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(dba Global Critical Logistics) Industry Air Freight & Logistics Reference Rate and Spread S + 4.75% Maturity 08/02/32 Two2025-06-300002020354ck0002020354:RubixFoodsLLCMemberck0002020354:FirstLienOrSeniorSecuredDebtMember2025-06-300002020354ck0002020354:InvestmentsAtFairValueMemberus-gaap:GeographicConcentrationRiskMember2025-01-012025-06-300002020354us-gaap:CommonStockMember2024-01-012024-12-310002020354ck0002020354:OnTheFirstDayOfTheCalendarQuarterMember2025-01-012025-06-300002020354us-gaap:FairValueInputsLevel3Memberck0002020354:FirstLienOrSeniorSecuredDebtAndMoneyMarketFundsMember2024-12-310002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% Ideal Components Acquisition, LLC (dba Ideal Tridon) Industry Machinery Interest Rate 9.30% Reference Rate and Spread S + 5.00% Maturity 06/30/322025-06-300002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% Rotation Buyer, LLC (dba Rotating Machinery Services) Industry Machinery Interest Rate 9.05% Reference Rate and Spread S + 4.75% Maturity 12/26/312025-06-300002020354us-gaap:SecuredOvernightFinancingRateSofrOvernightIndexSwapRateMemberck0002020354:ScbRevolvingCreditFacilityMember2025-01-012025-06-300002020354ck0002020354:InvestmentAffiliatedIssuerNoncontrollingIncludedMoneyMarketFundsMember2025-01-012025-06-300002020354ck0002020354:MayOneTwoThousandAndTwentyFourMember2024-05-012024-06-300002020354ck0002020354:InvestmentAffiliatedIssuerNoncontrollingIncludedMoneyMarketFundsMember2025-06-300002020354ck0002020354:FirstLienOrSeniorSecuredDebtMember2024-12-3100020203542024-05-012024-06-300002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% Octane Purchaser, Inc. (dba Office Ally) Industry Health Care Technology Reference Rate and Spread S + 4.25% Maturity 05/19/322025-06-300002020354ck0002020354:InvestmentsAtFairValueMemberck0002020354:MachineryMemberck0002020354:IndustryConcentrationRiskMember2025-01-012025-06-300002020354Investment Debt Investments - 54.7% United States - 54.7% 1st Lien/Senior Secured Debt - 54.7% Ark Data Centers, LLC Industry IT Services Reference Rate and Spread S + 4.75% Maturity 11/27/302024-12-310002020354ck0002020354:TropicalBidcoLLCMemberck0002020354:FirstLienOrSeniorSecuredDebtMember2024-12-3100020203542025-04-012025-06-300002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% Ark Data Centers, LLC Industry IT Services Interest Rate 9.05% Reference Rate and Spread S + 4.75% Maturity 11/27/30 One2025-06-300002020354ck0002020354:IdealComponentsAcquisitionLLCMemberck0002020354:FirstLienOrSeniorSecuredDebtMember2025-06-300002020354us-gaap:FairValueInputsLevel3Member2025-01-012025-06-3000020203542024-05-012025-06-300002020354country:USus-gaap:InvestmentAffiliatedIssuerMember2024-12-310002020354us-gaap:DebtMember2025-06-300002020354ck0002020354:FinancialServicesMemberck0002020354:InvestmentsAtFairValueMemberck0002020354:IndustryConcentrationRiskMember2025-01-012025-06-300002020354us-gaap:InvestmentAffiliatedIssuerMember2025-06-300002020354ck0002020354:DiversifiedConsumerServicesMember2025-06-300002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% KPA Parent Holdings, Inc. Industry Software Interest Rate 9.08% Reference Rate and Spread S + 4.75% Maturity 03/12/322025-06-300002020354ck0002020354:FrontlineRoadSafetyLLCMemberck0002020354:FirstLienOrSeniorSecuredDebtMember2025-06-300002020354ck0002020354:ScbRevolvingCreditFacilityMember2025-04-012025-06-300002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% Tropical Bidco, LLC (dba Tropical Cheese) Industry Food Products Reference Rate and Spread S + 4.75% Maturity 12/11/302025-06-300002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% Frontline Road Safety Operations, LLC Industry Commercial Services & Supplies Interest Rate 9.08% Reference Rate and Spread S + 4.75% (Incl. 2.00% PIK) Maturity 03/04/322025-06-3000020203542025-01-012025-06-300002020354us-gaap:FairValueInputsLevel3Memberck0002020354:FirstLienOrSeniorSecuredDebtAndMoneyMarketFundsMember2025-06-300002020354ck0002020354:ThreeMonthSOFRMember2025-01-012025-06-300002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% Tropical Bidco, LLC (dba Tropical Cheese) Industry Food Products Interest Rate 9.05% Reference Rate and Spread S + 4.75% Maturity 12/11/302025-06-300002020354us-gaap:HealthcareSectorMemberck0002020354:InvestmentsAtFairValueMemberck0002020354:IndustryConcentrationRiskMember2025-01-012025-06-3000020203542024-06-300002020354ck0002020354:FirstLienOrSeniorSecuredDebtAndMoneyMarketFundsMember2025-06-300002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% Airwavz Solutions, Inc. Industry Wireless Telecommunication Services Interest Rate 9.68% Reference Rate and Spread S + 5.25% Maturity 03/31/272025-06-300002020354us-gaap:RevolvingCreditFacilityMembersrt:MinimumMember2025-06-300002020354Non-Controlled Affiliates Goldman Sachs Financial Square Government Fund - Institutional Shares2025-01-012025-06-300002020354ck0002020354:AccruedDeferredOfferingCostMember2025-06-300002020354ck0002020354:FinancialServicesMember2025-06-300002020354ck0002020354:OnADayOtherThanTheFirstDayMember2025-01-012025-06-300002020354ck0002020354:FirstLienOrSeniorSecuredDebtAndMoneyMarketFundsMember2024-12-310002020354ck0002020354:MachineryMemberck0002020354:InvestmentsAtFairValueMemberck0002020354:IndustryConcentrationRiskMember2024-01-012024-12-310002020354us-gaap:ValuationTechniqueDiscountedCashFlowMemberus-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputDiscountRateMemberck0002020354:BankLoansCorporateDebtAndOtherDebtObligationsMemberck0002020354:FirstLienOrSeniorSecuredDebtMember2025-06-300002020354us-gaap:InvestmentAffiliatedIssuerControlledMember2025-06-300002020354ck0002020354:InvestmentsAtFairValueMemberus-gaap:GeographicConcentrationRiskMembercountry:US2024-01-012024-12-310002020354us-gaap:InvestmentAffiliatedIssuerMember2024-12-310002020354ck0002020354:InvestmentsAtFairValueMemberck0002020354:IndustryConcentrationRiskMember2025-01-012025-06-300002020354ck0002020354:OnADateSubsequentToTheDateMember2025-01-012025-06-300002020354ck0002020354:InvestmentsAtFairValueMemberck0002020354:IndustryConcentrationRiskMember2024-01-012024-12-310002020354ck0002020354:OneMonthSOFRMember2024-01-012024-12-310002020354ck0002020354:ScbRevolvingCreditFacilityMember2025-01-012025-06-300002020354Investment Debt Investments - 54.7% United States - 54.7% 1st Lien/Senior Secured Debt - 54.7% Tropical Bidco, LLC (dba Tropical Cheese) Industry Food Products Interest Rate 9.08% Reference Rate and Spread S + 4.75% Maturity 12/11/302024-12-310002020354ck0002020354:SplashCarWashIncMemberck0002020354:FirstLienOrSeniorSecuredDebtMember2025-06-300002020354us-gaap:FairValueInputsLevel3Member2024-12-310002020354ck0002020354:ScbRevolvingCreditFacilityMember2024-09-250002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% CURiO Brands LLC Industry Household Products Interest Rate 9.55% Reference Rate and Spread S + 5.25% Maturity 04/02/312025-06-300002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% Airwavz Solutions, Inc. Industry Wireless Telecommunication Services Interest Rate 9.68% Reference Rate and Spread S + 5.25% Maturity 03/31/27 Two2025-06-300002020354ck0002020354:PriorToSixMonthPeriodMember2025-01-012025-06-300002020354ck0002020354:FirstLienOrSeniorSecuredDebtMember2025-06-300002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% Frontline Road Safety Operations, LLC Industry Commercial Services & Supplies Interest Rate 9.08% Reference Rate and Spread S + 4.75% (Incl. 2.00% PIK) Maturity 03/04/32 Two2025-06-300002020354Investment Debt Investments - 54.7% United States - 54.7% 1st Lien/Senior Secured Debt - 54.7% Rotation Buyer, LLC (dba Rotating Machinery Services) Industry Machinery Interest Rate 9.08% Reference Rate and Spread S + 4.75% Maturity 12/26/312024-12-310002020354Investment Debt Investments - 54.7% United States - 54.7% 1st Lien/Senior Secured Debt - 54.7% Rotation Buyer, LLC (dba Rotating Machinery Services) Industry Machinery Reference Rate and Spread S + 4.75% Maturity 12/26/312024-12-310002020354ck0002020354:CURiOBrandsLLCMemberck0002020354:FirstLienOrSeniorSecuredDebtMember2025-06-300002020354ck0002020354:MachineryMember2025-06-300002020354us-gaap:CommonStockMember2025-01-012025-06-300002020354ck0002020354:AccruedExpensesAndOtherLiabilitiesMember2025-06-300002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% Octane Purchaser, Inc. (dba Office Ally) Industry Health Care Technology Reference Rate and Spread S + 4.25% Maturity 05/19/32 One2025-06-300002020354us-gaap:SecuredOvernightFinancingRateSofrOvernightIndexSwapRateMemberus-gaap:InterestRateFloorMemberck0002020354:ScbRevolvingCreditFacilityMember2025-01-012025-06-300002020354us-gaap:FairValueInputsLevel3Memberck0002020354:FirstLienOrSeniorSecuredDebtMember2025-06-300002020354us-gaap:FairValueInputsLevel1Memberus-gaap:MoneyMarketFundsMember2024-12-310002020354us-gaap:DebtSecuritiesMembercountry:US2025-06-300002020354ck0002020354:FoodProductsMember2025-06-300002020354us-gaap:InvestmentAffiliatedIssuerControlledMember2024-12-3100020203542025-06-300002020354ck0002020354:ScbRevolvingCreditFacilityMember2025-06-300002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% Zeppelin US Buyer Inc. (dba Global Critical Logistics) Industry Air Freight & Logistics Reference Rate and Spread S + 4.75% Maturity 08/02/322025-06-300002020354us-gaap:DebtMember2025-01-012025-06-300002020354ck0002020354:CurriculumAssociatesLLCMemberck0002020354:FirstLienOrSeniorSecuredDebtMember2025-06-300002020354ck0002020354:InvestmentsAtFairValueMembercountry:USus-gaap:GeographicConcentrationRiskMember2025-01-012025-06-300002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% Splash Car Wash, Inc. Industry Diversified Consumer Services Interest Rate 9.30% Reference Rate and Spread S + 5.00% Maturity 03/17/322025-06-300002020354Non-Controlled Affiliates Goldman Sachs Financial Square Government Fund - Institutional Shares2024-12-310002020354us-gaap:CommonStockMember2024-12-310002020354ck0002020354:InterestAndOtherDebtExpensesPayableMember2025-06-3000020203542024-05-012024-10-300002020354ck0002020354:FirstLienOrSeniorSecuredDebtMemberck0002020354:AirwavzSolutionsIncMember2025-06-300002020354us-gaap:ValuationTechniqueDiscountedCashFlowMemberus-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MeasurementInputDiscountRateMemberck0002020354:BankLoansCorporateDebtAndOtherDebtObligationsMemberck0002020354:FirstLienOrSeniorSecuredDebtMember2025-06-300002020354ck0002020354:OneMonthSOFRMember2025-01-012025-06-300002020354ck0002020354:WellnessAcquisitioncoIncMemberck0002020354:FirstLienOrSeniorSecuredDebtMember2025-06-300002020354ck0002020354:FirstLienOrSeniorSecuredDebtMember2025-06-300002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% CURiO Brands LLC Industry Household Products Reference Rate and Spread S + 5.25% Maturity 04/02/31 One2025-06-300002020354ck0002020354:ZeppelinUSBuyerIncMemberck0002020354:FirstLienOrSeniorSecuredDebtMember2025-06-300002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% Wellness AcquisitionCo, Inc. (dba SPINS) Industry IT Services Interest Rate 9.05% Reference Rate and Spread S + 4.75% Maturity 01/22/29 One2025-06-300002020354ck0002020354:ITServicesMember2025-06-300002020354Debt Investments – 173.1% United States - 173.1% 1st Lien/Senior Secured Debt - 173.1% Celero Commerce LLC Industry Financial Services Interest Rate 9.28% Reference Rate and Spread S + 5.00% Maturity 02/28/312025-06-300002020354ck0002020354:InterestAndOtherDebtExpensesPayableMember2024-12-310002020354ck0002020354:InvestmentsInAffiliatedMoneyMarketFundMember2024-12-310002020354us-gaap:DebtSecuritiesMember2024-12-310002020354ck0002020354:ThreeMonthSOFRMember2024-01-012024-12-31xbrli:purexbrli:sharesiso4217:USDxbrli:sharesck0002020354:Segmentiso4217:USD

