N-CSRS 1 tm2029207d1_ncsrs.htm N-CSRS

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number: 811-23165

 

 

 

CION ARES DIVERSIFIED CREDIT FUND

 

 

(Exact name of registrant as specified in charter)

 

3 PARK AVENUE

36TH FLOOR

NEW YORK, NEW YORK 10016

 

 

(Address of principal executive offices)(Zip code)

 

Eric A. Pinero
3 Park Avenue, 36th Floor
New York, New York 10016
(Name and Address of Agent for Service)

 

 

 

Copy to:

 

Michael A. Reisner
Mark Gatto
CION Ares Management, LLC
3 Park Avenue, 36th Floor
New York, New York 10016  
Richard Horowitz, Esq.
Matthew K. Kerfoot, Esq.
Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

 

 

 

Registrant’s telephone number, including area code: (646) 845-2577

 

Date of fiscal year end: December 31

 

Date of reporting period: June 30, 2020

 

 

 

 

 

 

Item 1. Report to Stockholders.

 

 

 

 

CION Ares Diversified Credit Fund

SEMI-ANNUAL REPORT

JUNE 30, 2020



Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund's shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report. If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund or your financial intermediary electronically by calling 888-729-4266 toll-free or by sending an e-mail request to CION Ares Diversified Credit Fund Investor Relations Department at ir@cioninvestments.com if you invest directly with the Fund, or by contacting your financial intermediary (such as a broker-dealer or bank) if you invest through your financial intermediary. Beginning on January 1, 2019, you may elect to receive all future reports in paper free of charge. You can inform the Fund or your financial intermediary that you wish to continue receiving paper copies of your shareholder reports by calling 888-729-4266 toll-free or by sending an e-mail request to CION Ares Diversified Credit Fund Investor Relations Department at ir@cioninvestments.com, or by contacting your financial intermediary. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the Fund.



CION Ares Diversified Credit Fund

Contents

Letter to Shareholders

   

2

   

Fund Profile & Financial Data

   

5

   

Consolidated Schedule of Investments

   

7

   

Consolidated Statement of Assets and Liabilities

   

41

   

Consolidated Statement of Operations

   

43

   

Consolidated Statements of Changes in Net Assets

   

44

   

Consolidated Statement of Cash Flows

   

46

   

Financial Highlights

   

48

   

Notes to Consolidated Financial Statements

   

55

   

Proxy & Portfolio Information

   

80

   

Dividend Reinvestment Plan

   

81

   

Corporate Information

   

83

   

Privacy Notice

   

84

   

Trustees and Executive Officers

   

85

   

Voting Results

   

89

   

Semi-Annual Report 2020



CION Ares Diversified Credit Fund

Letter to Shareholders

June 30, 2020

Fellow Shareholders,

We hope this semi-annual report for the CION Ares Diversified Credit Fund (the "Fund"), for the period ending June 30, 2020 finds you and your loved ones healthy and safe during these unprecedented times.

We are pleased to report that notwithstanding the extraordinary events of COVID-19 and its impact on the U.S. financial markets and economy, the Fund has reached $805 million in total managed assets and delivered a 3.23% annualized return since inception.1 As of period-end, the Fund had 394 total investments, spread across more than 27 unique industries. Secured debt instruments accounted for 95.1%2 of the Fund and approximately 55% of the Fund was deployed in investments directly originated by affiliates of the Fund's investment advisor. The Fund has continued to gain traction with investors, and we are pleased to announce that the Fund has now launched on multiple platforms nationwide, which has led to strong asset growth.

Investment Philosophy and Process

The Fund remains focused on seeking to deliver attractive risk-adjusted returns for our shareholders across market cycles by utilizing a flexible strategy to invest in a diversified pool of liquid and illiquid credit instruments. We believe the optimal investment strategy for non-investment grade credit is an actively managed portfolio that encompasses a broad spectrum of credit asset classes including high yield bonds, leveraged loans, structured credit (CLOs and Private ABS), real estate debt, and direct lending in the United States and Europe. We believe unconstrained flexibility within a single portfolio affords investors an opportunity to capitalize on inefficiencies and dislocations across the credit universe and capture the best relative value.

The process by which the Fund's investments are selected is rigorous. The Fund's Advisor, CION Ares Management ("CAM" or the "Advisor"), leverages the resources of the broader Ares platform to conduct ongoing proprietary analysis at the asset-class level that compares current market conditions with historical and industry-level precedents to examine the rate environment, correlation to public markets, and local/regional risks. This information is brought before the 15-member investment allocation committee in semimonthly meetings, where senior members in each of the underlying asset classes within the Ares Credit Group share their observations with the Advisor's portfolio managers.

Investment Environment

Throughout 2020, global capital markets experienced unprecedented volatility as a result of the COVID-19 pandemic and its impact on the global economy. Investor sentiment plunged in a dramatic manner in March as the impacts of the pandemic magnified and were further exacerbated by the onset of the Saudi-Russian oil price war. During this time, default expectations increased, and credit spreads rose to levels last seen during the Global Financial Crisis. Starting in late March, investor sentiment was boosted behind unprecedented levels of financial stimulus being pumped into the economy and the expansion of eligibility of the Federal Reserve's (the "Fed") credit facilities. Though credit markets rallied significantly in the second quarter, levels remain wide when compared to year-end 2019. Year-to-date, the high yield markets in the U.S. and Europe have returned -4.78% and -4.97%, respectively.3 The bank loan markets remain wide of year-end 2019 levels in the U.S. and Europe as well with returns of -4.76% and -3.80%, respectively.4

Specific to the U.S., high yield and bank loan spreads widened with unprecedented momentum. In March, the high yield market experienced its five largest single day declines in history while the bank loan market experienced four of the five largest single day declines.5 Investor sentiment was decidedly "risk off", pushing the 10-year U.S. Treasury yield to all time lows while high yield mutual funds experienced a $13 billion outflow in March, the second largest on record.6 The loan market experienced a significant increase in downgrades while the high yield market saw a material increase in default activity, largely driven by the energy and retail sectors. Markets started to rebound in late March following unprecedented stimulus from the Fed, which bolstered sentiment and improved liquidity in the liquid credit markets. The bank loan market experienced its two largest daily price increases in history in late March and proceeded to return 9.71% in the second quarter.4 The high yield market returned 9.61% in the second quarter3 as demand from institutional and retail investors offset a record $146 billion of new issuance which occurred during the period.7 The record new issuance provided much needed liquidity to COVID-impacted industries, resulting in dampened default expectations relative to earlier in the year. Though

Semi-Annual Report 2020
2



CION Ares Diversified Credit Fund

Letter to Shareholders (continued)

June 30, 2020

reduced, expectations remain elevated when compared to year-end 2019 and dispersion remains elevated in both markets, underscoring the importance of credit selection and mistake avoidance in the current environment.

The European markets have experienced similar trends year-to-date. In March, European loan and bond spreads reached levels not seen since the sovereign debt crisis in 2011. Unprecedented fiscal packages were unveiled by governments alongside highly accommodative packages from central banks. Markets reacted positively to the stimulus and in a swift manner, retracing ~50% of the spread widening year-to-date in April. European loans, which saw spreads exceed sovereign debt crisis levels in March, rebounded sharply in April and had their strongest monthly return since 2009. Spreads continued to move in a bullish manner behind measures such as the ECB's Pandemic Emergency Purchase Program (PEPP). New issuance started to resume, and the high yield market saw its largest monthly print on record in June.7 Notably, some of the issuers that came to the primary market in June were among those that had their original deals shelved due to the onset of the crisis.

Looking ahead, capital markets volatility is expected to persist, particularly as the COVID-19 pandemic evolves and the U.S. presidential election comes into focus. We believe this should cause further sector and single-name dispersion, creating opportunities for bottom-up, fundamental active managers to uncover value. In the private markets, we're seeing new issuance start to resume with enhanced structures and terms, benefitting active managers who are well-capitalized to take advantage of the emerging opportunity set. Specific to the Fund, we remain strategically focused on high-quality, floating rate assets in defensive sectors and will seek to continue to increase our exposure to directly originated loans in the U.S. and Europe given the attractive risk-adjusted return opportunities in those markets today. Owing to its flexible investment strategy, we believe the Fund offers a compelling combination of yield, diversification, and a level of downside protection. We maintain strong conviction in the current portfolio positioning and believe the Fund can generate attractive risk-adjusted returns going forward.

Summary

The first and second quarters of 2020 saw heightened volatility as headlines and COVID-19 drove the markets. However, the committed and active Fed has largely succeeded so far, and default expectations are decreasing. The U.S. economy officially entered recession in February, but employment rebounded in May and June as the first stimulus took effect, and a new round of stimulus will likely be enacted soon.

We continue to believe this is an attractive entry point for credit as markets remain attractive compared to pre-dislocation levels, dispersion remains elevated and central bank stimulus supports supply and demand in the loan and high yield markets. Though we're optimistic, much uncertainty remains, and we expect volatility to persist as market technicals eventually reconcile with corporate fundamentals. We believe credit selection is of the utmost importance given our expectations for increased volatility in addition to elevated default rates.

We believe flexible mandates are best suited to take advantage of the opportunities in leveraged credit markets; whether by asset class, geography or within individual capital structures. From a risk perspective, we continue to balance a high-quality posture with selective additions to risk, particularly as the market's level of empathy toward COVID-19 impacted issuers and industries continues to evolve. Overall, we believe the go-forward environment will continue to test the full depth and breadth of active managers, and those with scale, experience and a nimble approach to portfolio construction will benefit the most in this unique economic and market backdrop

Against this backdrop, we believe the Fund's strategy, driven by our ability to dynamically allocate capital across credit sectors and geographies, is well situated to seek attractive risk-adjusted returns for our shareholders. We are pleased with the ongoing construction of the Fund's diversified portfolio, and we believe the Fund is well positioned to find relative value-driven opportunities as we move into economic recovery. Our Advisor will continue to leverage its position as a global leader in the liquid and illiquid credit markets to identify attractive investment opportunities in line with the stated objective of the Fund.

Semi-Annual Report 2020
3



CION Ares Diversified Credit Fund

Letter to Shareholders (continued)

June 30, 2020

We thank you for your investment in and continued support of CION Ares Diversified Credit Fund.

Sincerely,

  

Mark Gatto  Michael A. Reisner
Co-CEO  Co-CEO
CION Ares Management  CION Ares Management

Views expressed are those of CION Ares Management as of the date of this communication, are subject to change at any time, and may differ from the views of other portfolio managers or of Ares as a whole. Although these views are not intended to be a forecast of future events, a guarantee of futures results, or investment advice, any forward-looking statements are not reliable indicators of future events and no guarantee is given that such activities will occur as expected or at all. Information contained herein has been obtained from sources believed to be reliable, but the accuracy and completeness of the information cannot be guaranteed. CION Ares Management does not undertake any obligation to publicly update or review any forward-looking information, whether as a result of new information, future developments or otherwise, except as required by law. All investments involve risk, including possible loss of principal. Past performance is not indicative of future results.

The recent outbreak of a novel and highly contagious form of coronavirus ("COVID-19"), which the World Health Organization has declared to constitute a pandemic, has resulted in numerous deaths, adversely impacted global commercial activity and contributed to significant volatility in certain equity and debt markets. The global impact of the outbreak is rapidly evolving, and many countries have reacted by instituting quarantines, prohibitions on travel and the closure of offices, businesses, schools, retail stores and other public venues. Businesses are also implementing similar precautionary measures. Such measures, as well as the general uncertainty surrounding the dangers and impact of COVID-19, are creating significant disruption in supply chains and economic activity and are having a particularly adverse impact on energy, transportation, hospitality, tourism, entertainment and other industries. The impact of COVID-19 has led to significant volatility and declines in the global financial markets and oil prices and it is uncertain how long this volatility will continue. As COVID-19 continues to spread, the potential impacts, including a global, regional or other economic recession, are increasingly uncertain and difficult to assess. Any public health emergency, including any outbreak of COVID-19 or other existing or new epidemic diseases, or the threat thereof, and the resulting financial and economic market uncertainty could have a significant adverse impact on the Fund, the value of its investments and its portfolio companies. The performance information herein is as of June 30, 2020 and not all of the effects, directly and indirectly, resulting from COVID-19 and/or the current market environment, may be reflected herein. The full impact of COVID-19 and its ultimate potential effects on portfolio company performance and valuations is particularly uncertain and difficult to predict.

CION Securities, LLC ("CSL") is the wholesale marketing agent for CION Ares Diversified Credit Fund ("CADC" or the "Fund"), advised by CION Ares Management, LLC ("CAM") and distributed by ALPS Distributors, Inc ("ADI"). CSL, member FINRA, and CAM are not affiliated with ADI, member FINRA. Certain Ares fund securities may be offered through its affiliate, Ares Investor Services LLC ("AIS"), a broker-dealer registered with the SEC, and a member of FINRA and SIPC.

REF: CP?00531

1 Past performance is not indicative of future results. Portfolio characteristics of the Fund are as of June 30, 2020 and are subject to change. Performance shown here is the I-Share Class. The I-Share was incepted on July 12, 2017. Returns include reinvestment of distributions and reflect fund expenses inclusive of recoupment of previously provided expense support. The net expense ratio, which includes expense support recoupment, is 3.47% as of June 30, 2020. The gross expense ratio, which excludes expense support recoupment, is 2.99% as of June 30, 2020. Expense ratios are annualized (except for certain non-recurring costs) and calculated as a percentage of average net assets. The sales charge for Class A is up to 5.75%. Share values will fluctuate, therefore if repurchased, they may be worth more or less than their original cost. Current performance may differ and can be obtained at cioninvestments.com.

2 Secured Debt Includes First and Second Lien assets, Structured Credit Debt, Structured Credit Equity.

3 Source: ICE BofA HY Indices. European returns are hedged to Euro. As of June 30, 2020.

4 Source: Credit Suisse Leveraged Loan Index ("CSLLI"), Credit Suisse Western European Leveraged Loan Index (CS "WELLI"). WELLI returns hedged to Euro. As of June 30, 2020.

5 Sources: ICE BofA US High Yield Index ("HUCO"), CSLLI. As of June 30, 2020.

6 Source: JP Morgan High Yield Market Monitor. As of March 31, 2020.

7 Source: JP Morgan High Yield Market Monitor. As of June 30, 2020.

Semi-Annual Report 2020
4



CION Ares Diversified Credit Fund

Fund Fact Sheet — As of June 30, 2020

CLASS A CADEX | CLASS C CADCX | CLASS I CADUX | CLASS L CADWX
CLASS U CADZX | CLASS U2 CADSX | CLASS W CADFX

FUND OVERVIEW

CION Ares Diversified Credit Fund (CADC) is a diversified, unlisted closed-end management investment company registered under the 1940 Act as an interval fund. The Fund will seek to capitalize on market inefficiencies and relative value opportunities by dynamically allocating a portfolio of directly originated loans, secured floating and fixed rate syndicated loans, corporate bonds, asset-backed securities, commercial real estate loans and other types of credit instruments which, under normal circumstances, will represent at least 80% of the Fund's assets.

Fixed vs. Floating Rate

Excludes cash, other net assets and equity instruments.

KEY FACTS

CLASS A INCEPTION

   

1/26/2017

   

CLASS C INCEPTION

   

7/12/2017

   

CLASS I INCEPTION

   

7/12/2017

   

CLASS L INCEPTION

   

11/2/2017

   

CLASS U INCEPTION

   

7/25/2019

   

CLASS U-2 INCEPTION

   

4/13/2020

   

CLASS W INCEPTION

   

12/4/2018

   

TOTAL MANAGED ASSETS*

   

~$805M

   

TOTAL ISSUES

   

394

   

DISTRIBUTIONS1

   

Monthly

   
CURRENT DISTRIBUTION
RATE2
   

6.00

%

 
CLASS A SHARPE RATIO3
(ANNUALIZED)
   

0.20

   

CLASS A STANDARD DEVIATION4

   

4.35

%

 

 

CLASS C SHARPE RATIO3
(ANNUALIZED)
   

0.18

   

CLASS C STANDARD DEVIATION4

   

4.41

%

 
CLASS I SHARPE RATIO3
(ANNUALIZED)
   

0.21

   

CLASS I STANDARD DEVIATION4

   

4.42

%

 
CLASS L SHARPE RATIO3
(ANNUALIZED)
   

0.00

   

CLASS L STANDARD DEVIATION4

   

4.67

%

 
CLASS U SHARPE RATIO3
(ANNUALIZED)
   

-0.95

   

CLASS U STANDARD DEVIATION4

   

7.67

%

 
CLASS W SHARPE RATIO3
(ANNUALIZED)
   

-0.26

   

CLASS W STANDARD DEVIATION4

   

6.08

%

 

Portfolio Allocation*

  Allocation by Asset Type

  Allocation by Geography

Top 10 Holdings* % of Portfolio

CEP V I 5 Midco Limited (aka Mak System)

   

3.3

%

 

True Potential Group Limited

   

1.5

%

 

Nelipak Holding Company

   

1.3

%

 

AffiniPay Midco, LLC

   

1.2

%

 

Bearcat Buyer, Inc.

   

1.1

%

 

GPM Investments, LLC

   

1.0

%

 

Capnor Connery Holdco A/S

   

1.0

%

 

Drilling Info Holdings, Inc.

   

1.0

%

 

Reddy Ice LLC

   

0.9

%

 

Foundation Risk Partners, Corp.

   

0.9

%

 

Allocation by Industry* % of Portfolio

Structured Products (CLOs & Private ABS)

   

17.1

%

 

Information Technology

   

15.3

%

 

Healthcare

   

14.0

%

 

Financial

   

13.3

%

 

Service

   

11.6

%

 

Food/Tobacco

   

4.8

%

 

Gaming/Leisure

   

3.5

%

 

Manufacturing

   

2.3

%

 

Other

   

20.8

%

 

Cash

   

-2.7

%

 

* Holdings and allocations, unless otherwise indicated, are based on the total managed assets and subject to change without notice. Total managed assets is defined as the total assets (including any assets attributable to financial leverage) minus accrued liabilities (other than debt representing financial leverage). Data shown is for informational purposes only and not a recommendation to buy or sell any security.

Semi-Annual Report 2020
5



CION Ares Diversified Credit Fund

Fund Fact Sheet — As of June 30, 2020 (continued)

CLASS A CADEX | CLASS C CADCX | CLASS I CADUX | CLASS L CADWX
CLASS U CADZX | CLASS U2 CADSX | CLASS W CADFX

MANAGEMENT TEAM

Mitch Goldstein, Co-Head of Ares Credit Group | 25 Years of Experience

Greg Margolies, Head of Markets, Ares Management | 31 Years of Experience

CADC's allocation committee consists of an additional 13 members, averaging nearly 25 years of experience.

ABOUT CION INVESTMENTS

CION Investments is a leading manager of investment solutions designed to redefine the way individual investors can build their portfolios and help meet their long-term investment goals. With more than 30 years of experience in the alternative asset management industry, CION strives to level the playing field. CION currently manages CION Investment Corporation, a leading non-traded BDC, and sponsors, through CION Ares Management, CION Ares Diversified Credit Fund, a globally diversified interval fund.

ABOUT ARES MANAGEMENT

Ares Management Corporation (NYSE: ARES) is a leading global alternative investment manager operating three integrated businesses across Credit, Private Equity and Real Estate. Ares Management's investment groups collaborate to deliver innovative investment solutions and consistent and attractive investment returns for fund investors throughout market cycles. Ares Management's global platform had $165 billion of assets under management as of June 30, 2020 with over 1,200 employees in over 25 offices in more than 10 countries. Please visit www.aresmgmt.com for additional information.

RISK DISCLOSURES & GLOSSARY

Risks and limitations include, but are not limited to, the following: investment instruments may be susceptible to economic downturns; most of the underlying credit instruments are rated below investment grade and considered speculative; there is no guarantee all shares can be repurchased; the Fund's business and operations may be impacted by fluctuations in the capital markets; the Fund is a diversified, closed-end investment company with limited operating history; diversification does not eliminate the risk of investment losses.

1 Monthly Distributions — There is no assurance monthly distributions paid by the fund will be maintained at the targeted level or paid at all.

2 Current Distribution Rate — Current distribution rate is expressed as a percentage equal to the projected annualized distribution amount (which is calculated by annualizing the current cash distribution per share without compounding), divided by the current net asset value. The current distribution rate shown may be rounded.

3 Sharpe Ratio — a risk-adjusted measure that measures reward per unit of risk. The higher the Sharpe Ratio, the better. The numerator is the difference between a portfolio's return and the return of a risk-free instrument. The denominator is the portfolio's standard deviation. Figures shown here are based on non-loaded daily NAV total returns utilizing data since inception.

4 Standard Deviation — a widely used measure of an investment's performance volatility. Standard deviation shows how much variation from the mean exists with a larger number indicating the data points are more spread out over a larger range of values. Figures shown here are based on non-loaded daily NAV total returns utilizing data since inception.

A portion of distributions may be a direct result of expense support payments provided by CION Ares Management, LLC (CAM), which are subject to repayment by CADC within three years. The purpose of this arrangement is to ensure that CADC bears an appropriate level of expenses. Any such distributions may not be entirely based on investment performance and can only be sustained if positive investment performance is achieved in future periods and/or CAM continues to make such expense support payments. Future repayments will reduce cash otherwise potentially available for distributions. There can be no assurance that such performance will be achieved in order to sustain these distributions. CAM has no obligation to provide expense support payments in future periods.

CADC may fund distributions from unlimited amounts of offering proceeds or borrowings, which may constitute a return of capital, as well as net income from operations, capital and non-capital gains from the sale of assets, dividends or distributions from equity investments and expense support payments from CAM, which are subject to repayment. For the year ending December 31, 2019, distributions were paid from taxable income and did not include a return of capital for tax purposes. If expense support payments from CAM were not provided, some or all of the distributions may have been a return of capital which would reduce the available capital for investment. The sources of distributions may vary periodically. Please refer to the semi-annual or annu-al reports filed with the SEC for the sources of distributions.

