Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________________________________________________

Form 10-Q

__________________________________________________________

(Mark One)


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

For the quarterly period ended June 30, 2020


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

For the transition period from to

Commission file number 814-00733

______________________________________________________________________

Barings BDC, Inc.

(Exact name of registrant as specified in its charter)

__________________________________________________________


Maryland						06-1798488
(State or other jurisdiction of						(I.R.S. Employer
incorporation or organization)						Identification No.)

300 South Tryon Street, Suite 2500 Charlotte, North Carolina						28202
(Address of principal executive offices)						(Zip Code)

Registrant's telephone number, including area code: (704) 805-7200

Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report: N/A

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


Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
Common Stock, par value $0.001 per share	BBDC	The New York Stock Exchange

________________________________________________________

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 ý No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ¨ No ¨

Indicate by check mark whether the registrant 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. (Check one):

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.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No ý

The number of shares outstanding of the registrant’s Common Stock on August 5, 2020 was 47,961,753.

BARINGS BDC, INC.

TABLE OF CONTENTS

QUARTERLY REPORT ON FORM 10-Q

Page

PART I – FINANCIAL INFORMATION

Item 1.

Financial Statements

Unaudited Consolidated Balance Sheet as of June 30 , 2020 and Consolidated Balance Sheet as of December 31, 2019

Unaudited Consolidated Statements of Operations for the Three and Six Months Ended June 30 , 2020 and 2019

Unaudited Consolidated Statements of Changes in Net Assets for the Three and Six Months Ended June 30 , 2020 and 2019

Unaudited Consolidated Statements of Cash Flows for the Six Months Ended June 30 , 2020 and 2019

Unaudited Consolidated Schedule of Investments as of June 3 0 , 2020

Consolidated Schedule of Investments as of December 31, 2019

Notes to Unaudited Consolidated Financial Statements

Item 2.

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

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Item 4.

Controls and Procedures

PART II – OTHER INFORMATION

Item 1.

Legal Proceedings

Item 1A.

Risk Factors

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

Item 3.

Defaults Upon Senior Securities

Item 4.

Mine Safety Disclosures

Item 5.

Other Information

Item 6.

Exhibits

Signatures

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

Barings BDC, Inc.

Consolidated Balance Sheets


	June 30, 2020		December 31, 2019
	(Unaudited)
Assets:
Investments at fair value:
Non-Control / Non-Affiliate investments (cost of $1,033,046,789 and $1,085,866,720 as of June 30, 2020 and December 31, 2019, respectively)	$	960,061,063	$	1,066,845,054
Affiliate investments (cost of $16,658,270 and $10,158,270 as of June 30, 2020 and December 31, 2019, respectively)	15,933,845		10,229,813

Short-term investments (cost of $58,046,476 and $96,568,940 as of June 30, 2020 and December 31, 2019, respectively)	58,046,124		96,568,940
Total investments at fair value	1,034,041,032		1,173,643,807
Cash	18,453,504		21,991,565
Interest and fees receivable	6,493,056		5,265,980
Prepaid expenses and other assets	857,173		1,112,559
Deferred financing fees	4,705,974		5,366,119
Receivable from unsettled transactions	575,630		45,254,808
Total assets	$	1,065,126,369	$	1,252,634,838
Liabilities:
Accounts payable and accrued liabilities	$	1,213,146	$	1,524,830
Interest payable	1,306,052		2,491,534



Administrative fees payable	200,000		400,000
Base management fees payable	3,616,787		3,266,722
Payable from unsettled transactions	—		4,924,150
Borrowings under credit facilities	342,921,705		352,488,419
Debt securitization	225,395,485		316,664,474

Total liabilities	574,653,175		681,760,129
Commitments and contingencies (Note 7)
Net Assets:
Common stock, $0.001 par value per share (150,000,000 shares authorized, 47,961,753 and 48,950,803 shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively)	47,962		48,951
Additional paid-in capital	846,636,727		853,766,370
Total distributable earnings (loss)	(356,211,495)		(282,940,612)
Total net assets	490,473,194		570,874,709
Total liabilities and net assets	$	1,065,126,369	$	1,252,634,838
Net asset value per share	$	10.23	$	11.66

See accompanying notes.

Barings BDC, Inc.