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended June 30, 2025

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

Commission file number: 814-01758

West Bay BDC LLC

(Exact Name of Registrant as Specified in Its Charter)


Delaware	99-1657525
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)

200 West Street, New York, New York	10282
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s Telephone Number, Including Area Code: (312) 655-4419

Not Applicable

Former Name, Former Address and Former Fiscal Year, If Changed Since Last Report.

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

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 ☒ 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 (§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 ☐

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.


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 Act). YES ☐ NO ☒

As of August 12, 2025, there were 4,927,640 limited liability company common units outstanding.

Table of Contents

West Bay BDC LLC

QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2025


	INDEX	PAGE
	Cautionary Statement Regarding Forward-Looking Statements	3
PART I.	FINANCIAL INFORMATION	4
ITEM 1.	Financial Statements (Unaudited)	4
	Statements of Financial Condition	4
	Statement of Operations	5
	Statement of Changes in Members' Capital	6
	Statement of Cash Flows	7
	Schedule of Investments	8
	Notes to the Financial Statements	11
ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24
ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk	35
ITEM 4.	Controls and Procedures	35

PART II	OTHER INFORMATION	36
ITEM 1.	Legal Proceedings	36
ITEM 1A.	Risk Factors	36
ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	36
ITEM 3.	Defaults Upon Senior Securities	36
ITEM 4.	Mine Safety Disclosures	36
ITEM 5	Other Information	36
ITEM 6.	Exhibits	36

SIGNATURES		38

Table of Contents

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements that involve substantial risks and uncertainties. You can identify these statements by the use of forward-looking terminology such as “may,” “will,” “should,” “expect,” “anticipate,” “project,” “target,” “estimate,” “intend,” “continue” or “believe” or the negatives of, or other variations on, these terms or comparable terminology. You should read statements that contain these words carefully because they discuss our plans, strategies, prospects and expectations concerning our business, operating results, financial condition and other similar matters. We believe that it is important to communicate our future expectations to our investors. Our forward-looking statements include information in this report regarding general domestic and global economic conditions, our future financing plans, our ability to operate as a business development company (“BDC”) and the expected performance of, and the yield on, our portfolio companies. There may be events in the future, however, that we are not able to predict accurately or control. The factors listed under “Risk Factors” in our annual report on Form 10-K for the year ended December 31, 2024, as well as any cautionary language in this report, provide examples of risks, uncertainties and events that may cause our actual results to differ materially from the expectations we describe in our forward-looking statements. The occurrence of the events described in these risk factors and elsewhere in this report could have a material adverse effect on our business, results of operations and financial position. Any forward-looking statement made by us in this report speaks only as of the date of this report. Factors or events that could cause our actual results to differ from our forward-looking statements may emerge from time to time, and it is not possible for us to predict all of them. We undertake 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. 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 U.S. Securities and Exchange Commission (the “SEC”), including annual reports on Form 10-K, registration statements on Form N-2, quarterly reports on Form 10-Q and current reports on Form 8-K. The safe harbor provisions of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which preclude civil liability for certain forward-looking statements, do not apply to the forward-looking statements in this quarterly report because we are an investment company. The following factors are among those that may cause actual results to differ materially from our forward-looking statements:

•

our future operating results;

•

disruptions in the capital markets, market conditions, and general economic uncertainty;

•

changes in political, economic, social or industry conditions, the interest rate environment or conditions affecting the financial and capital markets, including the effect of any pandemic or epidemic;

•

United States trade policy developments, tariffs and other trade restrictions;

•

uncertainty surrounding the financial and political stability of the United States, the United Kingdom, the European Union and China, the war between Russia and Ukraine and conflict in the Middle East;

•

our business prospects and the prospects of our portfolio companies;

•

the impact of investments that we expect to make;

•

the impact of increased competition;

•

our contractual arrangements and relationships with third parties;

•

the dependence of our future success on the general economy and its impact on the industries in which we invest;

•

the ability of our current and prospective portfolio companies to achieve their objectives;

•

the relative and absolute performance of Goldman Sachs Asset Management, L.P. (the “Investment Adviser”);

•

the use of borrowed money to finance a portion of our investments;

•

our ability to make distributions;

•

the adequacy of our cash resources and working capital;

•

changes in interest rates;

•

the timing of cash flows, if any, from the operations of our portfolio companies;

•

the impact of future acquisitions and divestitures;

•

the effect of changes in tax laws and regulations and interpretations thereof;

•

our ability to maintain our status as a BDC;

•

our ability to qualify for and maintain our status under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”) as a regulated investment company (“RIC”) and our qualification for tax treatment as a RIC;

•

actual and potential conflicts of interest with the Investment Adviser and its affiliates;

•

the ability of the Investment Adviser to attract and retain highly talented professionals;

•

the impact on our business from new or amended legislation or regulations;

•

the availability of credit and/or our ability to access the equity and capital markets;

•

currency fluctuations, particularly to the extent that we receive payments denominated in foreign currency rather than U.S. dollars;

•

the impact of changing inflation and interest rates and the risk of recession on our portfolio companies;

•

the effect of global climate change on our portfolio companies;

•

the impact of information technology system failures, data security breaches, data privacy compliance, network disruptions, and cybersecurity attacks; and

•

the increased public scrutiny of and regulation related to corporate social responsibility.