Semi-Annual Report 2020
6



CION Ares Diversified Credit Fund

Schedule of Investments

June 30, 2020 (Unaudited)

Senior Loans 90.2%(b)(c)(d)

    Principal
Amount
 

Value(a)

 

Aerospace & Defense 1.9%

 
Aero Operating, LLC, 1st Lien
Delayed Draw Term Loan, 1M
LIBOR + 6.50%, 8.00%,
02/09/2026(e)
 

$

838,503

   

$

796,578

   
Aero Operating, LLC, Initial 1st Lien
Term Loan, 1M LIBOR + 6.50%,
8.00%, 02/09/2026(e)(f)
   

2,922,726

     

2,776,590

   
Radius Aerospace Europe, Ltd.,
1st Lien Term Loan, (Great Britain),
3M LIBOR + 5.75%, 6.75%,
03/29/2025(e)(f)
   

1,618,502

     

1,553,761

   
Radius Aerospace Europe, Ltd.,
1st Lien Revolver, (Great Britain),
3M GBP LIBOR + 5.75%, 6.75%,
03/29/2025(e)
 

£

185,714

     

220,896

   
Radius Aerospace, Inc., Initial
1st Lien Term Loan, 3M LIBOR +
5.75%, 6.75%, 03/29/2025(e)(f)
 

$

2,539,286

     

2,437,714

   
Radius Aerospace, Inc., 1st Lien
Revolver, 3M LIBOR + 5.75%,
6.75%, 03/29/2025(e)
   

428,571

     

411,429

   
SecurAmerica, LLC, 1st Lien
6th Amendment Term Loan,
1M LIBOR + 9.00%, 10.25%,
07/16/2021(e)(g)
   

191,759

     

191,759

   
SecurAmerica, LLC, 1st Lien
Delayed Draw Term Loan A,
1M LIBOR + 9.00%, 10.25%,
12/21/2023(e)(g)
   

615,750

     

615,750

   
SecurAmerica, LLC, 1st Lien
Delayed Draw Term Loan B,
1M LIBOR + 9.00%, 10.25%,
12/21/2023(e)(g)
   

111,611

     

111,611

   
SecurAmerica, LLC, 1st Lien
Delayed Draw Term Loan C,
1M LIBOR + 9.00%, 10.25%,
12/21/2023(e)(g)
   

69,992

     

69,992

   
SecurAmerica, LLC, 1st Lien
Revolver, 06/21/2023(e)(h)(i)
   

1,125

     

   
SecurAmerica, LLC, 1st Lien Term
Loan, 1M LIBOR + 9.00%, 10.25%,
12/21/2023(e)(f)(g)
   

1,644,085

     

1,644,085

   
TransDigm Group, Inc., Tranche
Refinancing 1st Lien Term Loan F,
1M LIBOR + 2.25%, 2.43%,
12/09/2025(i)
   

1,997,222

     

1,791,788

   
         

12,621,953

   

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 

Automotive 1.4%

 
GB Auto Service, Inc., 1st Lien
1st Amendment Delayed Draw Term
Loan, 3M LIBOR + 6.50%, 7.50%,
10/19/2024(e)(h)
 

$

6,002,624

   

$

2,735,508

   
GB Auto Service, Inc., 1st Lien
Delayed Draw Term Loan,
3M LIBOR + 6.50%, 7.50%,
10/19/2024(e)
   

1,649,034

     

1,583,073

   
GB Auto Service, Inc., 1st Lien
Revolver, 3M LIBOR + 6.50%,
7.52%, 10/19/2024(e)(h)
   

264,159

     

44,206

   
GB Auto Service, Inc., 1st Lien
Term Loan, 3M LIBOR + 6.50%,
7.50%, 10/19/2024(e)(f)
   

1,200,833

     

1,152,800

   
Panther BF Aggregator 2, LP, Initial
1st Lien Term Loan, 1M LIBOR +
3.50%, 3.68%, 04/30/2026
   

1,120,211

     

1,064,200

   
Truck Hero, Inc., Initial 1st Lien
Term Loan, 1M LIBOR + 3.75%,
3.93%, 04/22/2024
   

383,089

     

347,033

   
Wand NewCo 3, Inc., Initial 2nd Lien
Term Loan, 1M LIBOR + 7.25%,
7.43%, 02/05/2027(e)(f)
   

3,000,000

     

2,880,000

   
         

9,806,820

   

Banking, Finance, Insurance & Real Estate 13.4%

 
A.U.L. Corp., 1st Lien Revolver,
06/05/2023(e)(h)
   

1,000

     

(10

)

 
A.U.L. Corp., Initial 1st Lien Term
Loan, 1M LIBOR + 4.50%, 5.50%,
06/05/2023(e)(f)
   

37,344

     

36,971

   
Acrisure, LLC, 1st Lien Additional
Term Loan, 1M LIBOR + 3.50%,
3.68%, 02/15/2027
   

3,614,279

     

3,406,458

   
Affinipay Midco, LLC, 1st Lien
Revolver, 3M LIBOR + 5.50%,
6.75%, 03/02/2026(e)(h)
   

766,307

     

130,272

   
Affinipay Midco, LLC, Initial 1st Lien
Term Loan, 3M LIBOR + 5.50%,
6.75%, 03/02/2026(e)(f)
   

7,250,308

     

7,032,798

   
Affirm Operational Loans VI Trust,
1st Lien Revolver, 12/17/2026(e)(h)
   

500,000

     

(5,426

)

 
Amynta Agency Borrower, Inc.,
1st Lien Incremental Term Loan B,
1M LIBOR + 4.50%, 4.68%,
02/28/2025(e)(f)
   

2,954,896

     

2,659,407

   
AQ Sunshine, Inc., 1st Lien Delayed
Draw Term Loan, 04/15/2025(e)(h)
   

85,975

     

(2,579

)

 

Semi-Annual Report 2020
7



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
AQ Sunshine, Inc., Initial 1st Lien
Revolver, 6M LIBOR + 5.75%,
6.75%, 04/15/2024(e)(h)
 

$

136,423

   

$

118,689

   
AQ Sunshine, Inc., Initial 1st Lien
Term Loan, 6M LIBOR + 5.75%,
6.75%, 04/15/2025(e)(f)
   

1,143,613

     

1,109,305

   
AQ Sunshine, Inc., Initial 1st Lien
Term Loan, 6M LIBOR + 5.75%,
6.75%, 04/15/2025(e)
   

299,191

     

290,215

   
Ardonagh Midco 3, PLC, EUR
Facility 1st Lien Term Loan B-1,
(Great Britain), 07/14/2026(e)(f)(h)(i)(j)
 

193,893

     

   
Ardonagh Midco 3, PLC, GBP
Facility 1st Lien Term Loan B-1,
(Great Britain), 07/14/2026(e)(f)(h)(i)(j)
 

£

1,521,885

     

   
Ardonagh Midco 3, PLC, GBP
Facility 1st Lien Term Loan B-2,
(Great Britain), 07/14/2026(e)(h)(i)(j)
   

323,155

     

   
ARM Funding, LLC, 1st Lien
Revolver B, 1M LIBOR + 7.95%,
8.95%, 02/29/2024(e)(h)
 

$

2,500,000

     

1,412,267

   
AssuredPartners, Inc., 1st Lien
Incremental Term Loan, 1M LIBOR +
4.50%, 5.50%, 02/12/2027
   

1,074,776

     

1,053,281

   
Asurion, LLC, 1st Lien Replacement
Term Loan B-6, 1M LIBOR + 3.00%,
3.18%, 11/03/2023(i)
   

3,994,728

     

3,858,228

   
Asurion, LLC, 2nd Lien Term
Loan B-2, 1M LIBOR + 6.50%,
6.68%, 08/04/2025(i)
   

963,051

     

955,828

   
Blackhawk Network Holdings, Inc.,
2nd Lien Term Loan, 1M LIBOR +
7.00%, 7.25%, 06/15/2026
   

150,000

     

134,625

   
Blackwood Bidco, Ltd., Facility
1st Lien Term Loan B-1,
(Great Britain), 6M LIBOR + 7.30%,
9.25%, 10/08/2026(e)(f)(j)
   

3,184,069

     

3,184,069

   
Blackwood Bidco, Ltd., GBP
Facility 1st Lien Term Loan B-1,
(Great Britain), 6M GBP LIBOR +
7.30%, 8.11%, 10/08/2026(e)(f)(j)
 

£

2,550,724

     

3,160,346

   
Foundation Risk Partners Corp.,
1st Lien 1st Amendment Delayed
Draw Term Loan, 3M LIBOR +
4.75%, 5.75%, 11/10/2023(e)
 

$

785,921

     

778,061

   
Foundation Risk Partners Corp.,
1st Lien 1st Amendment Term
Loan, 3M LIBOR + 4.75%, 5.75%,
11/10/2023(e)(f)
   

628,994

     

622,704

   

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Foundation Risk Partners Corp.,
1st Lien 2nd Amendment Delayed
Draw Term Loan, 3M LIBOR +
4.75%, 5.75%, 11/10/2023(e)
 

$

3,225,347

   

$

3,193,094

   
Foundation Risk Partners Corp.,
1st Lien 3rd Amendment Delayed
Draw Term Loan, 3M LIBOR +
4.75%, 5.75%, 11/10/2023(e)(h)
   

1,258,791

     

355,348

   
Foundation Risk Partners Corp.,
1st Lien Delayed Draw Term Loan,
3M LIBOR + 4.75%, 5.75%,
11/10/2023(e)(f)
   

139,446

     

138,051

   
Foundation Risk Partners Corp.,
1st Lien Revolver, 11/10/2023(e)(h)
   

3,000

     

(30

)

 
Foundation Risk Partners Corp.,
1st Lien Term Loan, 3M LIBOR +
4.75%, 5.75%, 11/10/2023(e)(f)
   

619,394

     

613,200

   
Foundation Risk Partners Corp.,
2nd Lien 1st Amendment Delayed
Draw Term Loan, 3M LIBOR +
8.50%, 9.50%, 11/10/2024(e)
   

292,900

     

289,971

   
Foundation Risk Partners Corp.,
2nd Lien 1st Amendment Term
Loan, 3M LIBOR + 8.50%, 9.50%,
11/10/2024(e)
   

264,795

     

262,147

   
Foundation Risk Partners Corp.,
2nd Lien 2nd Amendment Delayed
Draw Term Loan, 3M LIBOR +
8.50%, 9.50%, 11/10/2024(e)
   

1,007,133

     

997,061

   
Foundation Risk Partners Corp.,
2nd Lien 3rd Amendment Delayed
Draw Term Loan, 3M LIBOR +
8.50%, 9.50%, 11/10/2024(e)(h)
   

720,610

     

55,592

   
Foundation Risk Partners Corp.,
2nd Lien Term Loan, 3M LIBOR +
8.50%, 9.50%, 11/10/2024(e)
   

221,778

     

219,560

   
Gulf Finance, LLC, Tranche 1st Lien
Term Loan B, 1M LIBOR + 5.25%,
6.25%, 08/25/2023
   

297,241

     

190,235

   
Hammersmith Bidco, Ltd., Facility
1st Lien Term Loan B, (Great
Britain), 1M GBP LIBOR + 7.44%,
7.94%, 09/02/2026(e)(f)(j)
 

£

4,112,437

     

5,095,306

   
Hammersmith Bidco, Ltd.,
Acquisition Capex Facility 1st Lien
Term Loan, (Great Britain),
1M GBP LIBOR + 7.44%, 7.94%,
09/02/2026(e)(h)(j)
   

1,678,545

     

1,089,441

   
Leo Bidco, Ltd., GBP Facility
1st Lien Term Loan B, (Great
Britain), 6M GBP LIBOR + 6.25%,
7.00%, 03/30/2026(e)(f)(j)
   

500,000

     

619,500

   

Semi-Annual Report 2020
8



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
London Acquisition Bidco B.V., EUR
Facility 1st Lien Term Loan B-1,
(Netherlands), 3M EURIBOR +
6.75%, 7.25%, 02/09/2026(e)(f)(j)
 

430,556

   

$

474,034

   
NXTGenpay Intressenter Bidco AB,
Facility 1st Lien Term Loan B,
(Sweden), 3M STIBOR + 6.75%,
6.82%, 06/30/2025(e)(j)
 

SEK

5,500,000

     

590,455

   
NXTGenpay Intressenter Bidco AB,
Facility 1st Lien Term Loan D,
(Sweden), 06/30/2025(e)(h)(i)(j)
   

1,800,000

     

   
NXTGenpay Intressenter Bidco AB,
Facility 1st Lien Term Loan D,
(Sweden), 3M STIBOR + 6.75%,
6.82%, 06/30/2025(e)(j)
   

2,700,000

     

289,860

   
PI UK Holdco II, Ltd., Facility
1st Lien Term Loan B-1, (Great
Britain), 3M LIBOR + 3.50%,
4.50%, 01/03/2025
 

$

775,056

     

738,892

   
Refinitiv U.S. Holdings, Inc., Initial
1st Lien Term Loan, 1M LIBOR +
3.25%, 3.43%, 10/01/2025
   

1,994,937

     

1,946,560

   
Right Choice Holdings, Ltd., GBP
Facility 1st Lien Term Loan B,
(Great Britain), 3M GBP LIBOR +
6.75%, 7.50%, 06/06/2024(e)(f)(j)
 

£

1,000,000

     

1,238,999

   
RSC Acquisition, Inc., Initial
1st Lien Delayed Draw Term Loan,
3M LIBOR + 5.50%, 6.50%,
10/30/2026(e)(h)
 

$

554,024

     

15,970

   
RSC Acquisition, Inc., Initial
1st Lien Revolver, 10/30/2026(e)(h)
   

1,000

     

(30

)

 
RSC Acquisition, Inc., Initial
1st Lien Term Loan, 3M LIBOR +
5.50%, 6.50%, 10/30/2026(e)(f)
   

2,671,762

     

2,591,609

   
SaintMichelCo, Ltd., Acquisition
Facility 1st Lien Term Loan,
(Great Britain), 3M GBP LIBOR +
7.00%, 7.50%, 09/09/2025(e)(h)(j)
 

£

300,000

     

198,240

   
SaintMichelCo, Ltd., Facility
1st Lien Term Loan B, (Great
Britain), 3M GBP LIBOR + 7.00%,
7.50%, 09/09/2025(e)(j)
   

2,400,000

     

2,973,598

   
SCM Insurance Services, Inc.,
1st Lien Revolver, (Canada), CAD
PRIME + 4.00%, 6.45%,
08/29/2022(e)(h)
 

CAD

1,000

     

309

   
SCM Insurance Services, Inc.,
1st Lien Term Loan, (Canada),
1M CDOR + 5.00%, 6.00%,
08/29/2024(e)(f)
   

121,875

     

82,527

   

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
SCM Insurance Services, Inc.,
2nd Lien Term Loan, (Canada),
1M CDOR + 9.00%, 10.00%,
03/01/2025(e)
 

CAD

125,000

   

$

82,803

   
Sedgwick Claims Management
Services, Inc., Initial 1st Lien Term
Loan, 1M LIBOR + 3.25%, 3.43%,
12/31/2025
 

$

2,874,905

     

2,707,556

   
Selectquote, Inc., Initial 1st Lien
Term Loan, 1M LIBOR + 6.00%,
7.00%, 11/05/2024(e)
   

779,213

     

779,213

   
SG Acquisition, Inc., Initial
1st Lien Term Loan, 1M LIBOR +
5.75%, 5.93%, 01/27/2027(e)(f)
   

3,372,235

     

3,271,068

   
Staysure Bidco, Ltd., Facility
1st Lien Term Loan B, (Great
Britain), 3M GBP LIBOR + 7.00%,
7.75%, 07/01/2025(e)
 

£

1,000,000

     

1,189,439

   
Symbol Bidco I, Ltd., Facility
1st Lien Term Loan B, (Great
Britain), 3M GBP LIBOR + 6.50%,
7.00%, 02/22/2027(e)(f)(j)
   

571,429

     

708,000

   
Symbol Bidco I, Ltd., Acquisition
Capex Facility 1st Lien Term Loan,
(Great Britain), 12/21/2026(e)(h)(j)
   

428,571

     

   
TA/WEG Holdings, LLC, Initial
1st Lien Term Loan, 12M LIBOR +
6.00%, 7.00%, 10/02/2025(e)(f)
 

$

3,529,018

     

3,458,438

   
TA/WEG Holdings, LLC, 1st Lien
Revolver, 12M LIBOR + 6.00%,
7.00%, 10/02/2025(e)(h)
   

301,041

     

160,822

   
TA/WEG Holdings, LLC, Initial
1st Lien Delayed Draw Term Loan,
12M LIBOR + 6.00%, 7.00%,
10/02/2025(e)(h)(i)
   

2,186,891

     

831,019

   
Tempo Acquisition, LLC, Initial
1st Lien Term Loan, 1M LIBOR +
2.75%, 2.93%, 05/01/2024
   

1,510,335

     

1,431,042

   
Toscafund, Ltd., Facility 1st Lien
Term Loan, (Great Britain),
6M GBP LIBOR + 7.50%, 8.25%,
04/02/2025(e)(f)(j)
 

£

4,680,000

     

5,798,516

   
True Potential LLP, Facility 1st Lien
Term Loan B-2, (Great Britain),
6M GBP LIBOR + 7.17%, 7.90%,
10/16/2026(e)(f)(j)
   

8,112,754

     

10,051,696

   
True Potential LLP, Acquisition
Facility 1st Lien Term Loan,
(Great Britain), 3M GBP LIBOR +
7.17%, 7.84%, 10/16/2026(e)(h)(j)
   

1,943,174

     

1,963,908

   

Semi-Annual Report 2020
9



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Ultimus Group Midco, LLC (The),
1st Lien Revolver, 3M LIBOR +
3.50%, 6.75%, 02/01/2024(e)(h)
 

$

396,226

   

$

210,566

   
Ultimus Group Midco, LLC (The),
Initial 1st Lien Term Loan,
3M LIBOR + 4.50%, 5.50%,
02/01/2026(e)(f)
   

3,181,215

     

3,053,966

   
USI, Inc., 1st Lien Term Loan,
3M LIBOR + 4.00%, 4.31%,
12/02/2026
   

497,500

     

482,162

   
         

90,375,222

   

Beverage, Food & Tobacco 4.7%

 
CC Fly Holding II A/S, Unitranche
Facility 1st Lien Term Loan A,
(Denmark), 3M CIBOR + 7.50%,
8.00%, 05/09/2025(e)(f)
 

DKK

2,500,000

     

358,039

   
CC Fly Holding II A/S, Unitranche
Facility 1st Lien Term Loan B,
(Denmark), 3M NIBOR + 7.50%,
8.00%, 05/09/2025(e)(f)
   

2,500,000

     

358,039

   
CC Fly Holding II A/S, Accordian
Facility 1st Lien Term Loan,
(Denmark), 3M CIBOR + 7.50%,
8.00%, 05/09/2025(e)(f)
   

520,833

     

74,592

   
CC Fly Holding II A/S, Accordian
Facility 2 1st Lien Term Loan,
(Denmark), 3M NIBOR + 7.50%,
8.00%, 05/09/2025(e)(f)
   

520,833

     

74,592

   
CC Fly Holding II A/S, Accordian
Facility 3 1st Lien Term Loan,
(Denmark), 3M CIBOR + 7.50%,
8.00%, 05/09/2025(e)(f)
   

1,041,666

     

149,183

   
CHG PPC Parent, LLC, 2nd Lien
Term Loan, 1M LIBOR + 7.50%,
7.68%, 03/30/2026(e)(f)
 

$

1,000,000

     

970,000

   
CHG PPC Parent, LLC, 2nd Lien
Additional Term Loan, 1M LIBOR +
7.75%, 7.93%, 03/30/2026(e)(f)
   

2,000,000

     

1,940,000

   
Ferraro Fine Foods Corp., 1st Lien
2nd Amendment Term Loan,
3M LIBOR + 4.25%, 5.32%,
05/09/2024(e)(f)
   

295,825

     

286,950

   
Ferraro Fine Foods Corp., 1st Lien
Incremental Term Loan, 3M LIBOR +
4.25%, 5.32%, 05/09/2024(e)
   

53,791

     

52,177

   
Ferraro Fine Foods Corp., 1st Lien
Revolver, 6M LIBOR + 4.25%,
5.32%, 05/09/2023(e)(h)
   

1,000

     

303

   

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Ferraro Fine Foods Corp., 1st Lien
Term Loan, 6M LIBOR + 4.25%,
5.32%, 05/09/2024(e)(f)
 

$

981,518

   

$

952,072

   
Froneri International, Ltd., Facility
1st Lien Term Loan B-2,
(Great Britain), 1M LIBOR + 2.25%,
2.43%, 01/29/2027
   

2,501,824

     

2,347,036

   
GPM Investments, LLC, 1st Lien
Delayed Draw Term Loan A,
03/01/2027(e)(h)
   

3,312,452

     

(66,249

)

 
GPM Investments, LLC, Initial
1st Lien Term Loan, 3M LIBOR +
4.75%, 6.25%, 03/01/2027(e)(f)
   

8,496,439

     

8,326,510

   
Hometown Food Co., 1st Lien
Revolver, 08/31/2023(e)(h)
   

1,000

     

   
Hometown Food Co., 1st Lien Term
Loan, 1M LIBOR + 5.00%, 6.25%,
08/31/2023(e)(f)
   

1,473,707

     

1,473,707

   
IRB Holding Corp., 1st Lien
Replacement Term Loan B,
6M LIBOR + 2.75%, 3.75%,
02/05/2025
   

2,192,449

     

2,019,399

   
Jim N Nicks Management, LLC,
1st Lien Revolver, 3M LIBOR +
5.25%, 6.25%, 07/10/2023(e)
   

1,000

     

880

   
Jim N Nicks Management, LLC,
Initial 1st Lien Term Loan, 3M
LIBOR + 5.25%, 6.25%,
07/10/2023(e)(f)
   

48,500

     

42,680

   
Portillo's Holdings, LLC, 1st Lien
Additional Term Loan B-3,
09/06/2024(i)(j)
   

275,969

     

252,856

   
Portillo's Holdings, LLC, 2nd Lien
Additional Term Loan B-3,
3M LIBOR + 9.50%, 10.75%,
12/06/2024(e)
   

2,465,616

     

2,342,335

   
Reddy Ice Holdings, Inc., 1st Lien
Delayed Draw Term Loan,
6M LIBOR + 5.50%, 6.70%,
07/01/2025(e)(h)
   

952,667

     

417,980

   
Reddy Ice Holdings, Inc., 1st Lien
Revolver, 1M LIBOR + 5.50%,
6.50%, 07/01/2024(e)(h)
   

955,102

     

305,633

   
Reddy Ice Holdings, Inc., 1st Lien
Term Loan, 6M LIBOR + 5.50%,
6.70%, 07/01/2025(e)(f)
   

7,375,298

     

6,859,027

   
SFE Intermediate HoldCo, LLC,
1st Lien Incremental Term Loan,
3M LIBOR + 5.25%, 6.25%,
07/31/2024(e)(f)
   

1,904,098

     

1,866,016

   

Semi-Annual Report 2020
10



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
SFE Intermediate HoldCo, LLC,
1st Lien Revolver, PRIME + 4.25%,
7.50%, 07/31/2023(e)
 

$

2,000

   

$

1,960

   
SFE Intermediate HoldCo, LLC,
1st Lien Term Loan, 3M LIBOR +
5.25%, 6.25%, 07/31/2024(e)(f)
   

235,708

     

230,994

   
         

31,636,711

   

Capital Equipment 1.9%

 
Avantor Funding, Inc., Initial 1st Lien
Term Loan, 1M LIBOR + 2.25%,
3.25%, 11/21/2024(i)
   

2,500,000

     

2,431,250

   
Blue Angel Buyer 1, LLC, 1st Lien
1st Amendment Term Loan,
3M LIBOR + 4.50%, 5.64%,
01/02/2026(e)(f)
   

1,113,930

     

1,102,790

   
Blue Angel Buyer 1, LLC, 1st Lien
Delayed Draw Term Loan,
3M LIBOR + 3.25%, 6.50%,
01/02/2026(e)(h)
   

640,850

     

268,290

   
Blue Angel Buyer 1, LLC, 1st Lien
Revolver, 01/02/2025(e)(h)
   

321,199

     

(6,424

)

 
Blue Angel Buyer 1, LLC, Initial
1st Lien Term Loan, 6M LIBOR +
4.25%, 5.25%, 01/02/2026(e)(f)
   

2,010,948

     

1,970,729

   
Dynacast International, LLC,
1st Lien Term Loan B-2,
3M LIBOR + 3.25%, 4.25%,
01/28/2022(i)
   

2,022,935

     

1,638,578

   
Flow Control Solutions, Inc.,
1st Lien Delayed Draw Term Loan,
11/21/2024(e)(h)
   

994,201

     

(1

)

 
Flow Control Solutions, Inc.,
1st Lien Revolver, 11/21/2024(e)(h)
   

372,825

     

   
Flow Control Solutions, Inc.,
1st Lien Term Loan, 3M LIBOR +
5.25%, 6.25%, 11/21/2024(e)(f)
   

1,287,695

     

1,287,695

   
IMIA Holdings, Inc., 1st Lien
Revolver, 10/26/2024(e)(h)
   

408,163

     

   
IMIA Holdings, Inc., 1st Lien Term
Loan, 3M LIBOR + 4.50%, 5.50%,
10/26/2024(e)(f)
   

2,517,932

     

2,517,932

   
Welbilt, Inc., 1st Lien Term Loan B,
1M LIBOR + 2.50%, 2.68%,
10/23/2025(e)
   

1,902,256

     

1,635,940

   
         

12,846,779

   

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 

Chemicals, Plastics & Rubber 1.6%

 
Atlas Intermediate III, LLC, Initial
1st Lien Term Loan, 3M LIBOR +
5.75%, 6.75%, 04/29/2025(e)(f)
 

$

1,150,044

   

$

1,115,543

   
Atlas Intermediate III, LLC,
1st Lien Revolver, 3M LIBOR +
5.50%, 6.50%, 04/29/2025(e)(h)
   

226,621

     

144,282

   
DCG Acquisition Corp., Initial
1st Lien Term Loan, 1M LIBOR +
4.50%, 4.69%, 09/30/2026(e)
   

2,271,070

     

2,021,253

   
Laboratories Bidco, LLC, 1st Lien
Term Loan, 1M CDOR + 6.00%,
7.00%, 06/25/2024(e)(f)
 