Unaudited Consolidated Statements of Operations


	Three Months Ended		Three Months Ended		Six Months Ended		Six Months Ended
	June 30, 2020		June 30, 2019		June 30, 2020		June 30, 2019
Investment income:
Interest income:
Non-Control / Non-Affiliate investments	$	15,249,065	$	18,823,480	$	32,645,476	$	36,684,799


Short-term investments	46,614		251,344		324,605		424,039
Total interest income	15,295,679		19,074,824		32,970,081		37,108,838
Dividend income:
Non-Control / Non-Affiliate investments	2,603		4,711		2,603		4,711


Total dividend income	2,603		4,711		2,603		4,711
Fee and other income:
Non-Control / Non-Affiliate investments	650,433		519,970		1,611,426		821,027


Total fee and other income	650,433		519,970		1,611,426		821,027
Payment-in-kind interest income:
Non-Control / Non-Affiliate investments	191,049		—		234,621		—


Total payment-in-kind interest income	191,049		—		234,621		—
Interest income from cash	—		2,183		631		6,870
Total investment income	16,139,764		19,601,688		34,819,362		37,941,446
Operating expenses:
Interest and other financing fees	4,624,731		7,027,040		10,628,864		12,871,212
Base management fee (Note 2)	3,616,787		3,130,955		7,529,160		5,581,950


Compensation expenses	—		108,646		48,410		227,090
General and administrative expenses (Note 2)	1,369,117		1,922,165		2,789,730		3,891,025
Total operating expenses	9,610,635		12,188,806		20,996,164		22,571,277


Net investment income	6,529,129		7,412,882		13,823,198		15,370,169
Realized and unrealized gains (losses) on investments and foreign currency transactions:
Net realized gains (losses):
Non-Control / Non-Affiliate investments	(16,597,865)		50,024		(16,755,844)		(79,751)


Net realized gains (losses) on investments	(16,597,865)		50,024		(16,755,844)		(79,751)
Foreign currency transactions	82,868		—		(61,525)		—
Net realized gains (losses)	(16,514,997)		50,024		(16,817,369)		(79,751)
Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments	63,416,644		2,014,096		(53,944,413)		27,411,284
Affiliate investments	3,037,255		(162,089)		(795,968)		(162,089)

Net unrealized appreciation (depreciation) on investments	66,453,899		1,852,007		(54,740,381)		27,249,195
Foreign currency transactions	(1,410,589)		—		387,638		—
Net unrealized appreciation (depreciation)	65,043,310		1,852,007		(54,352,743)		27,249,195
Net realized losses and unrealized appreciation (depreciation) on investments and foreign currency transactions	48,528,313		1,902,031		(71,170,112)		27,169,444
Loss on extinguishment of debt	(306,202)		(85,356)		(443,592)		(129,751)
Benefit from (provision for) taxes	(2,532)		17,493		17,467		(499)
Net increase (decrease) in net assets resulting from operations	$	54,748,708	$	9,247,050	$	(57,773,039)	$	42,409,363
Net investment income per share—basic and diluted	$	0.14	$	0.15	$	0.29	$	0.30
Net increase (decrease) in net assets resulting from operations per share—basic and diluted	$	1.14	$	0.18	$	(1.19)	$	0.83
Dividends/distributions per share:


Total dividends/distributions per share	$	0.16	$	0.13	$	0.32	$	0.25
Weighted average shares outstanding—basic and diluted	47,977,481		50,473,640		48,432,437		50,813,753

See accompanying notes.

Barings BDC, Inc.

Unaudited Consolidated Statements of Changes in Net Assets


	Common Stock					Additional Paid-In Capital		Total Distributable Earnings (Loss)		Total Net Assets
Three Months Ended June 30, 2019	Number of Shares	Par Value
Balance, March 31, 2019	50,690,659	$	50,691	$	879,033,345	$	(294,922,722)	$	584,161,314
Net investment income	—	—		—		7,412,882		7,412,882

Net realized gain on investments / foreign currency transactions	—	—		—		50,024		50,024
Net unrealized appreciation of investments / foreign currency transactions	—	—		—		1,852,007		1,852,007
Loss on extinguishment of debt	—	—		—		(85,356)		(85,356)
Income tax benefit	—	—		—		17,493		17,493
Dividends / distributions	—	—		—		(6,540,856)		(6,540,856)


Purchases of shares in repurchase plan	(376,384)	(377)		(3,787,426)		—		(3,787,803)


