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Stucki Company, LLC, Debt investments, First Lien Delayed Draw Term Loan2025-01-012025-06-300001979306World Insurance Associates, LLC, Debt investments, First Lien Term Loan2024-01-012024-12-310001979306Touchtunes Music Group, LLC, Debt investments, First Lien Term Loan2024-01-012024-12-310001979306StrategyCorps, LLC, Debt investments, First Lien Term Loan2024-01-012024-12-310001979306StrategyCorps, LLC, Debt investments, First Lien Revolving Loan2024-01-012024-12-310001979306StrategyCorps, LLC, Debt investments, First Lien Delayed Draw Term Loan2024-01-012024-12-310001979306SAFEbuilt, LLC, Debt investments, First Lien Term Loan2024-01-012024-12-310001979306Pediatric Home Respiratory Services, LLC, Debt investments, First Lien Term Loan2024-01-012024-12-310001979306Pediatric Home Respiratory Services, LLC, Debt investments, First Lien Revolving Loan2024-01-012024-12-310001979306Pediatric Home Respiratory Services, LLC, Debt investments, First Lien Delayed Draw Term 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Stucki Company, LLC, Debt investments, First Lien Term Loan2025-06-300001979306A. Stucki Company, LLC, Debt investments, First Lien Delayed Draw Term Loan2025-06-300001979306World Insurance Associates, LLC, Debt investments, First Lien Term Loan2024-12-310001979306Touchtunes Music Group, LLC, Debt investments, First Lien Term Loan2024-12-310001979306StrategyCorps, LLC, Debt investments, First Lien Term Loan2024-12-310001979306StrategyCorps, LLC, Debt investments, First Lien Revolving Loan2024-12-310001979306StrategyCorps, LLC, Debt investments, First Lien Delayed Draw Term Loan2024-12-310001979306SAFEbuilt, LLC, Debt investments, First Lien Term Loan2024-12-310001979306Pediatric Home Respiratory Services, LLC, Debt investments, First Lien Term Loan2024-12-310001979306Pediatric Home Respiratory Services, LLC, Debt investments, First Lien Revolving Loan2024-12-310001979306Pediatric Home Respiratory Services, LLC, Debt investments, First Lien Delayed Draw Term Loan2024-12-310001979306oneZero Financial Systems, LLC, Debt investments, First Lien Term Loan2024-12-310001979306oneZero Financial Systems, LLC, Debt investments, First Lien Revolving Loan2024-12-310001979306oneZero Financial Systems, LLC, Debt investments, First Lien Delayed Draw Term Loan2024-12-310001979306Komline-Sanderson Group, Inc., Debt Investments, First Lien Term Loan2024-12-310001979306Komline-Sanderson Group, Inc., Debt Investments, First Lien Revolving Loan2024-12-310001979306Komline-Sanderson Group, Inc., Debt Investments, First Lien Delayed Draw Term Loan2024-12-310001979306Integrity Marketing Acquisition, LLC, Debt investments, First Lien Term Loan2024-12-310001979306ImageFirst Holdings, LLC, Debt investments, First Lien Term Loan2024-12-310001979306Giving Home Health Care, Debt investments, First Lien Term Loan2024-12-310001979306Allworth Financial Group, L.P., Debt Investments, First Lien Revolving Loan2024-12-310001979306Allworth Financial Group, L.P., Debt Investments, First Lien Delayed Draw Term Loan2024-12-310001979306Accession Risk Management Group, 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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

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

For the fiscal quarter ended June 30, 2025

☐ 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: 814-01670

ANDALUSIAN CREDIT COMPANY, LLC

(Exact Name of Registrant as Specified in its Charter)

Delaware (State or other jurisdiction of incorporation or organization)	92-2145091 (I.R.S. Employer Identification No.)

40 West, 57^th Street Suite 1700 New York, New York (Address of principal executive offices)	10019 (Zip Code)

Registrant’s telephone number, including area code: (646) 989-4070

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

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
None		None		None

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

Shares of Limited Liability Company Interests, par value $0.001 per share.

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	☒	Small 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 ☒

As of August 13, 2025, the registrant had 15,243,006 Shares, $0.001 par value per Share, outstanding.

Table of Contents

TABLE OF CONTENTS


		Page
PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements
	Statements of Assets and Liabilities as of June 30, 2025 (Unaudited) and December 31, 2024	1
	Statements of Operations for the six months ended June 30, 2025 and 2024 (Unaudited)	2
	Statements of Changes in Net Assets for the three and six months ended June 30, 2025 and 2024 (Unaudited)	3
	Statements of Cash Flows for the six months ended June 30, 2025 and 2024 (Unaudited)	4
	Schedule of Investments as of June 30, 2025 (Unaudited) and December 31, 2024	5
	Notes to Financial Statements (Unaudited)	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	25
Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	35
Item 4.	Controls and Procedures	36

PART II. OTHER INFORMATION		37
Item 1.	Legal Proceedings	37
Item 1A.	Risk Factors	37
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	37
Item 3.	Defaults Upon Senior Securities	37
Item 4.	Mine Safety Disclosures	37
Item 5.	Other Information	37
Item 6.	Exhibits	38
Signatures		39

Table of Contents

Andalusian Credit Company, LLC

Statements of Assets and Liabilities


	June 30, 2025
	(unaudited)		December 31, 2024
Assets:
Investments in non-controlled non-affiliated investments, at fair value (cost $138,727,316 and $91,004,288, respectively)	$	138,612,837	$	91,188,202
Cash and cash equivalents		95,006,222		59,419,565
Interest receivable		1,237,865		913,083
Prepaid expenses and other assets		230,149		399,901
Total assets	$	235,087,073	$	151,920,751

Liabilities:
Management fees payable	$	585,959	$	1,520,781
Administration fees payable		317,817		316,040
Professional fees payable		274,683		151,000
Legal fees payable		183,817		73,755
Interest and credit facility fees payable (Note 6)		61,979		62,708
Due to affiliate		55,398		32,166
Accounts payable and accrued expenses		38,452		15,024
Total liabilities	$	1,518,105	$	2,171,474

Commitments and contingencies (Note 7)

Net assets:

Shares, par value $0.001 (15,243,006 and 9,863,357 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively)	$	15,243	$	9,863
Paid-in-capital in excess of par value		237,098,322		155,066,351
Distributable earnings (loss)		(3,544,597)		(5,326,937)
Total net assets	$	233,568,968	$	149,749,277
Total liabilities and net assets	$	235,087,073	$	151,920,751
Net asset value per share	$	15.32	$	15.18

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

Table of Contents

Andalusian Credit Company, LLC

Statements of Operations

(unaudited)


	Three months		Three months		Six months		Six months
	ended		ended		ended		ended
	June 30, 2025		June 30, 2024⁽¹⁾		June 30, 2025		June 30, 2024⁽¹⁾
Investment Income:
Interest income from non-controlled/non-affiliated investments	$	3,212,770	$	975,873	$	5,851,619	$	1,138,311
Interest from cash and cash equivalents		867,624		233,184		1,553,101		299,000
Other income		—		7,015		—		7,015
Total investment income		4,080,394		1,216,072		7,404,720		1,444,326