CAD

1,797,779

     

1,296,746

   
Laboratories Bidco, LLC, 1st Lien
2nd Amendment Incremental
Term Loan, 1M LIBOR + 5.75%,
6.75%, 06/25/2024(e)(f)
 

$

588,426

     

576,658

   
Laboratories Bidco, LLC, 1st Lien
Revolver, 06/25/2024(e)(h)
   

513,489

     

(10,270

)

 
Laboratories Bidco, LLC, 1st Lien
Term Loan, 1M LIBOR + 5.75%,
6.75%, 06/25/2024(e)(f)
   

1,916,362

     

1,878,034

   
Plaskolite PPC Intermediate II, LLC,
2nd Lien Term Loan, 1M LIBOR +
7.75%, 8.75%, 12/14/2026(e)(f)
   

3,000,000

     

2,850,000

   
Plaskolite PPC Intermediate II, LLC,
1st Lien Term Loan, 3M LIBOR +
4.25%, 5.25%, 12/15/2025(e)
   

990

     

940

   
Trident TPI Holdings, Inc., Tranche
1st Lien Term Loan B-1,
6M LIBOR + 3.25%, 4.07%,
10/17/2024
   

691,454

     

658,610

   
         

10,531,796

   

Construction & Building 1.4%

 
EISG Bidco AB, Facility 1st Lien
Term Loan A, (Sweden),
3M STIBOR + 7.50%, 7.57%,
06/30/2026(e)(f)(i)(j)
 

SEK

42,000,000

     

4,508,929

   
EISG Bidco AB, Facility 1st Lien
Term Loan B, (Sweden),
06/30/2026(e)(h)(i)(j)
   

4,000,000

     

   
Kene Acquisition, Inc., 1st Lien
Delayed Draw Term Loan,
3M LIBOR + 4.25%, 5.25%,
08/10/2026(e)(h)
 

$

632,240

     

458,355

   
Kene Acquisition, Inc., 1st Lien
Revolver, 3M LIBOR + 4.25%,
5.25%, 08/08/2024(e)(h)
   

675,812

     

82,787

   

Semi-Annual Report 2020
11



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Kene Acquisition, Inc., 1st Lien
Term Loan, 3M LIBOR + 4.25%,
5.25%, 08/10/2026(e)(f)
 

$

2,891,887

   

$

2,776,212

   
Wilsonart, LLC, Tranche 1st Lien
Term Loan D, 3M LIBOR + 3.25%,
4.25%, 12/19/2023(i)
   

1,883,674

     

1,812,452

   
         

9,638,735

   

Consumer Goods: Durable 1.6%

 
AI Aqua Merger Sub, Inc., 1st Lien
5th Amendment Incremental Term
Loan, 3M LIBOR + 4.25%, 5.34%,
12/13/2023(e)
   

2,487,500

     

2,425,312

   
AI Aqua Merger Sub, Inc., Tranche
1st Lien Term Loan B-1,
6M LIBOR + 3.25%, 4.32%,
12/13/2023
   

1,979,540

     

1,897,884

   
DecoPac, Inc., Initial 1st Lien
Revolver, 1M LIBOR + 4.25%,
5.25%, 09/29/2023(e)(h)
   

1,000

     

190

   
DecoPac, Inc., Initial 1st Lien Term
Loan, 3M LIBOR + 4.25%, 5.25%,
09/30/2024(e)(f)
   

478,791

     

474,003

   
DRS Holdings III, Inc., 1st Lien
Term Loan, 3M LIBOR + 5.75%,
6.75%, 11/01/2025(e)(f)
   

2,021,606

     

1,940,741

   
DRS Holdings III, Inc., 1st Lien
Revolver, 1M LIBOR + 5.75%,
6.75%, 11/01/2025(e)(h)
   

1,000

     

360

   
Star US Bidco, LLC, Initial 1st Lien
Term Loan, 1M LIBOR + 4.25%,
5.25%, 03/17/2027
   

4,144,583

     

3,750,847

   
         

10,489,337

   

Consumer Goods: Non-Durable 0.0%

 
Movati Athletic Group, Inc., 1st Lien
Delayed Draw Term Loan, (Canada),
3M LIBOR + 6.50%, 8.00%,
10/05/2022(e)(h)
 

CAD

251,915

     

121,008

   
Movati Athletic Group, Inc., 1st Lien
Term Loan A, (Canada), 3M LIBOR +
6.50%, 8.00%, 10/05/2022(e)(f)
   

240,532

     

169,956

   
         

290,964

   

Containers, Packaging & Glass 2.6%

 
Anchor Packaging, LLC, 1st Lien
Delayed Draw Term Loan,
1M LIBOR + 3.75%, 3.93%,
07/18/2026
 

$

574,359

     

551,385

   

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Anchor Packaging, LLC, Initial
1st Lien Term Loan, 1M LIBOR +
3.75%, 3.93%, 07/18/2026
 

$

2,605,949

   

$

2,501,711

   
BWAY Holding Co., Initial 1st Lien
Term Loan, 3M LIBOR + 3.25%,
4.56%, 04/03/2024(i)
   

2,764,751

     

2,475,614

   
Charter NEX U.S., Inc., Initial
1st Lien Term Loan, 1M LIBOR +
2.75%, 3.75%, 05/16/2024
   

314,478

     

300,282

   
Charter NEX U.S., Inc., Initial
1st Lien Term Loan, 1M LIBOR +
2.75%, 3.75%, 05/16/2024
   

1,436

     

1,371

   
IntraPac Canada Corp., 1st Lien
Term Loan, (Canada), 6M LIBOR +
5.50%, 6.57%, 01/11/2026(e)(f)
   

806,588

     

766,259

   
IntraPac International, LLC,
1st Lien Revolver, 6M LIBOR +
5.50%, 6.57%, 01/11/2025(e)(h)
   

415,407

     

146,431

   
IntraPac International, LLC,
1st Lien Term Loan, 6M LIBOR +
5.50%, 6.57%, 01/11/2026(e)(f)
   

1,582,923

     

1,503,777

   
Pregis TopCo LLC, Initial 1st Lien
Term Loan, 1M LIBOR + 4.00%,
4.18%, 07/31/2026
   

2,932,321

     

2,821,127

   
Reynolds Group Holdings, Inc.,
1st Lien Incremental Term Loan,
1M LIBOR + 2.75%, 2.93%,
02/05/2023
   

1,230,194

     

1,172,252

   
Ring Container Technologies Group,
LLC, Initial 1st Lien Term Loan,
1M LIBOR + 2.75%, 2.93%,
10/31/2024
   

1,470,832

     

1,393,613

   
Tank Holding Corp., 1st Lien
Refinancing Term Loan, 1M LIBOR +
3.50%, 3.68%, 03/26/2026
   

4,440,599

     

4,135,308

   
         

17,769,130

   

Energy: Oil & Gas 3.0%

 
Birch Permian, LLC, Initial 1st Lien
Term Loan, 3M LIBOR + 8.00%,
9.50%, 04/12/2023(e)
   

6,981,049

     

5,445,218

   
Cheyenne Petroleum Co., LP, 2nd
Lien Term Loan, 3M LIBOR + 8.50%,
10.50%, 01/10/2024(e)
   

7,244,000

     

5,650,320

   
Drilling Info Holdings, Inc., 2nd Lien
Incremental Term Loan, 1M LIBOR +
8.25%, 8.43%, 07/30/2026(e)(f)
   

8,077,000

     

7,673,150

   
Penn Virginia Holding Corp.,
2nd Lien Term Loan, 1M LIBOR +
7.00%, 8.00%, 09/29/2022(e)
   

500,000

     

375,000

   

Semi-Annual Report 2020
12



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Sundance Energy, Inc., 2nd Lien
Term Loan, 3M LIBOR + 8.00%,
8.31%, 04/23/2023(e)
 

$

1,000,000

   

$

740,000

   
Traverse Midstream Partners, LLC,
1st Lien Term Loan, 1M LIBOR +
4.00%, 5.00%, 09/27/2024
   

249,365

     

206,662

   
         

20,090,350

   

Environmental Industries 1.3%

 
Core & Main, LP, Initial 1st Lien
Term Loan, 6M LIBOR + 2.75%,
3.75%, 08/01/2024
   

4,045,603

     

3,844,577

   
GFL Environmental, Inc., 1st Lien
Term Loan B, (Canada),
05/30/2025(i)
   

2,501,452

     

2,426,934

   
Restaurant Technologies, Inc.,
1st Lien 1st Amendment
Incremental Term Loan,
1M LIBOR + 6.25%, 7.25%,
10/01/2025(e)
   

250,000

     

250,000

   
Restaurant Technologies, Inc.,
Initial 1st Lien Term Loan,
1M LIBOR + 3.25%, 3.43%,
10/01/2025
   

1,454,921

     

1,333,071

   
VLS Recovery Services, LLC,
1st Lien 2nd Amendment Term
Loan, 1M LIBOR + 6.00%, 7.00%,
10/17/2023(e)(f)
   

729,471

     

729,471

   
VLS Recovery Services, LLC,
1st Lien Delayed Draw Term Loan,
1M LIBOR + 6.00%, 7.00%,
10/17/2023(e)(f)
   

43,692

     

43,692

   
VLS Recovery Services, LLC,
1st Lien Delayed Draw Term
Loan B, 1M LIBOR + 6.00%,
7.00%, 10/17/2023(e)
   

89,557

     

89,557

   
VLS Recovery Services, LLC,
1st Lien Delayed Draw Term
Loan C, 10/17/2023(e)(h)
   

1,070,365

     

   
VLS Recovery Services, LLC,
1st Lien Revolver, 10/17/2023(e)(h)
   

1,000

     

   
VLS Recovery Services, LLC,
1st Lien Term Loan, 1M LIBOR +
6.00%, 7.00%, 10/17/2023(e)(f)
   

259,845

     

259,845

   
         

8,977,147

   

Healthcare & Pharmaceuticals 19.1%

 
Air Medical Group Holdings, Inc.,
1st Lien Term Loan, 6M LIBOR +
3.25%, 4.25%, 04/28/2022
   

3,491,049

     

3,350,988

   

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Athenahealth, Inc., 1st Lien
Revolver, 02/12/2024(e)(h)
 

$

232,108

   

$

(6,963

)

 
Athenahealth, Inc., 1st Lien Term
Loan B, 3M LIBOR + 4.50%,
4.82%, 02/11/2026(e)(f)
   

228,801

     

221,937

   
Athenahealth, Inc., 2nd Lien Term
Loan, 3M LIBOR + 8.50%, 8.82%,
02/11/2027(e)(f)
   

2,187,621

     

2,143,868

   
Bausch Health Companies Inc.,
1st Lien Term Loan B, (Canada),
1M LIBOR + 3.00%, 3.19%,
06/02/2025
   

2,596,963

     

2,520,041

   
Bearcat Buyer, Inc., 1st Lien
Incremental Term Loan,
3M LIBOR + 4.25%, 4.25%,
07/09/2026(e)(f)
   

828,497

     

820,212

   
Bearcat Buyer, Inc., 1st Lien
Delayed Draw Term Loan,
3M LIBOR + 4.25%, 4.56%,
07/09/2026(e)(h)
   

1,013,387

     

311,048

   
Bearcat Buyer, Inc., 1st Lien
Revolver, 07/09/2024(e)(h)
   

580,465

     

(5,805

)

 
Bearcat Buyer, Inc., 1st Lien Term
Loan, 3M LIBOR + 4.25%, 4.56%,
07/09/2026(e)(f)
   

4,896,949

     

4,847,979

   
Bearcat Buyer, Inc., 2nd Lien
Delayed Draw Term Loan,
3M LIBOR + 8.25%, 8.56%,
07/09/2027(e)(h)
   

580,465

     

178,493

   
Bearcat Buyer, Inc., 2nd Lien
Incremental Term Loan,
3M LIBOR + 8.25%, 8.56%,
07/09/2027(e)
   

617,308

     

611,134

   
Bearcat Buyer, Inc., 2nd Lien
Term Loan, 3M LIBOR + 8.25%,
8.25%, 07/09/2027(e)(f)
   

2,249,302

     

2,226,809

   
Cambrex Corp., Initial 1st Lien
Term Loan, 1M LIBOR + 5.00%,
6.00%, 12/04/2026(e)
   

3,482,500

     

3,412,850

   
CEP V I 5 UK, Ltd., Acquisition
Facility 1st Lien Term Loan,
(Great Britain), 02/18/2027(e)(h)(j)
   

6,346,154

     

   
CEP V I 5 UK, Ltd., Facility 1st Lien
Term Loan B, (Great Britain),
6M LIBOR + 7.00%, 8.71%,
02/18/2027(e)(f)(j)
   

26,653,846

     

26,653,846

   
Change Healthcare Holdings, LLC,
1st Lien Term Loan, 1M LIBOR +
2.50%, 3.50%, 03/01/2024
   

4,000,000

     

3,833,880

   

Semi-Annual Report 2020
13



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Comprehensive EyeCare Partners,
LLC, 1st Lien Delayed Draw Term
Loan, 3M LIBOR + 4.75%, 6.00%,
02/14/2024(e)(h)
 

$

419,106

   

$

315,165

   
Comprehensive EyeCare Partners,
LLC, 1st Lien Revolver, 3M LIBOR +
4.75%, 6.00%, 02/14/2024(e)(h)
   

1,000

     

855

   
Comprehensive EyeCare Partners,
LLC, 1st Lien Term Loan,
3M LIBOR + 4.75%, 6.00%,
02/14/2024(e)(f)
   

563,907

     

530,073

   
Convey Health Solutions, Inc.,
1st Lien Term Loan, 3M LIBOR +
5.25%, 6.25%, 09/04/2026(e)(f)
   

3,127,797

     

3,065,241

   
Convey Health Solutions, Inc.,
1st Lien Incremental Term Loan,
3M LIBOR + 9.00%, 10.35%,
09/04/2026(e)(f)
   

367,428

     

367,428

   
CPI Holdco, LLC, 1st Lien Revolver,
3M LIBOR + 4.00%, 5.18%,
11/04/2024(e)(h)
   

3,435,381

     

554,678

   
CVP Holdco, Inc., 1st Lien Delayed
Draw Term Loan, 3M LIBOR +
6.25%, 7.84%, 10/31/2025(e)(h)
   

2,725,227

     

643,126

   
CVP Holdco, Inc., 1st Lien Revolver,
3M LIBOR + 6.25%, 7.25%,
10/31/2024(e)(h)
   

326,487

     

302,001

   
CVP Holdco, Inc., 1st Lien Term
Loan, 6M LIBOR + 5.75%, 7.34%,
10/31/2025(e)(f)
   

3,774,630

     

3,548,152

   
Da Vinci Purchaser Corp., Initial
1st Lien Term Loan, 6M LIBOR +
4.00%, 5.24%, 01/08/2027
   

2,000,000

     

1,942,500

   
Emerus Holdings, Inc., 1st Lien
Term Loan, 14.00%, 02/28/2022(e)
   

18,696

     

18,696

   
Evolent Health, LLC, 1st Lien
Delayed Draw Term Loan,
12/30/2024(e)(h)
   

3,518,192

     

(246,273

)

 
Evolent Health, LLC, 1st Lien Term
Loan, 3M LIBOR + 8.00%, 9.00%,
12/30/2024(e)
   

5,277,288

     

4,907,878

   
Floss Bidco, Ltd., Acquisition
Facility 1st Lien Term Loan,
(Great Britain), 3M GBP LIBOR +
8.00%, 8.50%, 09/07/2026(e)(h)(i)
 

£

1,195,339

     

277,217

   
Floss Bidco, Ltd., Facility 1st Lien
Term Loan B, (Great Britain),
3M GBP LIBOR + 8.00%, 8.50%,
09/07/2026(e)(f)
   

814,437

     

978,815

   

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Gentiva Health Services, Inc.,
1st Lien Term Loan B, 1M LIBOR +
3.25%, 3.44%, 07/02/2025
 

$

2,182,611

   

$

2,108,947

   
Hanger, Inc., 1st Lien Term Loan,
03/06/2025
   

3,000,000

     

2,855,010

   
Immucor, Inc., 1st Lien Term
Loan B-3, 3M LIBOR + 5.00%,
6.00%, 06/15/2021
   

837,268

     

803,777

   
Jaguar Holding Co., 1st Lien Term
Loan, 1M LIBOR + 2.50%, 3.50%,
08/18/2022(i)
   

2,998,691

     

2,958,389

   
JDC Healthcare Management, LLC,
1st Lien Term Loan, 1M LIBOR +
8.00%, 9.00%, 04/10/2023(e)(f)(g)(k)
   

107,742

     

81,884

   
Just Childcare, Ltd., Unitranche
Facility 1st Lien Term Loan,
(Great Britain), 6M GBP LIBOR +
7.00%, 7.75%, 10/16/2026(e)(f)(j)
 

£

861,006

     

1,066,786

   
Just Childcare, Ltd., Acquisition
Facility 1st Lien Term Loan,
(Great Britain), 10/16/2026(e)(h)(j)
   

426,945

     

   
Kedleston Schools, Ltd., GBP
Facility 1st Lien Term Loan B-2,
(Great Britain), 3M GBP LIBOR +
8.00%, 9.00%, 05/30/2024(e)(f)(j)
   

1,000,000

     

1,238,999

   
LivaNova USA, Inc., Initial 1st Lien
Term Loan, 3M LIBOR + 6.50%,
7.50%, 06/30/2025(e)
 

$

1,033,465

     

1,002,461

   
MB2 Dental Solutions, LLC,
1st Lien Revolver, 6M LIBOR +
4.75%, 5.82%, 09/29/2023(e)(h)
   

1,333

     

1,239

   
MB2 Dental Solutions, LLC, Initial
1st Lien Term Loan, 6M LIBOR +
4.75%, 5.81%, 09/29/2023(e)(f)
   

523,263

     

486,634

   
MB2 Dental Solutions, LLC, Initial
1st Lien Term Loan, 6M LIBOR +
4.75%, 5.81%, 09/29/2023(e)
   

57,387

     

53,370

   
National Mentor Holdings, Inc.,
Initial 1st Lien Term Loan,
1M LIBOR + 4.25%, 4.43%,
03/09/2026
   

2,193,234

     

2,110,067

   
National Mentor Holdings, Inc.,
Initial 1st Lien Term Loan C,
1M LIBOR + 4.25%, 4.43%,
03/09/2026
   

99,860

     

96,074

   
Nelipak European Holdings
Cooperatief U.A., EUR 1st Lien
Revolver, (Netherlands),
6M EURIBOR + 4.50%, 4.50%,
07/02/2024(e)(h)
 

581,751

     

245,362

   

Semi-Annual Report 2020
14



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Nelipak European Holdings
Cooperatief U.A., EUR 1st Lien
Term Loan, (Netherlands),
6M EURIBOR + 4.50%, 4.50%,
07/02/2026(e)(f)
 

818,283

   

$

891,722

   
Nelipak Holding Co., 1st Lien
Incremental Term Loan,
6M LIBOR + 4.25%, 5.25%,
07/02/2026(e)(f)
 

$

302,460

     

290,362

   
Nelipak Holding Co., 1st Lien
Revolver, 3M LIBOR + 4.25%,
5.25%, 07/02/2024(e)
   

604,780

     

580,589

   
Nelipak Holding Co., 1st Lien Term
Loan, 6M LIBOR + 4.25%, 5.25%,
07/02/2026(e)(f)
   

2,711,840

     

2,603,367

   
Nuehealth Performance, LLC,
1st Lien Incremental Delayed Draw
Term Loan, 1M LIBOR + 7.25%,
8.25%, 09/27/2023(e)(f)
   

289,821

     

281,127

   
Nuehealth Performance, LLC,
1st Lien Revolver, 09/27/2023(e)(h)
   

1,000

     

(30

)

 
Nuehealth Performance, LLC,
1st Lien Term Loan, 1M LIBOR +
7.25%, 8.25%, 09/27/2023(e)(f)
   

2,177,348

     

2,112,028

   
Olympia Acquisition, Inc., 1st Lien
Term Loan, 1M LIBOR + 5.50%,
6.50%, 09/24/2026(e)(f)
   

2,527,321

     

2,400,955

   
Olympia Acquisition, Inc., 1st Lien
Delayed Draw Term Loan,
09/24/2026(e)(h)
   

2,425,161

     

(121,258

)

 
Olympia Acquisition, Inc., 1st Lien
Revolver, 3M LIBOR + 5.50%,
6.50%, 09/24/2024(e)(h)
   

640,539

     

565,809

   
OMH-HealthEdge Holdings, LLC,
1st Lien Revolver, 10/24/2024(e)(h)
   

1,000

     

(10

)

 
OMH-HealthEdge Holdings, LLC,
1st Lien Term Loan, 6M LIBOR +
5.50%, 6.57%, 10/24/2025(e)(f)
   

1,427,195

     

1,412,923

   
Option Care Health, Inc., 1st Lien
Term Loan B, 1M LIBOR + 4.50%,
4.68%, 08/06/2026(i)
   

723,480

     

701,775

   
Ortho-Clinical Diagnostics, Inc.,
1st Lien Term Loan B, 1M LIBOR +
3.25%, 3.43%, 06/30/2025
   

3,592,401

     

3,352,177

   
PAKNK Netherlands Treasury B.V.,
EUR 1st Lien Incremental Term
Loan, (Netherlands), 6M EURIBOR +
4.50%, 4.50%, 07/02/2026(e)(f)
 

5,334,513

     

5,813,269

   

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
PetVet Care Centers, LLC, 1st Lien
Delayed Draw Term Loan,
1M LIBOR + 4.25%, 5.25%,
02/14/2025(e)(f)
 

$

3,299,566

   

$

3,233,575

   
Premise Health Holding Corp.,
1st Lien Delayed Draw Term Loan,
07/10/2025(e)(h)
   

1,103

     

(44

)

 
Premise Health Holding Corp.,
1st Lien Revolver, 3M LIBOR +
3.25%, 3.64%, 07/10/2023(e)(h)
   

1,000

     

543

   
Premise Health Holding Corp.,
1st Lien Term Loan, 3M LIBOR +
3.50%, 3.81%, 07/10/2025(e)(f)
   

13,654

     

13,108

   
Premise Health Holding Corp.,
2nd Lien Term Loan, 3M LIBOR +
7.50%, 7.81%, 07/10/2026(e)(f)
   

2,000,000

     

1,940,000

   
ProVation Medical, Inc., 1st Lien
Last Out Term Loan, 1M LIBOR +
7.00%, 7.19%, 03/08/2024(e)(f)
   

977,500

     

967,725

   
RegionalCare Hospital Partners
Holdings, Inc., 1st Lien Term
Loan B, 1M LIBOR + 3.75%,
3.93%, 11/16/2025
   

2,865,657

     

2,679,017

   
RTI Surgical, Inc., 2nd Lien 2nd
Amendment Incremental Delayed
Draw Term Loan, 1M LIBOR +
13.50%, 15.00%,
04/27/2021(e)(g)(h)
   

915,319

     

867,581

   
RTI Surgical, Inc., 2nd Lien Term
Loan, 1M LIBOR + 8.75%, 9.75%,
12/05/2023(e)(f)(g)
   

3,216,067

     

3,376,870

   
SCSG EA Acquisition Co., Inc.,
1st Lien Revolver, 1M LIBOR +
4.00%, 5.00%, 09/01/2022(e)(h)
   

1,000

     

162

   
SCSG EA Acquisition Co., Inc.,
Initial 1st Lien Term Loan,
3M LIBOR + 3.50%, 4.93%,
09/01/2023(e)(f)
   

339,403

     

319,038

   
SiroMed Physician Services, Inc.,
1st Lien Revolver, 3M LIBOR +
4.75%, 6.19%, 03/26/2024(e)
   

1,000

     

900

   
SiroMed Physician Services, Inc.,
Initial 1st Lien Term Loan,
3M LIBOR + 4.75%, 5.75%,
03/26/2024(e)(f)
   

945,611

     

851,050

   
Sotera Health Holdings, LLC, Initial
1st Lien Term Loan, 1M LIBOR +
4.50%, 5.50%, 12/11/2026
   

1,521,434

     

1,483,078

   

Semi-Annual Report 2020
15



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Team Health Holdings, Inc., Initial
1st Lien Term Loan, 1M LIBOR +
2.75%, 3.75%, 02/06/2024
 