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

West Bay BDC LLC

Statements of Financial Condition

(in thousands, except unit and per unit amounts)


	June 30, 2025			December 31, 2024
	(Unaudited)
Assets
Investments, at fair value
Non-controlled/non-affiliated investments (cost of $149,241 and $34,111)	$	148,942		$	34,104
Investments in affiliated money market fund (cost of $1,846 and $68,997)		1,846			68,997
Cash		56,613			2,054
Deferred financing costs		1,608			2,205
Interest and dividends receivable		739			47
Deferred offering costs		—			428
Other assets		38			103
Total assets	$	209,786		$	107,938
Liabilities
Debt	$	122,500		$	45,000
Interest and other debt expenses payable		699			204
Management fees payable		299			69
Professional fees payable		89			140
Accrued deferred offering costs		—			37
Accrued organization costs		—			25
Accrued expenses and other liabilities		156			152
Total liabilities	$	123,743		$	45,627
Commitments and contingencies (Note 7)
Members' capital
Preferred units (no units issued and outstanding)	$	—		$	—
Common units (4,927,640 and 3,589,962 units issued and outstanding as of June 30, 2025 and December 31, 2024)		86,281			63,106
Distributable earnings (loss)		(238	)		(795	)
Total members' capital	$	86,043		$	62,311
Total liabilities and members' capital	$	209,786		$	107,938
Net asset value per unit	$	17.46		$	17.36

The accompanying notes are an integral part of these unaudited financial statements.

Table of Contents

West Bay BDC LLC

Statement of Operations

(in thousands, except unit and per unit amounts)

(Unaudited)


	For the Three Months Ended			For the period from May 1, 2024 (inception) to			For the Six Months Ended			For the period from May 1, 2024 (inception) to
	June 30, 2025			June 30, 2024			June 30, 2025			June 30, 2024

Investment income:
From non-controlled/non-affiliated investments:
Interest income	$	2,881		$	—		$	4,106		$	—
Other income		65			—			117			—
From non-controlled affiliated investments:
Dividend income		30			—			174			—
Total investment income	$	2,976		$	—		$	4,397		$	—
Expenses:
Interest and other debt expenses	$	1,213		$	—		$	1,879		$	—
Management fees		299			—			552			—
Professional fees		188			—			340			—
Offering costs		107			174			427			174
Directors’ fees		30			17			58			17
Organization costs		—			928			—			928
Other general and administrative expenses		153			25			292			25
Total expenses	$	1,990		$	1,144		$	3,548		$	1,144
Net investment income (loss)	$	986		$	(1,144	)	$	849		$	(1,144	)
Net realized and unrealized gains (losses):
Net realized gain (loss) from:
Non-controlled/non-affiliated investments	$	—		$	—		$	—		$	—
Net change in unrealized appreciation (depreciation) from:
Non-controlled/non-affiliated investments		(151	)		—			(292	)		—
Net realized and unrealized gains (losses)	$	(151	)	$	—		$	(292	)	$	—
Net increase (decrease) in members' capital from operations	$	835		$	(1,144	)	$	557		$	(1,144	)
Weighted average units outstanding		4,927,640			500			4,306,839			500
Basic and diluted net investment income (loss) per unit	$	0.20		$	(2,288.00	)	$	0.20		$	(2,288.00	)
Basic and diluted earnings (loss) per unit	$	0.17		$	(2,288.00	)	$	0.13		$	(2,288.00	)

The accompanying notes are an integral part of these unaudited financial statements.

Table of Contents

West Bay BDC LLC

Statement of Changes in Members' Capital

(in thousands, except unit and per unit amounts)

(Unaudited)


	For the Three Months Ended			For the period from May 1, 2024 (inception) to			For the Six Months Ended			For the period from May 1, 2024 (inception) to
	June 30, 2025			June 30, 2024			June 30, 2025			June 30, 2024

Members' capital at beginning of period	$	85,208		$	—		$	62,311		$	—
Net increase (decrease) in members' capital from operations:
Net investment income (loss)	$	986		$	(1,144	)	$	849		$	(1,144	)
Net realized gain (loss)		—			—			—			—
Net change in unrealized appreciation (depreciation)		(151	)		—			(292	)		—
Net increase (decrease) in members' capital from operations	$	835		$	(1,144	)	$	557		$	(1,144	)
Capital transactions:
Issuance of common units	$	—		$	10		$	23,175		$	10
Net increase in members' capital from capital transactions	$	—		$	10		$	23,175		$	10
Total increase (decrease) in members' capital	$	835		$	(1,134	)	$	23,732		$	(1,134	)
Members' capital at end of period	$	86,043		$	(1,134	)	$	86,043		$	(1,134	)

The accompanying notes are an integral part of these unaudited financial statements.

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West Bay BDC LLC

Statement of Cash Flows

(in thousands, except unit and per unit amounts)

(Unaudited)


	For the Six Months Ended			For the period from May 1, 2024 (inception) to
	June 30, 2025			June 30, 2024

Cash flows from operating activities:
Net increase (decrease) in members' capital from operations:	$	557		$	(1,144	)
Adjustments to reconcile net increase (decrease) in members’ capital from operations to net cash provided by (used for) operating activities:
Purchases of investments		(116,548	)		—
Payment-in-kind interest capitalized		(132	)		—
Investments in affiliated money market fund, net		67,151			—
Proceeds from sales of investments and principal repayments		1,646			—
Net change in unrealized (appreciation) depreciation on investments		292			—
Amortization of premium and accretion of discount, net		(96	)		—
Amortization of deferred financing costs		651			—
Amortization of deferred offering costs		427			174
Change in operating assets and liabilities:
(Increase) decrease in interest and dividends receivable		(692	)		—
(Increase) decrease in other assets		65			(54	)
Increase (decrease) in interest and other debt expenses payable		495			—
Increase (decrease) in management fees payable		230			—
Increase (decrease) in professional fees payable		(51	)		—
Increase (decrease) in accrued organization costs		(25	)		928
Increase (decrease) in accrued expenses and other liabilities		4			96
Net cash provided by (used for) operating activities	$	(46,026	)	$	—
Cash flows from financing activities:
Proceeds from issuance of common units	$	23,175		$	10
Offering costs paid		(36	)		—
Financing costs paid		(54	)		—
Borrowings on debt		180,500			—
Repayments of debt		(103,000	)		—
Net cash provided by (used for) financing activities	$	100,585		$	10
Net increase (decrease) in cash	$	54,559		$	10
Cash, beginning of period		2,054			—
Cash, end of period	$	56,613		$	10
Supplemental and non-cash activities
Interest expense paid	$	733		$	—
Accrued but unpaid offering costs	$	—		$	1,040

The accompanying notes are an integral part of these unaudited financial statements.

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West Bay BDC LLC

Schedule of Investments as of June 30, 2025

(in thousands, except unit and per unit amounts)

(Unaudited)