Expenses:
Management fees	$	1,535,960	$	1,875,424	$	3,083,870	$	3,321,128
Legal fees		218,847		177,522		438,124		409,475
Administration fees		317,817		315,104		635,260		557,107
General and administrative expenses		172,093		148,051		297,430		274,324
Interest expense and other financing costs		149,137		163,907		296,636		280,747
Board fees		107,500		107,500		215,000		215,000
Professional fees		220,625		128,663		357,667		231,726
Offering expenses		—		319,799		—		639,598
Total operating expenses		2,721,979		3,235,970		5,323,987		5,929,105
Management fee waiver		—		(312,570)		—		(553,521)
Net operating expenses		2,721,979		2,923,400		5,323,987		5,375,584
Net investment income (loss)		1,358,415		(1,707,328)		2,080,733		(3,931,258)

Net change in unrealized appreciation (depreciation)
Net change in unrealized appreciation (depreciation) from non-controlled non-affiliated investments		36,526		26,462		(298,393)		26,462
Net change in unrealized appreciation (depreciation)		36,526		26,462		(298,393)		26,462
Net increase (decrease) in net assets resulting from operations	$	1,394,941	$	(1,680,866)	$	1,782,340	$	(3,904,796)

Per share data:
Net investment income (loss) per share	$	0.10	$	(0.53)	$	0.17	$	(2.00)
Net increase (decrease) in net assets resulting from operations per share	$	0.10	$	(0.52)	$	0.15	$	(1.99)
Weighted average shares outstanding		13,393,460		3,246,080		12,179,062		1,965,765

(1)	Certain items have been reclassified in prior quarters to conform with the current quarter presentation.

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

Table of Contents

Andalusian Credit Company, LLC

Statements of Changes in Net Assets

(unaudited)


	Common Stock
				Paid in Capital in		Distributable
	Shares	Par Amount		Excess of Par		Earnings (Loss)		Total Net Assets
Balance at March 31, 2024	1,145,529		1,146		23,071,035		(4,882,093)		18,190,088

Operations:
Net investment income (loss)	—		—		—		(1,707,328)		(1,707,328)
Net change in unrealized appreciation (depreciation)	—		—		—		26,462		26,462
Net increase (decrease) in net assets resulting from operations	—		—		—		(1,680,866)		(1,680,866)

Capital transactions:
Proceeds from issuance of shares	2,482,469		2,482		38,889,745		—		38,892,227
Net increase (decrease) in net assets resulting from capital share transactions	2,482,469		2,482		38,889,745		—		38,892,227
Total increase (decrease) for the three months ended June 30, 2024	2,482,469		2,482		38,889,745		(1,680,866)		37,211,361
Balance at June 30, 2024	3,627,998	$	3,628	$	61,960,780	$	(6,562,959)	$	55,401,449


	Common Stock
				Paid in Capital in		Distributable
	Shares	Par Amount		Excess of Par		Earnings (Loss)		Total Net Assets
Balance at March 31, 2025	13,239,331	$	13,239	$	206,421,440	$	(4,939,538)	$	201,495,141

Operations:
Net investment income (loss)	—		—		—		1,358,415		1,358,415
Net change in unrealized appreciation (depreciation)	—		—		—		36,526		36,526
Net increase (decrease) in net assets resulting from operations	—		—		—		1,394,941		1,394,941

Capital transactions:
Proceeds from issuance of shares	2,003,675		2,004		30,676,882		—		30,678,886
Net increase (decrease) in net assets resulting from capital share transactions	2,003,675		2,004		30,676,882		—		30,678,886
Total increase (decrease) for the three months ended June 30, 2025	2,003,675		2,004		30,676,882		1,394,941		32,073,827
Balance at June 30, 2025	15,243,006	$	15,243	$	237,098,322	$	(3,544,597)	$	233,568,968


	Common Stock
				Paid in Capital in		Distributable
	Shares	Par Amount		Excess of Par		Earnings (Loss)		Total Net Assets
Balance at December 31, 2023	171,874	$	172	$	3,598,907	$	(2,658,163)	$	940,916

Operations:
Net investment income (loss)	—		—		—		(3,931,258)		(3,931,258)
Net change in unrealized appreciation (depreciation)	—		—		—		26,462		26,462
Net increase (decrease) in net assets resulting from operations	—		—		—		(3,904,796)		(3,904,796)

Capital transactions:
Proceeds from issuance of shares	3,456,124		3,456		58,361,873		—		58,365,329
Net increase (decrease) in net assets resulting from capital share transactions	3,456,124		3,456		58,361,873		—		58,365,329
Total increase (decrease) for the six months ended June 30, 2024	3,456,124		3,456		58,361,873		(3,904,796)		54,460,533
Balance at June 30, 2024	3,627,998	$	3,628	$	61,960,780	$	(6,562,959)	$	55,401,449


	Common Stock
				Paid in Capital in		Distributable
	Shares	Par Amount		Excess of Par		Earnings (Loss)		Total Net Assets
Balance at December 31, 2024	9,863,357	$	9,863	$	155,066,351	$	(5,326,937)	$	149,749,277

Operations:
Net investment income (loss)	—		—		—		2,080,733		2,080,733
Net change in unrealized appreciation (depreciation)	—		—		—		(298,393)		(298,393)
Net increase (decrease) in net assets resulting from operations	—		—		—		1,782,340		1,782,340

Capital transactions:
Proceeds from issuance of shares	5,379,649		5,380		82,031,971		—		82,037,351
Net increase (decrease) in net assets resulting from capital share transactions	5,379,649		5,380		82,031,971		—		82,037,351
Total increase (decrease) for the six months ended June 30, 2025	5,379,649		5,380		82,031,971		1,782,340		83,819,691
Balance at June 30, 2025	15,243,006	$	15,243	$	237,098,322	$	(3,544,597)	$	233,568,968

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

Table of Contents

Andalusian Credit Company, LLC

Statements of Cash Flows

(unaudited)


	Six months		Six months
	ended		ended
	June 30, 2025		June 30, 2024⁽¹⁾
Cash flows from operating activities:
Net increase (decrease) in net assets resulting from operations	$	1,782,340	$	(3,904,796)
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash (used in) provided by operating activities:
Purchases of investments		(55,381,358)		(56,760,508)
Proceeds from principal repayments		7,835,711		102,105
Net change in unrealized (appreciation) depreciation		298,393		(26,462)
Amortization of premium and accretion of discount, net		(177,381)		(25,790)
Amortization of deferred offering expenses		—		639,598
Amortization of deferred financing costs		164,657		158,889
Amortization of prepaid expenses		54,545		57,496
Changes in operating assets and liabilities:
Interest receivable		(324,782)		(655,456)
Prepaid expenses and other assets		(49,450)		(72,377)
Due from affiliate		—		17,413
Payable for investments purchased		—		4,548,872
Management fees payable		(934,822)		946,133
Professional fees payable		123,683		28,000
Organizational expenses payable		—		(132,327)
Administration fees payable		1,777		191,022
Legal fees payable		110,062		63,388
Interest and credit facility fees payable		(729)		—
Due to affiliate		23,232		22,768
Accounts payable and accrued expenses		23,428		(23,154)
Net cash provided by (used in) operating activities		(46,450,694)		(54,825,186)

Cash flows from financing activities:
Net proceeds from issuance of shares⁽²⁾		82,037,351		58,365,329
Offering expenses paid		—		(33,313)
Borrowings on debt		—		5,500,000
Repayments of debt		—		(2,500,000)
Debt issuance costs paid		—		(464,986)
Net cash provided by (used in) financing activities		82,037,351		60,867,030
Net increase in cash and cash equivalents		35,586,657		6,041,844
Cash and cash equivalents, beginning of period		59,419,565		1,011,952
Cash and cash equivalents, end of period	$	95,006,222	$	7,053,796

Supplemental and non-cash activities
Interest, including credit facility fees, paid during the period	$	132,708	$	56,732

(1)	Certain items have been reclassified in prior quarters to conform with the current quarter presentation.