$

1,496,134

   

$

1,145,291

   
Teligent, Inc., 1st Lien Revolver,
3M LIBOR + 5.50%, 7.00%,
06/13/2024(e)(h)(k)
   

1,100

     

758

   
Teligent, Inc., 2nd Lien Delayed
Draw Term Loan A, 3M LIBOR +
13.00%, 14.50%, 06/13/2024(e)(g)(k)
   

719,982

     

561,586

   
Teligent, Inc., 2nd Lien Term Loan,
3M LIBOR + 13.00%, 14.50%,
06/13/2024(e)(g)(k)
   

1,275,369

     

994,788

   
TerSera Therapeutics, LLC, 1st Lien
Term Loan, 3M LIBOR + 5.60%,
7.05%, 03/30/2023(e)(f)
   

48,375

     

47,891

   
United Digestive MSO Parent, LLC,
1st Lien Delayed Draw Term Loan,
3M LIBOR + 4.00%, 5.00%,
12/16/2024(e)(h)
   

1,022,727

     

282,954

   
United Digestive MSO Parent, LLC,
1st Lien Revolver, 3M LIBOR +
4.00%, 5.00%, 12/14/2023(e)
   

511,364

     

511,364

   
United Digestive MSO Parent, LLC,
1st Lien Term Loan, 3M LIBOR +
4.00%, 5.00%, 12/16/2024(e)(f)
   

1,443,920

     

1,443,920

   
WSHP FC Acquisition, LLC, 1st Lien
1st Amendment Delayed Draw Term
Loan, 3M LIBOR + 6.25%, 7.25%,
03/30/2024(e)
   

1,102,778

     

1,102,778

   
WSHP FC Acquisition, LLC, 1st Lien
1st Amendment Term Loan,
3M LIBOR + 6.25%, 7.25%,
03/30/2024(e)(f)
   

875,556

     

875,556

   
WSHP FC Acquisition, LLC, 1st Lien
2nd Amendment Delayed Draw
Term Loan, 03/30/2024(e)(h)
   

350,877

     

   
WSHP FC Acquisition, LLC, 1st Lien
2nd Amendment Term Loan,
3M LIBOR + 6.25%, 7.25%,
03/30/2024(e)(f)
   

557,193

     

557,193

   
WSHP FC Acquisition, LLC, 1st Lien
3rd Amendment Incremental Term
Loan, 3M LIBOR + 6.25%, 7.25%,
03/30/2024(e)(f)
   

596,494

     

596,494

   
WSHP FC Acquisition, LLC, 1st Lien
Delayed Draw Term Loan,
3M LIBOR + 6.25%, 7.25%,
03/30/2024(e)(f)
   

169,244

     

169,244

   
WSHP FC Acquisition, LLC, 1st Lien
Revolver, 3M LIBOR + 6.25%,
7.25%, 03/30/2024(e)(h)
   

88,719

     

28,390

   

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
WSHP FC Acquisition, LLC, 1st Lien
Term Loan, 3M LIBOR + 6.25%,
7.25%, 03/30/2024(e)(f)
 

$

808,156

   

$

808,156

   
         

129,178,639

   

High Tech Industries 16.1%

 
Anaqua Parent Holdings, Inc.,
1st Lien EUR Facility Term Note B,
6M EURIBOR + 5.50%, 5.50%,
04/10/2026(e)
 

675,422

     

743,627

   
Anaqua Parent Holdings, Inc.,
1st Lien Revolver, 6M LIBOR +
5.25%, 6.25%, 10/08/2025(e)(h)
 

$

230,769

     

70,000

   
Anaqua Parent Holdings, Inc.,
Facility 1st Lien Term Loan B,
6M LIBOR + 5.25%, 6.48%,
04/08/2026(e)(f)
   

1,827,692

     

1,772,862

   
Applied Systems, Inc., 2nd Lien
Term Loan, 3M LIBOR + 7.00%,
8.00%, 09/19/2025
   

1,000,000

     

995,000

   
Applied Systems, Inc., Initial
1st Lien Term Loan, 3M LIBOR +
3.25%, 4.25%, 09/19/2024
   

1,940,954

     

1,883,386

   
Atlanta Bidco, Ltd., EUR Facility
1st Lien Term Loan A, (Great
Britain), 6M EURIBOR + 7.00%,
7.75%, 08/23/2024(e)(f)(j)
 

1,000,000

     

1,100,981

   
Cority Software Inc., 1st Lien
Revolver, (Canada), 07/02/2025(e)(h)
 

$

230,579

     

(4,612

)

 
Cority Software Inc., 1st Lien Term
Loan, (Canada), 3M LIBOR +
5.75%, 7.21%, 07/02/2026(e)(f)
   

1,759,074

     

1,723,892

   
Creation Holdings, Inc., 1st Lien
Term Loan, 3M LIBOR + 5.75%,
6.75%, 08/15/2025(e)(f)
   

2,378,432

     

2,283,295

   
Creation Holdings, Inc., 1st Lien
Delayed Draw Term Loan,
3M LIBOR + 5.75%, 6.75%,
08/15/2025(e)
   

448,203

     

430,275

   
Creation Holdings, Inc., 1st Lien
Revolver, 1M LIBOR + 5.75%,
6.75%, 08/15/2024(e)(h)
   

544,813

     

341,416

   
Cvent, Inc., 1st Lien Term Loan,
1M LIBOR + 3.75%, 3.93%,
11/29/2024
   

2,754,131

     

2,353,625

   
Datix Bidco, Ltd., 1st Lien Term
Loan B-3, (Great Britain),
6M LIBOR + 4.50%, 5.36%,
04/28/2025(e)(f)
   

1,384,627

     

1,343,088

   

Semi-Annual Report 2020
16



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Datix Bidco, Ltd., Additional Facility
1st Lien Term Loan, (Great Britain),
6M LIBOR + 4.50%, 5.36%,
04/28/2025(e)(f)
 

$

466,003

   

$

452,023

   
Datix Bidco, Ltd., Facility 1st Lien
Term Loan B-1, (Great Britain),
6M LIBOR + 4.50%, 5.36%,
04/28/2025(e)(f)
   

1,000,000

     

970,000

   
Doxim, Inc., 1st Lien Last Out
Delayed Draw Term Loan,
3M LIBOR + 6.00%, 7.00%,
02/28/2024(e)
   

327,399

     

320,851

   
Doxim, Inc., 1st Lien Last Out
Term Loan, 3M LIBOR + 6.00%,
7.00%, 02/28/2024(e)(f)
   

714,286

     

700,000

   
DRB Holdings, LLC, 1st Lien
Revolver, 10/06/2023(e)(h)
   

1,000

     

   
DRB Holdings, LLC, Initial 1st Lien
Term Loan, 3M LIBOR + 5.75%,
6.75%, 10/06/2023(e)(f)
   

486,525

     

486,525

   
Elemica Parent, Inc., 1st Lien
Delayed Draw Term Loan,
09/18/2025(e)(h)
   

561,538

     

(39,308

)

 
Elemica Parent, Inc., 1st Lien
Revolver, 3M LIBOR + 5.50%,
5.78%, 09/18/2025(e)(h)
   

478,712

     

317,147

   
Elemica Parent, Inc., 1st Lien Term
Loan, 3M LIBOR + 5.50%, 5.81%,
09/18/2025(e)
   

2,879,520

     

2,677,953

   
eResearch Technology, Inc.,
2nd Lien Delayed Draw Term Loan,
02/04/2028(e)(h)
   

1,343,232

     

(40,297

)

 
eResearch Technology, Inc., Initial
2nd Lien Term Loan, 1M LIBOR +
8.00%, 8.50%, 02/04/2028(e)(f)
   

5,305,768

     

5,146,595

   
Frontline Technologies Intermediate
Holdings, LLC (fka Project Dublin
Intermediate Target, LLC), 1st Lien
Delayed Draw Term Loan,
3M LIBOR + 5.75%, 6.75%,
09/18/2023(e)
   

56,721

     

56,154

   
Frontline Technologies Intermediate
Holdings, LLC (fka Project Dublin
Intermediate Target, LLC), 1st Lien
Term Loan, 3M LIBOR + 5.75%,
6.75%, 09/18/2023(e)(f)
   

461,098

     

456,487

   
GlobalFoundries, Inc., Initial 1st
Lien Term Loan, 3M LIBOR +
4.75%, 5.06%, 06/05/2026(e)
   

1,989,950

     

1,910,352

   
GraphPAD Software, LLC, 1st Lien
Revolver, 12/21/2023(e)(h)
   

1,000

     

   

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
GraphPAD Software, LLC, 1st Lien
Term Loan, 12M LIBOR + 6.00%,
7.00%, 12/21/2023(e)(f)
 

$

1,590,867

   

$

1,590,867

   
Greeneden U.S. Holdings I, LLC,
1st Lien Term Loan B, 1M LIBOR +
3.25%, 3.43%, 12/01/2023
   

780,339

     

749,547

   
Huskies Parent, Inc., 1st Lien
Closing Date Term Loan,
1M LIBOR + 4.00%, 4.18%,
07/31/2026(e)
   

2,728,888

     

2,660,666

   
Idera, Inc., Initial 1st Lien Term
Loan, 6M LIBOR + 4.00%, 5.08%,
06/28/2024
   

2,578,483

     

2,475,344

   
Infoblox, Inc., 1st Lien Term Loan,
1M LIBOR + 4.50%, 4.68%,
11/07/2023(i)
   

2,354,269

     

2,309,138

   
Informatica, LLC, 1st Lien Term
Loan, 1M LIBOR + 3.25%, 3.43%,
02/25/2027
   

969,480

     

925,854

   
Informatica, LLC, Initial 2nd Lien
Term Loan, 7.13%, 02/25/2025
   

1,411,898

     

1,410,133

   
Invoice Cloud, Inc., 1st Lien
Delayed Draw Term Loan,
3M LIBOR + 3.25%, 7.50%,
02/11/2024(e)(g)(h)
   

1,197,849

     

1,070,189

   
Invoice Cloud, Inc., 1st Lien
Revolver, 02/11/2024(e)(h)
   

255,319

     

   
Invoice Cloud, Inc., 1st Lien Term
Loan, 3M LIBOR + 3.25%, 7.50%,
02/11/2024(e)(g)
   

2,660,281

     

2,660,281

   
IQS, Inc., 1st Lien Incremental
Term Loan, 2019, 3M LIBOR +
5.75%, 7.21%, 07/02/2026(e)(f)
   

547,267

     

536,322

   
IQS, Inc., 1st Lien Incremental
Term Loan, 2020, 3M LIBOR +
5.75%, 7.21%, 07/02/2026(e)(f)
   

1,107,565

     

1,085,414

   
Ishtar Bidco Norway AS, Facility
1st Lien Term Loan B, (Great
Britain), 6M GBP LIBOR + 7.25%,
8.00%, 11/26/2025(e)(f)(j)
 

£

1,000,000

     

1,238,999

   
MA FinanceCo., LLC, Tranche
1st Lien Term Loan B-4,
3M LIBOR + 4.25%, 5.25%,
06/05/2025
 

$

2,015,000

     

1,961,260

   
MH Sub I, LLC, 1st Lien Term
Loan, 3M LIBOR + 3.75%, 4.75%,
09/13/2024
   

410,000

     

394,625

   
MH Sub I, LLC, Initial 1st Lien
Term Loan, 3M LIBOR + 3.50%,
4.32%, 09/13/2024
   

4,544,648

     

4,365,452

   

Semi-Annual Report 2020
17



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Micromeritics Instrument Corp.,
1st Lien Revolver, 6M LIBOR +
5.00%, 6.07%, 12/18/2025(e)(h)
 

$

331,039

   

$

300,141

   
Micromeritics Instrument Corp.,
1st Lien Term Loan, 3M LIBOR +
5.00%, 6.07%, 12/18/2025(e)(f)
   

2,625,869

     

2,468,316

   
Mitchell International, Inc., Initial
1st Lien Term Loan, 1M LIBOR +
3.25%, 3.43%, 11/29/2024
   

2,570,914

     

2,392,570

   
MRI Software, LLC, 1st Lien
Delayed Draw Term Loan,
02/10/2026(e)(h)
   

473,329

     

(14,200

)

 
MRI Software, LLC, 1st Lien
Revolver, 02/10/2026(e)(h)
   

507,673

     

(15,231

)

 
MRI Software, LLC, Tranche
1st Lien Term Loan B, 3M LIBOR +
5.50%, 6.57%, 02/10/2026(e)(f)
   

5,523,162

     

5,357,467

   
MRI Software, LLC, Tranche
1st Lien Term Loan B, 3M LIBOR +
5.50%, 6.57%, 02/10/2026(e)
   

788,437

     

764,784

   
Oakley Ekomid, Ltd., CAR Facility
1st Lien Term Loan, (Great Britain),
06/23/2025(e)(h)(j)
 

750,000

     

   
Oakley Ekomid, Ltd., Unitranche
Facility 1st Lien Term Loan,
(Great Britain), 6M EURIBOR +
6.25%, 6.50%, 06/23/2025(e)(j)
   

750,000

     

842,588

   
PDI TA Holdings, Inc., 1st Lien
Revolver, 3M LIBOR + 4.50%,
5.51%, 10/24/2024(e)(h)
 

$

205,023

     

147,616

   
PDI TA Holdings, Inc., 2nd Lien
Term Loan, 12M LIBOR + 8.50%,
9.52%, 10/24/2025(e)
   

1,106,612

     

1,062,348

   
PDI TA Holdings, Inc., Initial
1st Lien Term Loan, 12M LIBOR +
4.50%, 5.51%, 10/24/2024(e)(f)
   

2,401,685

     

2,329,634

   
Perforce Software, Inc., 1st Lien
Term Loan, 1M LIBOR + 3.75%,
3.93%, 07/01/2026
   

1,459,800

     

1,400,678

   
Project Boost Purchaser, LLC,
1st Lien Term Loan, 1M LIBOR +
3.50%, 3.68%, 06/01/2026
   

2,518,128

     

2,382,778

   
QF Holdings, Inc., 1st Lien Delayed
Draw Term Loan, 09/19/2024(e)(h)
   

262,533

     

(5,251

)

 
QF Holdings, Inc., 1st Lien Revolver,
1M LIBOR + 7.00%, 8.00%,
09/19/2024(e)(h)
   

1,000

     

113

   
QF Holdings, Inc., 1st Lien Term
Loan, 6M LIBOR + 7.00%, 8.00%,
09/19/2024(e)
   

1,312,663

     

1,286,409

   

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Raptor Technologies, LLC, 1st Lien
Delayed Draw Term Loan,
3M LIBOR + 6.00%, 7.00%,
12/17/2024(e)(h)
 

$

1,027,519

   

$

573,028

   
Raptor Technologies, LLC, 1st Lien
Revolver, 1M LIBOR + 6.00%,
7.00%, 12/17/2023(e)
   

1,000

     

920

   
Raptor Technologies, LLC, 1st Lien
Term Loan, 3M LIBOR + 6.00%,
7.00%, 12/17/2024(e)(f)
   

1,925,630

     

1,771,579

   
Sophia, LP, 1st Lien Term Loan B,
3M LIBOR + 3.25%, 4.25%,
09/30/2022
   

3,216,028

     

3,135,627

   
SpareFoot, LLC, 1st Lien Bader
Incremental Term Loan,
6M LIBOR + 5.00%, 6.07%,
04/13/2024(e)(f)
   

97,150

     

97,150

   
SpareFoot, LLC, 1st Lien
Incremental Term Loan,
3M LIBOR + 5.00%, 6.00%,
04/13/2024(e)(j)
   

252,795

     

250,267

   
SpareFoot, LLC, 1st Lien
Incremental Term Loan,
6M LIBOR + 5.00%, 6.07%,
04/13/2024(e)
   

74,113

     

74,113

   
SpareFoot, LLC, 1st Lien
Incremental Term Loan,
6M LIBOR + 5.00%, 6.07%,
04/13/2024(e)(f)
   

133,205

     

133,205

   
SpareFoot, LLC, 1st Lien Revolver,
6M LIBOR + 5.00%, 6.07%,
04/13/2023(e)(h)
   

1,000

     

829

   
SpareFoot, LLC, 1st Lien SBOA
Incremental Term Loan,
6M LIBOR + 5.00%, 6.07%,
04/13/2024(e)(f)
   

100,620

     

100,620

   
SpareFoot, LLC, 1st Lien
StorSmart Incremental Term Loan,
6M LIBOR + 5.00%, 6.07%,
04/13/2024(e)(f)
   

193,811

     

193,811

   
SpareFoot, LLC, 2nd Lien Bader
Incremental Term Loan,
6M LIBOR + 9.25%, 10.45%,
04/13/2025(e)(f)
   

59,527

     

59,527

   
SpareFoot, LLC, 2nd Lien
Incremental Term Loan,
3M LIBOR + 9.25%, 10.25%,
04/13/2025(e)(j)
   

53,383

     

52,849

   
SpareFoot, LLC, 2nd Lien
Incremental Term Loan,
6M LIBOR + 9.25%, 10.32%,
04/13/2025(e)(f)
   

195,750

     

195,750

   

Semi-Annual Report 2020
18



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
SpareFoot, LLC, 2nd Lien
StorSmart Incremental Term Loan,
6M LIBOR + 9.25%, 10.45%,
04/13/2025(e)(f)
 

$

119,054

   

$

119,054

   
SpareFoot, LLC, 2nd Lien Term
Loan, 6M LIBOR + 9.25%,
10.32%, 04/13/2025(e)(f)
   

285,429

     

285,429

   
SpareFoot, LLC, Initial 1st Lien
Term Loan, 6M LIBOR + 5.00%,
6.07%, 04/13/2024(e)(f)
   

699,300

     

699,300

   
Surf Holdings, LLC, 2nd Lien Term
Loan, 3M LIBOR + 8.00%, 9.00%,
03/06/2028(e)(f)
   

6,649,000

     

6,449,530

   
TGG TS Acquisition Co., 1st Lien
Term Loan B, 1M LIBOR + 6.50%,
6.68%, 12/14/2025
   

197,156

     

184,834

   
TIBCO Software, Inc., 1st Lien
Term Loan B-3, 1M LIBOR +
3.75%, 3.93%, 06/30/2026
   

4,325,668

     

4,076,943

   
TimeClock Plus, LLC, 1st Lien
Delayed Draw Term Loan,
08/28/2026(e)(h)
   

495,170

     

   
TimeClock Plus, LLC, 1st Lien
Revolver, 1M LIBOR + 5.25%,
6.25%, 08/29/2025(e)(h)
   

458,311

     

114,578

   
TimeClock Plus, LLC, 1st Lien
Term Loan, 3M LIBOR + 5.25%,
6.25%, 08/28/2026(e)(f)
   

2,358,988

     

2,358,988

   
Ultimate Software Group, Inc. (The),
1st Lien Revolver, 1M LIBOR +
3.50%, 3.68%, 05/03/2024(e)(h)
   

1,000

     

891

   
Ultimate Software Group, Inc. (The),
2nd Lien Term Loan, 1M LIBOR +
8.00%, 8.18%, 05/03/2027(e)(f)
   

3,000,000

     

3,000,000

   
Visolit Finco A/S, 1st Lien
Committed Accordion Term Loan,
(Norway), 07/02/2026(e)(h)
 

NOK

11,180,680

     

(34,811

)

 
Visolit Finco A/S, NOK Facility
1st Lien Term Loan B-1, (Norway),
6M NIBOR + 6.00%, 7.00%,
07/02/2026(e)
   

33,881,316

     

3,410,812

   
Visual Edge Technology, Inc.,
1st Lien Delayed Draw Term Loan,
3M LIBOR + 7.00%, 8.50%,
08/31/2022(e)(f)(g)
 

$

1,967,713

     

1,908,682

   
Visual Edge Technology, Inc.,
1st Lien Term Loan, 3M LIBOR +
7.00%, 8.50%, 08/31/2022(e)(f)(g)
   

160,380

     

155,569

   
WebPT, Inc., 1st Lien Delayed
Draw Term Loan, 08/28/2024(e)(h)
   

255,205

     

(7,656

)

 

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
WebPT, Inc., 1st Lien Revolver,
3M LIBOR + 6.75%, 7.75%,
08/28/2024(e)
 

$

216,015

   

$

209,535

   
WebPT, Inc., Initial 1st Lien Term
Loan, 3M LIBOR + 6.75%, 7.75%,
08/28/2024(e)
   

2,041,641

     

1,980,392

   
Wildcat BuyerCo, Inc., 1st Lien
Delayed Draw Term Loan,
3M LIBOR + 5.50%, 6.50%,
02/27/2026(e)(h)
   

1,079,810

     

348,841

   
Wildcat BuyerCo, Inc., 1st Lien
Revolver, 3M LIBOR + 5.50%,
6.89%, 02/27/2026(e)(h)
   

255,015

     

71,404

   
Wildcat BuyerCo, Inc., Initial
1st Lien Term Loan, 3M LIBOR +
5.50%, 6.50%, 02/27/2026(e)(f)
   

2,058,174

     

1,975,847

   
         

108,533,605

   

Hotel, Gaming & Leisure 3.4%

 
Aimbridge Acquisition Co., Inc.,
Initial 2nd Lien Term Loan,
3M LIBOR + 7.50%, 8.93%,
02/01/2027(e)(f)
   

4,788,079

     

4,261,391

   
Caesars Resort Collection, LLC,
1st Lien Term Loan, 06/19/2025(i)
   

2,132,299

     

2,000,374

   
Canopy Bidco, Ltd., Facility
1st Lien Term Loan B,
(Great Britain), 3M GBP LIBOR +
7.25%, 7.75%, 12/18/2024(e)(f)(g)
 

£

504,363

     

587,411

   
Canopy Bidco, Ltd., Senior Capex
Facility 1st Lien Term Loan,
(Great Britain), 3M GBP LIBOR +
7.25%, 7.75%, 12/18/2024(e)(f)(h)
   

501,126

     

124,028

   
CEOC, LLC, 1st Lien Term Loan B,
10/07/2024(i)(l)
 

$

1,723,871

     

1,714,717

   
Concert Golf Partners Holdco, LLC,
1st Lien Delayed Draw Term Loan,
3M LIBOR + 4.50%, 5.50%,
08/20/2025(e)(h)
   

573,424

     

125,884

   
Concert Golf Partners Holdco, LLC,
1st Lien Revolver, 3M LIBOR +
4.50%, 5.50%, 08/20/2025(e)(h)
   

764,512

     

183,483

   
Concert Golf Partners Holdco, LLC,
1st Lien Term Loan, 3M LIBOR +
4.50%, 5.50%, 08/20/2025(e)(f)
   

3,416,875

     

3,314,368

   
Equinox Holdings, Inc., 1st Lien
Term Loan B-1, 6M LIBOR +
3.00%, 4.07%, 03/08/2024
   

2,612,920

     

2,004,005

   

Semi-Annual Report 2020
19



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Equinox Holdings, Inc., 1st Lien
Term Loan B-2, 3M LIBOR +
9.00%, 10.00%, 03/08/2024(e)
 

$

1,500,000

   

$

1,477,500

   
Equinox Holdings, Inc., Initial
2nd Lien Term Loan, 6M LIBOR +
7.00%, 8.07%, 09/06/2024(i)
   

5,736,111

     

3,830,633

   
EuroParcs (Top) Holding B.V.,
Acquisition Facility 1st Lien Term
Loan B, (Netherlands),
07/03/2026(e)(h)(i)(j)
 

2,013,195

     

   
EuroParcs (Top) Holding B.V.,
Acquisition Facility 1st Lien Term
Loan, (Netherlands),
3M EURIBOR + 6.50%, 6.50%,
07/03/2026(e)(j)
   

312,500

     

351,078

   
EuroParcs (Top) Holding B.V.,
Facility 1st Lien Term Loan B,
(Netherlands), 3M EURIBOR +
6.50%, 6.50%, 07/03/2026(e)(j)
   

2,187,500

     

2,457,548

   
EuroParcs (Top) Holding B.V.,
Incremental Facility 1st Lien
Term Loan, (Netherlands),
3M EURIBOR + 7.00%, 7.00%,
07/03/2026(e)(h)(j)
   

816,993

     

283,617

   
         

