 77,318

 61,123

 Total Increase (Decrease) in Net Assets

 78,643

 63,029

 42,879

 Net Assets, Beginning of Period

 42,879

 -

 Net Assets, End of Period

 $
 184,551

 $

 $
 42,879

 F- 5

 Consolidated Statement of Cash Flows

 2023

 2022

 2021

 Cash Flows from Operating Activities:

 Net increase (decrease) in net assets resulting from operations

 $

 $
 4,807

 $
 ( 121
)

 Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash used in operating activities:

 Net realized (gains)/losses on investments

 -

 ( 1
)

 -

 Net change in unrealized (gains)/losses on investments

 ( 1,061
)

 ( 1,968
)

 ( 262
)

 Net accretion of discount on investments

 ( 1,073
)

 ( 216
)

 ( 1
)

 Sales (purchases) of short-term investments, net

 ( 4,715
)

 31,239

 ( 31,239
)

 Purchases of portfolio investments

 ( 88,027
)

 ( 95,709
)

 ( 11,504
)

 Proceeds from sales of investments and principal repayments

 19,947

 2,343

 Amortization of deferred financing cost

 -

 Increase/(decrease) in operating assets and liabilities:

 (Increase)/decrease in interest and dividends receivable

 ( 591
)

 ( 960
)

 ( 12
)

 (Increase)/decrease in deferred offering costs

 -

 ( 137
)

 (Increase)/decrease in receivable for principal payments on investments

 ( 22
)

 -

 (Increase)/decrease in prepaid expenses and other assets

 ( 14
)

 ( 112
)

 Increase/(decrease) in payable for investments purchased

 ( 137
)

 -

 Increase/(decrease) in management fees payable

 Increase/(decrease) in excise tax payable

 -

 -

 Increase/(decrease) in accrued organizational and offering costs, net

 -

 ( 471
)

 Increase/(decrease) in accrued other general and administrative expenses

 ( 138
)

 Net cash provided by (used in) operating activities

 ( 58,897
)

 ( 60,166
)

 ( 42,734
)

 Cash Flows from Financing Activities:

 Borrowings/(payments) on subscription credit facility, net

 ( 750
)

 -

 Payments of debt issuance costs

 ( 61
)

 ( 125
)

 -

 Distributions paid in cash

 ( 120
)

 ( 10
)

 -

 Proceeds from issuance of common shares

 65,000

 60,000

 Net cash provided by financing activities

 64,069

 60,615

 Net increase in cash and cash equivalents

 5,172

 Cash and cash equivalents, beginning of period

 -

 Cash and cash equivalents, end of period

 $
 5,887

 $

 $

 Supplemental and Non-Cash Information:

 Interest paid during the period

 $

 $

 $
 -

 Non-cash financing activities not included herein consisted of reinvestment of dividends

 $
 12,318

 $
 1,123

 $
 -

 F- 6

 (amounts in 000's, except number of shares, units)

 Principal /

 Fair

 Rate

 Date

 Par

 Value

 Debt Investments

 Private Credit Investments (4)

 Basel U.S. Acquisition Co., Inc. (IAC)

 (5)

 11.51 % (S + 6.00 %)

 12/5/2028

 $
 -

 $
 -

 $
 -

 0.0
 %

 11.51 % (S + 6.00 %)

 12/5/2028

 4,555

 4,449

 4,600

 2.5
 %

 Precinmac (US) Holdings, Inc.

 11.46 % (S + 6.00 %)

 8/31/2027

 0.2
 %

 Vitesse Systems Parent, LLC

 12.63 % (S + 7.00 %)

 12/22/2028

 5,957

 5,808

 5,957

 3.2
 %

 10,793

 10,533

 10,834

 5.9
 %

 Automobile components

 Speedstar Holding LLC

 12.78 % (S + 7.25 %)

 1/22/2027

 0.1
 %

 12.78 % (S + 7.25 %)

 1/22/2027

 0.4
 %

 Vehicle Accessories, Inc.

 10.72 % (S + 5.25 %)

 11/30/2026

 1,697

 1,678

 1,697

 0.9
 %

 2,673

 2,630

 2,667

 1.4
 %

 Biotechnology

 Alcami Corporation (Alcami)

 12.46 % (S + 7.00 %)

 6/30/2024

 -

 -

 -

 0.0
 %

 12.46 % (S + 7.00 %)

 12/21/2028

 -

 -

 -

 0.0
 %

 12.46 % (S + 7.00 %)

 12/21/2028

 4,068

 3,919

 4,150

 2.2
 %

 4,068

 3,919

 4,150

 2.2
 %

 Building Products

 Ruff Roofers Buyer, LLC

 11.08 % (S + 5.75 %)

 11/19/2029

 1,619

 1,557

 1,619

 0.9
 %

 11.08 % (S + 5.75 %)

 11/19/2029

 -

 -

 -

 0.0
 %

 11.08 % (S + 5.75 %)

 11/17/2024

 -

 -

 -

 0.0
 %

 11.08 % (S + 5.75 %)

 11/17/2025

 -

 -

 -

 0.0
 %

 1,619

 1,557

 1,619

 0.9
 %

 Capital Markets

 Atria Wealth Solutions, Inc.

 11.97 % (S + 6.50 %)

 5/31/2024

 2,990

 2,981

 2,990

 1.6
 %

 Chemicals

 Shrieve Chemical Company, LLC

 11.82 % (S + 6.38 %)

 12/2/2024

 3,623

 3,600

 3,623

 2.0
 %

 11.82 % (S + 6.38 %)

 12/2/2024

 0.3
 %

 4,225

 4,192

 4,225

 2.3
 %

 Allentown, LLC

 11.46 % (S + 6.00 %)

 2,254

 2,238

 2,254

 1.2
 %

 11.46 % (S + 6.00 %)

 0.3
 %

 13.50 % (P + 5.00 %)

 0.0
 %

 American Equipment Holdings LLC

 11.74 % (S + 6.00 %)

 11/5/2026

 4,970

 4,894

 4,945

 2.7
 %

 BLP Buyer, Inc. (Bishop Lifting Products)

 11.11 % (S + 5.75 %)

 12/22/2029

 4,933

 4,835

 4,933

 2.7
 %

 11.11 % (S + 5.75 %)

 12/22/2025

 -

 -

 -

 0.0
 %

 11.11 % (S + 5.75 %)

 12/22/2029

 0.0
 %

 12,686

 12,469

 12,661

 6.9
 %

 Carton Packaging Buyer, Inc.
 (Century Box)

 11.39 % (S + 6.00 %)

 10/30/2028

 5,445

 5,292

 5,444

 3.0
 %

 11.39 % (S + 6.00 %)

 10/30/2028

 -

 -

 -

 0.0
 %

 Drew Foam Companies, Inc.

 12.80 % (S + 7.25 %)

 11/5/2025

 2,861

 2,834

 2,840

 1.5
 %

 FCA, LLC (FCA Packaging)

 11.90 % (S + 6.50 %)

 7/18/2028

 2,012

 1,985

 2,053

 1.1
 %

 11.90 % (S + 6.50 %)

 7/18/2028

 -

 -

 -

 0.0
 %

 Innopak Industries, Inc.

 11.70 % (S + 6.25 %)

 3/5/2027

 5,627

 5,505

 5,627

 3.0
 %

 15,945

 15,616

 15,964

 8.6
 %

 Diversified telecommunication services

 Network Connex (f/k/a NTI Connect, LLC)

 10.95 % (S + 5.50 %)

 1/31/2026

 3,750

 3,677

 3,750

 2.0
 %

 F- 7

 (amounts in 000's, except number of shares,
units)

 Principal /

 Fair

 Rate

 Date

 Par

 Value

 Food
 products

 11.50 % (S + 6.00 %)

 11/14/2027

 4,724

 4,631

 4,724

 2.6
 %

 11.46 % (S + 6.00 %)

 11/14/2027

 0.3
 %

 Gulf Pacific Holdings, LLC

 11.25 % (S + 5.75 %)

 1,730

 1,702

 1,721

 0.9
 %

 11.38 % (S + 5.75 %)

 0.1
 %

 11.28 % (S + 5.75 %)

 0.1
 %

 City Line Distributors, LLC

 8/31/2028

 1,874

 1,807

 1,874

 1.0
 %

 3/3/2025

 -

 -

 -

 0.0
 %

 8/31/2028

 -

 -

 -

 0.0
 %

 IF&P Foods, LLC (FreshEdge)

 11.07 % (S + 5.63 %)

 3,892

 3,811

 3,843

 2.1
 %

 11.48 % (S + 6.00 %)

 0.1
 %

 11.07 % (S + 5.63 %)

 0.3
 %

 10.91 % (S + 5.63 %)

 0.1
 %

 J&K Ingredients, LLC

 11.63 % (S + 6.25 %)

 11/16/2028

 2,926

 2,854

 2,926

 1.6
 %

 Siegel Egg Co., LLC

 11.99 % (S + 6.50 %)

 12/29/2026

 2,459

 2,430

 2,323

 1.3
 %

 11.99 % (S + 6.50 %)

 12/29/2026

 0.2
 %

 Worldwide Produce Acquisition,
 LLC

 11.60 % (S + 6.25 %)

 1/18/2029

 0.3
 %

 11.60 % (S + 6.25 %)

 4/18/2024

 -

 -

 -

 0.0
 %

 11.60 % (S + 6.25 %)

 1/18/2029

 0.1
 %

 11.60 % (S + 6.25 %)

 1/18/2029

 2,860

 2,785

 2,831

 1.5
 %

 23,492

 22,932

 23,226

 12.6
 %

 Health
 care providers & services

 Brightview, LLC

 2,167

 2,165

 2,130

 1.2
 %

 0.2
 %

 0.1
 %

 Guardian Dentistry Partners

 11.97 % (S + 6.50 %)

 8/20/2026

 1,002

 1,002

 0.5
 %

 11.97 % (S + 6.50 %)

 8/20/2026

 1,951

 1,930

 1,951

 1.1
 %

 Guided Practice Solutions:
 Dental, LLC (GPS)

 11.72 % (S + 6.25 %)

 12/29/2025

 1,484

 1,388

 1,484

 0.8
 %

 Light Wave Dental Management
 LLC

 12.35 % (S + 7.00 %)

 6/30/2029

 0.3
 %

 12.35 % (S + 7.00 %)