Investment(1)	Industry(2)	Interest Rate(3)	Reference Rate and Spread(3)	Maturity	Par/Shares(4)		Cost			Fair Value			Footnotes
Debt Investments - 173.1%
United States - 173.1%
1st Lien/Senior Secured Debt - 173.1%
Zeppelin US Buyer Inc. (dba Global Critical Logistics)	Air Freight & Logistics		S + 4.75%	08/02/32	$	7,394	$	—		$	—		(5) (6)
Zeppelin US Buyer Inc. (dba Global Critical Logistics)	Air Freight & Logistics		S + 4.75%	08/02/32		2,263		—			—		(5) (6)
Zeppelin US Buyer Inc. (dba Global Critical Logistics)	Air Freight & Logistics		S + 4.75%	08/02/32		1,132		—			—		(5) (6)
Frontline Road Safety Operations, LLC	Commercial Services & Supplies	9.08%	S + 4.75% (Incl. 2.00% PIK)	03/04/32		16,416		16,258			16,251		(5) (7)
Frontline Road Safety Operations, LLC	Commercial Services & Supplies	9.08%	S + 4.75% (Incl. 2.00% PIK)	03/04/32		8,926		5,509			5,490		(5) (6) (7)
Frontline Road Safety Operations, LLC	Commercial Services & Supplies	9.08%	S + 4.75% (Incl. 2.00% PIK)	03/04/32		2,790		584			582		(5) (6) (7)
Curriculum Associates, LLC	Diversified Consumer Services	9.05%	S + 4.75%	05/07/32		16,902		16,800			16,803		(5)
Curriculum Associates, LLC	Diversified Consumer Services		S + 4.75%	05/07/32		11,098		(34	)		(34	)	(5) (6)
Splash Car Wash, Inc.	Diversified Consumer Services	9.30%	S + 5.00%	03/17/32		7,213		7,161			7,159		(5) (7)
Splash Car Wash, Inc.	Diversified Consumer Services		S + 5.00%	03/17/32		2,277		(8	)		(17	)	(5) (6) (7)
Splash Car Wash, Inc.	Diversified Consumer Services		S + 5.00%	03/17/31		1,339		(10	)		(10	)	(5) (6) (7)
Celero Commerce LLC	Financial Services	9.28%	S + 5.00%	02/28/31		7,786		7,730			7,728		(5) (7)
Celero Commerce LLC	Financial Services		S + 5.00%	02/28/31		1,854		(7	)		(14	)	(5) (6) (7)
Celero Commerce LLC	Financial Services		S + 5.00%	02/28/31		618		(4	)		(5	)	(5) (6) (7)
Rubix Foods, LLC	Food Products	9.08%	S + 4.75%	04/30/31		13,148		13,020			13,017		(5)
Rubix Foods, LLC	Food Products		S + 4.75%	04/30/31		1,015		(10	)		(10	)	(5) (6)
Tropical Bidco, LLC (dba Tropical Cheese)	Food Products	9.05%	S + 4.75%	12/11/30		7,299		7,198			7,190		(5) (7)
Tropical Bidco, LLC (dba Tropical Cheese)	Food Products		S + 4.75%	12/11/30		1,158		(16	)		(17	)	(5) (6) (7)
Octane Purchaser, Inc. (dba Office Ally)	Health Care Technology	8.58%	S + 4.25%	05/19/32		2,139		2,129			2,129		(5)
Octane Purchaser, Inc. (dba Office Ally)	Health Care Technology		S + 4.25%	05/19/32		1,126		—			—		(5) (6)
Octane Purchaser, Inc. (dba Office Ally)	Health Care Technology		S + 4.25%	05/19/32		450		(2	)		(2	)	(5) (6)
CURiO Brands LLC	Household Products	9.55%	S + 5.25%	04/02/31		5,519		5,466			5,464		(5)
CURiO Brands LLC	Household Products		S + 5.25%	04/02/31		897		(4	)		(4	)	(5) (6)
CURiO Brands LLC	Household Products		S + 5.25%	04/02/31		449		(4	)		(4	)	(5) (6)
Ark Data Centers, LLC	IT Services	9.05%	S + 4.75%	11/27/30		15,867		15,574			15,510		(5) (7)
Ark Data Centers, LLC	IT Services	9.05%	S + 4.75%	11/27/30		9,333		655			537		(5) (6) (7)
Ark Data Centers, LLC	IT Services	11.25%	P + 3.75%	11/27/30		2,800		43			30		(5) (6) (7)
Wellness AcquisitionCo, Inc. (dba SPINS)	IT Services	9.05%	S + 4.75%	01/22/29		4,846		4,833			4,822		(5) (7)
Wellness AcquisitionCo, Inc. (dba SPINS)	IT Services		S + 4.75%	01/22/29		550		(2	)		(3	)	(5) (6) (7)
Wellness AcquisitionCo, Inc. (dba SPINS)	IT Services	9.05%	S + 4.75%	01/22/29		464		458			462		(5) (7)
Wellness AcquisitionCo, Inc. (dba SPINS)	IT Services	9.05%	S + 4.75%	01/22/29		380		376			378		(5) (7)
Ideal Components Acquisition, LLC (dba Ideal Tridon)	Machinery	9.30%	S + 5.00%	06/30/32		7,320		7,246			7,247		(5)
Ideal Components Acquisition, LLC (dba Ideal Tridon)	Machinery		S + 5.00%	06/30/32		1,344		(7	)		(7	)	(5) (6)
Ideal Components Acquisition, LLC (dba Ideal Tridon)	Machinery		S + 5.00%	06/30/32		1,120		(11	)		(11	)	(5) (6)
Rotation Buyer, LLC (dba Rotating Machinery Services)	Machinery	9.05%	S + 4.75%	12/26/31		11,094		10,989			10,983		(5) (7)
Rotation Buyer, LLC (dba Rotating Machinery Services)	Machinery	9.06%	S + 4.75%	12/26/31		2,850		692			680		(5) (6) (7)
Rotation Buyer, LLC (dba Rotating Machinery Services)	Machinery	9.05%	S + 4.75%	12/26/31		1,426		677			676		(5) (6) (7)

The accompanying notes are an integral part of these unaudited financial statements.

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West Bay BDC LLC

Schedule of Investments as of June 30, 2025 (continued)

(in thousands, except unit and per unit amounts)

(Unaudited)


Investment (1)	Industry (2)	Interest Rate (3)	Reference Rate and Spread (3)	Maturity		Par/Shares(4)		Cost			Fair Value			Footnotes
Accommodations Plus Technologies LLC	Software	8.83%	S + 4.50%	05/28/32	$		7,794	$	7,717		$	7,716		(5)
Accommodations Plus Technologies LLC	Software		S + 4.50%	05/28/32			1,199		(12	)		(12	)	(5) (6)
Convenient Payments Acquisition, Inc.	Software	10.33%	S + 6.00%	12/31/26			2,683		2,663			2,661		(5)
Convenient Payments Acquisition, Inc.	Software		S + 6.00%	12/31/26			394		(1	)		(2	)	(5) (6)
Convenient Payments Acquisition, Inc.	Software	10.33%	S + 6.00%	12/31/26			197		41			41		(5) (6)
KPA Parent Holdings, Inc.	Software	9.08%	S + 4.75%	03/12/32			10,214		10,115			10,111		(5) (7)
KPA Parent Holdings, Inc.	Software		S + 4.75%	03/12/32			1,459		(7	)		(15	)	(5) (6) (7)
KPA Parent Holdings, Inc.	Software		S + 4.75%	03/12/32			1,021		(10	)		(10	)	(5) (6) (7)
Airwavz Solutions, Inc.	Wireless Telecommunication Services	9.70%	S + 5.25%	03/31/27			1,965		366			361		(5) (6) (7)
Airwavz Solutions, Inc.	Wireless Telecommunication Services	9.68%	S + 5.25%	03/31/27			1,960		1,940			1,940		(5) (7)
Airwavz Solutions, Inc.	Wireless Telecommunication Services	9.68%	S + 5.25%	03/31/27			1,960		1,940			1,940		(5) (7)
Airwavz Solutions, Inc.	Wireless Telecommunication Services	9.68%	S + 5.25%	03/31/27			1,225		1,212			1,213		(5) (7)
Airwavz Solutions, Inc.	Wireless Telecommunication Services		S + 5.25%	03/31/27			246		(2	)		(2	)	(5) (6) (7)
Total 1st Lien/Senior Secured Debt									149,241			148,942
Total United States								$	149,241		$	148,942
Total Debt Investments								$	149,241		$	148,942
Investments in Affiliated Money Market Fund - 2.1%
United States - 2.1%
Goldman Sachs Financial Square Government Fund - Institutional Shares							1,845,855	$	1,846		$	1,846		(8) (9)
Total Investments in Affiliated Money Market Fund									1,846			1,846
Total Investments and Investments in Affiliated Money Market Fund - 175.2%								$	151,087		$	150,788


(1)	Percentages are based on members' capital.


(2)	For Industry subtotal and percentage, see Note 4 "Investments."

      (3)

      Represents the actual interest rate for partially or fully funded debt in effect as of the reporting date. Certain investments are subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by the larger of the floor or the reference to either SOFR, including SOFR adjustment, if any, ("S") at the borrower's option, which reset periodically based on the terms of the credit agreement. S loans are typically indexed to 12 month, 6 month, 3 month or 1 month S rates. As of June 30, 2025, 1 month S was 4.32% and 3 month S was 4.29%. For investments with multiple reference rates or alternate base rates, the interest rate shown is the weighted average interest rate in effect at June 30, 2025.


(4)	Par amount is presented for debt investments, while the number of shares or units owned is presented for equity investments. Par amount is denominated in U.S. Dollars ("$" or "USD").


(5)	Represents co-investments made with in accordance with the terms of the exemptive relief received from the U.S. Securities and Exchange Commission (the "SEC"). See Note 3 “Significant Agreements and Related Party Transactions”.

      (6)

      Position or portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded portion. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. The negative cost, if applicable, is the result of the capitalized discount being greater than the principal amount outstanding on the loan. The negative fair value, if applicable, is the result of the capitalized discount on the loan. See Note 7 "Commitments and Contingencies".


(7)	The fair value of the investment was determined using significant unobservable inputs. See Note 5 “Fair Value Measurement”.


(8)	The annualized seven-day yield as of June 30, 2025 is 4.21%.


(9)	The investment is otherwise deemed to be an “affiliated person” of the Company. See Note 3 “Significant Agreements and Related Party Transactions”. PIK – Payment-In-Kind

The accompanying notes are an integral part of these unaudited financial statements.

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West Bay BDC LLC

Schedule of Investments as of December 31, 2024

(in thousands, except unit and per unit amounts)


Investment(1)	Industry(2)	Interest Rate(3)	Reference Rate and Spread(3)	Maturity	Par/Shares(4)		Cost			Fair Value			Footnotes
Debt Investments - 54.7%
United States - 54.7%
1st Lien/Senior Secured Debt - 54.7%
Tropical Bidco, LLC (dba Tropical Cheese)	Food Products	9.08%	S + 4.75%	12/11/30	$	7,336	$	7,227		$	7,226		(5)
Tropical Bidco, LLC (dba Tropical Cheese)	Food Products	9.08%	S + 4.75%	12/11/30		1,158		176			176		(5) (6)
Ark Data Centers, LLC	IT Services	9.08%	S + 4.75%	11/27/30		15,867		15,553			15,550		(5)
Ark Data Centers, LLC	IT Services		S + 4.75%	11/27/30		9,333		(92	)		(94	)	(5) (6)
Ark Data Centers, LLC	IT Services		S + 4.75%	11/27/30		2,800		(55	)		(56	)	(5) (6)
Rotation Buyer, LLC (dba Rotating Machinery Services)	Machinery	9.08%	S + 4.75%	12/26/31		11,122		11,011			11,011		(5)
Rotation Buyer, LLC (dba Rotating Machinery Services)	Machinery		S + 4.75%	12/26/31		2,852		(14	)		(14	)	(5) (6)
Rotation Buyer, LLC (dba Rotating Machinery Services)	Machinery	9.08%	S + 4.75%	12/26/31		1,426		305			305		(5) (6)
Total 1st Lien/Senior Secured Debt								34,111			34,104
Total United States							$	34,111		$	34,104
Total Debt Investments							$	34,111		$	34,104
Investments in Affiliated Money Market Fund - 110.7%
United States - 110.7%
Goldman Sachs Financial Square Government Fund - Institutional Shares						68,996,737	$	68,997		$	68,997		(7) (8)
Total Investments in Affiliated Money Market Fund								68,997			68,997
Total Investments and Investments in Affiliated Money Market Fund - 165.4%							$	103,108		$	103,101


(1)	Percentages are based on members' capital.