Balance, June 30, 2019	50,314,275	$	50,314	$	875,245,919	$	(292,216,528)	$	583,079,705


	Common Stock					Additional Paid-In Capital		Total Distributable Earnings (Loss)		Total Net Assets
Three Months Ended June 30, 2020	Number of Shares	Par Value
Balance, March 31, 2020	48,288,822	$	48,289	$	848,982,942	$	(403,286,323)	$	445,744,908
Net investment income	—	—		—		6,529,129		6,529,129

Net realized loss on investments / foreign currency transactions	—	—		—		(16,514,997)		(16,514,997)
Net unrealized appreciation of investments / foreign currency transactions	—	—		—		65,043,310		65,043,310
Loss on extinguishment of debt	—	—		—		(306,202)		(306,202)
Provision for taxes	—	—		—		(2,532)		(2,532)
Dividends / distributions	—	—		—		(7,673,880)		(7,673,880)



Purchases of shares in repurchase plan	(327,069)	(327)		(2,346,215)		—		(2,346,542)

Balance, June 30, 2020	47,961,753	$	47,962	$	846,636,727	$	(356,211,495)	$	490,473,194

See accompanying notes.

Barings BDC, Inc.

Unaudited Consolidated Statements of Changes in Net Assets — (Continued)


	Common Stock					Additional Paid-In Capital		Total Distributable Earnings (Loss)		Total Net Assets
Six Months Ended June 30, 2019	Number of Shares	Par Value
Balance, December 31, 2018	51,284,064	$	51,284	$	884,894,249	$	(321,978,246)	$	562,967,287
Net investment income	—	—		—		15,370,169		15,370,169

Net realized loss on investments / foreign currency transactions	—	—		—		(79,751)		(79,751)
Net unrealized appreciation of investments / foreign currency transactions	—	—		—		27,249,195		27,249,195
Loss on extinguishment of debt	—	—		—		(129,751)		(129,751)
Provision for taxes	—	—		—		(499)		(499)
Dividends / distributions	—	—		—		(12,647,645)		(12,647,645)


Purchases of shares in repurchase plan	(969,789)	(970)		(9,648,330)		—		(9,649,300)


Balance, June 30, 2019	50,314,275	$	50,314	$	875,245,919	$	(292,216,528)	$	583,079,705


	Common Stock					Additional Paid-In Capital		Total Distributable Earnings (Loss)		Total Net Assets
Six Months Ended June 30, 2020	Number of Shares	Par Value
Balance, December 31, 2019	48,950,803	$	48,951	$	853,766,370	$	(282,940,612)	$	570,874,709
Net investment income	—	—		—		13,823,198		13,823,198

Net realized loss on investments / foreign currency transactions	—	—		—		(16,817,369)		(16,817,369)
Net unrealized depreciation of investments / foreign currency transactions	—	—		—		(54,352,743)		(54,352,743)
Loss on extinguishment of debt	—	—		—		(443,592)		(443,592)
Income tax benefit	—	—		—		17,467		17,467
Dividends / distributions	—	—		—		(15,497,844)		(15,497,844)



Purchases of shares in repurchase plan	(989,050)	(989)		(7,129,643)		—		(7,130,632)

Balance, June 30, 2020	47,961,753	$	47,962	$	846,636,727	$	(356,211,495)	$	490,473,194

See accompanying notes.

Barings BDC, Inc.

Unaudited Consolidated Statements of Cash Flows


	Six Months Ended		Six Months Ended
	June 30, 2020		June 30, 2019
Cash flows from operating activities:
Net increase (decrease) in net assets resulting from operations	$	(57,773,040)	$	42,409,363
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Purchases of portfolio investments	(171,523,304)		(171,350,190)
Repayments received / sales of portfolio investments	239,658,503		104,431,586

Purchases of short-term investments	(403,971,411)		(317,480,389)
Sales of short-term investments	442,510,853		328,280,839
Loan origination and other fees received	3,131,785		2,420,157
Net realized loss on investments	16,755,844		79,751
Net realized loss on foreign currency transactions	61,525		—
Net unrealized (appreciation) depreciation of investments	54,740,381		(27,249,195)
Net unrealized appreciation of foreign currency transactions	(387,638)		—

Payment-in-kind interest accrued, net of payments received	(234,621)		—
Amortization of deferred financing fees	737,617		558,712
Loss on extinguishment of debt	443,592		129,751