(2)	Proceeds from the issuance of shares are presented net of placement agent fees of $205,137 and $147,567, respectively for the periods presented.

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

Table of Contents

Andalusian Credit Company, LLC

Schedule of Investments

As of June 30, 2025

(unaudited)


			Reference							Par/					Percentage
			Rate and			Interest				Shares/	Amortized		Fair		of Net
Company⁽¹⁾	Footnotes	Investment	Spread			Rate		Maturity		Units	Cost⁽²⁾⁽³⁾		Value⁽⁴⁾		Assets
Non-controlled non-affiliated investments
Debt investments
Capital Equipment
Komline-Sanderson Group, Inc.	(5)	First Lien Term Loan	S+	5.75	%	9.96	%	09/06/29	$	10,774,092	$	10,593,371	$	10,585,547	4.6	%
Komline-Sanderson Group, Inc.	(5)(6)	First Lien Delayed Draw Term Loan	S+	5.75	%	10.08	%	09/06/29		2,549,239		2,480,790		2,457,909	1.1	%
Komline-Sanderson Group, Inc.	(5)(6)	First Lien Revolving Loan	S+	5.75	%	10.07	%	09/06/29		963,046		927,331		925,869	0.4	%
												14,001,492		13,969,325	6.1	%

FIRE: Finance	(7)
Allworth Financial Group, L.P.	(5)(6)	First Lien Delayed Draw Term Loan	S+	4.75	%	9.07	%	12/23/27		1,749,600		1,722,101		1,707,209	0.7	%
Allworth Financial Group, L.P.	(5)(6)	First Lien Revolving Loan	S+	4.75	%	9.07	%	12/23/27		—		(2,033)		(2,286)	0.0	%
Arax Midco, LLC	(5)	First Lien Term Loan	S+	5.00	%	9.33	%	04/11/29		1,678,863		1,662,791		1,662,791	0.7	%
Arax Midco, LLC	(5)(6)	First Lien Delayed Draw Term Loan	S+	5.00	%	9.33	%	04/11/29		—		(14,042)		(14,042)	0.0	%
StrategyCorps, LLC	(5)	First Lien Term Loan	S+	5.50	%	9.83	%	06/28/30		5,629,230		5,565,362		5,551,828	2.4	%
StrategyCorps, LLC	(5)(6)	First Lien Delayed Draw Term Loan	S+	5.50	%	9.72	%	06/28/30		—		(6,049)		(31,274)	0.0	%
StrategyCorps, LLC	(5)(6)	First Lien Revolving Loan	S+	5.50	%	9.72	%	06/28/30		56,861		44,322		41,224	0.0	%
												8,972,452		8,915,450	3.8	%
FIRE: Insurance	(7)
Accession Risk Management Group, Inc.	(5)	First Lien Delayed Draw Term Loan	S+	4.75	%	9.06	%	10/30/29		4,503,552		4,503,552		4,503,552	1.9	%
Integrity Marketing Acquisition, LLC	(5)	First Lien Term Loan	S+	5.00	%	9.33	%	08/27/28		13,547,087		13,474,926		13,496,285	5.8	%
World Insurance Associates, LLC	(5)	First Lien Term Loan	S+	5.00	%	9.30	%	04/03/30		4,515,388		4,515,388		4,509,744	1.9	%
												22,493,866		22,509,581	9.6	%
Healthcare & Pharmaceuticals
Giving Home Health Care	(5)	First Lien Term Loan	S+	6.25	%	10.58	%	04/26/29		13,284,558		13,099,828		13,118,501	5.7	%
Pediatric Home Respiratory Services, LLC	(5)	First Lien Term Loan	S+	5.50	%	9.75	%	12/23/30		13,918,717		13,849,124		13,849,124	5.9	%
Pediatric Home Respiratory Services, LLC	(5)(6)	First Lien Revolving Loan	S+	5.50	%	9.74	%	12/23/30		546,010		538,991		534,635	0.2	%
Pediatric Home Respiratory Services, LLC	(5)(6)	First Lien Delayed Draw Term Loan	S+	5.50	%	9.74	%	12/23/30		—		(6,193)		(13,650)	0.0	%
												27,481,750		27,488,610	11.8	%
Media: Diversified & Production
Touchtunes Music Group, LLC	(5)	First Lien Term Loan	S+	4.75	%	9.05	%	04/01/29		4,503,384		4,503,384		4,469,608	1.9	%
												4,503,384		4,469,608	1.9	%
High Tech Industries
Irving Parent, Corp.	(5)	First Lien Term Loan	S+	5.25	%	9.54	%	03/11/31		15,891,813		15,698,126		15,698,126	6.7	%
Irving Parent, Corp.	(5)(6)	First Lien Revolving Loan	S+	5.25	%	9.54	%	03/11/31		—		(27,940)		(27,940)	0.0	%
OneZero	(5)	First Lien Term Loan	S+	5.00	%	9.28	%	10/07/31		5,236,510		5,189,529		5,243,056	2.2	%
OneZero	(5)(6)	First Lien Delayed Draw Term Loan	S+	5.00	%	9.28	%	10/07/31		308,954		305,020		310,102	0.1	%
OneZero	(5)(6)	First Lien Revolving Loan	S+	5.00	%	9.28	%	10/07/31		—		(5,877)		(3,281)	0.0	%
												21,158,858		21,220,063	9.0	%
Retail
NPM Franchising, LLC	(5)	First Lien Term Loan	S+	5.50	%	9.94	%	01/13/29		10,814,420		10,624,268		10,625,168	4.5	%
NPM Franchising, LLC	(5)(6)	First Lien Revolving Loan	S+	5.50	%	9.94	%	01/13/29		—		(32,262)		(31,851)	0.0	%
												10,592,006		10,593,317	4.5	%
Services: Business
SAFEbuilt, LLC	(5)	First Lien Term Loan	S+	6.85	%	11.17	%	12/31/25		13,062,410		13,021,517		12,997,097	5.6	%
												13,021,517		12,997,097	5.6	%
Transportation: Cargo
A. Stucki Company	(5)	First Lien Term Loan	S+	4.86	%	9.19	%	03/27/30		16,648,566		16,523,702		16,502,891	7.1	%
A. Stucki Company	(5)(6)	First Lien Delayed Draw Term Loan	S+	4.86	%	9.19	%	03/27/30		—		(21,711)		(53,105)	0.0	%
												16,501,991		16,449,786	7.1	%
Total debt investments												138,727,316		138,612,837	59.4	%
Total non-controlled non-affiliated investments												138,727,316		138,612,837	59.4	%

Cash and cash equivalents
State Street Institutional U.S. Government Money Market Fund - Premier Class	(8)(9)	Money Market Fund				4.27	%					94,893,568		94,893,568	40.6	%
Cash		Cash										112,654		112,654	0.0	%
Total cash and cash equivalents												95,006,222		95,006,222	40.6	%
Total investments and cash and cash equivalents											$	233,733,538	$	233,619,059	100.0	%

(1)	Certain portfolio company investments are subject to contractual restrictions on sales.