22,716,037

   

Media: Advertising, Printing & Publishing 0.4%

 
Merrill Communications, LLC,
Initial 1st Lien Term Loan,
6M LIBOR + 5.00%, 6.20%,
10/05/2026(e)
 

$

1,488,759

     

1,451,540

   
Terrier Media Buyer, Inc., 1st Lien
Term Loan B, 1M LIBOR + 4.25%,
4.43%, 12/17/2026
   

1,666,881

     

1,586,321

   
         

3,037,861

   

Media: Broadcasting & Subscription 1.1%

 
Commify, Ltd., Facility 1st Lien
Term Loan B, (Great Britain),
6M EURIBOR + 7.50%, 7.75%,
09/14/2026(e)(f)(j)
 

2,739,130

     

3,077,277

   
Commify, Ltd., 1st Lien Acquisition
Term Loan, (Great Britain),
09/14/2026(e)(h)(j)
   

760,870

     

   
Diamond Sports Group, LLC,
1st Lien Term Loan, 1M LIBOR +
3.25%, 3.43%, 08/24/2026
 

$

786,611

     

638,138

   
Nexstar Broadcasting, Inc.,
1st Lien Term Loan B-4,
1M LIBOR + 2.75%, 2.92%,
09/18/2026
   

1,369,833

     

1,300,122

   

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Production Resource Group, LLC,
1st Lien Term Loan, PRIME +
6.00%, 9.25%, 08/21/2024(e)(f)(k)
 

$

2,000,000

   

$

1,000,000

   
Sinclair Television Group, Inc.,
Tranche 1st Lien Term Loan
B-2, 1M LIBOR + 2.50%, 2.69%,
09/30/2026
   

1,218,290

     

1,157,375

   
Virgin Media Bristol, LLC, Facility
1st Lien Term Loan, 1M LIBOR +
2.50%, 2.69%, 01/31/2028
   

463,604

     

441,699

   
         

7,614,611

   

Media: Diversified & Production 0.7%

 
Cast & Crew Payroll, LLC, Initial
1st Lien Term Loan, 1M LIBOR +
3.75%, 3.93%, 02/09/2026(i)
   

2,990,693

     

2,719,676

   
Formula One Management, Ltd.,
Facility 1st Lien Term Loan B-3,
(Great Britain), 02/01/2024
   

2,000,000

     

1,898,760

   
         

4,618,436

   

Metals & Mining 0.1%

 
Sigma Electric Manufacturing
Corp., Tranche 1st Lien
3rd Amendment Term Loan A-2,
6M LIBOR + 4.75%, 5.83%,
10/31/2023(e)(f)
   

132,297

     

127,006

   
Sigma Electric Manufacturing
Corp., 1st Lien Revolver,
3M LIBOR + 4.75%, 5.75%,
10/31/2022(e)(h)
   

1,333

     

1,058

   
Sigma Electric Manufacturing
Corp., 1st Lien Term Loan A-2,
6M LIBOR + 4.75%, 5.83%,
10/31/2023(e)(f)
   

356,973

     

342,694

   
Sunk Rock Foundry Partners, LP,
1st Lien Term Loan A-1,
6M LIBOR + 4.75%, 5.83%,
10/31/2023(e)(f)
   

226,608

     

217,544

   
         

688,302

   

Retail 0.8%

 
FWR Holding Corp., Initial 1st Lien
Delayed Draw Term Loan 4,
3M LIBOR + 5.50%, 6.50%,
08/21/2023(e)
   

42,432

     

39,037

   
FWR Holding Corp., 1st Lien
2nd Amendment Delayed Draw
Term Loan, 08/21/2023(e)(h)
   

4,280

     

(343

)

 

Semi-Annual Report 2020
20



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
FWR Holding Corp., 1st Lien
Delayed Draw Term Loan,
3M LIBOR + 5.50%, 6.50%,
08/21/2023(e)
 

$

31,904

   

$

29,352

   
FWR Holding Corp., Initial 1st Lien
Delayed Draw Term Loan 1,
3M LIBOR + 5.50%, 6.50%,
08/21/2023(e)(f)
   

380

     

350

   
FWR Holding Corp., Initial 1st Lien
Delayed Draw Term Loan 2,
3M LIBOR + 5.50%, 6.50%,
08/21/2023(e)
   

605

     

557

   
FWR Holding Corp., Initial 1st Lien
Delayed Draw Term Loan 3,
3M LIBOR + 5.50%, 6.50%,
08/21/2023(e)
   

31,744

     

29,204

   
FWR Holding Corp., Initial 1st Lien
Revolver, 3M LIBOR + 5.50%,
6.50%, 08/21/2023(e)(h)
   

1,000

     

445

   
FWR Holding Corp., Initial 1st Lien
Term Loan, 3M LIBOR + 5.50%,
6.50%, 08/21/2023(e)(f)
   

339,080

     

311,953

   
FWR Holding Corporation, 1st Lien
2nd Amendment Term Loan,
6M LIBOR + 5.50%, 6.50%,
08/21/2023(e)
   

112,273

     

103,291

   
Mister Car Wash Holdings, Inc.,
Initial 1st Lien Term Loan,
6M LIBOR + 3.25%, 4.38%,
05/14/2026
   

4,399,680

     

3,946,645

   
PetSmart, Inc., Tranche 1st Lien
Term Loan B-2, 03/11/2022(i)
   

1,045,296

     

1,029,972

   
         

5,490,463

   

Services: Business 8.7%

 
Alpha Luxco 2 Sarl, Facility
1st Lien Term Loan B,
(Luxembourg), 6M EURIBOR +
5.94%, 6.44%, 01/09/2025(e)(f)(j)
 

1,000,000

     

1,123,450

   
AMCP Clean Intermediate, LLC,
1st Lien 2nd Incremental Term
Loan, 3M LIBOR + 5.50%, 6.50%,
10/01/2024(e)(f)
 

$

180,166

     

176,563

   
AMCP Clean Intermediate, LLC,
1st Lien 3rd Incremental Term
Loan, 3M LIBOR + 5.50%, 6.61%,
10/01/2024(e)(f)
   

135,049

     

132,348

   
AMCP Clean Intermediate, LLC,
1st Lien Incremental Term Loan,
3M LIBOR + 5.50%, 6.57%,
10/01/2024(e)
   

448,817

     

439,840

   

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
AMCP Clean Intermediate, LLC,
1st Lien Revolver, 3M LIBOR +
5.50%, 6.50%, 10/01/2024(e)(h)
 

$

1,100

   

$

559

   
AMCP Clean Intermediate, LLC,
1st Lien Term Loan, 6M LIBOR +
5.50%, 6.57%, 10/01/2024(e)(f)
   

1,964,179

     

1,924,895

   
Aramark Services, Inc., 1st Lien
Term Loan B-4, 1M LIBOR +
1.75%, 1.93%, 01/15/2027
   

249,375

     

234,258

   
AVSC Holding Corp., 1st Lien
Incremental Term Loan,
6M LIBOR + 4.50%, 5.50%,
10/15/2026(e)
   

2,036,134

     

1,425,294

   
AVSC Holding Corp., 1st Lien Term
Loan, 6M LIBOR + 3.25%, 4.25%,
03/03/2025
   

124,364

     

88,920

   
Capnor Connery Bidco A/S, EUR
Facility 1st Lien Term Loan B,
(Denmark), 1M EURIBOR + 7.38%,
7.38%, 04/30/2026(e)(f)(j)
 

2,954,439

     

3,319,165

   
Capnor Connery Bidco A/S, Facility
1st Lien Term Loan B, (Denmark),
1M CIBOR + 7.38%, 7.38%,
04/30/2026(e)(f)(j)
 

DKK

12,809,677

     

1,931,102

   
Capnor Connery Bidco A/S, Facility
1st Lien Term Loan D, (Denmark),
1M EURIBOR + 7.38%, 7.38%,
04/30/2026(e)(f)(h)(j)
   

45,967,742

     

611,017

   
Capnor Connery Bidco A/S, NOK
Facility 1st Lien Term Loan B,
(Denmark), 1M NIBOR + 7.38%,
7.59%, 04/30/2026(e)(f)(j)
 

NOK

2,551,246

     

264,776

   
Capnor Connery Bidco A/S, SEK
Facility 1st Lien Term Loan B,
(Denmark), 1M STIBOR + 7.38%,
7.38%, 04/30/2026(e)(f)(j)
 

SEK

4,209,615

     

451,925

   
Conscia Nederland B.V., Facility
1st Lien Term Loan B, (Denmark),
1M CIBOR + 7.38%, 7.38%,
04/30/2026(e)(f)(j)
 

DKK

9,254,839

     

1,395,198

   
Dun & Bradstreet Corp., Initial
1st Lien Term Loan, 1M LIBOR +
4.00%, 4.18%, 02/06/2026
 

$

4,818,273

     

4,685,771

   
IQVIA, Inc., 1st Lien Term Loan
B-2, 01/17/2025(i)
   

355

     

343

   
IRI Holdings, Inc., Initial 2nd Lien
Term Loan, 3M LIBOR + 8.00%,
8.36%, 11/30/2026(e)(f)
   

1,471,850

     

1,412,976

   
IRI Holdings, Inc., Initial 1st Lien
Term Loan, 3M LIBOR + 4.25%,
4.61%, 12/01/2025(e)(f)
   

1,505,228

     

1,445,019

   

Semi-Annual Report 2020
21



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
IRI Holdings, Inc., Initial 1st Lien
Term Loan, 3M LIBOR + 4.25%,
4.61%, 12/01/2025(e)
 

$

154,872

   

$

148,677

   
Kellermeyer Bergensons Services,
LLC, 1st Lien Delayed Draw Term
Loan, 11/07/2026(e)(h)
   

540,079

     

(16,203

)

 
Kellermeyer Bergensons Services,
LLC, 1st Lien Delayed Draw Term
Loan, 6M LIBOR + 6.50%, 7.73%,
11/07/2026(e)
   

394,077

     

382,255

   
Kellermeyer Bergensons Services,
LLC, Initial 1st Lien Term Loan,
6M LIBOR + 6.50%, 7.50%,
11/07/2026(e)(f)
   

1,791,261

     

1,737,523

   
Lavatio Midco SARL, Acquisition
Facility 1st Lien Term Loan,
(Luxembourg), 6M EURIBOR +
7.00%, 7.25%, 11/30/2026(e)(h)
 

973,913

     

624,443

   
Lavatio Midco SARL, Facility
1st Lien Term Loan B,
(Luxembourg), 6M EURIBOR +
7.00%, 7.25%, 11/30/2026(e)(f)
   

782,609

     

835,261

   
Lineage Logistics, LLC, 1st Lien
Term Loan, 1M LIBOR + 3.00%,
4.00%, 02/27/2025
 

$

4,126,954

     

3,989,403

   
MPLC Debtco, Ltd., GBP Tranche
Facility 1st Lien Term Loan B,
(Great Britain), 6M GBP LIBOR +
7.25%, 7.98%, 01/07/2027(e)(f)(j)
 

£

1,051,604

     

1,302,936

   
MPLC Debtco, Ltd., Tranche Facility
1st Lien Term Loan B, (Great
Britain), 6M LIBOR + 7.25%,
8.75%, 01/07/2027(e)(f)(j)
 

$

2,100,000

     

2,100,000

   
P27 Bidco, Ltd., Capex Facility
1st Lien Term Loan, (Great Britain),
6M GBP LIBOR + 6.75%, 7.50%,
07/31/2026(e)(h)
 

£

325,380

     

60,471

   
P27 Bidco, Ltd., Facility 1st Lien
Term Loan B-1, (Great Britain),
6M GBP LIBOR + 6.75%, 7.57%,
07/31/2026(e)
   

1,705,510

     

2,007,469

   
P27 Bidco, Ltd., Facility 1st Lien
Term Loan B-2, (Great Britain),
6M LIBOR + 6.75%, 8.53%,
07/31/2026(e)
 

$

609,527

     

579,051

   
Packers Holdings, LLC, Initial
1st Lien Term Loan, 1M LIBOR +
3.00%, 4.00%, 12/04/2024
   

2,340,082

     

2,235,948

   
Petroleum Service Group, LLC,
1st Lien Delayed Draw Term Loan,
3M LIBOR + 5.25%, 6.25%,
07/23/2025(e)(h)
   

1,313,959

     

55,595

   

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Petroleum Service Group, LLC,
1st Lien Revolver, 07/23/2025(e)(h)
 

$

2,105,660

   

$

(84,226

)

 
Petroleum Service Group, LLC,
1st Lien Term Loan, 3M LIBOR +
5.25%, 6.29%, 07/23/2025(e)(f)
   

5,753,701

     

5,523,553

   
Project Accelerate Parent, LLC,
1st Lien Term Loan, 3M LIBOR +
4.25%, 5.29%, 01/02/2025
   

3,739,860

     

3,160,181

   
Project Farm Bidco 2016, Ltd.,
Acquisition Capex Facility 1st Lien
Term Loan, (Great Britain),
6M LIBOR + 6.25%, 7.32%,
06/26/2026(e)(j)
   

93,750

     

93,750

   
Project Farm Bidco 2016, Ltd.,
Facility 1st Lien Term Loan B,
(Great Britain), 6M LIBOR +
6.25%, 7.32%, 06/26/2026(e)(j)
   

1,406,250

     

1,406,250

   
Puerto Rico Waste Investment,
LLC, 1st Lien Term Loan,
(Puerto Rico), 1M LIBOR + 7.00%,
8.50%, 09/20/2024(e)(f)
   

1,660,770

     

1,627,554

   
Puerto Rico Waste Investment,
LLC, 1st Lien Revolver, (Puerto
Rico), 09/20/2024(e)(h)
   

157,737

     

(3,154

)

 
Revint Intermediate II, LLC (fka
Implementation Management
Assistance, LLC), 1st Lien Delayed
Draw Term Loan, 3M LIBOR +
4.75%, 5.75%, 12/13/2023(e)(f)
   

2,065,247

     

2,044,594

   
Revint Intermediate II, LLC (fka
Implementation Management
Assistance, LLC), 1st Lien
Incremental Term Loan, 3M
LIBOR + 4.75%, 5.75%,
12/13/2023(e)(f)
   

1,243,510

     

1,231,075

   
Revint Intermediate II, LLC (fka
Implementation Management
Assistance, LLC), 1st Lien
Revolver, 3M LIBOR + 4.75%,
5.75%, 12/13/2023(e)(h)
   

1,000

     

386

   
Revint Intermediate II, LLC (fka
Implementation Management
Assistance, LLC), 1st Lien Term
Loan, 3M LIBOR + 4.75%, 5.75%,
12/13/2023(e)(f)
   

389,610

     

385,714

   
RSK Group, Ltd., Acquisition
Facility 1st Lien Term Loan,
(Great Britain), 10/27/2025(e)(f)(h)(i)
 

£

500,000

     

   
RSK Group, Ltd., Acquisition
Facility 1st Lien Term Loan, (Great
Britain), 3M GBP LIBOR + 7.00%,
7.50%, 10/27/2025(e)(f)(g)(h)(j)
   

508,959

     

597,885

   

Semi-Annual Report 2020
22



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
RSK Group, Ltd., Facility 1st Lien
Term Loan B, (Great Britain),
3M GBP LIBOR + 7.00%, 7.50%,
10/27/2025(e)(f)(g)(j)
 

£

516,153

   

$

639,513

   
Saldon Holdings, Inc., 1st Lien
1st Amendment Term Loan,
1M LIBOR + 5.65%, 6.65%,
03/13/2025(e)(f)
 

$

579,339

     

561,959

   
Saldon Holdings, Inc., 1st Lien
Revolver, 1M LIBOR + 5.65%,
6.65%, 03/13/2024(e)
   

380,952

     

369,524

   
Saldon Holdings, Inc., 1st Lien
Term Loan, 3M LIBOR + 5.65%,
6.65%, 03/13/2025(e)(f)
   

3,582,857

     

3,475,372

   
SSE Buyer, Inc., 1st Lien Delayed
Draw Term Loan,
06/30/2026(e)(h)(i)(j)
   

189,399

     

(5,682

)

 
SSE Buyer, Inc., 1st Lien Revolver,
3M LIBOR + 5.50%, 6.50%,
06/30/2025(e)(h)(i)(j)
   

1,000

     

699

   
SSE Buyer, Inc., Initial 1st Lien
Term Loan, 3M LIBOR + 9.22%,
10.22%, 06/30/2026(e)(f)(i)(j)
   

643,977

     

624,658

   
         

58,755,853

   

Services: Consumer 1.6%

 
Centric Brands, Inc., 1st Lien
Revolver, PRIME + 5.50%, 8.75%,
05/18/2021(e)(h)
   

268,883

     

133,830

   
Centric Brands, Inc., 1st Lien
Term Loan, 3M LIBOR + 8.00%,
9.50%, 10/30/2023(e)(f)
   

1,959,498

     

1,645,978

   
Goldcup 16786 AB, Unitranche
Facility 1st Lien Term Loan,
(Sweden), 6M STIBOR + 7.25%,
7.75%, 06/02/2025(e)(f)(j)
 

SEK

10,000,000

     

1,009,141

   
Learning Care Group (US) No. 2
Inc., 1st Lien Term Loan B,
6M LIBOR + 3.25%, 4.25%,
03/13/2025
 

$

773,187

     

676,778

   
LegalZoom.com, Inc., 1st Lien
Term Loan, 1M LIBOR + 4.50%,
4.68%, 11/21/2024(e)
   

452,077

     

440,775

   
NMC Skincare Intermediate
Holdings II, LLC, 1st Lien Delayed
Draw Term Loan, 1M LIBOR +
5.00%, 6.00%, 10/31/2024(e)
   

663,620

     

630,439

   
NMC Skincare Intermediate
Holdings II, LLC, 1st Lien Revolver,
1M LIBOR + 5.00%, 6.00%,
10/31/2024(e)(h)
   

333,333

     

196,667

   

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
NMC Skincare Intermediate
Holdings II, LLC, 1st Lien Term
Loan, 1M LIBOR + 5.00%, 6.00%,
10/31/2024(e)(f)
 

$

1,970,000

   

$

1,871,500

   
Spectra Finance, LLC, Initial
1st Lien Revolver, 1M LIBOR +
4.00%, 5.00%, 04/03/2023(e)(h)
   

1,000

     

872

   
Spectra Finance, LLC, Initial
1st Lien Term Loan, 3M LIBOR +
4.25%, 5.70%, 04/02/2024(e)(f)
   

979,020

     

881,118

   
Sunshine Sub, LLC, 1st Lien
Delayed Draw Term Loan,
3M LIBOR + 4.75%, 5.75%,
05/27/2024(e)
   

413,078

     

371,770

   
Sunshine Sub, LLC, 1st Lien
Revolver, 3M LIBOR + 4.75%,
5.75%, 05/27/2024(e)(h)
   

144,269

     

   
Sunshine Sub, LLC, 1st Lien Term
Loan, 3M LIBOR + 4.75%, 5.75%,
05/27/2024(e)(f)
   

703,240

     

632,916

   
United PF Holdings, LLC, Initial
1st Lien Term Loan, 3M LIBOR +
4.00%, 4.31%, 12/30/2026
   

2,764,513

     

2,437,388

   
         

10,929,172

   

Telecommunications 1.2%

 
CB-SDG, Ltd., GBP Acquisition
Facility 1st Lien Term Loan,
(Great Britain), 04/03/2026(e)(f)(h)
 

£

317,460

     

(39,333

)

 
CB-SDG, Ltd., GBP Facility 1st Lien
Term Loan B-1, (Great Britain),
3M GBP LIBOR + 7.13%, 7.88%,
04/03/2026(e)(f)(g)
   

2,367,238

     

2,639,705

   
CB-SDG, Ltd., GBP Facility 1st Lien
Term Loan B-2, (Great Britain),
3M GBP LIBOR + 7.13%, 7.88%,
04/03/2026(e)(f)(g)
   

372,920

     

415,843

   
Glide Holdings, Ltd. (fka
Cablecom Networking Holdings,
Ltd.), 1st Lien Capex Facility Term
Loan, (Great Britain), 1M GBP
LIBOR + 7.50%, 8.00%,
12/14/2023(e)(f)(j)
   

438,596

     

543,420

   
Glide Holdings, Ltd. (fka Cablecom
Networking Holdings, Ltd.),
Accordian Facility 1st Lien Term
Loan, (Great Britain), 1M GBP
LIBOR + 7.50%, 8.00%,
12/14/2023(e)(j)
   

146,406

     

181,397

   

Semi-Annual Report 2020
23



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
Glide Holdings, Ltd. (fka Cablecom
Networking Holdings, Ltd.), Facility
1st Lien Term Loan A-2,
(Great Britain), 6M GBP LIBOR +
5.50%, 6.23%, 12/14/2023(e)(f)(j)
 

£

561,404

   

$

695,579

   
Iridium Satellite, LLC, Initial
1st Lien Term Loan, 1M LIBOR +
3.75%, 4.75%, 11/04/2026
 

$

1,711,984

     

1,676,033

   
Zayo Group Holdings, Inc., Initial
1st Lien Term Loan, 1M LIBOR +
3.00%, 3.18%, 03/09/2027
   

2,322,610

     

2,199,326

   
         

8,311,970

   

Transportation: Cargo 0.3%

 
Neovia Logistics, LP, Initial 1st Lien
Term Loan, 3M LIBOR + 6.50%,
7.82%, 05/08/2024(e)
   

689,000

     

661,298

   
Neovia Logistics, LP, Initial
2nd Lien Term Loan, 3M LIBOR +
10.25%, 11.39%, 11/08/2024(e)(g)(j)
   

1,243,436

     

1,198,308

   
         

1,859,606

   

Transportation: Consumer 0.2%

 
APG Intermediate Holdings Corp.,
1st Lien Delayed Draw Term Loan,
6M LIBOR + 5.25%, 6.75%,
01/03/2025(e)(h)
   

804,480

     

44,247

   
APG Intermediate Holdings Corp.,
1st Lien Revolver, 6M LIBOR +
5.25%, 6.75%, 01/03/2025(e)(h)
   

1,000

     

266

   
APG Intermediate Holdings Corp.,
Initial 1st Lien Term Loan,
3M LIBOR + 5.25%, 6.75%,
01/03/2025(e)
   

1,012,579

     

992,327

   
         

1,036,840

   

Utilities: Electric 0.8%

 
Brookfield WEC Holdings, Inc.,
Refinancing Facility 1st Lien Term
Loan, 1M LIBOR + 3.00%, 3.75%,
08/01/2025
   

5,382,552

     

5,186,304

   

Utilities: Water 0.3%

 
Storm U.S. Holdco, Inc., Initial
1st Lien Term Loan, 3M LIBOR +
5.25%, 6.25%, 05/05/2023(e)(f)
   

45,555

     

45,555

   
TWH Infrastructure Industries, Inc.,
1st Lien Revolver, 3M LIBOR +
5.50%, 5.81%, 04/09/2025(e)
   

463,581

     

445,037

   

Senior Loans(b)(c)(d) (continued)

    Principal
Amount
 

Value(a)

 
TWH Infrastructure Industries, Inc.,
1st Lien Term Loan, 3M LIBOR +
5.50%, 5.81%, 04/09/2025(e)(f)
 

$

1,358,763

   

$

1,304,413

   
         

1,795,005

   

Wholesale 0.6%

 
Pet IQ, LLC, 1st Lien Term Loan,
1M LIBOR + 5.00%, 6.00%,
07/08/2025(e)(f)
   

4,288,851

     

4,288,851

   
Total Senior Loans
(Cost: $627,499,602)
       

609,116,499

   

Subordinated Loans 1.4%(b)(c)(d)(e)(j)

Banking, Finance, Insurance & Real Estate 1.2%

 
AffiniPay Intermediate Holdings,
LLC, 1st Lien Term Loan, 12.75%,
02/28/2028
   

2,529,386

     

2,428,211

   
Ardonagh Midco 2, PLC,
(Great Britain), 11.50%,
01/15/2027(h)(i)
   

64,410

     

(162

)

 
eCapital Finance Corp.,
Subordinated Delayed Draw
Term Loan, (Canada), 1M LIBOR +
8.50%, 10.00%, 01/31/2025(h)
   

3,379,572

     