 6/30/2029

 6,145

 5,983

 6,145

 3.3
 %

 SGA Dental Partners Holdings,
 LLC

 11.67 % (S + 6.00 %)

 1,419

 1,402

 1,419

 0.8
 %

 11.61 % (S + 6.00 %)

 0.2
 %

 11.67 % (S + 6.00 %)

 1,323

 1,282

 1,323

 0.7
 %

 11.67 % (S + 6.00 %)

 4/19/2024

 -

 -

 -

 0.0
 %

 11.67 % (S + 6.00 %)

 -

 -

 -

 0.0
 %

 16,965

 16,577

 16,921

 9.2
 %

 Health
 care equipment & supplies

 LSL Industries, LLC (LSL
 Healthcare)

 12.15 % (S + 6.50 %)

 11/3/2027

 1,674

 1,621

 1,657

 0.9
 %

 12.15 % (S + 6.50 %)

 11/3/2024

 -

 -

 -

 0.0
 %

 12.15 % (S + 6.50 %)

 11/3/2027

 -

 -

 -

 0.0
 %

 1,674

 1,621

 1,657

 0.9
 %

 Insurance

 Allcat Claims Service, LLC

 11.53 % (S + 6.00 %)

 0.4
 %

 11.53 % (S + 6.00 %)

 1,852

 1,824

 1,852

 1.0
 %

 11.53 % (S + 6.00 %)

 -

 -

 -

 0.0
 %

 2,513

 2,471

 2,513

 1.4
 %

 IT services

 Domain Information Services
 Inc. (Integris)

 11.29 % (S + 5.75 %)

 9/30/2025

 4,954

 4,878

 4,930

 2.7
 %

 Improving Acquisition LLC

 12.22 % (S + 6.50 %)

 7/26/2027

 4,589

 4,512

 4,566

 2.5
 %

 12.22 % (S + 6.50 %)

 7/26/2027

 -

 -

 -

 0.0
 %

 9,543

 9,390

 9,496

 5.2
 %

 F- 8

 (amounts in 000's, except number of shares, units)

 /

 Fair

 Rate

 Date

 Par

 Value

 Leisure
 products

 BCI
 Burke Holding Corp.

 11.11 % (S + 5.50 %)

 12/14/2027

 2,038

 2,015

 2,069

 1.1
 %

 11.11 % (S + 5.50 %)

 12/14/2027

 0.1
 %

 loan

 11.11 % (S + 5.50 %)

 6/14/2027

 -

 -

 -

 0.0
 %

 VENUplus,
 Inc. (f/k/a CTM Group, Inc.)

 12.29 % (S + 6.75 %)

 11/30/2026

 3,023

 2,958

 3,008

 1.6
 %

 MacNeill
 Pride Group

 11.86 % (S + 6.25 %)

 4/22/2026

 0.5
 %

 First

 11.86 % (S + 6.25 %)

 4/22/2026

 -

 -

 -

 0.0
 %

 6,119

 6,009

 6,124

 3.3
 %

 Machinery

 Pennsylvania
 Machine Works, LLC

 11.61 % (S + 6.00 %)

 3/6/2027

 0.5
 %

 PVI
 Holdings, Inc

 First

 12.16 % (S + 6.77 %)

 1/18/2028

 2,048

 2,023

 2,064

 1.1
 %

 2,967

 2,936

 2,983

 1.6
 %

 Professional
 services

 DISA
 Holdings Corp. (DISA)

 10.84 % (S + 5.50 %)

 0.3
 %

 loan

 10.86 % (S + 5.50 %)

 0.1
 %

 10.84 % (S + 5.50 %)

 3,394

 3,311

 3,394

 1.8
 %

 Universal
 Marine Medical Supply International, LLC (Unimed)

 13.01 % (S + 7.50 %)

 12/5/2027

 3,909

 3,830

 3,909

 2.1
 %

 First

 13.00 % (S + 7.50 %)

 12/5/2027

 0.4
 %

 8,667

 8,460

 8,667

 4.7
 %

 Software

 AIDC
 Intermediate Co 2, LLC (Peak Technologies)

 First

 11.80 % (S + 6.25 %)

 7/22/2027

 2,967

 2,873

 2,967

 1.6
 %

 Textiles,
 apparel & luxury goods

 American
 Soccer Company, Incorporated (SCORE)

 12.75 % (S + 7.25 %)

 7/20/2027

 2,556

 2,513

 2,498

 1.4
 %

 First

 12.75 % (S + 7.25 %)

 7/20/2027

 0.1
 %

 2,738

 2,690

 2,676

 1.5
 %

 F- 9

 (amounts in 000's, except number of shares, units)

 /

 Fair

 Rate

 Date

 Par

 Value

 Trading
 companies & distributors

 BCDI
 Meteor Acquisition, LLC (Meteor)

 12.45 % (S + 7.00 %)

 6/29/2028

 4,963

 4,857

 4,963

 2.7
 %

 CGI
 Automated Manufacturing, LLC

 12.61 % (S + 7.00 %)

 1,479

 1,443

 1,475

 0.8
 %

 12.61 % (S + 7.00 %)

 1,235

 1,206

 1,232

 0.7
 %

 loan

 12.61 % (S + 7.00 %)

 0.0
 %

 EIS
 Legacy, LLC

 11.27 % (S + 5.75 %)

 11/1/2027

 5,212

 5,097

 5,212

 2.8
 %

 11.27 % (S + 5.75 %)

 4/20/2025

 -

 -

 -

 0.0
 %

 Engineered
 Fastener Company, LLC (EFC International)

 12.00 % (S + 6.50 %)

 11/1/2027

 6,948

 6,803

 7,034

 3.8
 %

 Genuine
 Cable Group, LLC

 10.96 % (S + 5.50 %)

 11/1/2026

 4,938

 4,817

 4,925

 2.7
 %

 10.96 % (S + 5.50 %)

 11/1/2026

 1,991

 1,941

 1,985

 1.1
 %

 I.D.
 Images Acquisition, LLC

 11.75 % (S + 6.25 %)

 7/30/2026

 0.3
 %

 11.71 % (S + 6.25 %)

 7/30/2026

 2,942

 2,901

 2,942

 1.6
 %

 Krayden
 Holdings, Inc.

 11.20 % (S + 5.75 %)

 3/1/2025

 -

 -

 -

 0.0
 %

 11.20 % (S + 5.75 %)

 3/1/2025

 -

 -

 -

 0.0
 %

 loan

 11.20 % (S + 5.75 %)

 3/1/2029

 -

 -

 -

 0.0
 %

 First

 11.20 % (S + 5.75 %)

 3/1/2029

 3,164

 3,032

 3,164

 1.7
 %

 OAO
 Acquisitions, Inc. (BearCom)

 First

 11.61 % (S + 6.25 %)

 12/27/2029

 4,436

 4,355

 4,436

 2.4
 %

 First
 lien senior secured delayed draw loan

 11.61 % (S + 6.25 %)

 12/27/2025

 -

 -

 -

 0.0
 %

 First

 11.61 % (S + 6.25 %)

 12/27/2029

 -

 -

 -

 0.0
 %

 37,991

 37,125

 38,051

 20.6
 %

 Wireless
 telecommunication services

 Centerline
 Communications, LLC

 11.52 % (S + 6.00 %)

 8/10/2027

 2,967

 2,929

 2,766

 1.5
 %

 First

 11.52 % (S + 6.00 %)

 8/10/2027

 0.3
 %

 3,631

 3,577

 3,385

 1.8
 %

 Total

 178,016

 174,235

 96.2
 %

 F- 10

 (amounts in 000's, except number of shares, units)

 Number of

 Fair

 Shares

 Cost

 Value

 Short-Term Investments

 First American Treasury Obligations Fund – Institutional Class Z, 5.21 %

 (6)

 4,715,161

 4,715

 4,715

 2.6
 %

 Total Short-Term Investments

 4,715,161

 4,715

 4,715

 2.6
 %

 Total Investments

 $
 178,950

 $
 182,241

 98.8
 %

 Assets in Excess of Other Liabilities

 2,310

 1.2
 %

 Net Assets

 $
 184,551

 100.0
 %

 (1)
 As of December 31, 2023, all investments are non-controlled, non-affiliated investments. Non-controlled, non-affiliated investments are defined as investments in which the Company owns less than 5% of the portfolio company's outstanding voting securities and does not have the power to exercise control over the management or policies of such portfolio company.

 (2)
 The amortized cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.

 (3)
 As of December 31, 2023, the tax cost of the Company's investments approximates their amortized cost.

 (4)
 Loan contains a variable rate structure, that may be subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by reference to either the Secured Overnight Funding Rate ("SOFR" or "S") (which can include one-, three- or six-month SOFR), or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate or "P").

 (5)
 Non-qualifying investment as defined by Section 55(a) of the Investment Company Act of 1940. The Company may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company's total assets. As of December 31, 2023, 2.4% of the Company's total assets were in non-qualifying investments.

 (6)
 The indicated rate is the yield as of December 31, 2023.

 F- 11

 As of December 31, 2022

 /

 Fair

 Rate

 Date

 Par

 Value

 Debt

 Private
 Credit Investments

 (4)

 Aerospace
 & defense

 Basel
 U.S. Acquisition Co., Inc. (IAC)

 (5)

 First lien senior
 secured revolving loan

 11.10 % (S + 6.50 %)

 12/5/2028

 -

 $
 -

 $
 -

 0.0
 %

 11.10 % (S + 6.50 %)

 12/5/2028

 4,601

 4,477

 4,601

 4.3
 %

 Precinmac
 (US) Holdings, Inc.

 First

 10.42 % (S + 6.00 %)

 8/31/2027

 0.3
 %

 4,885

 4,755

 4,881

 4.6
 %

 Asset
 management & custody banks

 Atria
 Wealth Solutions, Inc.

 First
 lien senior secured delayed draw loan

 10.84 % (S + 6.00 %)

 2/29/2024

 0.2
 %

 0.2
 %

 Auto
 components

 Vehicle
 Accessories, Inc.

 First

 10.34 % (S + 5.50 %)

 11/30/2026

 1,714

 1,689

 1,701

 1.6
 %

 1,714

 1,689

 1,701

 1.6
 %

 Biotechnology

 Alcami
 Corporation (Alcami)

 11.42 % (S + 7.00 %)

 6/30/2024

 -

 -

 -

 0.0
 %

 loan

 11.42 % (S + 7.00 %)

 12/21/2028

 -

 -

 -

 0.0
 %

 First

 11.42 % (S + 7.00 %)

 12/21/2028

 4,110

 3,935

 4,069

 3.8
 %

 4,110

 3,935

 4,069

 3.8
 %

 Building
 products

 BCI
 Burke Holding Corp.