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

(3)	As of June 30, 2025, the estimated cost basis of investments for U.S. federal tax purposes was $233,733,538 resulting in estimated gross unrealized appreciation and depreciation of $102,548 and ($217,027), respectively.

(4)

In accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 820, Fair Value Measurements (“ASC Topic 820”), unless otherwise indicated, the fair values of all investments were determined using significant unobservable inputs and are considered Level 3 investments. See Note 5 for further information related to investments at fair value.

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Andalusian Credit Company, LLC

Schedule of Investments

As of June 30, 2025

(unaudited)

(5)

Investment contains a variable rate structure, subject to an interest rate floor. Variable rate investments bear interest at a rate that may be determined by reference to either the Secured Overnight Financing Rate (“S” or “SOFR”) which may also contain a credit spread adjustment depending on the tenor election, or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate or “P”), all of which include an available tenor, selected at the borrower’s option, which reset periodically based on the terms of the credit agreement. For investments with multiple interest rate contracts, the interest rate shown is the weighted average interest rate in effect at June 30, 2025. As of June 30, 2025, the reference rate for our variable rate loans was SOFR at 4.45%.

(6)

Position or portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded portion. The investment may be subject to an unused/letter of credit facility fee. As applicable, the negative amortized cost or fair value is the result of the capitalized discount being greater than the principal amount outstanding on the loan which will be amortized into income.

(7)	Finance, Insurance, and Real Estate (“FIRE”).

(8)	This investment is valued using observable inputs and is considered a Level 1 investment. See Note 5 for further information related to investments at fair value.

(9)	The rate presented represents the annualized seven-day yield as of June 30, 2025.

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

Table of Contents

Andalusian Credit Company, LLC

Schedule of Investments

As of December 31, 2024


			Reference							Par/					Percentage
			Rate and			Interest				Shares/	Amortized		Fair		of Net
Company⁽¹⁾	Footnotes	Investment	Spread			Rate		Maturity		Units	Cost⁽²⁾⁽³⁾		Value⁽⁴⁾		Assets
Non-controlled non-affiliated investments
Debt investments
Capital Equipment
Komline-Sanderson Group, Inc.	(5)	First Lien Term Loan	S+	5.75	%	10.24	%	09/06/29	$	10,828,370	$	10,627,752	$	10,627,752	7.1	%
Komline-Sanderson Group, Inc.	(5)(6)	First Lien Delayed Draw Term Loan	S+	5.75	%	10.24	%	09/06/29		—		(48,807)		(48,807)	0.0	%
Komline-Sanderson Group, Inc.	(5)(6)	First Lien Revolving Loan	S+	5.75	%	10.24	%	09/06/29		—		(39,776)		(39,776)	0.0	%
												10,539,169		10,539,169	7.1	%
FIRE: Finance	(7)
Allworth Financial Group, L.P.	(5)(6)	First Lien Delayed Draw Term Loan	S+	5.00	%	9.36	%	12/23/27		105,745		79,408		79,408	0.1	%
Allworth Financial Group, L.P.	(5)(6)	First Lien Revolving Loan	S+	5.00	%	9.36	%	12/23/27		—		(2,437)		(2,437)	0.0	%
StrategyCorps, LLC	(5)	First Lien Term Loan	S+	5.25	%	9.61	%	06/28/30		5,657,660		5,586,055		5,615,228	3.7	%
StrategyCorps, LLC	(5)(6)	First Lien Delayed Draw Term Loan	S+	5.25	%	9.61	%	06/28/30		—		(7,278)		(17,058)	0.0	%
StrategyCorps, LLC	(5)(6)	First Lien Revolving Loan	S+	5.25	%	9.61	%	06/28/30		—		(15,011)		(8,529)	0.0	%
												5,640,737		5,666,612	3.8	%
FIRE: Insurance	(7)
Accession Risk Management Group, Inc.	(5)	First Lien Delayed Draw Term Loan	S+	4.75	%	9.21	%	10/30/29		4,526,617		4,526,617		4,526,616	3.0	%
World Insurance Associates, LLC	(5)	First Lien Term Loan	S+	6.00	%	10.33	%	04/03/28		4,526,705		4,526,705		4,526,705	3.0	%
												9,053,322		9,053,321	6.0	%
Healthcare & Pharmaceuticals
Giving Home Health Care	(5)	First Lien Term Loan	S+	6.00	%	10.62	%	04/26/29		8,524,258		8,367,595		8,417,705	5.6	%
Pediatric Home Respiratory Services, LLC	(5)	First Lien Term Loan	S+	5.50	%	9.78	%	12/23/30		13,953,601		13,884,156		13,884,156	9.3	%
Pediatric Home Respiratory Services, LLC	(5)(6)	First Lien Delayed Draw Term Loan	S+	5.50	%	9.78	%	12/23/30		—		(6,786)		(6,786)	0.0	%
Pediatric Home Respiratory Services, LLC	(5)(6)	First Lien Revolving Loan	S+	5.50	%	9.78	%	12/23/30		242,671		235,122		235,122	0.2	%
												22,480,087		22,530,197	15.1	%
Media: Diversified & Production
Touchtunes Music Group, LLC	(5)	First Lien Term Loan	S+	4.75	%	9.08	%	04/01/29		4,526,128		4,526,128		4,526,128	3.0	%
												4,526,128		4,526,128	3.0	%
High Tech Industries
oneZero Financial Systems, LLC	(5)	First Lien Term Loan	S+	5.00	%	9.59	%	10/07/31		5,249,634		5,198,789		5,198,789	3.5	%
oneZero Financial Systems, LLC	(5)(6)	First Lien Delayed Draw Term Loan	S+	5.00	%	9.59	%	10/07/31		—		(4,449)		(4,449)	0.0	%
oneZero Financial Systems, LLC	(5)(6)	First Lien Revolving Loan	S+	5.00	%	9.59	%	10/07/31		—		(6,352)		(6,344)	0.0	%
												5,187,988		5,187,996	3.5	%
Services: Business
ImageFirst Holdings, LLC	(5)	First Lien Term Loan	S+	4.25	%	8.85	%	04/27/28		7,005,036		6,999,991		7,005,036	4.7	%
Integrity Marketing Acquisition, LLC	(5)	First Lien Term Loan	S+	5.00	%	9.51	%	08/27/28		13,615,330		13,530,869		13,615,330	9.1	%
SAFEbuilt, LLC	(5)	First Lien Term Loan	S+	6.85	%	11.19	%	12/31/25		13,130,064		13,045,997		13,064,413	8.7	%
												33,576,857		33,684,779	25.5	%
Total debt investments												91,004,288		91,188,202	64.0	%
Total non-controlled non-affiliated investments												91,004,288		91,188,202	64.0	%

Cash and cash equivalents
State Street Institutional U.S. Government Money Market Fund - Premier Class	(8)(9)	Money Market Fund				4.43	%					58,868,006		58,868,006	39.3	%
Cash		Cash										551,559		551,559	0.4	%
Total cash and cash equivalents												59,419,565		59,419,565	39.7	%
Total investments and cash and cash equivalents											$	150,423,853	$	150,607,767	103.7	%

(1)	Certain portfolio company investments are subject to contractual restrictions on sales.

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

(3)	As of December 31, 2024, the estimated cost basis of investments for U.S. federal tax purposes was $150,423,854 resulting in estimated gross unrealized appreciation and depreciation of $193,695 and ($9,781), respectively.