2,933,469

   
eCapital Finance Corp.,
Subordinated Term Loan,
(Canada), 1M LIBOR + 8.50%,
10.00%, 01/31/2025
   

2,872,637

     

2,843,910

   
Preservation Capital I LLP,
Second Lien Term Loan, 6M GBP
LIBOR + 11.00%, 11.80%,
02/23/2026
 

£

163,246

     

202,262

   
         

8,407,690

   

Healthcare & Pharmaceuticals 0.2%

 
Air Medical Group Holdings, Inc.,
Initial Unsecured Term Loan,
6M LIBOR + 7.88%, 8.88%,
03/13/2026(f)
 

$

1,000,000

     

1,000,000

   

High Tech Industries 0.0%

 
Visual Edge Technology, Inc.,
1st Lien Term Loan, 15.00%,
09/03/2024(g)
   

183,546

     

176,204

   
Total Subordinated Loans
(Cost: $9,577,774)
       

9,583,894

   

Semi-Annual Report 2020
24



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Corporate Bonds 8.9%

    Principal
Amount
 

Value(a)

 

Automotive 0.2%

 

Dana, Inc., 5.38%, 11/15/2027

 

$

580,000

   

$

578,904

   

Dana, Inc., 5.63%, 06/15/2028

   

435,000

     

431,824

   
Ford Motor Co., 8.50%,
04/21/2023
   

125,000

     

132,188

   
         

1,142,916

   

Banking, Finance, Insurance & Real Estate 1.4%

 
Brookfield Property REIT, Inc.,
5.75%, 05/15/2026(d)
   

250,000

     

211,250

   
Brookfield Residential Properties,
Inc. / Brookfield Residential US
Corp., (Canada), 4.88%,
02/15/2030(d)
   

125,000

     

104,450

   
Dolya Holdco 18 DAC, (Ireland),
5.00%, 07/15/2028(d)
   

3,000,000

     

2,961,600

   
Ford Motor Credit Co, LLC, 5.13%,
06/16/2025
   

640,000

     

640,256

   
HUB International, Ltd., 7.00%,
05/01/2026(d)
   

2,000,000

     

1,995,800

   
Springleaf Finance Corp., 6.63%,
01/15/2028
   

1,857,000

     

1,838,430

   
Summit Materials, LLC, 5.13%,
06/01/2025(d)
   

2,000,000

     

1,975,000

   
         

9,726,786

   

Beverage, Food & Tobacco 0.9%

 
Cott Holdings, Inc., 5.50%,
04/01/2025(d)
   

1,084,000

     

1,089,518

   
Del Monte Foods, Inc., 11.88%,
05/15/2025(d)
   

1,000,000

     

1,010,000

   
IRB Holding Corp., 6.75%,
02/15/2026(d)
   

1,487,000

     

1,420,085

   
JBS USA LUX SA / JBS USA Food
Co. / JBS USA Finance, Inc.,
(Cayman Islands), 5.50%,
01/15/2030(d)
   

2,995,000

     

3,069,875

   
Performance Food Group, Inc.,
5.50%, 10/15/2027(d)
   

(250,000

)

   

(241,250

)

 
         

6,348,228

   

Chemicals, Plastics & Rubber 0.5%

 
Kraton Polymers, LLC / Kraton
Polymers Capital Corp., 7.00%,
04/15/2025(d)
   

14,000

     

14,070

   

Corporate Bonds (continued)

    Principal
Amount
 

Value(a)

 
Trident TPI Holdings, Inc., 9.25%,
08/01/2024(d)
 

$

3,541,000

   

$

3,629,525

   
         

3,643,595

   

Construction & Building 0.6%

 
Hillman Group, Inc., 6.38%,
07/15/2022(d)
   

3,459,000

     

3,192,553

   
PowerTeam Services, LLC, 9.03%,
12/04/2025(d)
   

295,000

     

300,900

   
Tutor Perini Corp., 6.88%,
05/01/2025(d)
   

344,000

     

327,660

   
         

3,821,113

   

Consumer Goods: Durable 0.2%

 
CommScope, Inc., 8.25%,
03/01/2027(d)
   

(250,000

)

   

(256,925

)

 
Kronos Acquisition Holdings, Inc.,
9.00%, 08/15/2023(d)
   

1,750,000

     

1,666,875

   
         

1,409,950

   

Energy: Electricity 0.2%

 
Enviva Partners, LP, 6.50%,
01/15/2026(d)(m)
   

1,070,000

     

1,112,800

   

Energy: Oil & Gas 0.3%

 
Exterran Energy Solutions, LP,
8.13%, 05/01/2025
   

2,281,000

     

1,887,527

   
Extraction Oil & Gas, Inc., 7.38%,
05/15/2024(d)(k)
   

250,000

     

48,125

   
Great Western Petroleum, LLC /
Great Western Finance Corp.,
9.00%, 09/30/2021(d)
   

490,000

     

294,000

   
Vine Oil & Gas, LP, 9.75%,
04/15/2023(d)
   

232,000

     

140,360

   
         

2,370,012

   

Healthcare & Pharmaceuticals 0.6%

 
Immucor, Inc., 11.13%,
02/15/2022(d)
   

4,537,000

     

4,049,272

   

High Tech Industries 0.6%

 
Go Daddy Operating Co, LLC /
GD Finance Co., Inc., 5.25%,
12/01/2027(d)
   

2,000,000

     

2,035,000

   
Science Applications International
Corp., 4.88%, 04/01/2028(d)
   

1,800,000

     

1,789,308

   

Semi-Annual Report 2020
25



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Corporate Bonds (continued)

    Principal
Amount
 

Value(a)

 
Uber Technologies, Inc., 8.00%,
11/01/2026(d)
 

$

125,000

   

$

127,187

   
         

3,951,495

   

Hotel, Gaming & Leisure 0.1%

 
Colt Merger Sub, Inc., 8.13%,
07/01/2027(d)(m)
   

962,000

     

929,533

   

Media: Broadcasting & Subscription 0.8%

 
Cumulus Media New Holdings,
Inc., 6.75%, 07/01/2026(d)
   

144,000

     

133,020

   
Diamond Sports Group, LLC /
Diamond Sports Finance Co.,
5.38%, 08/15/2026(d)
   

125,000

     

90,469

   
Townsquare Media, Inc., 6.50%,
04/01/2023(d)(e)
   

2,612,000

     

2,265,910

   
Viasat, Inc., 6.50%,
07/15/2028(d)
   

2,790,000

     

2,790,586

   
         

5,279,985

   

Metals & Mining 0.1%

 
Constellium SE, (France), 5.63%,
06/15/2028(d)
   

1,000,000

     

980,000

   
First Quantum Minerals, Ltd.,
(Canada), 7.25%, 05/15/2022(d)
   

250,000

     

244,750

   
Freeport-McMoRan, Inc., 5.00%,
09/01/2027
   

(250,000

)

   

(251,682

)

 
         

973,068

   

Retail 0.4%

 
L Brands, Inc., 6.88%,
07/01/2025(d)
   

346,000

     

357,245

   
L Brands, Inc., 9.38%,
07/01/2025(d)
   

76,000

     

76,091

   
PetSmart, Inc., 8.88%,
06/01/2025(d)
   

2,000,000

     

2,004,920

   
         

2,438,256

   

Services: Business 0.5%

 
Iron Mountain, Inc., 4.88%,
09/15/2029(d)
   

2,000,000

     

1,945,000

   
Iron Mountain, Inc., 5.25%,
07/15/2030(d)
   

1,125,000

     

1,108,125

   
         

3,053,125

   

Corporate Bonds (continued)

    Principal
Amount
 

Value(a)

 

Services: Consumer 0.4%

 
Korn / Ferry International, 4.63%,
12/15/2027(d)
 

$

2,500,000

   

$

2,425,000

   

Telecommunications 0.5%

 
CenturyLink, Inc., 4.00%,
02/15/2027(d)
   

3,399,000

     

3,301,279

   

Transportation: Cargo 0.5%

 
Cargo Aircraft Management, Inc.,
4.75%, 02/01/2028(d)
   

2,000,000

     

1,982,500

   
Watco Cos., LLC, 6.50%,
06/15/2027(d)
   

1,126,000

     

1,153,677

   
         

3,136,177

   

Transportation: Consumer 0.1%

 
American Airlines Group, Inc.,
5.00%, 06/01/2022(d)
   

1,739,000

     

1,008,620

   

Utilities: Electric 0.0%

 
NextEra Energy Partners, LP,
1.50%, 09/15/2020(d)
   

96,000

     

98,516

   
Total Corporate Bonds
(Cost: $62,396,971)
       

60,219,726

   

Convertible Bonds 0.2%

Construction & Building 0.2%

 
Tutor Perini Corp., 2.88%,
06/15/2021
   

1,750,000

     

1,648,677

   
Total Convertible Bonds
(Cost: $1,656,188)
       

1,648,677

   

Collateralized Loan Obligations 18.4%(d)(e)

Collateralized Loan Obligations — Debt 7.3%(c)

 
AMMC CLO XI, Ltd., (Cayman
Islands), 3M LIBOR + 5.80%,
6.56%, 04/30/2031
   

1,500,000

     

1,175,787

   
AMMC CLO XIV, Ltd., (Cayman
Islands), 3M LIBOR + 7.35%,
8.34%, 07/25/2029
   

250,000

     

220,309

   
AMMC CLO XXI, Ltd., (Cayman
Islands), 3M LIBOR + 6.50%,
7.06%, 11/02/2030
   

100,000

     

86,324

   
AMMC CLO XXII, Ltd., (Cayman
Islands), 3M LIBOR + 5.50%,
6.49%, 04/25/2031
   

750,000

     

629,907

   
Apidos CLO XX, Ltd., (Cayman
Islands), 3M LIBOR + 8.70%,
9.88%, 07/16/2031
   

250,000

     

160,533

   

Semi-Annual Report 2020
26



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Collateralized Loan Obligations(d)(e) (continued)

    Principal
Amount
 

Value(a)

 
Atlas Senior Loan Fund VII, Ltd.,
(Cayman Islands), 3M LIBOR +
8.05%, 8.42%, 11/27/2031
 

$

1,792,383

   

$

896,763

   
Barings CLO, Ltd. 2019-II,
(Cayman Islands), 3M LIBOR +
6.69%, 7.91%, 04/15/2031
   

1,250,000

     

1,156,211

   
Canyon Capital CLO, Ltd. 2018-1,
(Cayman Islands), 3M LIBOR +
5.75%, 6.97%, 07/15/2031
   

850,000

     

688,500

   
Canyon Capital CLO, Ltd. 2019-1,
(Cayman Islands), 3M LIBOR +
6.68%, 7.90%, 04/15/2032
   

500,000

     

451,792

   
Carlyle Global Market Strategies
CLO, Ltd. 2019-2, (Cayman
Islands), 3M LIBOR + 6.60%,
7.82%, 07/15/2032
   

3,000,000

     

2,762,952

   
CBAM, Ltd. 2017-3, (Cayman
Islands), 3M LIBOR + 6.50%,
7.64%, 10/17/2029
   

511,538

     

446,426

   
CIFC Funding 2015-2A, Ltd.,
(Cayman Islands), 3M LIBOR +
6.81%, 8.03%, 04/15/2030
   

6,000,000

     

5,575,464

   
CIFC Funding 2017-2A, Ltd.,
(Cayman Islands), 3M LIBOR +
5.95%, 7.09%, 04/20/2030
   

1,000,000

     

884,928

   
CIFC Funding, Ltd. 2018-IV,
(Cayman Islands), 3M LIBOR +
5.90%, 7.04%, 10/17/2031
   

1,000,000

     

871,217

   
Cook Park CLO, Ltd., (Cayman
Islands), 3M LIBOR + 5.40%,
6.54%, 04/17/2030
   

1,250,000

     

1,072,786

   
Crestline Denali CLO XIV, Ltd.,
(Cayman Islands), 3M LIBOR +
6.35%, 7.39%, 10/23/2031
   

750,000

     

530,844

   
Crestline Denali CLO XIV, Ltd.,
(Cayman Islands), 3M LIBOR +
8.10%, 9.14%, 10/23/2031
   

250,000

     

128,203

   
Crestline Denali CLO XVI, Ltd.,
(Cayman Islands), 3M LIBOR +
2.60%, 3.74%, 01/20/2030
   

1,500,000

     

1,177,899

   
Denali Capital CLO XII, Ltd.,
(Cayman Islands), 3M LIBOR +
5.90%, 7.12%, 04/15/2031
   

750,000

     

517,243

   
Dryden 28 Senior Loan Fund,
(Cayman Islands), 3M LIBOR +
6.45%, 6.84%, 08/15/2030
   

1,000,000

     

935,785

   
Dryden 55 Senior Loan Fund,
(Cayman Islands), 3M LIBOR +
5.40%, 6.62%, 04/15/2031
   

375,000

     

313,055

   

Collateralized Loan Obligations(d)(e) (continued)

    Principal
Amount
 

Value(a)

 
Dryden 57 Senior Loan Fund,
(Cayman Islands), 3M LIBOR +
5.20%, 5.59%, 05/15/2031
 

$

500,000

   

$

414,000

   
Dryden 58 Senior Loan Fund,
(Cayman Islands), 3M LIBOR +
5.35%, 6.49%, 07/17/2031
   

1,000,000

     

838,517

   
Goldentree Loan Opportunities X,
Ltd., (Cayman Islands),
3M LIBOR + 5.65%, 6.79%,
07/20/2031
   

750,000

     

660,091

   
ICG U.S. CLO, Ltd. 2018-1,
(Cayman Islands), 3M LIBOR +
5.15%, 6.26%, 04/21/2031
   

500,000

     

358,179

   
INGIM, Ltd. 2013-3, (Cayman
Islands), 3M LIBOR + 5.90%,
7.04%, 10/18/2031
   

1,250,000

     

969,445

   
KKR CLO 24, Ltd., (Cayman
Islands), 3M LIBOR + 6.38%,
7.52%, 04/20/2032
   

750,000

     

643,908

   
LCM 30, Ltd., (Cayman Islands),
3M LIBOR + 6.95%, 8.09%,
04/20/2031
   

2,000,000

     

1,877,322

   
Madison Park Funding XIV, Ltd.,
(Cayman Islands), 3M LIBOR +
7.77%, 8.87%, 10/22/2030
   

1,000,000

     

611,551

   
Madison Park Funding XXIII, Ltd.,
(Cayman Islands), 3M LIBOR +
6.25%, 7.24%, 07/27/2030
   

500,000

     

451,145

   
Madison Park Funding XXXIV, Ltd.,
(Cayman Islands), 3M LIBOR +
6.75%, 7.74%, 04/25/2031
   

1,500,000

     

1,406,556

   
Madison Park Funding XXXVI, Ltd.,
(Cayman Islands), 3M LIBOR +
7.25%, 9.19%, 01/15/2033
   

2,500,000

     

2,379,982

   
Madison Park Funding XXXVII, Ltd.,
(Cayman Islands), 3M LIBOR +
6.55%, 7.77%, 07/15/2032
   

1,000,000

     

922,673

   
Magnetite CLO, Ltd. 2019-22,
(Cayman Islands), 3M LIBOR +
6.75%, 7.97%, 04/15/2031
   

1,000,000

     

943,284

   
Mariner CLO, LLC 2019-1A,
(Cayman Islands), 3M LIBOR +
6.89%, 7.65%, 04/30/2032
   

1,250,000

     

1,172,879

   
Niagara Park CLO, Ltd., (Cayman
Islands), 3M LIBOR + 6.45%,
7.59%, 07/17/2032
   

1,000,000

     

918,522

   
Northwoods Capital XII-B, Ltd.,
(Cayman Islands), 3M LIBOR +
5.79%, 6.10%, 06/15/2031
   

750,000

     

484,380

   

Semi-Annual Report 2020
27



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Collateralized Loan Obligations(d)(e) (continued)

    Principal
Amount
 

Value(a)

 
Octagon Investment Partners 35,
Ltd., (Cayman Islands),
3M LIBOR + 5.20%, 6.34%,
01/20/2031
 

$

1,500,000

   

$

1,230,868

   
OHA Credit Funding 3, Ltd.,
(Cayman Islands), 3M LIBOR +
5.50%, 6.64%, 07/20/2032
   

2,500,000

     

2,161,257

   
OHA Loan Funding 2016-1, Ltd.,
(Cayman Islands), 3M LIBOR +
6.35%, 7.49%, 01/20/2033
   

4,000,000

     

3,510,764

   
Steele Creek CLO, Ltd. 2016-1,
(Cayman Islands), 3M LIBOR +
5.75%, 6.06%, 06/15/2031
   

750,000

     

502,618

   
TICP CLO V 2016-5, Ltd.,
(Cayman Islands), 3M LIBOR +
5.75%, 6.89%, 07/17/2031
   

857,000

     

752,798

   
TICP CLO XI, Ltd., (Cayman
Islands), 3M LIBOR + 6.00%,
7.14%, 10/20/2031
   

300,000

     

270,713

   
TICP CLO XI, Ltd. 2018-11X,
(Cayman Islands), 3M LIBOR +
6.00%, 7.14%, 10/20/2031
   

500,000

     

451,188

   
Venture 28A CLO, Ltd., (Cayman
Islands), 3M LIBOR + 6.16%,
7.30%, 10/20/2029
   

1,000,000

     

813,120

   
Venture 37 CLO, Ltd., (Cayman
Islands), 3M LIBOR + 6.95%,
8.17%, 07/15/2032
   

3,000,000

     

2,419,995

   
Venture XXXVI CLO, Ltd., (Cayman
Islands), 3M LIBOR + 6.92%,
8.06%, 04/20/2032
   

300,000

     

230,963

   
Voya CLO, Ltd. 2019-2, (Cayman
Islands), 3M LIBOR + 6.60%,
7.74%, 07/20/2032
   

1,000,000

     

925,021

   
Wellfleet CLO, Ltd. 2020-1,
(Cayman Islands), 3M LIBOR +
7.24%, 8.42%, 04/15/2033
   

650,000

     

617,025

   
         

49,621,692

   

Collateralized Loan Obligations — Equity 11.1%

 
Allegro CLO, Ltd. 2018-2A,
(Cayman Islands), 15.63%,
07/15/2031
   

1,650,000

     

974,510

   
AMMC CLO 22, Ltd., (Cayman
Islands), 19.19%, 04/25/2031
   

1,500,000

     

953,257

   
AMMC CLO XXI, Ltd., (Cayman
Islands), 18.05%, 11/02/2030
   

124,950

     

69,121

   
Anchorage Credit Funding 7, Ltd.,
(Cayman Islands), 13.92%,
04/25/2037
   

250,000

     

172,647

   

Collateralized Loan Obligations(d)(e) (continued)

    Principal
Amount
 

Value(a)

 
Atlas Senior Loan Fund I, Ltd.,
(Cayman Islands), 49.22%,
11/17/2027
 

$

250,000

   

$

30,782

   
Atrium XV, (Cayman Islands),
13.24%, 01/23/2048
   

4,080,000

     

2,214,257

   
Avery Point VI CLO, Ltd., (Cayman
Islands), 13.92%, 08/05/2027
   

314,012

     

68,426

   
Bain Capital Credit CLO 2019-1,
(Cayman Islands), 22.35%,
04/18/2032
   

1,400,000

     

788,290

   
Bain Capital Credit CLO 2020-1,
(Cayman Islands), 13.92%,
04/18/2033
   

250,000

     

172,433

   
Bain Capital Credit CLO, Ltd.
2018-1, (Cayman Islands),
17.18%, 04/23/2031
   

920,000

     

519,477

   
Bain Capital Credit CLO, Ltd.
2019-2, (Cayman Islands),
16.28%, 10/17/2032
   

810,000

     

530,090

   
Canyon Capital CLO, Ltd. 2016-1,
(Cayman Islands), 15.82%,
07/15/2031
   

1,000,000

     

610,954

   
Canyon Capital CLO, Ltd. 2019-1,
(Cayman Islands), 10.86%,
04/15/2032
   

2,797,500

     

1,750,606

   
Carlyle Global Market Strategies
CLO, Ltd. 2013-1, (Cayman
Islands), 11.47%, 08/14/2030
   

500,000

     

181,963

   
Carlyle Global Market Strategies
CLO, Ltd. 2018-3, (Cayman
Islands), 13.43%, 10/15/2030
   

500,000

     

244,108

   
Carlyle Global Market Strategies
CLO, Ltd. 2018-4, (Cayman
Islands), 20.71%, 01/20/2031
   

2,310,000

     

1,321,170

   
Carlyle Global Market Strategies
CLO, Ltd. 2019-3, (Cayman
Islands), 14.70%, 10/20/2032
   

3,500,000

     

2,384,781

   
Cedar Funding CLO V, Ltd.,
(Cayman Islands), 14.79%,
07/17/2031
   

2,300,000

     

1,403,506

   
Cedar Funding CLO VIII, Ltd.,
(Cayman Islands), 12.85%,
10/17/2030
   

250,000

     

129,334

   
Cedar Funding X CLO, Ltd.,
(Cayman Islands), 13.92%,
10/20/2032
   

250,000

     

170,576

   
CIFC Funding 2018-II, Ltd.,
(Cayman Islands), 13.92%,
04/20/2031
   

250,000

     

155,822

   

Semi-Annual Report 2020
28



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Collateralized Loan Obligations(d)(e) (continued)

    Principal
Amount
 

Value(a)

 
Crestline Denali CLO XVI, Ltd.,
(Cayman Islands), 12.27%,
01/20/2030
 

$

500,000

   

$

263,758

   
Dryden 28 Senior Loan Fund,
(Cayman Islands), 18.80%,
08/15/2030
   

1,406,251

     

421,635

   
Dryden 33 Senior Loan Fund,
(Cayman Islands), 23.30%,
04/15/2029
   

500,000

     

185,113

   
Dryden 38 Senior Loan Fund,
(Cayman Islands), 16.61%,
07/15/2030
   

650,000

     

308,916

   
Dryden 41 Senior Loan Fund,
(Cayman Islands), 10.57%,
04/15/2031
   

850,000

     

448,220

   
Dryden 43 Senior Loan Fund,
(Cayman Islands), 29.23%,
07/20/2029
   

1,000,000

     

432,435

   
Dryden 57 Senior Loan Fund,
(Cayman Islands), 15.77%,
05/15/2031
   

717,000

     

532,933

   
Dryden 58 Senior Loan Fund,
(Cayman Islands), 19.63%,
07/17/2031
   

3,125,000

     

1,883,319

   
Dryden 68 Senior Loan Fund,
(Cayman Islands), 17.07%,
07/15/2049
   

500,000

     

320,027

   
Dryden 78 Senior Loan Fund,
(Cayman Islands), 11.83%,
04/17/2033
   

10,250,000

     

7,361,068

   
Eastland Investors Corp.,
(Cayman Islands), 05/01/2022
   

300

     

133,500

   
Eaton Vance CLO 2015-1, Ltd.,
(Cayman Islands), 13.92%,
01/20/2030
   

312,500

     

167,020

   
Eaton Vance CLO 2018-1, Ltd.,
(Cayman Islands), 13.92%,
10/15/2030
   

1,025,000

     

593,307

   
Elmwood CLO I, Ltd., (Cayman
Islands), 22.65%, 04/20/2030
   

1,000,000

     

745,443

   
Elmwood CLO V, Ltd., (Cayman
Islands), 13.92%, 07/24/2031(m)
   

2,875,000

     

2,673,750

   
Highbridge Loan Management,
Ltd. 2014-3, (Cayman Islands),
17.75%, 07/18/2029
   

3,077,500

     

959,432

   
ICG U.S. CLO, Ltd. 2018-2,
(Cayman Islands), 26.62%,
07/22/2031
   

1,650,000

     

1,225,221

   
KKR CLO 12, Ltd., (Cayman
Islands), 13.92%, 10/15/2030
   

1,000,000

     

454,093

   

Collateralized Loan Obligations(d)(e) (continued)

    Principal
Amount
 

Value(a)

 
LCM XVIII, LP, (Cayman Islands),
38.39%, 04/20/2031
 

$

1,400,000

   

$

423,373

   
Madison Park Funding XXVII, Ltd.,
(Cayman Islands), 12.11%,
01/20/2047
   

250,000

     