 9.70 % (L + 5.50 %)

 12/14/2027

 0.1
 %

 10.23 % (L + 5.50 %)

 12/14/2027

 2,186

 2,155

 2,197

 2.1
 %

 First

 9.70 % (L + 5.50 %)

 6/14/2027

 -

 -

 -

 0.0
 %

 2,271

 2,237

 2,282

 2.2
 %

 Chemicals

 Schrieve
 Chemical Company, LLC

 First

 10.33 % (L + 6.00 %)

 12/2/2024

 0.2
 %

 0.2
 %

 Commercial
 services & supplies

 Allentown,
 LLC

 10.42 % (S + 6.00 %)

 10/22/2023

 -

 -

 -

 0.0
 %

 loan

 12.50 % (P + 5.00 %)

 0.1
 %

 10.42 % (S + 6.00 %)

 2,276

 2,256

 2,214

 2.1
 %

 American
 Equipment Holdings LLC

 First
 lien secured delayed draw loan

 10.88 % (S + 6.00 %)

 11/5/2026

 -

 ( 61

)

 -

 0.0

 %

 BLP
 Buyer, Inc. (Bishop Lifting Products)

 loan

 10.67 % (S + 6.25 %)

 2/1/2027

 0.1
 %

 10.21 % (S + 6.50 %)

 2/1/2027

 2,000

 1,952

 1,975

 1.9
 %

 First

 10.49 % (S + 6.25 %)

 2/1/2027

 2,729

 2,683

 2,695

 2.5
 %

 7,202

 7,019

 7,077

 6.7
 %

 Containers
 & packaging

 Drew
 Foam Companies, Inc.

 10.89 % (S + 6.75 %)

 11/5/2025

 2,993

 2,949

 2,993

 2.8
 %

 FCA,
 LLC (FCA Packaging)

 loan

 9.46 % (S + 6.50 %)

 7/18/2028

 -

 -

 -

 0.0
 %

 First

 9.46 % (S + 6.50 %)

 7/18/2028

 2,520

 2,479

 2,545

 2.4
 %

 5,513

 5,428

 5,538

 5.2
 %

 Diversified
 telecommunication services

 Pavion
 Corp., f/k/a Corbett Technology Solutions, Inc.

 8.70 % (L + 5.00 %)

 10/29/2027

 0.8
 %

 First

 9.58 % (S + 5.00 %)

 10/29/2027

 0.8
 %

 1,771

 1,742

 1,745

 1.6
 %

 Electronic
 equipment, instruments & components

 Process
 Insights, Inc.

 First

 10.49 % (S + 6.00 %)

 10/30/2025

 1,472

 1,448

 1,461

 1.4
 %

 F- 12

 As of December 31, 2022

 /

 Fair

 Rate

 Date

 Par

 Value

 BR
 PJK Produce, LLC (Keany)

 First lien
 senior secured loan

 10.47 % (S + 6.25 %)

 11/14/2027

 4,772

 4,649

 4,772

 4.5

 %

 10.47 % (S + 6.25 %)

 5/14/2024

 -

 -

 -

 0.0

 %

 Gulf
 Pacific Holdings, LLC

 10.73 % (S + 6.00 %)

 9/30/2024

 -

 -

 -

 0.0

 %

 10.42 % (S + 6.00 %)

 0.1

 %

 loan

 10.73 % (S + 6.00 %)

 1,747

 1,706

 1,747

 1.7

 %

 IF&P
 Foods, LLC (FreshEdge)

 (6)

 8.91 % (S + 5.25 %)

 10/3/2024

 -

 -

 -

 0.0

 %

 8.91 % (S + 5.25 %)

 0.2

 %

 loan

 8.91 % (S + 5.25 %)

 3,931

 3,822

 3,931

 3.7

 %

 Siegel
 Egg Co., LLC

 9.25 % (L + 5.50 %)

 12/29/2026

 0.3

 %

 loan

 9.25 % (L + 5.50 %)

 12/29/2026

 2,484

 2,445

 2,471

 2.3

 %

 13,563

 13,223

 13,548

 12.8

 %

 Health
 care providers & services

 Brightview,
 LLC

 10.14 % (L + 5.75 %)

 0.3

 %

 10.13 % (L + 5.75 %)

 -

 -

 -

 0.0

 %

 loan

 10.13 % (L + 5.75 %)

 2,190

 2,176

 2,168

 2.0

 %

 Guardian
 Dentistry Partners

 10.94 % (S + 6.50 %)

 8/20/2026

 1,970

 1,942

 1,970

 1.9

 %

 loan

 10.94 % (S + 6.50 %)

 8/20/2026

 1,012

 1,012

 0.9

 %

 Light
 Wave Dental Management LLC

 11.32 % (S + 6.50 %)

 12/31/2023

 0.9

 %

 11.32 % (S + 6.50 %)

 12/31/2023

 0.0

 %

 loan

 11.32 % (S + 6.50 %)

 12/31/2023

 1,294

 1,285

 1,294

 1.2

 %

 OMH-HealthEdge
 Holdings, LLC

 loan

 10.03 % (L + 5.25 %)

 10/24/2025

 2,978

 2,924

 2,978

 2.8

 %

 SGA
 Dental Partners Holdings, LLC

 9.93 % (S + 6.00 %)

 1,336

 1,314

 1,336

 1.3

 %

 loan

 9.93 % (S + 6.00 %)

 1,434

 1,407

 1,434

 1.4

 %

 9.93 % (S + 6.00 %)

 -

 -

 -

 0.0

 %

 13,518

 13,328

 13,494

 12.7

 %

 Healthcare
 equipment & supplies

 LSL
 Industries, LLC (LSL Healthcare)

 10.90 % (S + 6.50 %)

 11/3/2024

 -

 -

 -

 0.0

 %

 10.90 % (S + 6.50 %)

 11/3/2027

 -

 -

 -

 0.0

 %

 loan

 10.90 % (S + 6.50 %)

 11/3/2027

 1,691

 1,629

 1,691

 1.6

 %

 1,691

 1,629

 1,691

 1.6

 %

 Insurance

 Allcat
 Claims Service, LLC

 10.24 % (S + 6.00 %)

 0.5

 %

 10.33 % (S + 6.00 %)

 0.1

 %

 loan

 10.41 % (S + 6.00 %)

 0.6

 %

 1,272

 1,230

 1,272

 1.2

 %

 IT
 services

 Domain
 Information Services Inc. (Integris)

 loan

 10.63 % (S + 6.25 %)

 9/30/2025

 5,000

 4,879

 5,000

 4.7

 %

 Improving
 Acquisition LLC

 10.24 % (S + 6.00 %)

 7/26/2027

 -

 -

 -

 0.0

 %

 loan

 10.24 % (S + 6.00 %)

 7/26/2027

 4,635

 4,538

 4,635

 4.4

 %

 9,635

 9,417

 9,635

 9.1

 %

 Leisure
 products

 MacNeill
 Pride Group

 11.09 % (S + 6.25 %)

 4/22/2026

 1,233

 1,210

 1,202

 1.2

 %

 11.09 % (S + 6.25 %)

 4/22/2026

 0.1

 %

 1,363

 1,336

 1,329

 1.3

 %

 Machinery

 Pennsylvania
 Machine Works, LLC

 loan

 11.09 % (S + 6.25 %)

 3/6/2027

 0.9

 %

 PVI
 Holdings, Inc

 loan

 10.12 % (S + 6.38 %)

 7/18/2027

 2,068

 2,037

 2,068

 2.0

 %

 3,036

 2,996

 3,036

 2.9

 %

 F- 13

 As of December 31, 2022

 /

 Fair

 Rate

 Date

 Par

 Value

 Professional
 services

 DISA
 Holdings Corp. (DISA)

 9.73 % (S + 5.50 %)

 0.4

 %

 9.82 % (S + 5.50 %)

 -

 0.0

 %

 loan

 9.72 % (S + 5.50 %)

 3,429

 3,328

 3,412

 3.2

 %

 Universal
 Marine Medical Supply International, LLC (Unimed)

 12.14 % (S + 7.50 %)

 12/5/2027

 0.1

 %

 First

 12.10 % (S + 7.50 %)

 12/5/2027

 4,265

 4,160

 4,265

 4.0

 %

 8,224

 7,966

 8,205

 7.7

 %

 Software

 AIDC
 Intermediate Co 2, LLC (Peak Technologies)

 First

 10.44 % (S + 6.25 %)

 7/22/2027

 2,997

 2,878

 2,997

 2.8

 %

 2,997

 2,878

 2,997

 2.8

 %

 Textiles,
 apparel & luxury goods

 American
 Soccer Company, Incorporated (SCORE)

 11.91 % (S + 7.25 %)

 7/20/2027

 0.2

 %

 First

 11.98 % (S + 7.25 %)

 7/20/2027

 2,582

 2,527

 2,582

 2.4

 %

 2,744

 2,681

 2,744

 2.6

 %

 Trading
 companies & distributors

 BCDI
 Meteor Acquisition, LLC (Meteor)

 loan

 11.66 % (S + 7.00 %)

 6/29/2028

 5,000

 4,875

 5,000

 4.7

 %

 CGI
 Automated Manufacturing, LLC

 11.34 % (S + 6.50 %)

 -

 -

 -

 0.0

 %

 11.34 % (S + 6.50 %)

 1,267

 1,222

 1,267

 1.2

 %

 loan

 11.34 % (S + 6.50 %)

 1,517

 1,476

 1,517

 1.4

 %

 Genuine
 Cable Group, LLC

 loan

 10.17 % (S + 5.75 %)

 11/1/2026

 4,988

 4,824

 4,925

 4.7

 %

 I.D.
 Images Acquisition, LLC

 loan

 10.67 % (S + 6.25 %)

 7/30/2026

 3,085

 3,026

 3,085

 2.9

 %

 First

 10.98 % (S + 6.25 %)

 7/30/2026

 0.7

 %

 16,553

 16,109

 16,490

 15.6

 %

 Wireless
 telecommunication services

 Centerline
 Communications, LLC

 loan

 9.93 % (S + 5.50 %)

 8/10/2027

 0.6

 %

 First
 lien senior secured delayed draw loan

 9.93 % (S + 5.50 %)

 8/10/2027

 2,997

 2,948

 2,982

 2.8

 %

 3,667

 3,599

 3,649

 3.4

 %

 Total
 Private Credit Investments

 107,673

 101.2

 %

 Total
 Debt Investments

 107,673

 101.2

 %

 Total

 $

 $

 101.2

 %

 Liabilities
 in Excess of Other Assets

 ( 1,404

)

 ( 1.2

)%

 Net
 Assets

 $

 100.0

 %

 (1)
 As of December 31, 2022, all investments are non-controlled, non-affiliated investments. Non-controlled, non-affiliated investments are defined as investments in which the Company owns less than 5% of the portfolio company's outstanding voting securities and does not have the power to exercise control over the management or policies of such portfolio company.