(2)	For Industry subtotal and percentage, see Note 4 "Investments."

      (3)

      Represents the actual interest rate for partially or fully funded debt in effect as of the reporting date. Certain investments are subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by the larger of the floor or the reference to either SOFR, including SOFR adjustment, if any, ("S") at the borrower's option, which reset periodically based on the terms of the credit agreement. S loans are typically indexed to 12 month, 6 month, 3 month or 1 month S rates. As of December 31, 2024, 1 month S was 4.33% and 3 month S was 4.31%. For investments with multiple reference rates or alternate base rates, the interest rate shown is the weighted average interest rate in effect at December 31, 2024.


(4)	Par amount is presented for debt investments, while the number of shares or units owned is presented for equity investments. Par amount is denominated in U.S. Dollars ("$" or "USD").


(5)	Represents co-investments made with in accordance with the terms of the exemptive relief received from the U.S. Securities and Exchange Commission. See Note 3 “Significant Agreements and Related Party Transactions”.

      (6)

      Position or portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded portion. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. The negative cost, if applicable, is the result of the capitalized discount being greater than the principal amount outstanding on the loan. The negative fair value, if applicable, is the result of the capitalized discount on the loan. See Note 7 "Commitments and Contingencies".


(7)	The annualized seven-day yield as of December 31, 2024 is 4.42%.


(8)	The investment is otherwise deemed to be an “affiliated person” of the Company. See Note 3 “Significant Agreements and Related Party Transactions”.

The accompanying notes are an integral part of these unaudited financial statements.

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West Bay BDC LLC

Notes to the Financial Statements

(in thousands, except unit and per unit amounts)

(Unaudited)

1. ORGANIZATION

West Bay BDC LLC (the “Company”) is a Delaware limited liability company that was formed on February 26, 2024. The Company has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “Investment Company Act”). In addition, the Company intends to elect to be treated as a regulated investment company (“RIC”), and the Company expects to qualify annually for tax treatment as a RIC, under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”).

The Company’s investment objective is to generate current income and, to a lesser extent, long-term capital appreciation primarily through direct originations of secured debt, including first lien, unitranche, and last-out portions of such loans, second lien debt, unsecured debt, including mezzanine debt, and select equity investments.

Goldman Sachs Asset Management, L.P. (“GSAM”), a Delaware limited partnership and an affiliate of Goldman Sachs & Co. LLC (including its predecessors, “GS & Co.”), is the investment adviser (the “Investment Adviser”) of the Company. The term “Goldman Sachs” refers to The Goldman Sachs Group, Inc. (“GS Group Inc.”), together with GS & Co., GSAM and its other subsidiaries.

The Company is conducting a private offering, in which investors will make a capital commitment (a “Commitment”) to purchase common units of the Company’s limited liability company interests (the “Units”). Each investor will enter into a subscription agreement with the Company, pursuant to which the investor will agree to purchase Units for an aggregate purchase price equal to its Commitment. Each investor will be required to purchase the Units each time the Company delivers a drawdown notice at least ten business days on which banks are open for business in the state of Qatar (“Qatari Business Days”) prior to the required funding date. The private offering and sale of Units will be made in reliance on one or more exemptions from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), including Section 4(a)(2) of the Securities Act and Regulation D and Regulation S under the Securities Act.

On May 1, 2024 (the “Inception Date”), the Company received a capital commitment of $10 from an affiliate of the Investment Adviser (the “Initial Member”). The Initial Member was the sole owner of the Company’s interests until the period beginning on the first date on which investors in the Company, other than the Initial Member, were required to make the initial capital contributions to purchase Units, and Units were issued in respect thereof (the “Initial Drawdown Date”).

On September 23, 2024, the Company began accepting subscription agreements ("Subscription Agreements") from investors acquiring Units of the Company in the Company's private offering. Under the terms of the Subscription Agreements, investors are required to make capital contributions up to the undrawn amount of their Commitment to purchase Units each time the Company delivers a drawdown notice. On November 27, 2024, the Company commenced investment operations.

2. SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The Company’s functional currency is USD and these financial statements have been prepared in that currency. The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to Regulation S-X. This requires the Company to make estimates and assumptions that may affect the amounts reported in the financial statements and accompanying notes. These financial statements reflect normal and recurring adjustments that in the opinion of the Company are necessary for the fair statement of the results for the periods presented. Actual results could differ from those estimates.

Certain financial information that is included in annual financial statements, including certain financial statement disclosures, prepared in accordance with GAAP, is not required for interim reporting purposes and has been condensed or omitted herein. These financial statements should be read in conjunction with the Company’s audited financial statements and notes related thereto for the year ended December 31, 2024, included in the Company’s annual report on Form 10-K, which was filed with the SEC on March 4, 2025. The results for the three and six months ended June 30, 2025 are not necessarily indicative of the results to be expected for the full fiscal year, any other interim period or any future year or period.

Certain prior period information has been reclassified or conformed to the current period presentation and has no effect on the Company’s financial position or the results of operations as previously reported.

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As an investment company, the Company applies the accounting and reporting guidance in Accounting Standards Codification (“ASC”) Topic 946, Financial Services—Investment Companies issued by the Financial Accounting Standards Board (“FASB”).

Revenue Recognition

The Company records its investment transactions on a trade date basis, which is the date when the Company assumes the risks for gains and losses related to that instrument. Realized gains and losses are based on the specific identification method.

Interest income, adjusted for amortization of premium and accretion of discount, is recorded on an accrual basis. Discounts and premiums to par value on investments purchased are accreted and amortized, respectively, into interest income over the life of the respective investment using the effective interest method. Loan origination fees, original issue discount ("OID") and market discounts or premiums are capitalized and amortized into interest income using the effective interest method or straight-line method, as applicable. Exit fees that are receivable upon repayment of a loan or debt security are amortized into interest income over the life of the respective investment. Upon prepayment of a loan or debt security, any prepayment premiums, unamortized upfront loan origination fees and unamortized discounts are recorded as interest income, for which the Company has earned the following:


	For the Three Months Ended		For the Six Months Ended
	June 30, 2025		June 30, 2025
Accelerated amortization of upfront loan origination fees and unamortized discounts	$	1	$	1

Fees received from portfolio companies (directors’ fees, consulting fees, administrative fees, tax advisory fees and other similar compensation) are paid to the Company, unless, to the extent required by applicable law or exemptive relief, if any, therefrom, the Company only receives its allocable portion of such fees when invested in the same portfolio company as another Account (as defined below) managed by the Investment Adviser.

Dividend income on preferred equity investments is recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity investments is recorded on the record date for private portfolio companies and on the ex-dividend date for publicly traded portfolio companies. Interest and dividend income are presented net of withholding tax, if any.

Certain investments may have contractual payment-in-kind ("PIK") interest or dividends. PIK represents accrued interest or accumulated dividends that are added to the principal amount or shares (if equity) of the investment on the respective interest or dividend payment dates, rather than being paid in cash and generally becomes due at maturity or upon the investment being called by the issuer. PIK is recorded as interest or dividend income, as applicable. If at any point 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 or dividends are generally reversed through interest or dividend income, respectively.

Certain structuring fees, amendment fees, syndication fees and commitment fees are recorded as other income when earned. Administrative agent fees received by the Company are recorded as other income when the services are rendered over time.

Non-Accrual Investments

Investments are placed on non-accrual status when it is probable that principal, interest or dividends will not be collected according to the contractual terms. Accrued interest or dividends generally are reversed when an investment is placed on non-accrual status. Interest or dividend payments received on non-accrual investments may be recognized as income or applied to principal depending upon management’s judgment. Non-accrual investments are restored to accrual status when past due principal and interest or dividends are paid and, in management’s judgment, principal and interest or dividend payments are likely to remain current. The Company may make exceptions to this treatment if an investment has sufficient collateral value and is in the process of collection. As of June 30, 2025 and December 31, 2024, the Company did not have any investments on non-accrual status.

Investments

The Company carries its investments in accordance with ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”), issued by the FASB, which defines fair value, establishes a framework for measuring fair value and requires disclosures about fair value measurements. Fair value is generally based on quoted market prices provided by independent price sources. In the absence of quoted market prices, investments are measured at fair value as determined by the Investment Adviser, as the valuation designee (the "Valuation Designee") designated by the board of directors of the Company (the “Board of Directors” or the "Board"), pursuant to Rule 2a-5 under the Investment Company Act.