199,194

   
Madison Park Funding XXVIII, Ltd.,
(Cayman Islands), 18.99%,
07/15/2030
   

2,000,000

     

1,522,202

   
Madison Park Funding XXXI, Ltd.,
(Cayman Islands), 16.12%,
01/23/2048
   

4,250,000

     

2,860,127

   
Madison Park Funding XXXII, Ltd.,
(Cayman Islands), 17.72%,
01/22/2048
   

1,510,000

     

896,079

   
Madison Park Funding XXXVII,
Ltd., (Cayman Islands), 15.44%,
07/15/2049
   

7,500,000

     

5,865,307

   
Magnetite CLO, Ltd. 2012-6,
(Cayman Islands), 09/15/2023(j)
   

1,241,000

     

496

   
Mariner CLO, Ltd. 2018-5A,
(Cayman Islands), 15.78%,
04/25/2031
   

500,000

     

315,043

   
Neuberger Berman CLO XXIII, Ltd.,
(Cayman Islands), 13.92%,
10/17/2027
   

29,095

     

6,386

   
Newark BSL CLO 1, Ltd., (Cayman
Islands), 13.92%, 07/25/2030
   

250,000

     

112,376

   
Oaktree CLO, Ltd. 2018-1,
(Cayman Islands), 6.37%,
10/20/2030
   

2,250,000

     

1,472,989

   
Oaktree CLO, Ltd. 2019-2,
(Cayman Islands), 4.70%,
04/15/2031
   

3,860,000

     

1,640,075

   
Oaktree CLO, Ltd. 2019-3,
(Cayman Islands), 11.04%,
07/20/2031
   

4,750,000

     

3,136,605

   
Octagon Investment Partners
35, Ltd., (Cayman Islands),
16.48%, 01/20/2031
   

850,000

     

509,296

   
OHA Credit Partners XI, Ltd.,
(Cayman Islands), 15.33%,
01/20/2032
   

300,000

     

201,128

   
OHA Credit Partners XV, Ltd.,
(Cayman Islands), 16.22%,
01/20/2030
   

1,360,000

     

867,641

   
OHA Loan Funding, Ltd. 2013-1,
(Cayman Islands), 17.95%,
07/23/2031
   

876,000

     

403,054

   

Semi-Annual Report 2020
29



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Collateralized Loan Obligations(d)(e) (continued)

    Principal
Amount
 

Value(a)

 
OZLM XIX, Ltd. 2017-19A,
(Cayman Islands), 10.67%,
11/22/2030
 

$

1,000,000

   

$

413,606

   
OZLM XIX, Ltd. 2017-19X,
(Cayman Islands), 18.39%,
11/22/2030
   

500,000

     

206,803

   
OZLM XVI, Ltd. 2017-16A,
(Cayman Islands), 33.95%,
05/16/2030
   

562,500

     

181,805

   
OZLM XXI, Ltd. 2017-21A,
(Cayman Islands), 12.68%,
01/20/2031
   

800,000

     

405,914

   
Steele Creek CLO, Ltd. 2017-1,
(Cayman Islands), 18.05%,
10/15/2030
   

250,000

     

82,084

   
Stewart Park CLO, Ltd., (Cayman
Islands), 19.92%, 01/15/2030
   

13,000,000

     

2,868,138

   
Symphony CLO XI, Ltd., (Cayman
Islands), 01/17/2025(j)
   

1,000

     

160

   
THL Credit Wind River 2018-2
CLO, Ltd., (Cayman Islands),
13.92%, 07/15/2030
   

2,900,000

     

1,984,995

   
THL Credit Wind River 2018-3
CLO, Ltd., (Cayman Islands),
13.92%, 01/20/2031
   

3,875,000

     

2,670,483

   
Venture XVIII CLO, Ltd., (Cayman
Islands), 5.15%, 10/15/2029
   

250,000

     

57,004

   
Voya CLO, Ltd. 2018-1, (Cayman
Islands), 13.92%, 04/19/2031
   

4,000,000

     

2,387,504

   
Wellfleet CLO, Ltd. 2017-3,
(Cayman Islands), 20.84%,
01/17/2031
   

250,000

     

147,050

   
Wellfleet CLO, Ltd. 2018-3,
(Cayman Islands), 20.99%,
01/20/2032
   

2,400,000

     

1,541,472

   
Wellfleet CLO, Ltd. 2020-1,
(Cayman Islands), 10.83%,
04/15/2033
   

5,955,000

     

4,208,154

   
York CLO-4, Ltd., (Cayman
Islands), 13.92%, 04/20/2032
   

500,000

     

317,000

   
York CLO-7, Ltd., (Cayman
Islands), 11.46%, 01/22/2033
   

4,000,000

     

2,943,372

   
         

74,802,215

   
Total Collateralized Loan Obligations
(Cost: $145,473,048)
       

124,423,907

   

Common Stocks 0.4%(d)

   

Shares

 

Value(a)

 

Automotive 0.0%

 

GB Auto Service Holdings, LLC(e)(l)

   

23,724

   

$

30,011

   

Banking, Finance, Insurance & Real Estate 0.1%

 

Eagle Point Credit Co., Inc.

   

37,500

     

266,625

   
The Ultimus Group Aggregator, LP,
Class B(e)(l)
   

182

     

   

The Ultimus Group, LLC, Class A(e)(l)

   

1

     

903

   

The Ultimus Group, LLC, Class B(e)(j)(l)

   

1,609

     

   
         

267,528

   

Beverage, Food & Tobacco 0.0%

 

GPM Investments, LLC, Class F(e)(l)

   

     

1,026

   
Italian Fine Foods Holdings, LP,
Class A(e)(l)
   

25,000

     

28,821

   
         

29,847

   

Chemicals, Plastics & Rubber 0.0%

 

Plaskolite PPC Blocker, LLC(e)(l)

   

10

     

709

   

Construction & Building 0.0%

 

Kene Holdings, LP, Class A(e)(l)

   

50,000

     

46,949

   

Consumer Goods: Durable 0.0%

 

DRS Holdings I, Inc.(e)(l)

   

50

     

34,268

   

Containers, Packaging & Glass 0.0%

 

Berry Global Group, Inc.(l)

   

2,500

     

110,800

   

Healthcare & Pharmaceuticals 0.1%

 

Bearcat Parent, Inc.(e)(l)

   

51

     

75,830

   

Coherus Biosciences, Inc.(l)

   

2,456

     

43,864

   

KNPAK Holdings, LP, Class A(e)(l)

   

100,000

     

80,244

   

Olympia TopCo, LP, Class A(e)(l)

   

50,000

     

40,763

   
OMERS Bluejay Investment
Holdings, LP, Class A(e)(l)
   

25

     

28,347

   
OMERS Wildcats Investment
Holdings, LLC, Class A(e)(l)
   

162

     

48,000

   

SiroMed Equity Holdings, LLC(e)(l)

   

3,703

     

3,760

   

Virence Holdings, LLC, Class A(e)(l)

   

     

32,536

   
         

353,344

   

Semi-Annual Report 2020
30



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Common Stocks 0.4%(d) (continued)

   

Shares

 

Value(a)

 

High Tech Industries 0.2%

 
Astorg VII Co-Invest ERT,
(Luxemborg)(e)(l)
   

1,000,000

   

$

1,138,819

   
Frontline Technologies Parent,
LLC, Class B(e)(l)
   

2,728

     

14,249

   

H&F Unite Partners, LP(e)(l)

   

50,032

     

49,926

   
Insight PDI Holdings, LLC,
Class A(e)(l)
   

26,548

     

22,748

   
Project Falcon Parent, Inc.,
Class B-1(e)(l)
   

47,536

     

48,942

   

Rocket Parent, LLC, Class A(e)(l)

   

50,000

     

23,655

   

Wildcat Parent, LP(e)(l)

   

535

     

56,447

   
         

1,354,786

   

Services: Business 0.0%

 

Fastsigns Holdings, Inc.(e)(l)

   

50

     

58,227

   

IRI Parent, LP, Class A-1(e)(l)

   

250

     

31,085

   
         

89,312

   

Services: Consumer 0.0%

 

Centric Brands, Inc.(e)(l)

   

3,125

     

   

Transportation: Consumer 0.0%

 

APG Holdings, LLC, Class A(e)(l)

   

50,000

     

55,570

   
Total Common Stocks
(Cost: $2,352,609)
       

2,373,124

   

Preferred Stocks 0.0%(d)(e)(j)

Capital Equipment 0.0%

 

Blue Angel Holdco, LLC, Class A

   

243

     

32,805

   

Energy: Oil & Gas 0.0%

 

Titan DI Preferred Holdings, Inc.

   

     

52,625

   

Healthcare & Pharmaceuticals 0.0%

 

Virence Intermediate Holding Corp.

   

25

     

28,985

   

High Tech Industries 0.0%

 

EZ Elemica Holdings, Inc.

   

50

     

39,936

   
Frontline Technologies Parent,
LLC, Class A
   

25

     

32,138

   

Peachtree Parent, Inc., Series A

   

25

     

28,443

   
Project Falcon Parent, Inc.,
Class A-1
   

50

     

52,956

   
         

153,473

   

Preferred Stocks 0.0%(d)(e)(j) (continued)

   

Shares

 

Value(a)

 

Services: Business 0.0%

 

IRI Group Holdings, Inc., Series A-1

   

25

   

$

28,464

   
Total Preferred Stocks
(Cost: $299,412)
       

296,352

   

Private Asset-Backed Debt 1.8%(c)(d)(e)(j)

    Principal
Amount
     

Banking, Finance, Insurance & Real Estate 1.8%

 
BFS Receivables I, LLC, 1st Lien
Revolver, 1M LIBOR + 6.00%,
6.17%, 02/09/2022(h)(n)
 

$

1,000,000

     

406,225

   
DFC Funding No. 1, Ltd.,
Mezzanine Revolver, (Great Britain),
1M GBP LIBOR + 9.75%, 10.50%,
12/12/2020(h)
 

£

865,062

     

1,026,313

   
DFC Global Facility Borrower III,
LLC, 1st Lien Revolver, 1M
LIBOR + 10.75%, 11.75%,
09/27/2024(h)
 

$

10,000,000

     

7,303,202

   
HC ABS Funding, Ltd., 1st Lien
Term Loan A, (Cayman Islands),
1M LIBOR + 6.00%, 6.75%,
12/01/2065
   

2,453,039

     

2,393,398

   
HC ABS Funding, Ltd., Class C,
(Cayman Islands)
   

1

     

36,000

   
NSF Funding 2020, Ltd., 1st Lien
Revolver, (Great Britain), 1M GBP
LIBOR + 4.40%, 6.40%,
03/10/2026(h)(o)
 

£

11,500,000

     

783,667

   
Total Private Asset-Backed Debt
(Cost: $12,826,002)
       

11,948,805

   

Real Estate Debt 0.8%(c)(d)(e)(j)

Banking, Finance, Insurance & Real Estate 0.6%

 
285 Mezz, LLC, Junior Mezzanine
Extension Upsize Term Loan,
20.00%, 05/05/2021(g)
 

$

914,965

     

896,666

   
285 Mezz, LLC, Mezzanine
Construction Term Loan, 1M
LIBOR + 14.00%, 16.28%,
05/05/2021(g)(h)
   

2,592,589

     

2,032,237

   
CHDG Phase 1A1 Manager LLC,
Mezzanine Construction Term
Loan, 1M LIBOR + 12.25%,
13.75%, 11/25/2021(g)(h)
   

1,174,594

     

991,103

   
         

3,920,006

   

Semi-Annual Report 2020
31



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Real Estate Debt 0.8%(c)(d)(e)(j) (continued)

    Principal
Amount
 

Value(a)

 

Hotel, Gaming & Leisure 0.2%

 
Mandarin Oriental Honolulu,
Extension Upsize Term Loan,
14.00%, 03/31/2020
 

$

775,833

   

$

760,316

   
Mandarin Oriental Honolulu,
Mezzanine Land Term Loan,
14.00%, 10/01/2020(g)
   

999,974

     

979,975

   
         

1,740,291

   
Total Real Estate Debt
(Cost: $5,756,244)
       

5,660,297

   

Warrants 0.1%(d)(e)(j)(l)

   

Shares

 

Value(a)

 

Healthcare & Pharmaceuticals 0.1%

 

Air Medical Buyer Corp.

   

122

     

1,475

   

Evolent Health, Inc.

   

106,484

     

443,261

   

Teligent, Inc.

   

11,342

     

   
         

444,736

   

Warrants 0.1%(d)(e)(j)(l) (continued)

   

Shares

 

Value(a)

 

High Tech Industries 0.0%

 
Visual Edge Technology, Inc.,
(Common)
   

8,166

   

$

   
Visual Edge Technology, Inc.,
(Preferred)
   

7,489

     

10,599

   
         

10,599

   

Transportation: Cargo 0.0%

 

Neovia Logistics Holdings, Ltd.

   

194,454

     

   
Total Warrants
(Cost: $11,261)
       

455,335

   
Total Investments — 122.2%
(Cost: $867,849,111)
     

$

825,726,616

   

Liabilities in Excess of Other Assets — (22.2%)

       

(150,270,408

)

 

Net Assets — 100.0%

     

$

675,456,208

   

Footnotes:

(a)  Investment holdings in foreign currencies are converted to U.S. Dollars using period end spot rates. All investments are in United States enterprises unless otherwise noted.

(b)  Variable rate loans bear interest at a rate that may be determined by reference to either the London Interbank Offered Rate ("LIBOR") or an alternate base rate such as the Canadian Dollar Offered Rate ("CDOR"), Copenhagen Interbank Offered Rate ("CIBOR"), Euro Interbank Offered Rate ("EURIBOR"), Norwegian Interbank Offered Rate ("NIBOR"), Prime Rate ("PRIME"), or Stockholm Interbank Offered Rate ("STIBOR"), at the borrower's option. Stated interest rates in this schedule represents the "all-in" rate as of June 30, 2020.

(c)  Variable rate coupon rate shown as of June 30, 2020.

(d)  All of CION Ares Diversified Credit Fund (the "Fund") Senior Loans, Subordinated Loans, Collateralized Loan Obligations, Common Stocks, Corporate Bonds exempt from registration under Rule 144A, Preferred Stock, Private Asset Backed Debt, Real Estate Debt, and Warrants, which as of June 30, 2020 represented 121.2% of the Fund's net assets or 95.6% of the Fund's total assets, are subject to legal restrictions on sales.

(e)  Investments whose values were determined using significant unobservable inputs (Level 3) (See Note 3 of the Notes to Financial Statements).

(f)  These assets are held at CADEX Credit Financing, LLC, a wholly owned special purpose financing vehicle, and are pledged as collateral for a secured revolving credit facility (see "Note 1 — Organization").

(g)  Includes a Payment-In-Kind ("PIK") provision.

(h)  As of June 30, 2020, the Fund had entered into the following commitments to fund various revolving and delayed draw senior secured and subordinated loans. Such commitments are subject to the satisfaction of certain conditions set forth in the documents governing these loans and there can be no assurance that such conditions will be satisfied. See Note 2 of the Notes to Financial Statements for further information on revolving and delayed draw loan commitments.

Semi-Annual Report 2020
32



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Unfunded Security

  Total revolving and delayed
draw loan commitments
 

Less: drawn commitments

  Total undrawn
commitments
 

285 Mezz, LLC, Mezzanine Construction Term Loan

 

$

2,592,589

   

$

2,084,089

   

$

508,500

   

A.U.L. Corp., 1st Lien Revolver

   

1,000

     

     

1,000

   

Affinipay Midco, LLC, 1st Lien Revolver

   

766,307

     

153,261

     

613,046

   

Affirm Operational Loans VI Trust, 1st Lien Revolver

   

500,000

     

     

500,000

   

AMCP Clean Intermediate, LLC, 1st Lien Revolver

   

1,100

     

581

     

519

   

Anaqua Parent Holdings, Inc., 1st Lien Revolver

   

230,769

     

76,923

     

153,846

   
APG Intermediate Holdings Corp., 1st Lien Delayed
Draw Term Loan
   

804,480

     

60,336

     

744,144

   

APG Intermediate Holdings Corp., 1st Lien Revolver

   

1,000

     

286

     

714

   

AQ Sunshine, Inc., 1st Lien Delayed Draw Term Loan

   

85,975

     

     

85,975

   

AQ Sunshine, Inc., Initial 1st Lien Revolver

   

136,423

     

122,781

     

13,642

   

Ardonagh Midco 2, PLC, (Great Britain)

   

64,410

     

     

64,410

   
Ardonagh Midco 3, PLC, EUR Facility 1st Lien Term
Loan B-1, (Great Britain)
   

217,829

     

     

217,829

   
Ardonagh Midco 3, PLC, GBP Facility 1st Lien Term
Loan B-1, (Great Britain)
   

1,885,614

     

     

1,885,614

   
Ardonagh Midco 3, PLC, GBP Facility 1st Lien Term
Loan B-2, (Great Britain)
   

400,389

     

     

400,389

   

ARM Funding, LLC, 1st Lien Revolver B

   

2,500,000

     

1,499,767

     

1,000,233

   

Athenahealth, Inc., 1st Lien Revolver

   

232,108

     

     

232,108

   

Atlas Intermediate III, LLC, 1st Lien Revolver

   

226,620

     

151,080

     

75,540

   

Bearcat Buyer, Inc., 1st Lien Delayed Draw Term Loan

   

1,013,387

     

321,182

     

692,205

   

Bearcat Buyer, Inc., 1st Lien Revolver

   

580,465

     

     

580,465

   

Bearcat Buyer, Inc., 2nd Lien Delayed Draw Term Loan

   

580,465

     

184,298

     

396,167

   

BFS Receivables I, LLC, 1st Lien Revolver

   

1,000,000

     

413,725

     

586,275

   
Blue Angel Buyer 1, LLC, 1st Lien Delayed Draw
Term Loan
   

640,850

     

281,107

     

359,743

   

Blue Angel Buyer 1, LLC, 1st Lien Revolver

   

321,199

     

     

321,199

   
Canopy Bidco, Ltd., Senior Capex Facility 1st Lien
Term Loan, (Great Britain)
   

620,896

     

161,283

     

459,613

   
Capnor Connery Bidco A/S, Facility 1st Lien Term
Loan D, (Denmark)
   

6,929,793

     

611,017

     

6,318,776

   
CB-SDG, Ltd., GBP Acquisition Facility 1st Lien Term
Loan, (Great Britain)
   

393,333

     

     

393,333

   

Centric Brands, Inc., 1st Lien Revolver

   

268,883

     

133,830

     

135,053

   
CEP V I 5 UK, Ltd., Acquisition Facility 1st Lien Term
Loan, (Great Britain)
   

6,346,154

     

     

6,346,154

   
CHDG Phase 1A1 Manager LLC, Mezzanine Construction
Term Loan
   

1,174,594

     

1,014,594

     

160,000

   
Commify, Ltd., 1st Lien Acquisition Term Loan,
(Great Britain)
   

854,800

     

     

854,800

   
Comprehensive EyeCare Partners, LLC, 1st Lien Delayed
Draw Term Loan
   

419,106

     

340,312

     

78,794

   

Comprehensive EyeCare Partners, LLC, 1st Lien Revolver

   

1,000

     

915

     

85

   

Semi-Annual Report 2020
33



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Unfunded Security

  Total revolving and delayed
draw loan commitments
 

Less: drawn commitments

  Total undrawn
commitments
 
Concert Golf Partners Holdco, LLC, 1st Lien Delayed
Draw Term Loan
 

$

573,424

   

$

143,087

   

$

430,337

   

Concert Golf Partners Holdco, LLC, 1st Lien Revolver

   

764,512

     

206,418

     

558,094

   

Cority Software Inc., 1st Lien Revolver, (Canada)

   

230,579

     

     

230,579

   

CPI Holdco, LLC, 1st Lien Revolver

   

3,435,381

     

631,974

     

2,803,407

   

Creation Holdings, Inc., 1st Lien Revolver

   

544,813

     

363,209

     

181,604

   

CVP Holdco, Inc., 1st Lien Delayed Draw Term Loan

   

2,725,227

     

806,639

     

1,918,588

   

CVP Holdco, Inc., 1st Lien Revolver

   

326,487

     

321,590

     

4,897

   

DecoPac, Inc., Initial 1st Lien Revolver

   

1,000

     

200

     

800

   
DFC Funding No. 1, Ltd., Mezzanine Revolver,
(Great Britain)
   

1,071,812

     

1,047,749

     

24,063

   
DFC Global Facility Borrower III, LLC, 1st Lien
Revolver
   

10,000,000

     

7,503,202

     

2,496,798

   

DRB Holdings, LLC, 1st Lien Revolver

   

1,000

     

     

1,000

   

DRS Holdings III, Inc., 1st Lien Revolver

   

1,000

     

400

     

600

   
eCapital Finance Corp., Subordinated Delayed Draw
Term Loan, (Canada)
   

3,379,572

     

2,967,264

     

412,308

   

EISG Bidco AB, Facility 1st Lien Term Loan B, (Sweden)

   

429,422

     

     

429,422

   

Elemica Parent, Inc., 1st Lien Delayed Draw Term Loan

   

561,538

     

     

561,538

   

Elemica Parent, Inc., 1st Lien Revolver

   

478,712

     

350,657

     

128,055

   
eResearch Technology, Inc., 2nd Lien Delayed Draw
Term Loan
   

1,343,232

     

     

1,343,232

   
EuroParcs (Top) Holding B.V., Acquisition Facility 1st Lien
Term Loan B, (Netherlands)
   

2,261,725

     

     

2,261,725

   
EuroParcs (Top) Holding B.V., Incremental Facility 1st Lien
Term Loan, (Netherlands)
   

917,851

     

283,616

     

634,235

   

Evolent Health, LLC, 1st Lien Delayed Draw Term Loan

   

3,518,192

     

     

3,518,192

   

Ferraro Fine Foods Corp., 1st Lien Revolver

   

1,000

     

333

     

667

   
Floss Bidco, Ltd., Acquisition Facility 1st Lien Term Loan,
(Great Britain)
   

1,481,024

     

321,648

     

1,159,376

   
Flow Control Solutions, Inc., 1st Lien Delayed Draw
Term Loan
   

994,201

     

     

994,201

   

Flow Control Solutions, Inc., 1st Lien Revolver

   

372,825

     

     

372,825

   
Foundation Risk Partners Corp., 1st Lien 3rd Amendment
Delayed Draw Term Loan
   

1,258,791

     

367,936

     

890,855

   

Foundation Risk Partners Corp., 1st Lien Revolver

   

3,000

     

     

3,000

   
Foundation Risk Partners Corp., 2nd Lien 3rd Amendment
Delayed Draw Term Loan
   

720,610

     

62,798

     

657,812

   
FWR Holding Corp., 1st Lien 2nd Amendment Delayed
Draw Term Loan
   

4,280

     

     

4,280

   

FWR Holding Corp., Initial 1st Lien Revolver

   

1,000

     

525

     

475

   
GB Auto Service, Inc., 1st Lien 1st Amendment Delayed
Draw Term Loan
   

6,002,624

     

2,975,613

     

3,027,011

   

GB Auto Service, Inc., 1st Lien Revolver

   

264,159

     

54,772

     

209,387

   

Semi-Annual Report 2020
34



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Unfunded Security

  Total revolving and delayed
draw loan commitments
 

Less: drawn commitments

  Total undrawn
commitments
 
GPM Investments, LLC, 1st Lien Delayed Draw Term
Loan A
 

$

3,312,452

   

$

   

$

3,312,452

   

GraphPAD Software, LLC, 1st Lien Revolver

   

1,000

     

     

1,000

   
Hammersmith Bidco, Ltd., Acquisition Capex Facility
1st Lien Term Loan, (Great Britain)
   

2,079,716

     

1,089,441

     

990,275

   

Hometown Food Co., 1st Lien Revolver

   

1,000

     

     

1,000

   

IMIA Holdings, Inc., 1st Lien Revolver

   

408,163

     

     

408,163

   

IntraPac International, LLC, 1st Lien Revolver

   

415,407

     

167,202

     

248,205

   

Invoice Cloud, Inc., 1st Lien Delayed Draw Term Loan

   

1,197,849

     

1,070,189

     

127,660

   

Invoice Cloud, Inc., 1st Lien Revolver

   

255,319

     

     