 (2)
 The amortized cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.

 (3)
 As of December 31, 2022, the tax cost of the Company's investments approximates their amortized cost.

 (4)
 Loan contains a variable rate structure, that may be subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by reference to the London Interbank Offered Rate ("LIBOR" or "L") (which can include one-, two-, three- or six-month LIBOR), the Secured Overnight Funding Rate ("SOFR" or "S") (which can include one-, three- or six-month SOFR), or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate or "P").

 (5)
 Non-qualifying investment as defined by Section 55(a) of the Investment Company Act of 1940. The Company may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company's total assets. As of December 31, 2022, 4.2% of the Company's total assets were in non-qualifying investments.

 (6)
 The Company may be entitled to receive additional interest as a result of an arrangement with other lenders in the syndication. In exchange for the higher interest rate, the "last-out" portion is at a greater risk of loss. Certain lenders represent a "first out" portion of the investment and have priority to the "last-out" portion with respect to payments of principal and interest.

 F- 14

 (amounts in 000's, except share
and per share amounts)

 Note 1. Organization

 Organization

 Kayne DL 2021, Inc. (the
"Company") is an externally managed, closed-end, non-diversified management investment company that has
elected to be regulated as a business development company ("BDC") under the Investment Company Act of 1940, as amended
(the "1940 Act"). In addition, for U.S. federal income tax purposes, the Company intends to qualify as a regulated
investment company ("RIC") under Subchapter M of the Internal Revenue Code of 1986, as amended (the
"Code").

 The Company was formed as a Delaware corporation
to make investments in middle-market companies and commenced operations on December 16, 2021.

 The Company is managed by KA Credit Advisors II, LLC (the "Advisor"),
an indirect controlled subsidiary of Kayne Anderson Capital Advisors, L.P. ("Kayne Anderson"), a prominent alternative investment
management firm. The Advisor is registered with the United States Securities and Exchange Commission (the "SEC") under the
Investment Advisory Act of 1940, as amended. Subject to the overall supervision of the Company's board of directors (the "Board"),
the Advisor is responsible for originating prospective investments, conducting research and due diligence investigations on potential
investments, analyzing investment opportunities, negotiating and structuring investments, determining the value of the investments and
monitoring its investments and portfolio companies on an ongoing basis. The Board consists of five directors, four of whom are independent
(including the Board's chairperson).

 The Company's investment objective is to
generate current income and, to a lesser extent, capital appreciation primarily through debt investments in middle-market companies.

 As of December 31, 2023, the Company has entered into subscription
agreements with investors for an aggregate capital commitment of $ 353,535 to purchase shares of the Company's common stock. See
Note 12 – Subsequent Events.

 The Company conducts private offerings of its Common Stock to investors
in reliance on exemptions from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act").
At the closing of any private offering, each investor will make a capital commitment (a "Capital Commitment") to purchase
shares of its common stock pursuant to a subscription agreement entered into with the Company. Investors will be required to fund drawdowns
to purchase shares of common stock up to the amount of their respective Capital Commitments each time the Company delivers a notice to
the investors. The Company commenced its loan origination and investment activities on December 16, 2021 contemporaneously with the initial
drawdown from investors in the private offering.

 Note 2. Significant Accounting Policies

 A. Basis of Presentation —the
accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States
of America ("GAAP"). The Company is an investment company and follows accounting and reporting guidance of the Financial Accounting
Standards Board (FASB) Accounting Standards Codification (ASC) Topic 946 — "Financial Services — Investment Companies."
In the opinion of management, all adjustments, which are of a normal recurring nature, considered necessary for the fair statement of
the financial statements for the periods presented, have been included.

 B. Consolidation —As provided under
Regulation S-X and ASC Topic 946 – "Financial Services – Investment Companies", the Company will generally not
consolidate its investment in a company other than a wholly-owned investment company or controlled operating company whose business consists
of providing services to the Company.

 Accordingly, the Company consolidated the accounts of KDL Corp, LLC
in its consolidated financial statements. KDL Corp, LLC is a Delaware LLC that has elected to be treated as a corporation for U.S. tax
purposes and was formed to facilitate compliance with the requirements to be treated as a RIC under the Code by holding (directly or
indirectly through a subsidiary) equity or equity related investments in portfolio companies organized as limited liability companies
or limited partnerships. As of December 31, 2023, KDL Corp, LLC held no investments.

 C. Use of Estimates —the preparation
of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amount
of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported
amounts of income and expenses during the period. Actual results could differ materially from those estimates.

 D. Cash and Cash
Equivalents —cash and cash equivalents include short-term, liquid investments with an original maturity of three months or
less and include money market fund accounts. Cash equivalents, which are the Company's investments in money market fund
accounts, are presented on the Company's consolidated schedule of investments, and within investments on the Company's
consolidated statement of assets and liabilities.

 F- 15

 (amounts in 000's,
except share and per share amounts)

 E. Investment Valuation, Fair Value —the
Company conducts the valuation of its investments consistent with GAAP and the 1940 Act. The Company's investments will be valued
no less frequently than quarterly, in accordance with the terms of Topic 820 of the Financial Accounting Standards Board's Accounting
Standards Codification, Fair Value Measurement and Disclosures ("ASC 820").

 Pursuant to Rule 2a-5 under the 1940 Act,
the Board of Directors has designated the Advisor as the "valuation designee" to perform fair value determinations of the
Company's portfolio holdings, subject to oversight by and periodic reporting to the Board. The valuation designee performs fair
valuation of the Company's portfolio holdings in accordance with the Advisor's Valuation Program, as approved by the Board.

 Traded Investments (Level 1 or Level 2)

 Investments for which market quotations are readily available will
typically be valued at those market quotations. Traded investments such as corporate bonds, preferred stock, bank notes, broadly syndicated
loans or loan participations are valued by using the bid price provided by an independent pricing service, by an independent broker, the
agent bank, syndicate bank or principal market maker. When price quotes for investments are not available, or such prices are stale or
do not represent fair value in the judgment of the Company's Advisor, fair market value will be determined using the Advisor's
valuation process for investments that are privately issued or otherwise restricted as to resale.

 The Company may also invest, to a lesser extent,
in equity securities purchased in conjunction with debt investments. While the Company anticipates these equity securities to be issued
by privately held companies, the Company may hold equity securities that are publicly traded. Equity securities listed on any exchange
other than the NASDAQ Stock Market, Inc. ("NASDAQ") are valued, except as indicated below, at the last sale price on the business
day as of which such value is being determined. If there has been no sale on such day, the securities are valued at the mean of the most
recent bid and ask prices on such day. Securities admitted to trade on the NASDAQ are valued at the NASDAQ official closing price. Equity
securities traded on more than one securities exchange are valued at the last sale price on the business day as of which such value is
being determined at the close of the exchange representing the principal market for such securities. Equity securities traded in the over-the-counter market,
but excluding securities admitted to trading on the NASDAQ, are valued at the closing bid prices.

 Non-Traded Investments (Level 3)

 Investments that are privately issued or otherwise
restricted as to resale, as well as any security for which (a) reliable market quotations are not available in the judgment of the
Company's Advisor, or (b) the independent pricing service or independent broker does not provide prices or provides a price
that in the judgment of the Company's Advisor is stale or does not represent fair value, shall each be valued in a manner that most
fairly reflects fair value of the security on the valuation date. The Company expects that a significant majority of its investments will
be Level 3 investments. Unless otherwise determined by the Advisor, the following valuation process is used for the Company's
Level 3 investments:

 Valuation Designee. The applicable investments will be valued no less frequently than quarterly by the Advisor, with new investments valued at the time such investment was made. The value of each Level 3 investment will be initially reviewed by the persons responsible for such portfolio company or investment. The Advisor will use a standardized template designed to approximate fair market value based on observable market inputs, updated credit statistics and unobservable inputs to determine a preliminary value. The Advisor will specify the titles of the persons responsible for determining the fair value of Company investments, including by specifying the particular functions for which they are responsible, and will reasonably segregate fair value determinations from the portfolio management of the Company such that the portfolio manager(s) may not determine, or effectively determine by exerting substantial influence on, the fair values ascribed to portfolio investments.

 F- 16

 (amounts in 000's, except share
and per share amounts)

 Valuation Firm. Quarterly, a third-party valuation firm engaged by the Advisor reviews the valuation methodologies and calculations employed for each of the Company's investments that the Advisor has placed on the "watch list" and approximately 25 % of the Company's remaining investments. The third-party valuation firm will review and independently value all of the Level 3 investments at least once per year, on a rolling twelve-month basis. The quarterly report issued by the third-party valuation firm will provide positive assurance on the fair values of the investments reviewed.

 Oversight. The Board has appointed the Advisor as the valuation designee for the Company for purposes of making determinations of fair value as permitted by Rule 2a-5 under the 1940 Act. The Audit Committee shall aid the Board in overseeing the Advisor's fair valuation of securities that are not publicly traded or for which current market values are not readily available. The Audit Committee shall meet quarterly to review the fair value determinations, processes and written reports of the Advisor as part of the Board's oversight responsibilities.

 Determination of fair value involves subjective
judgments and estimates. Accordingly, the notes to the Company's financial statements will express the uncertainty with respect
to the possible effect of such valuations, and any change in such valuations, on the Company's financial statements.