(4)

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Andalusian Credit Company, LLC

Schedule of Investments

As of December 31, 2024

(5)

Investment contains a variable rate structure, subject to an interest rate floor. Variable rate investments bear interest at a rate that may be determined by reference to either the Secured Overnight Financing Rate (“S” or “SOFR”) which may also contain a credit spread adjustment depending on the tenor election, or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate or “P”), all of which include an available tenor, selected at the borrower’s option, which reset periodically based on the terms of the credit agreement. For investments with multiple interest rate contracts, the interest rate shown is the weighted average interest rate in effect at December 31, 2024. As of December 31, 2024, the reference rates for our variable rate loans was SOFR at 4.49%.

(6)

Position or portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded portion. The investment may be subject to an unused/letter of credit facility fee. The negative amortized cost or fair value is the result of the capitalized discount being greater than the principal amount outstanding on the loan.

(7)	Finance, Insurance, and Real Estate (“FIRE”).

(8)	This investment is valued using observable inputs and is considered a Level 1 investment. See Note 5 for further information related to investments at fair value.

(9)	The rate presented represents the annualized seven-day yield as of December 31, 2024.

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

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Andalusian Credit Company, LLC

Notes to Financial Statements

June 30, 2025

(unaudited)

Note 1. Organization

Andalusian Credit Company, LLC, a Delaware limited liability company (the “Company”), was formed on October 17, 2022 (“inception”). The Company is structured as an externally managed, closed-end management investment company. The Company has elected to be treated as a business development company (“BDC”) under the U.S. Investment Company Act of 1940, as amended (the “1940 Act”). In addition, the Company intends to elect to be treated as a regulated investment company (a “RIC”) for U.S. federal income tax purposes under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”) for the tax period ending December 31, 2025 and intends to maintain its qualification as a RIC annually thereafter. For periods prior to the effectiveness of the RIC election, the Company expects to be taxed as a corporation for U.S. federal income tax purposes. The Company commenced operations contemporaneously with the initial drawdown from investors in the Private Offering (as defined below) which occurred on November 14, 2023 (the “Initial Closing Date”).

The Company’s investment objective is to generate current income and capital appreciation by investing primarily in senior secured loans with a first lien on collateral, including “unitranche” loans, which are loans that combine the characteristics of both first lien and second lien debt of U.S. middle-market companies. The Company expects to provide investors with access to a portfolio of investments in the equity or debt of private U.S. companies or public companies with less than $250 million in market capitalization.

The Company is externally managed by Andalusian Credit Partners, LLC (“ACP,” in such capacity, the “Adviser”), a Delaware limited liability company that is registered with the U.S. Securities and Exchange Commission (the “SEC”) as an investment adviser under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). ACP also serves as the Company’s administrator (in such capacity, the “Administrator”) pursuant to an administration agreement (the “Administration Agreement”).

The Company is conducting, on a continuous basis, a private offering (the “Private Offering”) of its limited liability company interests, par value $0.001 per share (“Shares”), to accredited investors, as defined in Regulation D under the Securities Act of 1933, as amended (the “Securities Act”), in reliance on exemptions from the registration requirements of the Securities Act. Shares will be offered for subscription continuously throughout an initial closing period and may be offered from time to time thereafter pursuant to the terms set forth in the Company’s confidential private placement memorandum, as may be amended, amended and restated, and/or supplemented from time to time (the “Memorandum”). Each investor in the Private Offering will make a capital commitment (a “Capital Commitment”) to purchase Shares of the Company pursuant to a subscription agreement entered into with the Company (the “Subscription Agreement”).

Note 2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Company is an investment company and, therefore, applies the specialized accounting and reporting guidance in Accounting Standards Codification (“ASC”) Topic 946, Financial Services — Investment Companies. The functional currency of the Company is the U.S. Dollar, and all transactions were in U.S. Dollars. Certain items have been reclassified in prior years to conform with the current period presentation.

Use of Estimates

The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. Changes in the economic and regulatory environment, financial markets, the creditworthiness of our portfolio companies, other macro-economic developments (for example, global pandemics, natural disasters, terrorism, international conflicts and war), and any other parameters used in determining these estimates and assumptions could cause actual results to differ from these estimates and assumptions, and such differences could be material.

Table of Contents

Investments at Fair Value

Loan originations are recorded on the date of a binding commitment, which is generally the funding date. Investment transactions purchased through a secondary market are recorded on the trade date. Realized gains or losses are measured by the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment using the specific identification method without regard to unrealized appreciation or depreciation previously recognized, and includes investments charged off during the period, net of recoveries. Net change in unrealized appreciation or depreciation on investments reflects the net change in the fair value of investments, including the reversal of previously recorded unrealized appreciation or depreciation when gains or losses are realized. Fair value and amortized cost on positions with unfunded commitments can result in negative investment balances when unamortized discounts or fees are greater than the principal amount outstanding on the loan.

Fair Value Measurements

The Company applies fair value accounting in accordance with the terms of ASC 820, Fair Value Measurements (“ASC 820”), as amended, which establishes a framework for measuring fair value in accordance with U.S. GAAP and required disclosures of fair value measurements. ASC 820 determines fair value to be the price that would be received for an investment in a current sale, which assumes an orderly transaction between market participants on the measurement date. Market participants are defined as buyers and sellers in the principal or most advantageous market (which may be a hypothetical market) that are independent, knowledgeable, and willing and able to transact. In accordance with ASC 820, the Company considers its principal market to be the market that has the greatest volume and level of activity. ASC 820 specifies a fair value hierarchy that prioritizes and ranks the level of observability of inputs used in determination of fair value. In accordance with ASC 820, these levels are summarized below:

●

Level 1—Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access.

●

Level 2—Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

●

Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value measurement is based on the lowest level of observable input that is significant to the fair value measurement. The assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the investment.

The Adviser, as the valuation designee of the board of managers (the “Board”), pursuant to Rule 2a-5 under the 1940 Act, determines in good faith the fair value of the Company’s investment portfolio for which market quotations are not readily available. The Adviser applies a valuation policy approved by the Board that is consistent with ASC 820 (“Valuation Policy”). In accordance with the Valuation Policy, the Adviser evaluates the source of the inputs, including any markets in which the Company’s investments are trading (or any markets in which securities with similar attributes are trading), in determining fair value. When an investment is valued based on prices provided by reputable dealers or pricing services (that is, broker quotes), the Adviser subjects those prices to various criteria in making the determination as to whether a particular investment would qualify for treatment as a Level 1, Level 2 or Level 3 investment.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company’s investments may fluctuate from period to period. Additionally, the fair value of such investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that may ultimately be realized. Further, such investments are generally less liquid than publicly traded securities and may be subject to contractual and other restrictions on resale. If the Company were required to liquidate a portfolio investment in a forced or liquidation sale, it could realize amounts that are different from the amounts presented and such differences could be material.

In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the unrealized gains or losses reflected herein.

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Cash and Cash Equivalents

Cash and cash equivalents may consist of demand deposits and highly liquid investments (e.g., money market funds, U.S. Treasury notes, and similar type instruments) with original maturities of three months or less. Cash and cash equivalents are categorized as Level 1 of the fair value hierarchy. The Company deposits its cash and cash equivalents with highly rated banking corporations and, at times, cash deposits may exceed the insured limits under applicable law.