Accretion of loan origination and other fees	(1,141,713)		(543,501)
Amortization / accretion of purchased loan premium/discount	(604,296)		(114,594)



Changes in operating assets and liabilities:
Interest and fees receivables	(1,374,055)		800,641
Prepaid expenses and other assets	255,386		2,805,502
Accounts payable and accrued liabilities	(144,024)		525,202
Interest payable	(1,184,912)		1,589,621


Net cash provided by (used in) operating activities	119,956,472		(32,706,744)




Cash flows from financing activities:


Borrowings under credit facilities	108,123,996		120,000,000
Repayments of credit facilities	(117,200,000)		(404,500,000)
Proceeds from debt securitization	—		348,250,000
Repayment of debt securitization	(91,790,053)		—

Financing fees paid	—		(8,246,691)

Purchases of shares in repurchase plan	(7,130,632)		(9,649,300)

Cash dividends / distributions paid	(15,497,844)		(12,647,645)
Net cash provided by (used in) financing activities	(123,494,533)		33,206,364
Net increase (decrease) in cash	(3,538,061)		499,620
Cash, beginning of period	21,991,565		12,426,982
Cash, end of period	$	18,453,504	$	12,926,602
Supplemental disclosure of cash flow information:
Cash paid for interest	$	9,891,871	$	9,451,297

See accompanying notes.

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments

June 30, 2020


Portfolio Company	Industry	Type of Investment^{(1) (2)}	Principal Amount		Cost			Fair Value
Non–Control / Non–Affiliate Investments:

1WorldSync, Inc. (4.3%)*^{(5) (7) (8)}	IT Consulting & Other Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 07/19, Due 07/25)	$	858,894	$	844,035		$	816,626
			First Lien Senior Secured Term Loan (LIBOR + 5.75%, 7.0% Cash, Acquired 07/19, Due 07/25)		21,472,356			21,099,121			20,415,644
					22,331,250			21,943,156			21,232,270

Accelerate Learning, Inc. (1.4%)*⁽⁵⁾ ^{(7) (8)}	Education Services	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.6% Cash, Acquired 12/18, Due 12/24)	7,567,965		7,449,704			6,933,342
					7,567,965			7,449,704			6,933,342

Accurus Aerospace Corporation (4.3%)*^{(5) (7) (8)}	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 6.4% Cash, Acquired 10/18, Due 10/24)	24,625,000		24,346,233			21,198,156
					24,625,000			24,346,233			21,198,156

Acrisure, LLC (0.4%)*^{(5) (8)}	Property & Casualty Insurance	First Lien Senior Secured Term Loan (LIBOR + 3.5%, 3.7% Cash, Acquired 03/20, Due 02/27)	1,995,000		1,709,898			1,880,288
					1,995,000			1,709,898			1,880,288

ADE Holding (d/b/a AD Education) (1.8%)*^{(3) (5) (7) (8)}	Education Services	First Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, Acquired 01/20, Due 01/27)	9,581,593		9,163,988			8,755,838
					9,581,593			9,163,988			8,755,838

ADMI Corp. (0.6%)*^{(6) (8)}	Health Care Services	First Lien Senior Secured Term Loan (LIBOR + 2.75%, 2.9% Cash, Acquired 08/18, Due 04/25)	3,430,482		3,440,286			3,180,709
					3,430,482			3,440,286			3,180,709

Aftermath Bidco Corporation (2.4%)*^{(5) (7) (8)}	Professional Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 7.1% Cash, Acquired 04/19, Due 04/25)	12,197,427		11,969,619			11,603,465
					12,197,427			11,969,619			11,603,465

Alliant Holdings LP (0.9%)*^{(6) (8)}	Property & Casualty Insurance	First Lien Senior Secured Term Loan (LIBOR + 2.75%, 2.9% Cash, Acquired 09/18, Due 05/25)	4,910,038		4,916,270			4,643,373
					4,910,038			4,916,270			4,643,373

Altice USA, Inc. (0.5%)*^{(3) (5) (8)}	Cable & Satellite	First Lien Senior Secured Term Loan (LIBOR + 2.25%, 2.4% Cash, Acquired 09/18, Due 01/26)	2,493,687		2,206,701			2,354,315
					2,493,687			2,206,701			2,354,315