 F. Interest Income
Recognition —Interest income is recorded on an accrual basis and includes the accretion of discounts, amortization of
premiums and payment-in-kind ("PIK") interest. Discounts from and premiums to par value on investments purchased are
accreted/amortized into interest income over the life of the respective security using the effective yield method. To the extent
loans contain PIK provisions, PIK interest, computed at the contractual rate specified in each applicable agreement, is accrued and
recorded as interest income and added to the principal balance of the loan. PIK interest income added to the principal balance is
generally collected upon repayment of the outstanding principal. The Company does not accrue PIK interest if, in the opinion of the
Advisor, the portfolio company valuation indicates that the PIK interest is not likely to be collectible. If the Company believes
PIK is not expected to be realized, the investment generating PIK will be placed on non-accrual status. When a PIK investment is
placed on non-accrual status, the accrued, uncapitalized interest is generally reversed through PIK interest income. Previously
capitalized PIK interest is not reversed when an investment is placed on non-accrual status. To maintain the Company's status
as a RIC, this non-cash source of income must be paid out to stockholders in the form of dividends for the year the income was
earned, even though the Company has not yet collected the cash. The amortized cost of investments represents the original cost
adjusted for any accretion of discounts, amortization of premiums and PIK interest.

 Loans are generally placed on non-accrual status
when it has been determined that a significant impairment in the financial condition and ability of the borrower to repay principal and
interest has occurred and is expected to continue such that it is probable the collectability of full amount of the loan (principal and
interest) is doubtful. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. If cash payments
are received subsequent to a loan being placed on non-accrual status, these payments will first be applied to previously accrued but uncollected
interest, then to recover the principal. Additionally, any original issue discount and market discount are no longer accreted to interest
income as of the date the loan is placed on non-accrual status. Non-accrual loans are restored to accrual status when past due principal
and interest are paid or there is no longer a reasonable doubt that such principal or interest will be collected in full and, in the Company's
judgment, principal and interest are likely to remain current. The Company may make exceptions to this policy if the loan has sufficient
collateral value (i.e., typically measured as enterprise value of the portfolio company) or is in the process of collection. As of December
31, 2023 and December 31, 2022, the Company did not have any investments in portfolio companies on non-accrual status.

 G. Debt Issuance Costs – Costs incurred
by the Company related to the issuance of its debt (credit facilities) are capitalized and amortized over the period the debt is outstanding.
The Company has classified the costs incurred to issue its credit facilities as a deduction from the carrying value of the credit facilities
on the Statement of Assets and Liabilities. For the purpose of calculating the Company's asset coverage ratios pursuant to the 1940
Act, deferred issuance costs are not deducted from the carrying value of debt or preferred stock.

 F- 17

 (amounts in 000's,
except share and per share amounts)

 H. Dividends to Common Stockholders —Distributions
to common stockholders are recorded on the record date. The amount to be paid out as a dividend is determined by the Company's board
of directors each quarter and is generally based upon the earnings estimated by management and considers the level of undistributed taxable
income carried forward from the prior year for distribution in the current year. Net realized capital gains, if any, are generally distributed,
although the Company may decide to retain such capital gains for investment.

 I. Organizational Costs —organizational
expenses include costs and expenses relating to the formation and organization of the Company. The Company has reimbursed the Advisor
for these costs which were expensed as incurred.

 J. Offering Costs – offering
costs include costs and expenses incurred in connection with the offering of the Company's common stock. These costs were capitalized
as deferred offering expenses and included in prepaid expenses and other assets on the Statement of Assets and Liabilities. These costs
were amortized over a twelve-month period beginning with the commencement of operations. These expenses consist primarily of legal fees
and other costs incurred in connection with the Company's share offerings, the preparation of the Company's registration statement
and registration fees. The Company reimbursed the Advisor for these costs.

 K. Income Taxes – it is the
Company's intention to continue to be treated as and to qualify each year for special tax treatment afforded a RIC under the
Code. As long as the Company meets certain requirements that govern its sources of income, diversification of assets and timely
distribution of earnings to stockholders, the Company will not be subject to U.S. federal income tax.

 The Company must pay distributions equal to 90 %
of its investment company taxable income (ordinary income and short-term capital gains) to qualify as a RIC and it must distribute all
of its taxable income (ordinary income, short-term capital gains and long-term capital gains) to avoid federal income taxes. The Company
will be subject to federal income tax on any undistributed portion of income. For purposes of the distribution test, the Company may elect
to treat as paid on the last day of its taxable year all or part of any distributions that are declared after the end of its taxable year
if such distributions are declared before the due date of its tax return, including any extensions.

 All RICs are subject to a non-deductible 4% excise
tax on income that is not distributed on a timely basis in accordance with the calendar year distribution requirements. To avoid the tax,
the Company must distribute during each calendar year an amount at least equal to the sum of (i) 98% of its ordinary income for the calendar
year, (ii) 98.2% of its net capital gains for the one-year period ending on December 31, the last day of our taxable year, and (iii)
undistributed amounts from previous years on which the Company paid no U.S. federal income tax. A distribution will be treated as paid
during the calendar year if it is paid during the calendar year or declared by the Company in October, November or December of such year,
payable to stockholders of record on a date during such months and paid by the Company no later than January of the following year. Any
such distributions paid during January of the following year will be deemed to be received by stockholders on December 31 of the year
the distributions are declared, rather than when the distributions are actually received.

 The Company evaluates tax positions taken or
expected to be taken in the course of preparing its financial statements to determine whether the tax positions are
"more-likely-than-not" to be sustained by the applicable tax authority. Tax positions not deemed to meet
the "more-likely-than-not" threshold are reserved and recorded as a tax benefit or expense in the current
year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax
positions are subject to review and may be adjusted at a later date based on factors including, but not limited
to, on-going analyses of tax laws, regulations and interpretations thereof.

 L. Commitments and Contingencies –
in the normal course of business, the Company may enter into contracts that provide a variety of general indemnifications. Any exposure
to the Company under these arrangements could involve future claims that may be made against the Company. Currently, no such claims exist
or are expected to arise and, accordingly, the Company has not accrued any liability in connection with such indemnifications.

 F- 18

 (amounts in 000's,
except share and per share amounts)

 Note 3. Agreements and Related Party Transactions

 A. Administration Agreement – on December 16,
2021, the Company entered into an Administration Agreement with its Advisor, which serves as its Administrator and will provide or oversee
the performance of its required administrative services and professional services rendered by others, which will include (but are not
limited to), accounting, payment of the Company's expenses, legal, compliance, operations, technology and investor relations, preparation
and filing of its tax returns, and preparation of financial reports provided to its stockholders and filed with the SEC. On March 7, 2023,
the Board approved a renewal of the Administration Agreement through March 15, 2024.

 The Company will reimburse the Administrator for
its costs and expenses incurred in performing its obligations under the Administration Agreement. As the Company reimburses the Administrator
for its expenses, the Company will indirectly bear such cost. The Administration Agreement may be terminated by either party with 60 days'
written notice.

 B. Investment Advisory Agreement –
on December 16, 2021, the Company entered into an Investment Advisory Agreement with its Advisor. Pursuant to the Investment Advisory
Agreement with its Advisor, the Company will pay its Advisor a management fee for investment advisory and management services. The Investment
Advisory Agreement may be terminated by either party with 60 days' written notice. On March 7, 2023, the Board approved a renewal
of the Investment Advisory Agreement through March 15, 2024.

 Management Fee

 The management fee will be calculated at an annual rate of 0.75 % of
the fair market value of the Company's investments including, in each case, assets purchased with borrowings under credit facilities,
but excluding cash, U.S. government securities and commercial paper instruments maturing within one year of purchase.

 The management fee will be payable quarterly in arrears and calculated
based on the average of the Company's fair market value of investments, at the end of the two most recently completed calendar quarters,
including, in each case, assets purchased with borrowings under credit facilities, but excluding cash, U.S. government securities and
commercial paper instruments maturing within one year of purchase. Management fees for any partial quarter will be appropriately pro-rated.

 For the years ended December 31, 2023, 2022 and
2021, the Company incurred management fees of $ 1,051, $ 337 and $ 2, respectively.

 C. Other – Kayne Anderson, an affiliate of the Advisor,
made equity contributions of $ 650 during the year ended December 31, 2023. See Note 12 – Subsequent Events.

 Note 4. Investments

 The following table presents the composition of the Company's
investment portfolio at amortized cost and fair value as of December 31, 2023 and 2022.

 December 31, 2023

 December 31, 2022

 Fair

 Fair

 Cost

 Value

 Cost

 Value

 $
 174,235

 $

 $

 $

 Short-term investments

 4,715

 4,715

 -

 -

 Total Investments

 $
 178,950

 $
 182,241

 $

 $

 As of December 31, 2023 and December 31, 2022,
$ 4,600 and $ 4,601, respectively, of the Company's total assets were non-qualifying assets as defined by Section 55(a) of the 1940
Act.

 The Company uses Global Industry Classification
Standards (GICS), Level 3 – Industry, for classifying the industry groupings of its portfolio companies.

 F- 19

 The industry composition of long-term investments based on fair value
as of December 31, 2023 and 2022 was as follows:

 2023

 2022

 21.4
 %

 15.4
 %

 13.1
 %

 12.6
 %

 Health care providers & services

 9.5
 %

 12.6
 %

 9.0
 %

 5.2
 %

 7.1
 %

 6.6
 %

 6.1
 %

 4.5
 %

 IT services

 5.4
 %

 9.0
 %

 Professional services

 4.9
 %

 7.6
 %

 Leisure products

 3.5
 %

 1.2
 %

 Chemicals

 2.4
 %

 0.2
 %

 Biotechnology

 2.3
 %

 3.8
 %

 Diversified telecommunication services

 2.1
 %

 1.6
 %

 Wireless telecommunication services

 1.9
 %

 3.4
 %

 Capital markets

 1.7
 %

 -

 %

 Machinery

 1.7
 %

 2.8
 %

 Software

 1.7
 %

 2.8
 %

 Automobile components

 1.5
 %

 1.6
 %

 Textiles, apparel & luxury goods

 1.5
 %

 2.6
 %

 Insurance

 1.4
 %

 1.2
 %

 Health care equipment & supplies

 0.9
 %

 1.6
 %

 Building products

 0.9
 %

 2.1
 %

 Electronic equipment, instruments & components

 -

 %

 1.4
 %

 Asset management & custody banks

 -

 %

 0.2
 %

 Total

 100.0
 %

 100.0
 %

 Note 5. Fair Value

 The Fair Value Measurement Topic of the FASB Accounting
Standards Codification (ASC 820) defines fair value as the price at which an orderly transaction to sell an asset or to transfer a liability
would take place between market participants under current market conditions at the measurement date. As required by ASC 820, the Company
has performed an analysis of all investments measured at fair value to determine the significance and character of all inputs to their
fair value determination. Inputs are the assumptions, along with considerations of risk, that a market participant would use to value
an asset or a liability. In general, observable inputs are based on market data that is readily available, regularly distributed and verifiable
that the Company obtains from independent, third-party sources. Unobservable inputs are developed by the Company based on its own assumptions
of how market participants would value an asset or a liability.