Due to the inherent uncertainties of valuation, certain estimated fair values may differ significantly from the values that would have been realized had a ready market for these investments existed, and these differences could be material. See Note 5 “Fair Value Measurement”.

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The Company generally invests in illiquid securities, including debt and equity investments, of private companies. The Board of Directors has designated to the Investment Adviser day-to-day responsibilities for implementing and maintaining internal controls and procedures related to the valuation of the Company’s portfolio investments. Under valuation procedures approved by the Board of Directors and adopted by the Valuation Designee, market quotations are generally used to assess the value of the investments for which market quotations are readily available (as defined in Rule 2a-5). The Investment Adviser obtains these market quotations from independent pricing sources. If market quotations are not readily available, the Investment Adviser prices securities at the bid prices obtained from at least two brokers or dealers, if available; otherwise, the Investment Adviser obtains prices from a principal market maker or a primary market dealer. To assess the continuing appropriateness of pricing sources and methodologies, the Investment Adviser regularly performs price verification procedures and issues challenges as necessary to independent pricing sources or brokers, and any differences are reviewed in accordance with the valuation procedures. If the Valuation Designee believes any such market quotation does not reflect the fair value of an investment, it may independently value such investment in accordance with valuation procedures for investments for which market quotations are not readily available.

With respect to investments for which market quotations are not readily available, or for which market quotations are deemed not reflective of the fair value, the valuation procedures approved by the Board of Directors and approved by the Valuation Designee, contemplate a multi-step valuation process conducted by the Investment Adviser each quarter and more frequently as needed. As the Valuation Designee, the Investment Adviser is primarily responsible for the valuation of the Company’s assets, subject to the oversight of the Board of Directors, as described below:

The quarterly valuation process begins with each portfolio company or investment being initially valued by the investment professionals of the Investment Adviser responsible for the valuation of the portfolio investment;

The Valuation Designee also engages independent valuation firms (the “Independent Valuation Advisors”) to provide independent valuations of the investments for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of an investment. The Independent Valuation Advisors independently value such investments using quantitative and qualitative information. The Independent Valuation Advisors also provide analyses to support their valuation methodology and calculations. The Independent Valuation Advisors provide an opinion on a final range of values on such investments to the Valuation Designee. The Independent Valuation Advisors define fair value in accordance with ASC 820 and utilize valuation approaches including the market approach, the income approach or both. A portion of the portfolio is reviewed on a quarterly basis, and all investments in the portfolio for which market quotations are not readily available, or are readily available, but deemed not reflective of the fair value of an investment, are reviewed at least annually by an Independent Valuation Advisor;

The Independent Valuation Advisors’ preliminary valuations are reviewed by the Investment Adviser and the Valuation Oversight Group (the “VOG”), a team that is part of the controllers group of Goldman Sachs. The Independent Valuation Advisors’ valuation ranges are compared to the Investment Adviser’s valuations to ensure the Investment Adviser’s valuations are reasonable. The VOG presents the valuations to the Asset Management Private Investment Valuation and Side Pocket Working Group of the Asset Management Valuation Committee (the “Asset Management Private Investment Valuation and Side Pocket Working Group”), which is comprised of a number of representatives from different functions and areas of expertise related to GSAM’s business and controls who are independent of the investment decision making process;

The Asset Management Private Investment Valuation and Side Pocket Working Group reviews and preliminarily approves the fair valuations of the investments and makes fair valuation recommendations to the Asset Management Valuation Committee;

The Asset Management Valuation Committee reviews the valuation information provided by the Asset Management Private Investment Valuation and Side Pocket Working Group, the VOG, the investment professionals of the Investment Adviser responsible for valuations, and the Independent Valuation Advisors. The Asset Management Valuation Committee then assesses such valuation recommendations; and

Through the Asset Management Valuation Committee, the Valuation Designee, discusses the valuations, provides written reports to the Board of Directors on at least a quarterly basis, and, within the meaning of the Investment Company Act, determines the fair value of the investments in good faith, based on the inputs of the Asset Management Valuation Committee, the Asset Management Private Investment Valuation and Side Pocket Working Group, the VOG, the investment professionals of the Investment Adviser responsible for valuations, and the Independent Valuation Advisors.

Money Market Funds

Investments in money market funds are valued at net asset value (“NAV”) per share. See Note 3 “Significant Agreements and Related Party Transactions.”

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Cash

Cash consists of deposits held at State Street Bank and Trust Company (in such capacity, the “Custodian”). As of June 30, 2025 and December 31, 2024, the Company held an aggregate cash balance of $56,613 and $2,054.

Income Taxes

From its inception through September 23, 2024, the Company was a single member limited liability company, which was a disregarded entity for U.S. federal income tax purposes. As such, the Company has adopted an accounting policy of not recording a tax provision. On September 24, 2024, the Company elected to be treated as a corporation for U.S. federal income tax purposes.

The Company intends to elect to be treated as a RIC. So long as the Company maintains its qualification for tax treatment as a RIC, it will generally not be required to pay corporate-level U.S. federal income tax on any ordinary income or capital gains that it distributes at least annually to its unitholders (the “Unitholders”) as dividends. As a result, any U.S. federal income tax liability related to income earned and distributed by the Company represents obligations of the Company’s Unitholders and will not be reflected in the financial statements of the Company.

To maintain its tax treatment as a RIC, the Company must meet specified source-of-income and asset diversification requirements and timely distribute to its Unitholders for each taxable year at least 90% of its investment company taxable income (generally, its net ordinary income plus the excess of its realized net short-term capital gains over realized net long-term capital losses, determined without regard to the dividends paid deduction). In order for the Company not to be subject to U.S. federal excise taxes, it must distribute annually an amount at least equal to the sum of (i) 98% of its net ordinary income (taking into account certain deferrals and elections) for the calendar year, (ii) 98.2% of its capital gains in excess of capital losses for the one-year period ending on October 31 of the calendar year and (iii) any net ordinary income and capital gains in excess of capital losses for preceding years that were not distributed during such years. The Company, at its discretion, may carry forward taxable income in excess of calendar year dividends and pay a 4% nondeductible U.S. federal excise tax on this income. If the Company chooses to do so, this generally would increase expenses and reduce the amount available to be distributed to Unitholders without reducing the Company’s required distribution. The Company will accrue excise tax on estimated undistributed taxable income as required.

Distributions

Distributions from net investment income and net realized capital gains are determined in accordance with U.S. federal income tax regulations, which may differ from those amounts determined in accordance with GAAP. The Company may pay distributions in excess of its taxable net investment income. This excess would be a tax-free return of capital in the period and reduce a Unitholder’s tax basis in its Units. These book/tax differences are either temporary or permanent in nature. To the extent these differences are permanent they are charged or credited to Units or distributable earnings, as appropriate, in the period that the differences arise. Temporary and permanent differences are primarily attributable to differences in the tax treatment of certain loans and the tax characterization of income and non-deductible expenses. These differences are generally determined in conjunction with the preparation of the Company’s annual RIC tax return. Distributions to Unitholders are recorded on the record date. The amount to be paid out as a distribution is determined by the Board of Directors each quarter and is generally based upon the earnings estimated by the Investment Adviser. The Company may pay distributions to its Unitholders in a year in excess of its net ordinary income and capital gains for that year and, accordingly, a portion of such distributions may constitute a return of capital for U.S. federal income tax purposes. The Company intends to timely distribute to its Unitholders substantially all of its annual taxable income for each year, except that the Company may retain certain net capital gains for reinvestment and, depending upon the level of the Company’s taxable income earned in a year, the Company may choose to carry forward taxable income for distribution in the following year and pay any applicable tax. The specific tax characteristics of the Company’s distributions will be reported to Unitholders after the end of the calendar year. All distributions will be subject to available funds, and no assurance can be given that the Company will be able to declare such distributions in future periods.

Deferred Financing Costs

Deferred financing costs consist of fees and expenses paid in connection with the closing of and amendments to the revolving credit facility with Standard Chartered Bank (the “SCB Revolving Credit Facility”). These costs are amortized using the straight-line method over the term of the SCB Revolving Credit Facility. Deferred financing costs related to the SCB Revolving Credit Facility are presented separately as an asset on the Company’s Statements of Financial Condition.

Organization Costs

Organization costs include costs relating to the formation and organization of the Company. These costs were expensed as incurred. Upon the Initial Drawdown Date, the Company’s Unitholders bore such costs.

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Offering Costs

Offering costs consist primarily of fees incurred in connection with the continuous offering of Units, including legal, printing and other costs, as well as costs associated with the preparation of the Company’s registration statement on Form 10. Offering costs are recognized as a deferred charge and are amortized on a straight-line basis over 12 months beginning on the Inception Date.

Expense Reimbursement

The Investment Adviser will reimburse the Company for any initial offering costs and organization costs borne by the Company in excess of $2,250 in the aggregate (the “Organizational Expenses Cap”). As of the date of this report, the Company has not incurred initial offering costs and organization costs in excess of the Organizational Expenses Cap.