American Dental Partners, Inc. (1.8%)*^{(5) (7) (8)}	Health Care Services	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 11/18, Due 03/23)	9,850,000		9,833,760			8,983,941
					9,850,000			9,833,760			8,983,941

American Scaffold, Inc. (1.9%)*⁽⁵⁾ ^{(7) (8)}	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 09/19, Due 09/25)	9,735,797		9,541,502			9,245,360
							9,735,797			9,541,502		9,245,360

Anchorage Capital CLO Ltd: Series 2013-1A (0.4%)*^{(3) (5) (8)}	Structured Finance	Structured Secured Note - Class DR (LIBOR + 6.8%, 8.1% Cash, Acquired 03/20, Due 10/30)	2,000,000		1,734,878			1,861,922
					2,000,000			1,734,878			1,861,922

Anju Software, Inc. (2.6%)*^{(5) (7) (8)}	Application Software	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.6% Cash, Acquired 02/19, Due 02/25)	13,735,856		13,449,096			12,947,157
					13,735,856			13,449,096			12,947,157

Apex Bidco Limited (1.1%)*^{(3) (5) (7)}	Business Equipment & Services	First Lien Senior Secured Term Loan (GBP LIBOR + 6.50%, 7.2% Cash, Acquired 01/20, Due 01/27) ⁽⁸⁾	5,181,990		5,344,752			4,868,108
			Subordinated Senior Unsecured Term Loan (8.0% PIK, Acquired 01/20, Due 07/27)		621,838			641,273			584,714
					5,803,828			5,986,025			5,452,822

Apex Tool Group, LLC (1.3%)*^{(5) (6) (8)}	Industrial Machinery	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.5% Cash, Acquired 08/18, Due 08/24)	7,054,987		6,937,646			6,292,625
							7,054,987			6,937,646		6,292,625

Applied Systems Inc. (1.0%)*^{(6) (8)}	Application Software	First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, Acquired 09/19, Due 09/24)	4,937,940		4,965,194			4,791,481
					4,937,940			4,965,194			4,791,481

AQA Acquisition Holding, Inc. (f/k/a SmartBear) (1.0%)*^{(5) (7) (8)}	High Tech Industries	Second Lien Senior Secured Term Loan (LIBOR + 8.0%, 9.5% Cash, Acquired 10/18, Due 05/24)	4,959,088		4,867,502			4,766,877
					4,959,088			4,867,502			4,766,877

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2020


Portfolio Company	Industry	Type of Investment^{(1) (2)}	Principal Amount		Cost			Fair Value
Arch Global Precision LLC (2.2%)*^{(5) (7) (8)}	Industrial Machinery	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 04/19, Due 04/26)	$	11,558,622	$	11,342,687		$	10,684,104
					11,558,622			11,342,687			10,684,104

Armstrong Transport Group (Pele Buyer, LLC ) (0.9%)*^{(5) (7) (8)}	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 06/19, Due 06/24)	4,667,670		4,580,193			4,405,835
					4,667,670			4,580,193			4,405,835

Ascend Learning, LLC (1.0%)*^{(6) (8)}	IT Consulting & Other Services	First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.0% Cash, Acquired 09/18, Due 07/24)	4,936,548		4,944,790			4,686,660
							4,936,548			4,944,790		4,686,660

Ascensus Specialties, LLC (1.4%)*^{(5) (7) (8)}	Specialty Chemicals	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 4.9% Cash, Acquired 09/19, Due 09/26)	7,054,852		6,990,567			6,625,013
					7,054,852			6,990,567			6,625,013

ASPEQ Heating Group LLC (1.8%)*^{(5) (7) (8)}	Building Products, Air and Heating	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 11/19, Due 11/25)	8,990,679		8,868,005			8,613,002
					8,990,679			8,868,005			8,613,002

Auxi International (0.3%)*^{(3) (5) (7) (8)}	Commercial Finance	First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/19, Due 12/26)	1,572,410		1,512,116			1,481,336
					1,572,410			1,512,116			1,481,336

Aveanna Healthcare Holdings, Inc. (0.9%)*^{(6) (8)}	Health Care Facilities	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 10/18, Due 03/24)	1,465,984		1,451,877			1,292,514
			First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 10/18, Due 03/24)		3,511,966			3,512,767			3,109,565
					4,977,950			4,964,644			4,402,079