 The fair value hierarchy prioritizes the inputs
to valuation techniques used to measure fair value into the following three broad categories.

 Level 1

 —

 Valuations based on quoted unadjusted prices for identical instruments in active markets traded on a national exchange to which the Company has access at the date of measurement.

 Level 2

 —

 Valuations based on quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. Level 2 inputs are those in markets for which there are few transactions, the prices are not current, little public information exists or instances where prices vary substantially over time or among brokered market makers.

 Level 3

 —

 Model derived valuations in which one or more significant inputs or significant value drivers are unobservable. Unobservable inputs are those inputs that reflect the Company's own assumptions that market participants would use to price the asset or liability based on the best available information.

 In certain cases, the inputs used to measure fair
value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value
hierarchy is appropriate for any given financial instrument is based on the lowest level of input that is significant to the fair value
measurement. Assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and
considers factors specific to the financial instrument.

 F- 20

 (amounts in 000's, except share
and per share amounts)

 The following tables present the fair value hierarchy of investments
as of December 31, 2023 and 2022. Note that the valuation levels below are not necessarily an indication of the risk or liquidity associated
with the underlying investment.

 Fair Value Hierarchy as of December 31, 2023

 Investments:

 Level 1

 Level 2

 Level 3

 Total

 $
 -

 $
 -

 $

 $

 Short-term investments

 4,715

 -

 -

 4,715

 Total Investments

 $
 4,715

 $
 -

 $

 $
 182,241

 Fair Value Hierarchy as of December 31, 2022

 Investments:

 Level 1

 Level 2

 Level 3

 Total

 $
 -

 $
 -

 $

 $

 Short-term investments

 -

 -

 -

 -

 Total Investments

 $
 -

 $
 -

 $

 $

 The following tables present changes in the fair value of investments
for which Level 3 inputs were used to determine the fair value as of and for the years ended December 31, 2023 and 2022.

 First-lien

 senior secured

 For the year ended December 31, 2023

 debt investments

 Fair value, beginning of period

 $

 Purchases of investments, including PIK, if any

 88,027

 Proceeds from sales of investments and principal repayments

 ( 19,947
)

 Net change in unrealized gain (loss)

 1,061

 Net realized gain (loss)

 -

 Net accretion of discount on investments

 1,073

 Transfers into (out of) Level 3

 -

 Fair value, end of period

 $

 First-lien

 senior secured

 For the year ended December 31, 2022

 debt investments

 Fair value, beginning of period

 $
 11,761

 Purchases of investments

 95,709

 Proceeds from principal payments and sales of investments

 ( 2,343
)

 Net change in unrealized gain (loss)

 1,968

 Net realized gain (loss)

 Net accretion of discount on investments

 Transfers into (out of) Level 3

 -

 Fair value, end of period

 $

 For the years ended December 31, 2023 and 2022, the Company did not
recognize any transfers to or from Level 3. The increase in unrealized gain (loss) relates to investments that were held during the period.
The Company includes these unrealized gains and losses on the Statement of Operations – Net Change in Unrealized Gains (Losses).

 F- 21

 Valuation Techniques and Unobservable
Inputs

 Non-traded debt investments are typically
valued using either a market yield analysis or an enterprise value analysis. For debt investments that are not considered to be credit
impaired, the Advisor uses a market yield analysis to determine fair value. If the debt investment is considered to be credit impaired
(which is determined by performing an enterprise value analysis), the Advisor will use the enterprise value analysis or a liquidation
basis analysis to determine fair value.

 To determine fair value using a market yield
analysis, the Advisor discounts the contractual cash flows of each investment at an appropriate discount rate (the market yield). To
determine the estimated market yield for its debt investments, the Advisor analyzes changes in the risk/reward (measured by yields
and leverage) of middle market indices as compared to changes in risk/reward for the underlying investment and estimates the
appropriate discount rate for such debt investment. In this context, the discount rate and fair market value of the investment is
impacted by the structure and pricing of the security relative to current market yields for similar investments in similar
businesses as well as the financial performance of such business. In performing this analysis, the Advisor considers data sources
including, but not limited to: (i) industry publications, such as S&P Global's High-End Middle Market
Lending Review; Thomson Reuter's Refinitiv Middle Market Monthly Stats; CapitalIQ; Pitchbook News; The Lead Left, and other
data sources; (ii) comparable investments reviewed or completed by affiliates of the Advisor, and (iii) information
obtained and provided by the Advisor's independent valuation managers.

 To determine if a debt investment is credit impaired,
the Advisor estimates the enterprise value of the business and compares such estimate to the outstanding indebtedness of such business.
The Advisor utilizes the following valuation methodologies to determine the estimated enterprise value of the company: (i) analysis
of valuations of publicly traded companies in a similar line of business ("public company comparable analysis"), (ii) analysis
of valuations of M&A transaction valuations for companies in a similar line of business ("precedent transaction analysis"),
(iii) discounted cash flows ("DCF analysis") and (iv) other valuation methodologies.

 In determining the non-traded debt investment
valuations, the following factors are considered, where relevant: the nature and realizable value of any collateral; the company's
ability to make interest payments, amortization payments (if any) and other fixed charges; call features, put features and other relevant
terms of the debt security; the company's historical and projected financial results; the markets in which the company does business;
changes in the interest rate environment and the credit markets generally that may affect the price at which similar investments may be
valued; and other relevant factors.

 Equity investments in private companies are typically
valued using one of or a combination of the following valuation techniques: (i) public company comparable analysis, (ii) precedent
transaction analysis and (iii) DCF analysis.

 Under all of these valuation techniques, the Advisor
estimates operating results of the companies in which it invests, including earnings before interest expense, income tax expense, depreciation
and amortization ("EBITDA") and free cash flow. These estimates utilize unobservable inputs such as historical operating results,
which may be unaudited, and projected operating results, which will be based on operating assumptions for such company. Investment performance
data utilized will be the most recently available as of the measurement date which in many cases may reflect up to a one quarter lag in
information. These estimates will be sensitive to changes in assumptions specific to such company as well as general assumptions for the
industry. Other unobservable inputs utilized in the valuation techniques outlined above include: discounts for lack of marketability,
selection of publicly traded companies, selection of similar precedent transactions, selected ranges for valuation multiples and expected
required rates of return (discount rates).

 F- 22

 Quantitative Table for Valuation Techniques

 The following tables present quantitative information
about the significant unobservable inputs of the Company's Level 3 investments as of December 31, 2023 and December 31, 2022. The
tables are not intended to be all-inclusive but instead capture the significant unobservable inputs relevant to the Advisor's determination
of fair value. The Company calculates weighted average, based on the value of the unobservable input of each investment relative to the
fair value of the investment compared to the total fair value of all investments.

 Valuation

 Unobservable

 Weighted

 Fair Value

 Technique

 Input

 Range

 Average

 $

 Discounted cash flow analysis

 Discount rate

 8.5 % - 15.0 %

 9.8
 %

 As of December 31, 2022

 Valuation

 Unobservable

 Weighted

 Fair Value

 Technique

 Input

 Range

 Average

 $

 Discounted cash flow analysis

 Discount rate

 8.7 % - 15.0 %

 9.8
 %

 Note 6. Debt

 On February 25, 2022, the Company entered into a senior secured revolving
credit facility (the "Subscription Credit Facility"), that has a total commitment of $ 25,000 and a maturity date of February
21, 2025. The Subscription Credit Facility permits the Company to borrow up to $ 25,000, subject to availability under the borrowing
base which is calculated based on the unused capital commitments of the investors meeting various eligibility requirements. As of December
31, 2023, the interest rate on the Subscription Credit Facility is equal to SOFR plus an applicable spread of 1.975 % with no floor. The
Company is also required to pay a commitment fee of 0.25 % per annum on any unused portion of the Subscription Credit Facility. See Note
12 – Subsequent Events.

 Debt obligations consisted of the following as
of December 31, 2023 and 2022.

 December 31, 2023

 Committed

 Outstanding

 Amount

 Available (1)

 Subscription Credit Facility

 $

 $
 -

 $

 Total debt

 $

 $
 -

 $

 December 31, 2022

 Principal Committed

 Outstanding Principal

 Amount Available (1)

 Subscription Credit Facility

 $

 $

 $
 24,250

 Total debt

 $

 $

 $
 24,250

 (1)
 The amounts available under the Company's credit facility reflect
any limitations related to the Subscription Credit Facility's borrowing base as of December 31, 2023 and 2022, respectively.

 For the year ended December 31, 2023, the weighted average interest
rate of borrowings outstanding was 6.71 %. As of December 31, 2023, the Company did not have any amounts outstanding under the Subscription
Credit Facility. For the year ended December 31, 2022, the weighted average interest rate of borrowing outstanding was 5.21 %. As
of December 31, 2022, the Company had $ 750 outstanding under the Subscription Credit Facility at a weighted average rate of 6.35 %. The
Company does not routinely use leverage, and there are many days when there are no borrowings outstanding under its Subscription Credit
Facility.

 F- 23

 Note 7. Share Transactions

 Common Stock Issuances

 The following tables summarize the number of common stock shares issued
and aggregate proceeds received from such issuances related to the Company's capital call notices pursuant to subscription agreements
with investors for the years ended December 31, 2023, 2022 and 2021. See Note 12 – Subsequent Events.

 For the year ended December 31, 2023

 Offering

 price per

 Common stock

 share

 shares issued

 February 28, 2023

 $
 5,236

 4,775

 $

 $
 5,237

 4,774

 December 19, 2023

 $
 5,328

 2,815

 15,000

 12,364

 $
 65,000

 For the year ended December 31, 2022

 Offering

 price per

 Common stock

 share

 shares issued

 June 29, 2022

 $
 5,011

 1,996

 $
 10,000

 October 14, 2022

 $
 5,068

 4,933

 December 9, 2022

 $
 5,205

 4,803

 11,732

 $
 60,000

 For the year ended December 31, 2021

 Offering

 price per

 Common stock

 share

 shares issued

 December 16, 2021

 $
 5,000

 $
 3,000

 December 20, 2021

 $
 5,000

 8,000

 40,000

 8,600

 $

 As of December 31, 2023, the Company had subscription agreements with
investors for an aggregate capital commitment of $ 353,535 to purchase shares of common stock. Of this amount, the Company had $ 185,535
of undrawn commitments at December 31, 2023. See Note 12 – Subsequent Events.