Income Recognition

Interest income is recorded on the accrual basis and includes accretion or amortization of discounts or premiums. Discounts and premiums to par value on securities purchased are capitalized into the cost basis and accreted or amortized into interest income over the contractual life of the respective security using the effective yield method. The amortized cost of investments represents the original cost adjusted for the accretion or amortization of discounts or premiums, if any.

Certain investments may have contractual payment-in-kind (“PIK”) interest or dividends. PIK interest represents accrued interest that is added to the principal amount of the investment on the respective interest payment dates rather than being paid in cash and generally becomes due at maturity. PIK dividends represent accrued dividends that are added to the shares held of the equity investment on the respective dividend payment dates rather than being paid in cash and generally becomes due at a certain trigger date. For the six months ended June 30, 2025 and 2024, the Company did not hold any investments that have contractual PIK interest or PIK dividends.

Other income may include income such as consent, waiver, amendment, unused, underwriting, arranger and prepayment fees associated with the Company’s investment activities as well as any fees for managerial assistance services rendered by the Company to the portfolio companies. Such fees are recognized as income when earned or the services are rendered.

Debt investments are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. When a debt investment is placed on non-accrual status, the Company ceases to recognize interest income until the portfolio company has paid all principal and interest due or demonstrated the ability to repay its current and future contractual obligations to the Company. The Company may determine to continue to accrue interest on a loan where the investment has sufficient collateral value to collect all of the contractual amount due and is in the process of collection. Interest collected on non-accrual investments are generally applied to principal.

Dividend income on preferred equity securities is recorded on the 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 securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly traded portfolio companies.

Organizational and Offering Expenses

Organizational expenses to establish the Company are expensed as incurred. These expenses consist primarily of legal fees and other costs of organizing the Company.

Offering expenses in connection with the offering of Shares are capitalized as a deferred charge and are amortized over a twelve-month period beginning with the later of either the Initial Closing Date or from incurrence. These costs consist primarily of legal and other fees incurred in connection with the Company’s Private Offering of its Shares.

In accordance with the Company’s Memorandum, the Company will pay all initial organizational and offering expenses associated with the Private Offering of its Shares up to a maximum amount of 1.50% of aggregate Capital Commitments to the Company over the initial four-year period following the Initial Closing Date (the “Cap”). The Adviser will pay all organizational and offering expenses in excess of the Cap. Since inception through June 30, 2025, the Company has incurred $2,238,269 of organizational and offering expenses. For the three and six months ended June 30, 2025, the Company did not incur any organizational and offering expenses. For the three and six months ended June 30, 2024, the Company incurred $319,799 and $639,598 of offering expenses, respectively.

Deferred Financing Costs

Deferred financing costs are fees and other direct incremental costs incurred by the Company related to the closing or amendments of a debt borrowing. These costs are capitalized and amortized over the life of the related debt borrowing using the effective yield method or the straight-line method, which closely approximates the effective yield method. Deferred financing costs are generally presented as a reduction to the associated liability balance on the Statements of Assets and Liabilities, except for deferred financing costs associated with line-of-credit arrangements which are included within Prepaid expenses and other assets as permitted under GAAP.

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Expenses

Expenses are accrued in the period to which they are incurred. The Company will generally bear the following expenses, including but not limited to legal, tax, auditing, compliance, consulting and other professional expenses, the Management Fee and Incentive Compensation (each as defined below), professional liability insurance and research and market data expenses. Generally, research and market data expenses will be allocated among the Company and other funds or accounts managed by the Adviser on a pro rata basis. However, the Adviser has authority to negotiate arrangements with other funds and accounts pursuant to which those funds and accounts will not bear such expenses, despite benefiting, directly or indirectly, from the applicable products and services by participating in investments that have been analyzed with the help of those resources. In such instances, the Company and other funds and accounts that have not entered into such arrangements with the Adviser will bear more than their respective pro rata share of the applicable expenses. The Adviser currently manages one separate account client that does not bear investment related research and data costs pursuant to such an arrangement.

Distributions

The Company records dividend distributions on the record date. The amount to be paid as a dividend is determined by the Company’s Board each quarter and is generally based upon the earnings estimated by management and considers the level of undistributed taxable income for distribution. Net realized capital gains, if any, are generally distributed, although the Company may decide to retain such capital gains for investment.

The Company has adopted a Dividend Reinvestment Program (“DRP”), pursuant to which each Member will receive dividends in the form of additional Shares unless they notify the Company that they instead desire to receive cash. As a result, if the Company’s Board authorizes, and the Company declares, a cash dividend, then the Company’s Members who have not “opted out” of the Company’s dividend reinvestment plan will have their cash dividends automatically reinvested in additional shares of the Company, rather than receiving the cash dividend.

Income Taxes

The Company intends to elect to be treated for U.S. federal income tax purposes as a RIC under Subchapter M of the Code for the fiscal year ending December 31, 2025, and intends to make the required distributions to its shareholders to qualify and maintain its ability to be taxed as a RIC.

To qualify as a RIC, the Company must, among other things, meet certain source-of-income and asset diversification requirements as well as distribute each taxable year dividends for U.S. federal income tax purposes of an amount generally at least equal to 90% of the Company’s investment company taxable income (“ICTI”), as defined by the Code, each year. Depending on the level of ICTI earned in a tax year, the Company may choose to carry forward ICTI in excess of current year distributions into the next tax year. Any such carryover ICTI must be distributed before the end of that next tax year through a dividend declared prior to filing the final tax return related to the year which generated such ICTI. In addition, based on the excise distribution requirements, the Company is subject to a 4% nondeductible federal excise tax on undistributed income unless the Company distributes in a timely manner an amount at least equal to the sum of (1) 98% of its ordinary income for each calendar year, (2) 98.2% of capital gain net income (both long - term and short - term) for the one - year period ending October 31 in that calendar year and (3) any income realized, but not distributed, in the preceding year. For this purpose, however, any ordinary income or capital gain net income retained by the Company that is subject to corporate income tax is considered to have been distributed. The Company intends to timely distribute to our shareholders substantially all of our annual taxable income for each year, except that the Company may retain certain net capital gains for reinvestment and, depending upon the level of taxable income earned in a year, it may choose to carry forward taxable income for distribution in the following year and pay any applicable U.S. federal excise tax. So long as the Company qualifies for and maintains its tax treatment as a RIC, it generally will not be subject to corporate - level U.S. federal income taxes on any ordinary income or capital gains distributed to shareholders as dividends. Therefore, no provision for federal income taxes is recorded in the financial statements of the Company.

For periods prior to the effectiveness of our RIC election, the Company was subject to taxation as a corporation. There are no outstanding tax liabilities associated with such prior periods.

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The Company evaluates tax positions taken or expected to be taken in the course of preparing its financial statements, to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are reserved and recorded as a tax benefit or expense in the current period. All penalties and interest associated with income taxes, as applicable, are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof. The Company recognizes accrued interest and penalties, as applicable, related to unrecognized tax positions in the provision for income taxes. If recognized, the entire amount of unrecognized tax positions would be recorded as a reduction in the provision for income taxes. As of June 30, 2025 and December 31, 2024, there were no uncertain tax positions. Furthermore, the Company is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change significantly in the next 12 months.

Segment Reporting

The Company has determined that it has a single operating segment in accordance with Topic 280, Segment Reporting (“ASC 280”). As a result, the Company’s segment accounting policies are the same as described herein and the Company does not have any intra-segment sales and transfers of assets.