Ordinary Operating Expenses (as defined below) ultimately borne by the Company will not exceed (i) $2,000 for the twelve-month period beginning on the Initial Drawdown Date and ending on the day before the one-year anniversary thereof (or if such day does not occur on a calendar quarter-end, the following calendar quarter-end), (ii) $3,250 for the twelve-month period immediately following the period set forth in clause (i), (iii) $3,250 for the twelve-month period immediately following the period set forth in clause (ii) and (iv) $5,000 for each twelve-month period thereafter (collectively, the “Operating Expenses Cap”). The Investment Adviser will reimburse the Company for any Ordinary Operating Expenses borne by the Company in excess of the Operating Expense Cap.

On the Initial Drawdown Date, Company expenses incurred prior to the Initial Drawdown Date (i) will be borne by the Unitholders in proportion to the relative number of Units they hold on the Initial Drawdown Date (after taking into account any Units issued on the Initial Drawdown Date) and (ii) to the extent they constitute Ordinary Operating Expenses, will be taken into account in calculating the cap under clause (i) of the Operating Expenses Cap.

“Ordinary Operating Expenses” means the operating expenses of the Company, excluding (i) offering costs and organization costs, (ii) interest, fees and other expenses payable on certain financings, (iii) taxes, (iv) the Management Fee (as defined below), (v) brokers’ commissions and (vi) costs incurred in connection with any claim, litigation, arbitration, mediation, government investigation or dispute in connection with the Company’s business and the amount of any judgment or settlement paid in connection therewith, or the enforcement of the Company’s rights against any person and indemnification or contribution expenses payable by the Company to any person and other extraordinary expenses not incurred in the ordinary course of the Company’s business.

Segment Reporting

In accordance with ASC 280 – Segment reporting, the Company has determined that it operates through a single operating and reporting segment with the investment objectives to generate current income and, to a lesser extent, capital appreciation through direct origination of secured debt, unsecured debt and select equity investments. The chief operating decision maker (the “CODM”) is comprised of the Company’s chief executive officers, chief financial officer and chief operating officer. The CODM uses Net increase (decrease) in members' capital from operations in the Company’s Statement of Operations to assess the Company’s performance and allocate resources. The evaluation and assessment of this metric is used in implementing investment policy decisions, managing the Company’s portfolio, evaluation of the Company’s distribution policy and assessing the performance of the portfolio. As the Company’s operations comprise of a single reporting segment, the segment assets are reflected on the accompanying Statements of Financial Condition as “Total assets” and the significant segment expenses are listed on the accompanying Statement of Operations.

New Accounting Pronouncements

In November 2024, the FASB issued ASU No. 2024-03, “Disaggregation of Income Statement Expenses.” This ASU requires additional disaggregation of certain expenses within the footnotes to the financial statements. This ASU is effective for the annual periods beginning in January 2027, and interim periods beginning in January 2028 under a prospective approach. Early adoption and retrospective application are permitted. Since this ASU only requires additional disclosures, adoption of this ASU will not have an impact on the Company’s financial statements.

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3. SIGNIFICANT AGREEMENTS AND RELATED PARTY TRANSACTIONS

Investment Management and Advisory Agreement

The Company entered into an investment management and advisory agreement effective as of September 23, 2024 (the “Investment Management Agreement”) with the Investment Adviser, pursuant to which the Investment Adviser manages the Company’s investment program and related activities.

Management Fee

The Company pays the Investment Adviser a management fee (the “Management Fee”), accrued and payable quarterly in arrears. The Management Fee is calculated at an annual rate of 1.40% (0.35% per quarter) of the average NAV of the Company at the end of each of the two most recently completed calendar quarters. The Management Fee for the Company’s first quarter (i.e., the period beginning on the Initial Drawdown Date and ending on the last day of the quarter in which the Initial Drawdown Date occurred) is equal to 0.35% (i.e., an annual rate of 1.40%) of the average of the Company’s NAV at the end of such quarter and zero (i.e., the Company’s NAV attributable to third-party investors immediately prior to the Initial Drawdown Date). The Management Fee for any partial quarter will be appropriately prorated. The Investment Adviser waives a portion of its Management Fee payable by the Company in an amount equal to any fees paid to the Investment Adviser or an affiliate thereof in respect of any investment by the Company in money markets or similar funds sponsored or managed by the Investment Adviser or an affiliate thereof that are borne by the Company. To the extent that the Private Credit Business of Goldman Sachs Asset Management (the “Team”) receives from portfolio companies of the Company or otherwise any transaction or monitoring fees or any fees for services rendered or having an officer or employee hold board seats with respect to such portfolio companies in connection with the Company’s investment in such portfolio companies, in each case that are retained by the Team (e.g., excluding any fees that are shared with the Company and potentially other clients of or investment vehicles managed by the Investment Adviser), one hundred percent (100%) of the Company’s allocable portion of any such fees (which, in the case of any board of director fees, shall only include cash compensation paid to employees of the Team (but excluding consultants) for such service) will be credited against future Management Fees.

For each additional $500 million of new or increased Commitments (excluding any new or increased Commitments made by the Investment Adviser and/or any of its affiliates) accepted by the Company on a date subsequent to the date of the Company’s initial closing on capital commitments from investors, the quarterly Management Fee rate will be reduced by 0.0125% (i.e., an annual rate reduction of 0.05%). The Management Fee rate will be subject to a quarterly floor of 0.3125% (i.e., an annual rate of 1.25%). If such new or additional $500 million Commitment is made on a day other than the first day of a calendar quarter, such reduced Management Fee rate shall be applied on a prorated basis (based on calendar days) for such quarter.

In addition, for the six-month period beginning on the first day of the calendar quarter occurring on or immediately following the one-year anniversary of the dissolution date of the Company (such period, the “Six-Month Period”), the Management Fee rate will be reduced by 50% (e.g., if the Company is subject to a quarterly Management Fee rate of 0.35% immediately prior to the Six-Month Period, then during the Six-Month Period, the Company will be subject to a quarterly Management Fee rate of 0.175%). Thereafter, the Company shall no longer be subject to a Management Fee.

For the three and six months ended June 30, 2025, Management Fees amounted to $299 and $552. As of June 30, 2025, $299 remained payable. There were no Management Fees incurred for the period from May 1, 2024 (inception) to June 30, 2024.

Administration and Custodian Fees

The Company has entered into an administration agreement with State Street Bank and Trust Company (in such capacity, the “Administrator”) under which the Administrator provides various accounting and administrative services to the Company. The Company pays the Administrator fees for its services as the Company determines are commercially reasonable in its sole discretion. The Company also reimburses the Administrator for all reasonable expenses. To the extent that the Administrator outsources any of its functions, the Administrator will pay any compensation associated with such functions. The Administrator also serves as the Company’s Custodian. Administration and Custodian fees are included in the Statements of Operations as Other general and administrative expenses.

For the three and six months ended June 30, 2025, the Company incurred expenses for services provided by the Administrator and the Custodian of $75 and $145. As of June 30, 2025, $66 remained payable. There were no Administrator or Custodian fees incurred for services provided for the period from May 1, 2024 (inception) to June 30, 2024.

Transfer Agent Fees

The Company has entered into a transfer agency agreement (the “Transfer Agency Agreement”) with State Street Bank and Trust Company, pursuant to which State Street Bank and Trust Company serves as the Company’s transfer agent (the “Transfer Agent”) and disbursing agent. Transfer Agent fees are included in the Statements of Operations as Other general and administrative expenses.

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For the three and six months ended June 30, 2025, the Company incurred expenses for services provided by the Transfer Agent of $13 and $26. As of June 30, 2025, $39 remained payable. There were no fees incurred for the services provided by the Transfer Agent for the period from May 1, 2024 (inception) to June 30, 2024.

Affiliates

GSAM Holdings, LLC owned 144,009 and 105,047 of the Company's Units as of June 30, 2025 and December 31, 2024. The following table presents the Company’s affiliated investments (including investments in money market funds, if any):


	Beginning Fair Value Balance		Gross Additions (1)		Gross Reductions(2)			Net Realized Gain (Loss)		Net Change in Unrealized Appreciation (Depreciation)		Ending Fair Value Balance		Dividend, Interest and Other Income
For the Six Months Ended June 30, 2025
Non-Controlled Affiliates
Goldman Sachs Financial Square Government Fund - Institutional Shares	$	68,997	$	145,009	$	(212,160	)	$	—	$	—	$	1,846	$	174
Total Non-Controlled Affiliates	$	68,997	$	145,009	$	(212,160	)	$	—	$	—	$	1,846	$	174
For the period from May 1, 2024 (inception) to December 31, 2024
Non-Controlled Affiliates
Goldman Sachs Financial Square Government Fund - Institutional Shares	$	—	$	110,092	$	(41,095	)	$	—	$	—	$	68,997	$	183
Total Non-Controlled Affiliates	$	—	$	110,092	$	(41,095	)	$	—	$	—	$	68,997	$	183

(1)

Gross additions may include increases in the cost basis of investments resulting from new portfolio investments, PIK, the accretion of discounts, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.

(2)

Gross reductions may include decreases in the cost basis of investments resulting from principal collections related to investment repayments or sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.

Due to Affiliates

The Investment Adviser pays certain general and administrative expenses on behalf of the Company in the ordinary course of business. As of June 30, 2025 and December 31, 2024, there were $13 and $49, respectively, included within Professional fees payable, $0 and $37, respectively, included within Accrued deferred offering costs, and $0 and $25, respectively, included within Accrued organization costs, that were paid by the Investment Adviser and its affiliates on behalf of the Company.