 Dividends and Dividend Reinvestment

 The following tables summarize the dividends
declared and payable by the Company for the years ended December 31, 2023 and 2022. There were no dividends declared and payable by the
Company for the year ended December 31, 2021. See Note 12 - Subsequent Events.

 For
 the year ended December 31, 2023

 declaration date

 record date

 payment date

 per
 share

 March 7, 2023

 March 31, 2023

 April 14, 2023

 $
 115.00

 May 10, 2023

 June 30, 2023

 July 14, 2023

 136.00

 September 29, 2023

 October 13, 2023

 131.00

 November
 9, 2023

 December 29, 2023

 January 16, 2024

 132.00

 $
 514.00

 F- 24

 For
 the year ended December 31, 2022

 declaration date

 record date

 payment date

 per
 share

 April 19, 2022

 April 20, 2022

 July 27, 2022

 $
 6.80

 July 19, 2022

 July 20, 2022

 July 27, 2022

 29.00

 October 18, 2022

 October 13, 2022

 October 25, 2022

 72.00

 December
 16, 2022

 December 29, 2022

 January 13, 2023

 86.00

 $
 193.80

 The following tables summarize
the amounts received and shares of common stock issued to shareholders pursuant to the Company's dividend reinvestment plan ("DRIP")
for the years ended December 31, 2023 and 2022. See Note 12 – Subsequent Events.

 For the year ended December 31, 2023

 DRIP

 shares

 DRIP

 Dividend record date

 Dividend payment date

 issued

 value

 December 29, 2022

 January 13, 2023

 $
 1,750

 March 31, 2023

 April 14, 2023

 2,923

 June 30, 2023

 July 14, 2023

 3,533

 September 29, 2023

 October 13, 2023

 4,112

 2,376

 $
 12,318

 For the dividend declared
on November 9, 2023 and paid on January 16, 2024, there were 883 shares issued with a DRIP value of $ 4,616. These shares are excluded
from the table above, as the DRIP shares were issued after December 31, 2023.

 For the year ended December 31, 2022

 DRIP

 shares

 DRIP

 Dividend record date

 Dividend payment date

 issued

 value

 April 20, 2022

 July 27, 2022

 $

 July 20, 2022

 July 27, 2022

 October 13, 2022

 October 25, 2022

 $
 1,123

 For the dividend declared on December 16,
2022 and paid on January 13, 2023, there were 340 shares issued with a DRIP value of $ 1,750. These shares are excluded from the table
above, as the DRIP shares were issued after December 31, 2022.

 There were no amounts received and shares
of common stock issued to shareholders pursuant to the Company's dividend reinvestment plan for the year ended December 31, 2021.

 F- 25

 Note 8. Commitments and Contingencies

 The Company had an aggregate of $ 24,067 and $ 21,148,
respectively, of unfunded commitments to provide debt financing to its portfolio companies as of December 31, 2023 and December 31, 2022.
Such commitments are generally subject to the satisfaction of certain financial and nonfinancial covenants and certain operational metrics.
The commitment period for these amounts may be shorter than the maturity date if drawn or funded. These commitments are not reflected
in the Company's consolidated statements of assets and liabilities. Consequently, such commitments result in an element of credit
risk in excess of the amount recognized in the Company's consolidated statements of assets and liabilities.

 A summary of the composition of the unfunded commitments as of December
31, 2023 and 2022 is shown in the table below.

 As of

 As of

 2023

 2022

 Alcami Corporation (Alcami)

 $

 $

 Allcat Claims Service, LLC

 1,723

 Allentown, LLC

 American Equipment Holdings LLC

 -

 5,000

 American Soccer Company, Incorporated (SCORE)

 Atria Wealth Solutions, Inc.

 -

 2,784

 Basel U.S. Acquisition Co., Inc. (IAC)

 BCI Burke Holding Corp.

 OAO Acquisitions, Inc. (BearCom)

 1,449

 -

 BLP Buyer, Inc. (Bishop Lifting Products)

 1,238

 Brightview, LLC

 -

 Carton Packaging Buyer, Inc.

 -

 CGI Automated Manufacturing, LLC

 City Line Distributors, LLC

 1,121

 -

 DISA Holdings Corp. (DISA)

 1,189

 EIS Legacy, LLC

 1,659

 -

 FCA, LLC (FCA Packaging)

 Guided Practice Solutions: Dental, LLC (GPS)

 2,361

 -

 Gulf Pacific Holdings, LLC

 1,120

 IF&P Foods, LLC (FreshEdge)

 Improving Acquisition LLC

 Krayden Holdings, Inc.

 1,812

 -

 Light Wave Dental Management LLC

 LSL Industries, LLC (LSL Healthcare)

 1,305

 1,305

 MacNeill Pride Group

 1,184

 1,055

 Ruff Roofers Buyer, LLC

 2,471

 -

 SGA Dental Partners Holdings, LLC

 1,121

 Siegel Egg Co., LLC

 Universal Marine Medical Supply International, LLC (Unimed)

 -

 Worldwide Produce Acquisition, LLC

 1,285

 -

 Total unfunded commitments

 $
 24,067

 $
 21,148

 From time to time, the Company may become a party to certain legal
proceedings incidental to the normal course of its business. As of December 31, 2023 and 2022, management was not aware of any material
pending or threatened litigation that would require accounting recognition or financial statement disclosure.

 Note 9. Earnings Per Share

 In accordance with the provisions of ASC Topic 260, Earnings per
Share ("ASC 260"), basic earnings per share is computed by dividing earnings available to common stockholders by the weighted
average number of shares outstanding during the period. Other potentially dilutive common shares, and the related impact to earnings,
are considered when calculating earnings per share on a diluted basis. As of December 31, 2023, 2022 and 2021, there were no dilutive
shares.

 The following table sets forth the computation of basic and diluted
earnings per share of common stock for the years ended December 31, 2023, 2022 and 2021.

 2023

 2022

 2021

 Net increase (decrease) in net assets resulting from operations

 $

 $
 4,807

 $
 ( 121
)

 Weighted average shares of common stock outstanding - basic and diluted

 27,779

 11,046

 6,600

 Earnings (loss) per share of common stock - basic and diluted

 $

 $

 $
 ( 18
)

 F- 26

 Note 10. Income Taxes

 The Company has elected to be treated as a RIC under the Code beginning
with the taxable year end December 31, 2021. As a RIC, the Company is not subject to a federal excise tax based on distributive requirements
of its taxable income on a calendar year basis. Depending on the level of taxable income earned in a tax year, the Company may choose
to carry forward taxable income in excess of current year distributions into the next tax year and pay a 4 % excise tax on such income,
to the extent required.

 The Company makes certain adjustments to the classification of net
assets as a result of permanent book-to-tax differences, which include differences in the book and tax basis of certain assets and
liabilities, and nondeductible federal taxes or losses among other items. To the extent these differences are permanent, they are charged
or credited to additional paid in capital, or total distributable earnings (losses), as appropriate.

 The permanent differences for tax purposes from distributable earnings
to additional paid in capital were reclassified for tax purposes for the tax years ended December 31, 2023, 2022 and 2021.

 These reclassifications have no impact on net assets.

 2023

 2022

 2021

 Increase (decrease) in distributable earnings

 $

 $

 $

 Increase (decrease) in additional paid-in capital

 $
 ( 14
)

 $
 ( 137
)

 $
 ( 176
)

 Taxable income generally differs from the net increase
in net assets resulting from operations for financial reporting purposes due to (1) unrealized appreciation (depreciation) on investments,
as gains and losses are generally not included in taxable income until these are realized; (2) income or loss recognition on exited investments;
(3) non-deductible U.S. federal excise taxes; and (4) other non-deductible expense.

 The following reconciles net increase in net assets resulting
from operations to taxable income for the years ended December 31, 2023, 2022 and 2021:

 2023

 2022

 2021

 Net increase (decrease) in net assets resulting from operations

 $

 $
 4,807

 $
 ( 121
)

 Net change in unrealized losses (gains) from investments

 ( 1,061
)

 ( 1,968
)

 ( 262
)

 Non-deductible expenses, including excise taxes, offering costs disallowed

 Other book tax differences

 ( 13
)

 ( 14
)

 Taxable income before deductions for distributions

 $
 15,594

 $
 2,962

 $
 ( 170
)

 F- 27

 For income tax purposes, distributions made to stockholders are reported as ordinary income, capital gains, non-taxable return of capital,
or a combination thereof.

 For the year ended December 31, 2023, the Company
incurred $ 14 of U.S. federal excise tax. There was no U.S. federal excise tax incurred for the years ended December 31, 2022 or 2021,
respectively.

 The final determination of tax character will not be made until the Company files its tax return for each tax year and the tax characteristics
of all distributions will be reported to stockholders on Form 1099 after the end of each calendar year. The tax character of distributions
paid to stockholders during the tax years ended December 31, 2023, 2022 and 2021 were as follows.

2023

2022

 2021

 Ordinary income

 $
 15,329

 $
 2,901

 $

 Capital gains

 -

 -

 -

 Return of capital

 -

 -

 -

 Total

 $
 15,329

 $
 2,901

 $
 -

 For the years ended December 31, 2023, 2022 and 2021, the components of accumulated earnings on a tax basis were as follows:

2023

 2022

2021

 Undistributed net investment income (loss)

 $

 $

 $
 -

 Undistributed capital gains

 -

 -

 -

 Capital loss carryforward

 -

 -

 -

 Other accumulated gain (loss)

 -

 -

 -

 Other temporary book / tax differences

 ( 180)

 ( 192
)

 ( 207
)

 Net unrealized appreciation (depreciation)

 3,291

 2,229

 Total

 $
 3,436

 $
 2,097

 $

 F- 28

 Capital losses can be carried forward indefinitely to offset future capital gains. As of December 31, 2023, 2022 and 2021, the Company
had no capital loss carryforwards.