The Company operates through a single operating and reporting segment with an investment objective to generate current income and capital appreciation by investing primarily in senior secured loans. The chief operating decision maker (“CODM”) is the management committee of the Adviser. The CODM uses our net investment income (loss) and net increase (decrease) in net assets resulting from operations as reported in the Statements of Operations to assess the Company’s performance and when allocating resources. Net Investment Income is comprised of total investment income (loss) and total net operating expenses, which are considered the key segment measures of profit or loss received by the CODM. As the Company’s operations comprise of a single reporting segment, the segment assets are reflected on the accompanying statements of assets and liabilities as “total assets” and the significant segment expenses are listed on the accompanying statements of operations.

Recent Accounting Pronouncements

In December 2023, the FASB issued ASU 2023-09, Income Taxes—Improvements to Income Tax Disclosures. This guidance enhances the transparency and decision usefulness of income tax disclosures. The effective date for the amendments in ASU 2023-09 are for fiscal years beginning after December 15, 2024. The Company is currently assessing the impact of this guidance, however, the Company does not expect a material impact on its financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (“ASU 2024-03”), which requires disaggregated disclosure of certain costs and expenses, including purchases of inventory, employee compensation, depreciation, amortization and depletion, within relevant income statement captions. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods beginning with the first quarter ended March 31, 2028. Early adoption and retrospective application is permitted. The Company is currently assessing the impact of this guidance, however, the Company does not expect a material impact on its financial statements.

Note 3. Related Party Transactions

Advisory Agreement

Subject to the overall supervision of the Board and in accordance with the 1940 Act, the Adviser manages the Company’s day-to-day operations and provides investment advisory services to the Company.

Under the Advisory Agreement, the Company will pay the Adviser fees for investment management services consisting of a base management fee (the “Management Fee”) and an incentive fee (the “Incentive Compensation”).

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Management Fee

Pursuant to the Advisory Agreement, the Company will pay to the Adviser a Management Fee, payable quarterly in arrears at a rate of 1.50% per annum of the sum of (1) the Members’ total unfunded Capital Commitments and (2) the Company’s total assets (excluding cash or cash equivalents but including assets purchased with borrowed amounts) as of the end of the most recently completed calendar quarter. In the event the Company engages in a listing on a nationally recognized stock exchange (“Exchange Listing”), the Company will pay to the Adviser an annual Management Fee, payable quarterly in arrears at a rate of 1.75% per annum of the Company’s total assets (excluding cash or cash equivalents but including assets purchased with borrowed amounts) as of the end of the most recently completed calendar quarter. The Adviser contractually agreed to waive 0.25% of the Management Fee for a one-year period beginning on the Company’s Initial Closing Date and ended November 14, 2024.

For the three and six months ended June 30, 2025, the Company incurred Management Fees of $1,535,960 and $3,083,870, respectively. For the three and six months ended June 30, 2024, the Company incurred Management Fees of $1,562,854 and $2,767,607, net of the Management Fee waiver of $312,570 and $553,521, each respectively. As of June 30, 2025 and December 31, 2024, the Company had Management Fees payable of $585,959 and $1,520,781, respectively.

Incentive Compensation

Incentive Compensation is payable by the Company to the Adviser and consists of two components that are independent of each other, with the result that one component may be payable even if the other is not. A portion of the incentive fee is based on a percentage of the Company’s income (an “Income Incentive Fee”) and a portion is based on a percentage of the Company’s capital gains (the “Capital Gains Incentive Fee”).

Income Incentive Fee

The Income Incentive Fee is payable quarterly in arrears and is calculated by comparing “Pre-incentive fee net investment income” to a “Hurdle Amount”, which is equal to the product of (i) the “hurdle rate” of 1.25% per quarter (5% annualized) and (ii) the Company’s net assets (defined as total assets less indebtedness and before taking into account any incentive fees payable during the period) at the end of the immediately preceding calendar quarter.

“Pre-incentive fee net investment income” means interest income, dividend income and any other income (including any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that we receive from portfolio companies but excluding fees for providing managerial assistance) accrued during the calendar quarter, minus operating expenses for the quarter (including the Management Fee, any expenses payable under the Administration Agreement, and any interest expense and dividends paid on any outstanding preferred stock, but excluding the incentive fee). Pre-incentive fee net investment income includes, in the case of investments with a deferred interest feature such as market discount, original issue discount, debt instruments with PIK interest, preferred stock with PIK dividends and zero-coupon securities, accrued income that we have not yet received in cash.

Prior to an Exchange Listing, the Company will pay the Income Incentive Fee in each calendar quarter as follows:

●

No Income Incentive Fee in any calendar quarter in which the Company’s pre-incentive fee net investment income does not exceed the Hurdle Amount;

●

100% of the Company’s pre-incentive fee net investment income with respect to that portion of such pre-incentive fee net investment income, if any, that exceeds the Hurdle Amount but is less than or equal to an amount (the “Pre-Exchange Listing Catch-Up Amount”) determined on a quarterly basis by multiplying 1.4705% (5.882% annualized) by the Company’s NAV at the beginning of each applicable calendar quarter. The Pre-Exchange Listing Catch-Up Amount is intended to provide the Adviser with an incentive fee of 15% on all of the Company’s pre-incentive fee net investment income when the Company’s pre-incentive fee net investment income reaches the Pre-Exchange Listing Catch-Up Amount in any calendar quarter; and

●

For any calendar quarter in which the Company’s pre-incentive fee net investment income exceeds the Pre-Exchange Listing Catch-Up Amount, the Income Incentive Fee shall equal 15% of the amount of the Company’s pre-incentive fee net investment income for the calendar quarter.

Prior to an Exchange Listing, the Income Incentive Fee is subject to a cap (the “Pre-Exchange Listing Incentive Fee Cap”). The Pre-Exchange Listing Incentive Fee Cap in respect of any quarter is an amount equal to 15% of the Pre-Incentive Fee Net Return during the relevant quarter.

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“Pre-Incentive Fee Net Return” during the relevant quarter means (x) pre-incentive fee net Investment income in respect of the quarter less (y) any Net Capital Loss, if any. “Net Capital Loss” in respect of a particular quarter means the difference, if positive, between (i) aggregate capital losses, whether realized or unrealized, in respect of such quarter and (ii) aggregate capital gains, whether realized or unrealized, in respect of such quarter.

If, in any calendar quarter, the Pre-Exchange Listing Incentive Fee Cap is zero or a negative value, the Company shall pay no Income Incentive Fee to the Adviser in respect of that quarter. If, in any calendar quarter, the Pre-Exchange Listing Incentive Fee Cap is a positive value but is less than the Income Incentive Fee amount, the Company shall pay the Adviser the Pre-Exchange Listing Incentive Fee Cap in respect of such quarter. If, in any calendar quarter, the Incentive Fee Cap is equal to or greater than the Income Incentive Fee, the Company shall pay the Adviser the Income Incentive Fee in respect of such quarter.