AVSC Holding Corp. (0.7%)*^{(6) (8)}	Advertising	First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.25% Cash, Acquired 08/18, Due 03/25)	4,917,072		4,894,839			3,515,706
					4,917,072			4,894,839			3,515,706

Bass Pro Group, LLC (0.4%)*^{(5) (8)}	General Merchandise Stores	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.1% Cash, Acquired 03/20, Due 09/24)	1,989,770		1,782,295			1,909,463
					1,989,770			1,782,295			1,909,463

BDP International, Inc. (f/k/a BDP Buyer, LLC) (4.8%)*^{(5) (7) (8)}	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/18, Due 12/24)	24,625,000		24,239,939			23,504,409
					24,625,000			24,239,939			23,504,409

Beacon Pointe Advisors, LLC (0.1%)*^{(5) (7) (8)}	Asset Manager & Custody Bank	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.4% Cash, Acquired 03/20, Due 03/26)	634,773		613,132			612,386
					634,773			613,132			612,386

Benify (Bennevis AB) (0.3%)*^{(3) (5) (7) (8)}	High Tech Industries	First Lien Senior Secured Term Loan (STIBOR + 5.25%, 5.3% Cash, Acquired 07/19, Due 07/26)	1,400,672		1,365,178			1,335,227
					1,400,672			1,365,178			1,335,227

Berlin Packaging LLC (1.0%)*^{(6) (8)}	Forest Products /Containers	First Lien Senior Secured Term Loan (LIBOR + 3.0%, 3.2% Cash, Acquired 08/18, Due 11/25)	4,937,028		4,946,645			4,665,491
					4,937,028			4,946,645			4,665,491

Blackhawk Network Holdings Inc. (0.9%)*^{(6) (8)}	Data Processing & Outsourced Services	First Lien Senior Secured Term Loan (LIBOR + 3.0%, 3.2% Cash, Acquired 11/18, Due 06/25)	4,937,028		4,937,028			4,533,821
					4,937,028			4,937,028			4,533,821

Boxer Parent Company Inc. (0.4%)*^{(5) (8)}	Software/Services	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 4.4% Cash, Acquired 03/20, Due 10/25)	1,989,899		1,797,528			1,877,967
					1,989,899			1,797,528			1,877,967

Brown Machine Group Holdings, LLC (1.0%)*^{(5) (7) (8)}	Industrial Equipment	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 10/18, Due 10/24)	5,286,022		5,236,738			4,867,702
					5,286,022			5,236,738			4,867,702

Cadent, LLC (f/k/a Cross MediaWorks) (1.5%)*^{(5) (7) (8)}	Media & Entertainment	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 09/18, Due 09/23)	7,798,384		7,747,419			7,454,420
					7,798,384			7,747,419			7,454,420

Carlyle Aviation Partners Ltd. (0.3%)*⁽⁵⁾	Structured Finance	Structured Secured Note, Series 2019-2 - Class A (3.4% Cash, Acquired 3/20, Due 10/39)	948,595		858,707			855,977
			Structured Secured Note, Series 2018-2 - Class A (4.5% Cash, Acquired 03/20, Due 11/38)		434,772			393,648			387,701
					1,383,367			1,252,355			1,243,678

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2020


Portfolio Company	Industry	Type of Investment^{(1) (2)}	Principal Amount		Cost		Fair Value
Centralis Finco S.a.r.l. (0.4%)*^{(3) (5) (7) (8)}	Diversified Financial Services	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 5/20, Due 5/27)	$	2,006,413	$	1,838,968	$	1,961,000
					2,006,413		1,838,968		1,961,000

Cineworld Group PLC (0.5%)*^{(3) (5) (8)}	Leisure Products	First Lien Senior Secured Term Loan (LIBOR + 2.25%, 3.3% Cash, Acquired 4/20, Due 2/25)	2,990,793		1,954,589		2,238,878
					2,990,793		1,954,589		2,238,878

Classic Collision (Summit Buyer, LLC) (0.6%)*^{(5) (7) (8)}	Auto Collision Repair Centers	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 01/20, Due 01/26)	3,921,456		3,630,038		3,145,392
					3,921,456		3,630,038		3,145,392

CM Acquisitions Holdings Inc. (4.0%)*^{(5) (7) (8)}	Internet & Direct Marketing	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 05/19, Due 05/25)	20,434,481		20,115,062		19,398,331
					20,434,481		20,115,062		19,398,331