Co-investment Activity

In certain circumstances, the Company and certain other client accounts managed by the Investment Adviser (collectively with the Company, the “Accounts”, which may include proprietary accounts of Goldman Sachs) can make negotiated co-investments pursuant to an exemptive order from the SEC permitting it to do so. On May 21, 2025, the SEC granted the exemptive relief (the “Relief”) to the Investment Adviser, the BDCs advised by the Investment Adviser and certain other affiliated applicants, which superseded the prior co-investment exemptive relief received on November 16, 2022, as amended on June 25, 2024 (the “Prior Relief”). If the Investment Adviser forms other funds in the future, the Company may co-invest alongside such other affiliates, subject to compliance with the Relief, applicable regulations and regulatory guidance, as well as applicable allocation procedures. Any such co-investments are subject to the applicable conditions of the Relief. Under the Relief, expenses of a single Account will be covered by that Account alone if those expenses were incurred solely by that Account due to its unique circumstances, such as legal and compliance expenses. Under the terms of the Relief, a “required majority” (as defined in Section 57(o) of the Investment Company Act) of the Company’s independent directors must make certain conclusions in connection with certain co-investment transactions, including co-investment transactions in which an affiliate of the Company is an existing investor in the portfolio company, non-pro rata incremental investments and non-pro rata dispositions of investments, and the Board is required to maintain oversight of the Company’s participation in the co-investment program.

4. INVESTMENTS

The Company’s investments (excluding investments in money market funds, if any) consisted of the following:


	As of
	June 30, 2025				December 31, 2024
Investment Type	Cost		Fair Value		Cost		Fair Value
1st Lien/Senior Secured Debt	$	149,241	$	148,942	$	34,111	$	34,104
Total	$	149,241	$	148,942	$	34,111	$	34,104

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The industry composition of the Company’s investments as a percentage of fair value and net assets was as follows:


	As of
	June 30, 2025						December 31, 2024
Industry	Fair Value			Net Assets			Fair Value			Net Assets
Diversified Consumer Services		16.0	%		27.8	%		—	%		—	%
Commercial Services & Supplies		15.0			25.9			—			—
IT Services		14.6			25.3			45.2			24.7
Software		13.8			23.8			—			—
Food Products		13.5			23.5			21.7			11.9
Machinery		13.1			22.7			33.1			18.1
Financial Services		5.2			9.0			—			—
Household Products		3.7			6.3			—			—
Wireless Telecommunication Services		3.7			6.3			—			—
Health Care Technology		1.4			2.5			—			—
Air Freight & Logistics	— (1)			— (1)				—			—
Total		100.0	%		173.1	%		100.0	%		54.7	%

(1) Amount rounds to less than 0.1%.

The geographic composition of the Company’s investments at fair value was as follows:


	As of
Geographic	June 30, 2025			December 31, 2024
United States		100.0	%		100.0	%
Total		100.0	%		100.0	%

5. FAIR VALUE MEASUREMENT

The fair value of a financial instrument is the amount that would be received to sell an asset or would be paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price).

The fair value hierarchy under ASC 820 prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these securities. The three levels of the fair value hierarchy are as follows:

Basis of Fair Value Measurement

Level 1 – Inputs to the valuation methodology are quoted prices available in active markets for identical instruments as of the reporting date. The types of financial instruments included in Level 1 include unrestricted securities, including equities and derivatives, listed in active markets.

Level 2 – Inputs to the valuation methodology are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date. The types of financial instruments in this category include less liquid and restricted securities listed in active markets, securities traded in other than active markets, government and agency securities and certain over-the-counter derivatives where the fair value is based on observable inputs.

Level 3 – Inputs to the valuation methodology are unobservable and significant to overall fair value measurement. The inputs into the determination of fair value require significant management judgment or estimation. Financial instruments that are included in this category include investments in privately held entities and certain over-the-counter derivatives where the fair value is based on unobservable inputs.

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Note 2 “Significant Accounting Policies” should be read in conjunction with the information outlined below.

The following table presents the valuation techniques and the nature of significant inputs generally used in determining the fair value of Level 2 and Level 3 Instruments.

       Level 2 Instruments

       Valuation Techniques and Significant Inputs

       Equity and Fixed Income

       The types of instruments that trade in markets that are not considered to be active but are valued based on quoted market prices, broker or dealer quotations or alternative pricing sources with reasonable levels of price transparency include commercial paper, most government agency obligations, most corporate debt securities, certain mortgage-backed securities, certain bank loans, less liquid publicly listed equities, certain state and municipal obligations, certain money market instruments and certain loan commitments.

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	Valuations of Level 2 Equity and Fixed Income instruments can be verified to quoted prices, broker or dealer quotations or alternative pricing sources with reasonable levels of price transparency. Consideration is given to the nature of the quotations (e.g. indicative or firm) and the relationship of recent market activity to the prices provided from alternative pricing sources.
Derivative Contracts	Over-the-counter (“OTC”) derivatives (both centrally cleared and bilateral) are valued using market transactions and other market evidence whenever possible, including market-based inputs to models, calibration to market-clearing transactions, broker or dealer quotations, or other alternative pricing sources with reasonable levels of price transparency. Where models are used, the selection of a particular model to value an OTC derivative depends upon the contractual terms of, and specific risks inherent in, the instrument, as well as the availability of pricing information in the market. The Company generally uses similar models to value similar instruments. Valuation models require a variety of inputs, including contractual terms, market prices, yield curves, credit curves, measures of volatility, voluntary and involuntary prepayment rates, loss severity rates and correlations of such inputs. For OTC derivatives that trade in liquid markets, model inputs can generally be verified and model selection does not involve significant management judgment. OTC derivatives are classified within Level 2 of the fair value hierarchy when significant inputs are corroborated by market evidence.


Level 3 Instruments	Valuation Techniques and Significant Inputs
Bank Loans, Corporate Debt, and Other Debt Obligations	Valuations are generally based on discounted cash flow techniques, for which the significant inputs are the amount and timing of expected future cash flows, market yields and recovery assumptions. The significant inputs are generally determined based on relative value analyses, which incorporate comparisons both to credit default swaps that reference the same underlying credit risk and to other debt instruments for the same issuer for which observable prices or broker quotes are available. Other valuation methodologies are used as appropriate including market comparables, transactions in similar instruments and recovery/liquidation analysis.
Equity	Recent third-party investments or pending transactions are considered to be the best evidence for any change in fair value. When these are not available, the following valuation methodologies are used, as appropriate and available: (i) Transactions in similar instruments; (ii) Discounted cash flow techniques; (iii) Third party appraisals; and (iv) Industry multiples and public comparables. Evidence includes recent or pending reorganizations (for example, merger proposals, tender offers and debt restructurings) and significant changes in financial metrics, including: (i) Current financial performance as compared to projected performance; (ii) Capitalization rates and multiples; and (iii) Market yields implied by transactions of similar or related assets.

The following table presents the ranges of significant unobservable inputs used to value the Company’s Level 3 assets as of June 30, 2025. These ranges represent the significant unobservable inputs that were used in the valuation of each type of instrument, but they do not represent a range of values for any one instrument. For example, the lowest discount rate in 1st Lien/Senior Secured Debt is appropriate for valuing that specific debt investment, but may not be appropriate for valuing any other debt investments in this asset class. Accordingly, the ranges of inputs presented below do not represent uncertainty in, or possible ranges of, fair value measurements of the Company’s Level 3 assets.


Level 3 Instruments		Fair Value(1)		Valuation Techniques(2)	Significant Unobservable Inputs	Range of Significant Unobservable Inputs(3)	Weighted Average(4)
As of June 30, 2025
Bank Loans, Corporate Debt, and Other Debt Obligations
1st Lien/Senior Secured Debt	$		93,950	Discounted cash flows	Discount Rate	8.5% - 9.2%	9.1%

(1)

As of June 30, 2025, included within Level 3 assets of $148,942 is an amount of $54,992 for which the Investment Adviser did not develop the unobservable inputs (examples include single source broker quotations, third party pricing, and prior transactions). The income approach was used in the determination of fair value for $93,950 or 63.1% of Level 3 bank loans, corporate debt, and other debt obligations.

(2)

The fair value of any one instrument may be determined using multiple valuation techniques. For example, market comparable and discounted cash flows may be used together to determine fair value. Therefore, the Level 3 balance encompasses both of these techniques.

(3)

The range for an asset category consisting of a single investment, if any, is not meaningful and therefore has been excluded.

(4)

Weighted average for an asset category consisting of multiple investments is calculated by weighting the significant unobservable input by the relative fair value of the investment. Weighted average for an asset category consisting of a single investment represents the significant unobservable input used in the fair value of the investment.

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As of December 31, 2024, there were no unobservable inputs developed by the Investment Adviser for any Level 3 assets. As of December 31, 2024, all Level 3 assets were valued at transaction price.

The following is a summary of the Company’s assets categorized within the fair value hierarchy:


	As of
	June 30, 2025								December 31, 2024
Assets	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
1st Lien/Senior Secured Debt	$	—	$	—	$	148,942	$	148,942	$	—	$	—	$	34,104	$	34,104
Investments in Affiliated Money Market Fund		1,846		—		—		1,846		68,997		—		—		68,997
Total	$	1,846	$	—	$	148,942	$	150,788	$	68,997	$	—	$	34,104	$	103,101

The following table presents a summary of changes in fair value

West Bay BDC LLC 10-Q