 As of December 31, 2023, 2022 and 2021, the Company's aggregate unrealized appreciation and depreciation
on investments based on cost for U.S. federal income tax purposes was as follows:

 2023

 2022

 2021

 Tax cost

 $
 178,950

 $

 $
 42,738

 Gross unrealized appreciation

 $
 3,664

 $
 2,289

 $

 Gross unrealized depreciation

 ( 373
)

 ( 60
)

 -

 Net unrealized appreciation/(depreciation) on investments

 $
 3,291

 $
 2,229

 $

 KDL Corp, LLC is a wholly owned subsidiary that was formed in December
2021. This is a Delaware LLC that has elected to be treated as a corporation for U.S. tax purposes. As such, KDL Corp, LLC is subject
to U.S. Federal, state and local taxes. For the Company's tax years ended December 31, 2023, 2022 and 2021, KDL Corp, LLC did not
have activity resulting in any provision for income taxes.

 FASB ASC Topic 740, Accounting for Uncertainty in Income Taxes ("ASC
740") provides guidance for how uncertain tax positions should be recognized, measured, presented, and disclosed in the consolidated
financial statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Company's
tax returns to determine whether the tax positions are "more-likely-than-not" of being sustained by the applicable tax authority.
The Company recognizes the tax benefits of uncertain tax positions only where the position is "more likely than not" to be
sustained assuming examination by tax authorities. As of December 31, 2023 and 2022, management has analyzed the Company's tax positions,
and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken in the Company's
current year tax return. The Company is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized
tax benefits will change materially in the next 12 months. Management's determinations regarding ASC 740 may be subject to review
and adjustment at a later date based upon factors including, but not limited to, an ongoing analysis of tax laws, regulations and interpretations
thereof.

 F- 29

 Note 11. Financial Highlights

 The following per share of common stock data has been derived from
information provided in the audited financial statements. The following is a schedule of financial highlights for the years ended December
31, 2023, 2022 and 2021.

 For the years ended December 31,

(amounts in thousands, except share and per share amounts)

 2023

 2022

 2021

 Per Common Share Operating Performance (1)

 Net Asset Value, Beginning of Period (2)

 $
 5,153

 $
 4,986

 $
 4,976

 Results of Operations:

 Net Investment Income

 ( 58
)

 Net Realized and Unrealized Gain (Loss) on Investments (3)

 Net Increase (Decrease) in Net Assets Resulting from Operations

 Distributions to Common Stockholders

 Distributions from Net Investment Income

 ( 514
)

 ( 194
)

 -

 Net Decrease in Net Assets Resulting from Distributions

 ( 514
)

 ( 194
)

 -

 Net Asset Value, End of Period

 $
 5,229

 $
 5,153

 $
 4,986

 Shares Outstanding, End of Period

 35,293

 20,554

 8,600

 Ratio/Supplemental Data

 Net assets, end of period

 $
 184,551

 $

 $
 42,879

 Weighted-average shares outstanding

 27,779

 11,046

 6,600

 Total Return (4)

 11.9
 %

 7.3
 %

 ( 0.3
)%

 Portfolio turnover

 14.2
 %

 4.9
 %

 0.1
 %

 Ratio of operating expenses to average net assets (5)

 1.5
 %

 2.5
 %

 N/M

 Ratio of net investment income (loss) to average net assets (5)

 10.8
 %

 4.7
 %

 N/M

 (1)
 The per common share data was derived by using weighted average shares outstanding.

 (2)
 For the year ended December 31, 2021, the initial offering price of $ 5,000 per share less $ 24 of organizational costs.

 (3)
 Realized and unrealized gains and losses per share in this caption are balancing amounts necessary to reconcile the change in net asset value per share for the period, and may not reconcile with the aggregate gains and losses in the Consolidated Statement of Operations due to share transactions during the period.

 (4)
 Total return is calculated as the change in net asset value ("NAV") per share during the period, plus distributions per share (if any), divided by the beginning NAV per share. The calculation also assumes reinvestment of dividends at actual prices pursuant to the Company's dividend reinvestment plan. Total return is not annualized.

 (5)
 For the year ended December 31, 2021, not meaningful (N/M). The calculations
of the ratio of operating expenses to average net assets and ratio of net investment income (loss) to average net assets are not meaningful,
as the Company commenced investment operations on December 16, 2021 and therefore had 16 days of activity during 2021. The expenses of
the Company consist primarily of non-recurring organizational expense and annual tax preparation and audit expense.

 Note 12. Subsequent Events

 The Company's management has evaluated subsequent
events through the date of issuance of the financial statements included herein. There have been no subsequent events that require recognition
or disclosure in these financial statements except as described below.

 On January 16, 2024, the Company paid a distribution of $ 132.00 per
share to each common stockholder of record as of December 29, 2023. The total distribution was $ 4,659 and $ 4,616 was reinvested into the
Company through the issuance of 883 shares of common stock.

 On February 15, 2024, the Company sold 4,710 shares of
its common stock for a total aggregate offering price of $ 25,000. Kayne Anderson, an affiliate of the Advisor, made an equity
contribution of $ 250 associated with its 1 % commitment for this February 15, 2024 share issuance. As of February 22, 2024, the
Company has subscription agreements with investors for an aggregate capital commitment of $ 353,535 to purchase shares of common
stock ($ 160,535 is undrawn).

 On February 22, 2024, the Company executed its second amendment
to the Subscription Credit Facility. Under the terms of the second amendment, the maturity date was extended one year to February
21, 2025, and the interest rate under the amended Subscription Credit Facility is equal to SOFR plus 2.25 %. All other terms of the
Subscription Credit Facility remain substantially the same.

 F- 30

 ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE

 There are not and have not been any disagreements between us and our
accountant on any matter of accounting principles, practices or financial statement disclosure.

 ITEM 9A. CONTROLS AND PROCEDURES

 Evaluation of Disclosure Controls and
Procedures

 Our management, with the participation of
our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as
defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange Act), as of
the end of the period covered by this Annual Report on Form 10-K. Based on such evaluation, our Chief Executive Officer and Chief Financial
Officer have concluded that, as of such date, our disclosure controls and procedures were effective at a reasonable assurance level.

 Report of Management on Internal Control
Over Financial Reporting

 This annual report does not include an annual
report of management's assessment regarding internal control over financial reporting or attestation report of our registered public
accounting firm due to a transition period established by the rules of the Securities and Exchange Commission for newly public companies.

 Internal Control Over Financial Reporting

 There have been no changes in our internal
control over financial reporting that occurred during our most recently completed fiscal quarter that have materially affected, or are
reasonably likely to materially affect, our internal control over financial reporting.

 ITEM 9B. OTHER INFORMATION

 None.

 ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT
INSPECTIONS

 Not Applicable.

 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

definitive Proxy Statement for its 2024 Annual Stockholder Meeting, to be filed with the SEC within 120 days after December 31,

 ITEM 11. EXECUTIVE COMPENSATION

definitive Proxy Statement for its 2024 Annual Stockholder Meeting, to be filed with the SEC within 120 days after December 31,

 ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
AND RELATED STOCKHOLDER MATTERS

definitive Proxy Statement for its 2024 Annual Stockholder Meeting, to be filed with the SEC within 120 days after December 31,

 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE

definitive Proxy Statement for its 2024 Annual Stockholder Meeting, to be filed with the SEC within 120 days after December 31,

 ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

definitive Proxy Statement for its 2024 Annual Stockholder Meeting, to be filed with the SEC within 120 days after December 31,

 ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

 (a) DOCUMENTS FILED AS PART OF THIS REPORT

 The following is a list of our consolidated financial statements included
in this Annual Report on Form 10-K under Item 8 of Part II hereof:

 1. CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTAL DATA

 Index to Consolidated Financial Statements

 Page

 Report of Independent Registered Public Accounting Firm

 Consolidated Statements of Assets and Liabilities as of December 31, 2023 and 2022

 Consolidated Statements of Operations for the years ended December 31, 2023, 2022 and 2021

 Consolidated Statements of Changes in Net Assets for the years ended December 31, 2023, 2022 and 2021

 Consolidated
 Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021

 Consolidated Schedules of Investments as of December 31, 2023 and 2022

 (b) EXHIBITS

 3.1

 Certificate of Incorporation (1)

 3.2

 Amended and Restated Bylaws (3)

 4.1

 Description of Securities (4)

 10.1

 Investment Advisory Agreement (1)

 10.2

 Amendment to Investment Advisory Agreement (4)

 10.3

 Administration Agreement (1)

 10.4

 License Agreement (1)

 10.5

 Indemnification Agreement (1)

 10.6

 Custody Agreement (1)

 10.7

 Subscription Agreement (1)

 10.8

 Subscription Credit Agreement (2)

 10.9

 Second Amendment to Subscription Credit Agreement (5)

 14.1

 Code of Ethics as amended March 1, 2021 (4)

 14.2

 Supplemental Antifraud Code of Ethics for Principal Officers and Senior Financial Officers (4)

 31.1*

 Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 31.2*

 Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 32.1*

 Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 32.2*

 Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 101.INS

 101.SCH

 101.CAL

 101.DEF

 101.LAB

 101.PRE

 (1)

 Incorporated by reference from the Company's Amendment No. 1 to Form 10, as filed with the Securities and Exchange Commission on May 11, 2021.

 (2)

 Incorporated by reference from the Company's Exhibit 10.1 to the Company's Current Report on Form 8-K, as filed with the Securities and Exchange Commission on March 3, 2022.

 (3)

 Incorporated by reference from the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2022, as filed with the Securities and Exchange Commission on August 15, 2022.

 (4)
 Incorporated by reference from the Company's Form 10-K,
as filed with the Securities and Exchange Commission on March 13, 2023.

 (5)
 Incorporated by reference from the Company's Form 8-K, as filed with the Securities and Exchange Commission on February 28, 2024.

 *

 Filed herewith

 ITEM 16. FORM 10-K SUMMARY

 None.

 SIGNATURES

 Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 Date: February 29, 2024

 /s/ Douglas L. Goodwillie

 Name:

 Douglas L. Goodwillie

 Title:

 Co-Chief Executive Officer

 (Co-Principal Executive Officer)

 Date: February 29, 2024

 /s/ Kenneth B. Leonard

 Name:

 Kenneth B. Leonard

 Title:

 Co-Chief Executive Officer

 (Co-Principal Executive Officer)

 Date: February 29, 2024

 /s/ Terry A. Hart

 Name:

 Terry A. Hart

 Title:

 Chief Financial Officer and Treasurer

 (Principal Financial and Accounting Officer)

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