CMT Opco Holding, LLC (Concept Machine) (1.1%)*^{(5) (7) (8)}	Distributors	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 01/20, Due 01/25)	5,450,744		5,349,552		5,007,434
			LLC Units (10,185 units, Acquired 01/20)				407,915		299,118
					5,450,744		5,757,467		5,306,552

Confie Seguros Holding II Co. (0.3%)*^{(5) (8)}	Insurance Brokerage Services	Second Lien Senior Secured Term Loan (LIBOR + 8.5%, 8.7% Cash, Acquired 10/19, Due 11/25)	2,500,000		2,360,112		1,677,075
					2,500,000		2,360,112		1,677,075

Contabo Finco S.À R.L (0.3%)*^{(3) (5) (7) (8)}	Internet Software and Services	First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 10/19, Due 10/26)	1,361,657		1,307,535		1,269,399
					1,361,657		1,307,535		1,269,399

Container Store Group, Inc., (The) (0.5%)*^{(6) (8)}	Retail	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 09/18, Due 09/23)	2,889,648		2,891,578		2,326,166
					2,889,648		2,891,578		2,326,166

Core & Main LP (0.8%)*^{(6) (8)}	Building Products	First Lien Senior Secured Term Loan (LIBOR + 2.75%, 3.8% Cash, Acquired 09/18, Due 08/24)	3,959,391		3,973,700		3,762,649
					3,959,391		3,973,700		3,762,649

CPI International Inc. (0.9%)*^{(6) (8)}	Electronic Components	First Lien Senior Secured Term Loan (LIBOR + 3.5%, 4.5% Cash, Acquired 08/18, Due 07/24)	4,722,788		4,728,810		4,431,534
					4,722,788		4,728,810		4,431,534

Dart Buyer, Inc. (2.4%)*^{(3) (5) (7) (8)}	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 04/19, Due 04/25)	12,373,311		12,131,607		11,685,480
					12,373,311		12,131,607		11,685,480

Davis Vision Incorporation (0.8%)*^{(6) (8)}	Managed Health Care	First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.0% Cash, Acquired 08/18, Due 12/24)	3,949,367		3,947,664		3,774,134
					3,949,367		3,947,664		3,774,134

Diamond Sports Group, LLC (0.2%)*^{(5) (8)}	Broadcasting	First Lien Senior Secured Term Loan (LIBOR + 3.25%, 3.4% Cash, Acquired 03/20, Due 08/26)	994,987		780,476		807,184
					994,987		780,476		807,184

Dimora Brands, Inc. (0.6%)*^{(6) (8)}	Building Products	First Lien Senior Secured Term Loan (LIBOR + 3.5%, 4.6% Cash, Acquired 08/18, Due 08/24)	2,938,760		2,941,402		2,812,040
					2,938,760		2,941,402		2,812,040

Distinct Holdings, Inc. (1.5%)*^{(5) (7) (8)}	Systems Software	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 04/19, Due 12/23)	7,554,756		7,481,644		7,256,971
					7,554,756		7,481,644		7,256,971

DreamStart Bidco SAS (d/b/a SmartTrade) (2.0%)*^{(3) (5) (7) (8)}	Diversified Financial Services	First Lien Senior Secured Term Loan (EURIBOR + 4.5%, 4.5% Cash, 1.8% PIK, Acquired 03/20, Due 03/27)	9,870,524		9,344,248		9,620,125
					9,870,524		9,344,248		9,620,125

Edelman Financial Center, LLC, The (1.0%)*^{(6) (8)}	Investment Banking & Brokerage	First Lien Senior Secured Term Loan (LIBOR + 3.0%, 3.2% Cash, Acquired 09/18, Due 07/25)	4,937,343		4,970,893		4,702,820
					4,937,343		4,970,893		4,702,820

Elmwood CLO: Series 2019-1A (0.6%)*^{(3) (5) (8)}	Structured Finance	Structured Secured Note - Class E (LIBOR + 7.10%, 8.2% Cash, Acquired 03/20, Due 04/30)	3,000,000		2,673,958		2,825,565
					3,000,000		2,673,958		2,825,565

Endo International PLC (1.5%)*^{(3) (5) (6) (8)}	Pharmaceuticals	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.0% Cash, Acquired 09/18, Due 04/24)	7,838,384		7,892,372		7,387,677