On and after the occurrence of an Exchange Listing, the Company will pay the Income Incentive Fee in each calendar quarter as follows:

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No Income Incentive Fee in any calendar quarter in which the Company’s pre-incentive fee net investment income does not exceed the Hurdle Amount;

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100% of the Company’s pre-incentive fee net investment income with respect to that portion of such pre-incentive fee net investment income, if any, that exceeds the Hurdle Amount but is less than or equal to an amount (the “Post-Exchange Listing Catch-Up Amount”) determined on a quarterly basis by multiplying 1.5625% (6.25% annualized) by the Company’s NAV at the beginning of each applicable calendar quarter. The Post - Exchange Listing Catch - Up Amount is intended to provide the Adviser with an incentive fee of 20% on all of the Company’s pre - incentive fee net investment income when the Company’s pre - incentive fee net investment income reaches the Post - Exchange Listing Catch - Up Amount in any calendar quarter; and

●

For any calendar quarter in which the Company’s pre - incentive fee net investment income exceeds the Post - Exchange Listing Catch - Up Amount, the Income Incentive Fee shall equal 20% of the amount of the Company’s pre-incentive fee net investment income for the calendar quarter.

Subsequent to an Exchange Listing, the Income Incentive Fee is subject to a cap (the “Post - Exchange Listing Incentive Fee Cap”). The Post - Exchange Listing Incentive Fee Cap in respect of any quarter is an amount equal to 20% of the Pre - Incentive Fee Net Return during the relevant quarter.

If, in any calendar quarter, the Post-Exchange Listing Incentive Fee Cap is zero or a negative value, the Company shall pay no Income Incentive Fee to the Adviser in respect of that quarter. If, in any calendar quarter, the Incentive Fee Cap is a positive value but is less than the Income Incentive Fee amount, the Company shall pay the Adviser the Post-Exchange Listing Incentive Fee Cap in respect of such quarter. If, in any calendar quarter, the Incentive Fee Cap is equal to or greater than the Income Incentive Fee, the Company shall pay the Adviser the Income Incentive Fee in respect of such quarter.

These calculations will be appropriately pro-rated for any period of less than three months and adjusted for any share issuances or repurchases by the Company during the current quarter. The Company does not currently intend to institute a share repurchase program and share repurchases will be effected only in extremely limited circumstances in accordance with applicable law. If the Exchange Listing occurs on a date other than the first day of a calendar quarter, the Income Incentive Fee shall be calculated for such calendar quarter at a weighted rate calculated based on the fee rates applicable before and after an Exchange Listing based on the number of days in such calendar quarter before and after an Exchange Listing.

For the three and six months ended June 30, 2025 and 2024, the Company did not incur any Income Incentive Fees.

Capital Gains Incentive Fee

The second component of the Incentive Compensation, the Capital Gains Incentive Fee, which is payable at the end of each calendar year in arrears and equals (i) 15% of the Company’s realized capital gains as of the end of the fiscal year prior to an initial public offering, an Exchange Listing, or (a) the sale of all or substantially all of the Company’s assets to, or other liquidity event with, another entity or (b) a transaction or series of transactions, including by way of merger, consolidation, recapitalization, reorganization, or sale of Shares, in each case for consideration of either cash and/or publicly listed securities of the acquirer (each, a “Liquidity Event”) and (ii) 20% of the Company’s realized capital gains as of the end of the fiscal year after a Liquidity Event.

In determining the Capital Gains Incentive Fee payable to the Adviser, we calculate the cumulative aggregate realized capital gains and cumulative aggregate realized capital losses since the Company’s inception, and the aggregate unrealized capital depreciation as of the

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date of the calculation, as applicable, with respect to each of the investments in the Company’s portfolio. For this purpose, cumulative aggregate realized capital gains, if any, equals the sum of the differences between the net sales price of each investment, when sold, and the original cost of such investment since the Company’s inception. Cumulative aggregate realized capital losses equals the sum of the amounts by which the net sales price of each investment, when sold, is less than the original cost of such investment since the Company’s inception. Aggregate unrealized capital depreciation equals the sum of the difference, if negative, between the valuation of each investment as of the applicable calculation date and the original cost of such investment. At the end of the applicable year, the amount of capital gains that serves as the basis for the Company’s calculation of the Capital Gains Incentive Fee equals the cumulative aggregate realized capital gains less cumulative aggregate realized capital losses, less aggregate unrealized capital depreciation, with respect to the Company’s portfolio of investments. If this number is positive at the end of such year, then the Capital Gains Incentive Fee for such year will equal 15% before an Exchange Listing or 20% after an Exchange Listing, as applicable, of such amount, less the aggregate amount of any Capital Gains Incentive Fees paid in respect of the Company’s portfolio in all prior years.

If an Exchange Listing occurs on a date other than the first day of a fiscal year, a Capital Gains Incentive Fee shall be calculated as of the day before the Exchange Listing, with such Capital Gains Incentive Fee paid to the Adviser following the end of the fiscal year in which the Exchange Listing occurred. For the avoidance of doubt, such Capital Gains Incentive Fee shall be equal to 15% of the Company’s realized capital gains on a cumulative basis from inception through the day before the Exchange Listing, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid Capital Gains Incentive Fees. Following an Exchange Listing, solely for the purposes of calculating the Capital Gains Incentive Fee, the Company will be deemed to have previously paid Capital Gains Incentive Fees prior to an Exchange Listing equal to the product obtained by multiplying (a) the actual aggregate amount of previously paid Capital Gains Incentive Fees for all periods prior to an Exchange Listing by (b) the percentage obtained by dividing (x) 20% by (y) 15%. In the event that the Advisory Agreement shall terminate as of a date that is not a fiscal year end, the termination date shall be treated as though it were a fiscal year end for purposes of calculating and paying a Capital Gains Incentive Fee.

For the three and six months ended June 30, 2025 and 2024, the Company did not incur any Capital Gains Incentive Fees.

Administration Agreement

Under the Administration Agreement, the Administrator furnishes the Company with office facilities and equipment and will provide the Company with clerical, bookkeeping, recordkeeping and other administrative services. The Administrator also performs, or oversees the performance of, the Company’s required administrative services, which include being responsible for the financial and other records that the Company is required to maintain and preparing reports to its investors and reports and other materials filed with the SEC. In addition, the Administrator assists the Company in determining and publishing its NAV, oversees the preparation and filing of its tax returns and the printing and dissemination of reports and other materials to its investors, and generally oversees the payment of its expenses and the performance of administrative and professional services rendered to the Company by others. Under the Administration Agreement, the Administrator also provides managerial assistance on the Company’s behalf to those portfolio companies that have accepted the Company’s offer to provide such assistance.

Under the terms of the Administration Agreement, the Administrator may retain a sub-administrator to provide certain administrative services to the Company. The Administrator has retained SS&C Technologies, Inc. as a sub-administrator to perform any or all of its obligations under the Administration Agreement.

The Administrator is authorized to incur and pay, in the name and on behalf of the Company, all expenses which it deems necessary or advisable. The Company will pay to the Administrator an annual administration fee of 0.25% on the Company’s total Capital Commitments, payable quarterly in arrears, for services and facilities provided under the Administration Agreement (the “Administration Fee”). For purposes of the Administration Fee, total Capital Commitments equals the sum of the investors’ funded Capital Commitments and unfunded Capital Commitments at the end of each fiscal quarter.

For the three and six months ended June 30, 2025, the Company incurred Administration Fees of $317,817 and $635,260, respectively. For the three and six months ended June 30, 2024, the Company incurred Administration Fees of $315,104 and $557,107, respectively. As of June 30, 2025 and December 31, 2024, the Company recorded Administration Fees payable of $317,817 and $316,040, respectively.

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Note 4. Investments

The following table presents the composition of the Company’s investment portfolio at cost and fair value as of June 30, 2025 and December 31, 2024:

Andalusian Credit Company, LLC 10-Q