255,319

   
Just Childcare, Ltd., Acquisition Facility 1st Lien Term
Loan, (Great Britain)
   

528,985

     

     

528,985

   
Kellermeyer Bergensons Services, LLC, 1st Lien
Delayed Draw Term Loan
   

540,079

     

     

540,079

   
Kene Acquisition, Inc., 1st Lien Delayed Draw
Term Loan
   

632,240

     

483,645

     

148,595

   

Kene Acquisition, Inc., 1st Lien Revolver

   

675,812

     

109,819

     

565,993

   

Laboratories Bidco, LLC, 1st Lien Revolver

   

513,489

     

     

513,489

   
Lavatio Midco SARL, Acquisition Facility 1st Lien Term
Loan, (Luxembourg)
   

1,094,142

     

679,150

     

414,992

   

MB2 Dental Solutions, LLC, 1st Lien Revolver

   

1,333

     

1,332

     

1

   

Micromeritics Instrument Corp., 1st Lien Revolver

   

331,039

     

320,004

     

11,035

   
Movati Athletic Group, Inc., 1st Lien Delayed Draw
Term Loan, (Canada)
   

185,416

     

128,425

     

56,991

   

MRI Software, LLC, 1st Lien Delayed Draw Term Loan

   

473,329

     

     

473,329

   

MRI Software, LLC, 1st Lien Revolver

   

507,673

     

     

507,673

   
Nelipak European Holdings Cooperatief U.A., EUR
1st Lien Revolver, (Netherlands)
   

653,567

     

264,968

     

388,599

   
NMC Skincare Intermediate Holdings II, LLC, 1st
Lien Revolver
   

333,333

     

213,333

     

120,000

   
NSF Funding 2020, Ltd., 1st Lien Revolver,
(Great Britain)
   

14,248,492

     

1,068,637

     

13,179,855

   

Nuehealth Performance, LLC, 1st Lien Revolver

   

1,000

     

     

1,000

   
NXTGenpay Intressenter Bidco AB, Facility 1st Lien
Term Loan D, (Sweden)
   

193,240

     

     

193,240

   
Oakley Ekomid, Ltd., CAR Facility 1st Lien Term Loan,
(Great Britain)
   

842,588

     

     

842,588

   
Olympia Acquisition, Inc., 1st Lien Delayed Draw
Term Loan
   

2,425,161

     

     

2,425,161

   

Olympia Acquisition, Inc., 1st Lien Revolver

   

640,539

     

597,836

     

42,703

   

OMH-HealthEdge Holdings, LLC, 1st Lien Revolver

   

1,000

     

     

1,000

   
P27 Bidco, Ltd., Capex Facility 1st Lien Term Loan,
(Great Britain)
   

403,145

     

80,629

     

322,516

   

PDI TA Holdings, Inc., 1st Lien Revolver

   

205,023

     

153,767

     

51,256

   

Semi-Annual Report 2020
35



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Unfunded Security

  Total revolving and delayed
draw loan commitments
 

Less: drawn commitments

  Total undrawn
commitments
 
Petroleum Service Group, LLC, 1st Lien Delayed
Draw Term Loan
 

$

1,313,959

   

$

108,153

   

$

1,205,806

   

Petroleum Service Group, LLC, 1st Lien Revolver

   

2,105,660

     

     

2,105,660

   
Premise Health Holding Corp., 1st Lien Delayed
Draw Term Loan
   

1,103

     

     

1,103

   

Premise Health Holding Corp., 1st Lien Revolver

   

1,000

     

583

     

417

   
Puerto Rico Waste Investment, LLC, 1st Lien
Revolver, (Puerto Rico)
   

157,737

     

     

157,737

   

QF Holdings, Inc., 1st Lien Delayed Draw Term Loan

   

262,533

     

     

262,533

   

QF Holdings, Inc., 1st Lien Revolver

   

1,000

     

133

     

867

   
Raptor Technologies, LLC, 1st Lien Delayed Draw
Term Loan
   

1,027,519

     

655,229

     

372,290

   
Reddy Ice Holdings, Inc., 1st Lien Delayed Draw
Term Loan
   

952,667

     

484,667

     

468,000

   

Reddy Ice Holdings, Inc., 1st Lien Revolver

   

955,102

     

372,490

     

582,612

   
Revint Intermediate II, LLC (fka Implementation
Management Assistance, LLC), 1st Lien Revolver
   

1,000

     

396

     

604

   
RSC Acquisition, Inc., Initial 1st Lien Delayed Draw
Term Loan
   

554,024

     

32,590

     

521,434

   

RSC Acquisition, Inc., Initial 1st Lien Revolver

   

1,000

     

     

1,000

   
RSK Group, Ltd., Acquisition Facility 1st Lien Term
Loan, (Great Britain)
   

630,600

     

597,884

     

32,716

   
RSK Group, Ltd., Acquisition Facility 1st Lien Term
Loan, (Great Britain)
   

619,500

     

     

619,500

   
RTI Surgical, Inc., 2nd Lien 2nd Amendment
Incremental Delayed Draw Term Loan
   

915,320

     

867,582

     

47,738

   
SaintMichelCo, Ltd., Acquisition Facility 1st Lien Term
Loan, (Great Britain)
   

371,700

     

198,240

     

173,460

   
SCM Insurance Services, Inc., 1st Lien Revolver,
(Canada)
   

736

     

368

     

368

   

SCSG EA Acquisition Co., Inc., 1st Lien Revolver

   

1,000

     

222

     

778

   

SecurAmerica, LLC, 1st Lien Revolver

   

1,125

     

     

1,125

   

Sigma Electric Manufacturing Corp., 1st Lien Revolver

   

1,333

     

1,111

     

222

   

SpareFoot, LLC, 1st Lien Revolver

   

1,000

     

829

     

171

   

Spectra Finance, LLC, Initial 1st Lien Revolver

   

1,000

     

972

     

28

   

SSE Buyer, Inc., 1st Lien Delayed Draw Term Loan

   

189,399

     

     

189,399

   

SSE Buyer, Inc., 1st Lien Revolver

   

1,000

     

729

     

271

   

Sunshine Sub, LLC, 1st Lien Revolver

   

144,269

     

14,427

     

129,842

   
Symbol Bidco I, Ltd., Acquisition Capex Facility 1st
Lien Term Loan, (Great Britain)
   

530,999

     

     

530,999

   

TA/WEG Holdings, LLC, 1st Lien Revolver

   

301,040

     

166,842

     

134,198

   
TA/WEG Holdings, LLC, Initial 1st Lien Delayed Draw
Term Loan
   

2,186,890

     

874,756

     

1,312,134

   

Teligent, Inc., 1st Lien Revolver

   

1,100

     

1,000

     

100

   

TimeClock Plus, LLC, 1st Lien Delayed Draw Term Loan

   

495,170

     

     

495,170

   

Semi-Annual Report 2020
36



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Unfunded Security

  Total revolving and delayed
draw loan commitments
 

Less: drawn commitments

  Total undrawn
commitments
 

TimeClock Plus, LLC, 1st Lien Revolver

 

$

458,311

   

$

114,578

   

$

343,733

   
True Potential LLP, Acquisition Facility 1st Lien Term
Loan, (Great Britain)
   

2,407,591

     

1,963,908

     

443,683

   

Ultimate Software Group, Inc. (The), 1st Lien Revolver

   

1,000

     

891

     

109

   

Ultimus Group Midco, LLC (The), 1st Lien Revolver

   

396,226

     

226,415

     

169,811

   
United Digestive MSO Parent, LLC, 1st Lien Delayed
Draw Term Loan
   

1,022,727

     

282,954

     

739,773

   
Visolit Finco A/S, 1st Lien Committed Accordion Term
Loan, (Norway)
   

1,160,363

     

     

1,160,363

   
VLS Recovery Services, LLC, 1st Lien Delayed Draw
Term Loan C
   

1,070,365

     

     

1,070,365

   

VLS Recovery Services, LLC, 1st Lien Revolver

   

1,000

     

     

1,000

   

WebPT, Inc., 1st Lien Delayed Draw Term Loan

   

255,205

     

     

255,205

   
Wildcat BuyerCo, Inc., 1st Lien Delayed Draw
Term Loan
   

1,079,810

     

392,033

     

687,777

   

Wildcat BuyerCo, Inc., 1st Lien Revolver

   

255,015

     

81,605

     

173,410

   
WSHP FC Acquisition, LLC, 1st Lien 2nd Amendment
Delayed Draw Term Loan
   

350,877

     

     

350,877

   

WSHP FC Acquisition, LLC, 1st Lien Revolver

   

88,719

     

28,390

     

60,329

   

Total

 

$

130,836,756

   

$

39,919,351

   

$

90,917,405

   

(i)  This loan or a portion of this loan represents an unsettled loan purchase. The interest rate will be determined at the time of settlement and will be based upon a spread plus the applicable reference rate determined at the time of purchase.

(j)  Security valued at fair value using methods determined in good faith by or under the direction of the board of trustees.

(k)  Loan was on non-accrual status as of June 30, 2020.

(l)  Non-income producing security as of June 30, 2020.

(m)  When-Issued or delayed delivery security based on typical market settlement convention for such security.

(n)  The Fund entered into a $500,000 commitment in a secured borrowing with a third party. The secured borrowing provides for the third party to hold a senior interest in the Fund's investment in the first lien revolver. The fair value and commitment of the related first lien revolver associated with the secured borrowing were $122,296 and $500,000, respectively. The fair value of the secured borrowing was $122,296 as of June 30, 2020.

(o)  The Fund entered into a $8,970,00 commitment in a secured borrowing with a third party. The secured borrowing provides for the third party to hold a senior interest in the Fund's investment in the first lien revolver. The fair value and commitment of the related first lien revolver associated with the secured borrowing were $641,182 and £6,900,000, respectively. The fair value of the secured borrowing was $651,740 as of June 30, 2020.

  As of June 30, 2020, the aggregate cost of securities for Federal income tax purposes was $868,513,301.
Unrealized appreciation and depreciation on investments for Federal income tax purposes are as follows:

Gross unrealized appreciation

 

$

7,255,374

   

Gross unrealized depreciation

   

(50,042,059

)

 

Net unrealized depreciation

 

$

(42,786,685

)

 

Semi-Annual Report 2020
37



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Foreign Forward Currency Contracts

On June 30, 2020, CION Ares Diversified Credit Fund had entered into forward foreign currency contracts that obligate the Fund to deliver currencies at specified future dates. Unrealized appreciation and depreciation on these contracts is included in the accompanying financial statements. The terms of the open contracts were as follows:

Description

  Notional
Amount to be
Purchased
  Notional Amount
to be Sold
 

Counterparty

  Settlement
Date
  Unrealized
Appreciation
  Unrealized
Depreciation
 

Foreign currency forward contract

 

$

(1,117,601

)

 

£

(1,098,452

)

 

GMS

 

July 15, 2020

 

$

19,149

   

$

   

Foreign currency forward contract

 

$

(1,150,721

)

 

£

(1,132,532

)

 

GMS

 

July 15, 2020

   

18,189

     

   

Foreign currency forward contract

 

$

(1,949,057

)

 

SEK

(1,961,141

)

 

GMS

 

September 18, 2020

   

     

(12,084

)

 

Foreign currency forward contract

 

$

(4,167,715

)

 

NOK

(4,117,433

)

 

GMS

 

September 18, 2020

   

50,282

     

   

Foreign currency forward contract

 

$

(2,178,798

)

 

SEK

(2,177,627

)

 

GMS

 

September 18, 2020

   

1,171

     

   

Total

                 

$

88,791

   

$

(12,084

)

 

Swap Agreements outstanding as of June 30, 2020 were as follows:

Swap Agreements: Centrally Cleared or Exchange Traded

Credit Default Swaps on Credit Indices — Buy Protection (1)

Descriptions

  Payment
Frequency
  Fixed Deal
Pay Rate
 

Expiration Date

 

Exchange

  Notional
Amount (2)
 

Value (3)

  Upfront
Premium
Paid
(Received)
  Unrealized
Appreciation
(Depreciation)
 

CDX.NA.HY S33 5Y

   

Q

     

5.00

%

 

December 20, 2024

 

ICE

 

$

2,028,600

   

$

8,701

   

$

100,738

   

$

(92,037

)

 
CDX.NA.HY S33
Tranche 15-25
   

Q

     

5.00

%

 

December 20, 2024

 

ICE

   

375,000

     

142,153

     

100,250

     

41,903

   

 

Total Swap Agreements: Centrally Cleared or Exchange Traded

 

$

150,854

   

$

200,988

   

$

(50,134

)

 

Swap Agreements: Over the Counter

Credit Default Swaps on Credit Indices — Buy Protection (1)

Descriptions

  Payment
Frequency
  Fixed Deal
Pay Rate
 

Expiration Date

 

Counterparty

  Notional
Amount (2)
 

Value (3)

  Upfront
Premium
Paid
(Received)
  Unrealized
Appreciation
(Depreciation)
 
CDX.NA.HY S31
Tranche 15-25
   

Q

     

5.00

%

 

December 20, 2023

 

Goldman Sachs

 

$

2,784,000

   

$

860,268

   

$

(160,312

)

 

$

1,020,580

   
CDX.NA.HY S31
Tranche 25-35
   

Q

     

5.00

%

 

December 20, 2023

 

Goldman Sachs

   

500,000

     

(11,067

)

   

56,250

     

(67,317

)

 

CMBX.NA.BBB-.9

   

M

     

3.00

%

 

September 17, 2058

 

Goldman Sachs

   

625,000

     

121,191

     

140,563

     

(19,372

)

 
HCA CDS USD
SR 5Y D14
   

Q

     

5.00

%

 

June 20, 2025

 

Goldman Sachs

   

375,000

     

(49,480

)

   

(26,037

)

   

(23,443

)

 
JWN CDS USD
SR 5Y D14
   

Q

     

1.00

%

 

June 20, 2024

 

Goldman Sachs

   

210,000

     

31,697

     

11,722

     

19,975

   

 

Total Swap Agreements: Over the Counter

 

$

952,609

   

$

22,186

   

$

930,423

   

Total Swap Agreements:

 

$

1,103,463

   

$

223,174

   

$

880,289

   

(1) If the Fund is a buyer of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation or underlying investments comprising the referenced index or (ii) receive a net settlement amount in the form of cash or investments equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying investments comprising the referenced index.

Semi-Annual Report 2020
38



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

(2) The maximum potential amount the Fund could be required to pay as a seller of credit protection or receive as a buyer of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.

(3) The quoted market prices and resulting values for credit default swap agreements on credit indices serve as an indicator of the current status of the payment/performance risk and represent the expected amount paid or received for the credit derivative had the notional amount of the swap agreement been closed/sold as of year-end. Increasing values (buy protection) or decreasing values (sell protection), when compared to the notional amount of the swap, represent a deterioration of the referenced entity's credit soundness and a greater likelihood of risk of default or other credit event occurring as defined under the terms of the agreement.

The following is a summary of fair values of investments in derivative contracts disclosed in the Fund's Statement of Assets and Liabilities, as of June 30, 2020:

   

Assets

 

Liabilities

 

Swap Credit Contracts

 

$

1,164,010

*

 

$

60,547

   

Forward Foreign Currency Contracts

   

88,791

     

12,084

   

*  Includes cumulative unrealized appreciation (depreciation) of swap contracts as shown in the schedule of investments. Only the portion of the unrealized appreciation (depreciation) not yet cash settled is shown in the statement of assets and liabilities as variation margin.

The following is a summary of the Fund's realized gain and/or (loss) and change in net unrealized gain and/or (loss) on derivative investments recognized in the Fund's Statement of Operations categorized by primary risk exposure as of June 30, 2020:

    Realized Gain (Loss) on Derivative Investments
Recognized in the Statement of Operations
 
    Credit
Contracts
  Foreign
Currency
Contracts
 

Total

 

Forward Currency Contracts

 

$

   

$

(396,622

)

 

$

(396,622

)

 

Purchased Swaptions

   

438,515

     

     

438,515

   

Written Swaptions

   

(229,173

)

   

     

(229,173

)

 

Swaps

   

632,917

     

     

632,917

   
    Change in Unrealized Gain (Loss) on Derivative Investments
Recognized in the Statement of Operations
 
    Credit
Contracts
  Foreign
Currency
Contracts
 

Total

 

Forward Foreign Currency Contracts

 

$

   

$

771,344

   

$

771,344

   

Swaps

   

1,118,041

     

     

1,118,041

   

The average notional amounts of derivative contracts outstanding as of June 30, 2020 which are indicative of the volume of the derivative types were as follows:

    Credit
Contracts
  Foreign
Currency
Contracts
 

Total

 

Forward Foreign Currency Contracts

 

Buy

 

$

   

$

15,507,247

   

$

15,507,247

   

Sell

   

     

13,035,886

     

13,035,886

   

Purchased Swaptions

   

2,166,667

     

     

2,166,667

   

Written Swaptions

   

500,000

     

     

500,000

   

Swaps

 

Exchange Traded — Buy Protection

   

1,643,600

     

     

1,643,600

   

Over-the-Counter — Buy Protection

   

4,504,192

     

     

4,504,192

   

Abbreviations:

144A  Certain conditions for public sale may exist. Unless otherwise noted, these securities are deemed to be liquid.

CLO  Collateralized Loan Obligation

Semi-Annual Report 2020
39



CION Ares Diversified Credit Fund

Schedule of Investments (continued)

June 30, 2020 (Unaudited)

Currencies:

€  Euro Currency

£  British Pounds

$  U.S. Dollars

GBP  British Pound

USD  U.S. Dollar

USD  United States Dollar

Semi-Annual Report 2020
40



CION Ares Diversified Credit Fund

Consolidated Statement of Assets and Liabilities

June 30, 2020 (Unaudited)

Assets:

 

Investments in unaffiliated issuers, at value (cost $867,849,111)

 

$

825,726,616

   

Swaps, at fair value (cost ($8,027))

   

1,013,156

   

Cash

   

2,911,396

   

Cash denominated in foreign currency, at value (cost $2,939,056)

   

2,956,645

   

Receivable for securities sold

   

11,418,647

   

Forward foreign currency contracts

   

88,791

   

Variation margin on swaps

   

47,039

   

Due from brokers

   

1,155,627

   

Receivable for fund shares issued

   

1,022,695

   

Interest and principal receivable

   

8,774,802

   

Deferred debt issuance costs

   

1,504,650

   

Other assets

   

76,172

   

Total assets

   

856,696,236

   

Liabilities:

 

Credit facilities

   

131,920,469

   

Swaps, at fair value (cost ($30,213))

   

60,547

   

Payable for securities purchased

   

44,791,577

   

Forward foreign currency contracts

   

12,084

   

Payable for distributions to shareholders

   

1,592,778

   

Payable for investment advisory fees

   

677,543

   

Payable for commitment fee

   

367,504

   

Payable for administration and transfer agent fees

   

142,175

   

Payable for interest expense

   

501,503

   

Payable for distribution and shareholder service fees

   

190,253

   

Payable for expense support

   

251,062

   

Accrued expenses and other payables

   

732,533

   

Total liabilities

   

181,240,028

   

Net assets

 

$

675,456,208

   

Net assets consist of:

 

Paid-in capital

 

$

738,564,101

   

Distributable earnings accumulated loss

   

(63,107,893

)

 

Net assets

 

$

675,456,208

   

Semi-Annual Report 2020
41



CION Ares Diversified Credit Fund

Consolidated Statement of Assets and Liabilities (continued)

June 30, 2020 (Unaudited)

Common shares:

 

Class A:

 

Net Assets

 

$

52,600,404

   

Shares Outstanding ($.001 par value; unlimited shares authorized)

   

2,263,889

   

Net Asset Value Per Share

 

$

26.24

   

Maximum Offering Price Per Share

 

$

24.65

   

Class C:

 

Net Assets

 

$

62,324,116

   

Shares Outstanding ($.001 par value; unlimited shares authorized)

   

2,685,841

   

Net Asset Value Per Share

 

$

23.21

   

Class I:

 

Net Assets

 

$

404,804,389

   

Shares Outstanding ($.001 par value; unlimited shares authorized)

   

17,374,223

   

Net Asset Value Per Share

 

$

23.30

   

Class L:

 

Net Assets

 

$

6,305,421

   

Shares Outstanding ($.001 par value; unlimited shares authorized)

   

271,455

   

Net Asset Value Per Share

 

$

23.23

   

Maximum Offering Price Per Share

 

$

24.22

   

Class U:

 

Net Assets

 

$

112,112,327

   

Shares Outstanding ($.001 par value; unlimited shares authorized)

   

4,812,461

   

Net Asset Value Per Share

 

$

23.30

   

Class U-2:

 

Net Assets

 

$

1,083,353

   

Shares Outstanding ($.001 par value; unlimited shares authorized)

   

46,501

   

Net Asset Value Per Share

 

$

23.30

   

Class W:

 

Net Assets

 

$

36,226,198

   

Shares Outstanding ($.001 par value; unlimited shares authorized)

   

1,551,629

   

Net Asset Value Per Share

 

$

23.35

   

Maximum Offering Price Per Share

 

$

24.08

   

Semi-Annual Report 2020
42



CION Ares Diversified Credit Fund

Consolidated Statement of Operations

For the six months ended June 30, 2020 (Unaudited)

Investment income:

     

Interest

 

$

32,199,008

   

Dividend

   

9,002

   

Total investment income

   

32,208,010

   

Expenses:

 

Management fee (Note 6)

   

4,806,222

   

Interest expense (Note 5)

   

1,395,789

   

Short sale dividend expense

   

8,373

   

Administrative services of the adviser (Note 6)

   

623,583

   

Legal fees

   

309,267

   

Marketing expense

   

119,210

   

Administration, custodian and transfer agent fees (Note 6)

   

363,873

   

Insurance expense

   

88,091

   

Amortization of debt issuance cost (Note 5)

   

296,877

   

Audit fees

   

180,326

   

Due diligence fees

   

94,603

   

Trustee fees

   

129,300

   

Commitment fee expense (Note 5)

   

236,959

   

Printing expense

   

115,622

   

Class A shareholder service expense

   

66,411

   

Class C shareholder service expense

   

76,849

   

Class L shareholder service expense

   

7,502

   

Class U-2 shareholder service expense(a)

   

371

   

Class C distribution fees

   

230,546

   

Class L distribution fees

   

7,502

   

Class U distribution fees

   

330,933

   

Class U-2 distribution fees(a)

   

741

   

Class W distribution fees

   

90,989

   

Other expenses

   

496,729

   

Total expenses

   

10,076,668

   

Tax expense

   

57,415

   

Expense support recoupment (Note 6)

   

2,362,845

   

Net expenses

   

12,496,928

   

Net investment income

   

19,711,082

   

Net realized and unrealized gain/(loss) on investments, foreign currency and derivative contracts

 

Net realized loss on investments

   

(28,294,132

)

 

Net realized loss on foreign currency

   

(1,094,225

)

 

Net realized loss on forward foreign currency contracts

   

(396,622

)

 

Net realized gain on purchased swaptions

   

438,515

   

Net realized loss on written swaptions

   

(229,173

)

 

Net realized gain on swaps

   

632,917

   

Net unrealized loss on investments

   

(49,868,097

)

 

Net unrealized gain on foreign currency

   

5,281,008

   

Net unrealized gain on forward foreign currency contracts

   

771,344

   

Net unrealized gain on swaps

   

1,118,041

   

Net realized and unrealized loss on investments, foreign currency and derivative contracts

   

(71,640,424

)

 

Total decrease in net assets resulting from operations

 

$

(51,929,342

)

 

(a) Period from April 13, 2020, date operations commenced, through June 30, 2020.

Semi-Annual Report 2020
43



CION Ares Diversified Credit Fund

Consolidated Statements of Changes in Net Assets

    Six Months Ended
June 30, 2020
(Unaudited)
  For the Period Ended
December 31, 2019(a)
  For the Year Ended
October 31, 2019
 

Increase (decrease) in net assets from operations:

 

Net investment income

 

$

19,711,082

   

$

4,627,819

   

$

17,420,309

   

Net realized gain/loss on investments and foreign currency

   

(28,942,720

)

   

139,643

     

2,842,157

   

Net unrealized gain on investments and foreign currency

   

(42,697,704

)

   

10,447,168

     

(8,183,359

)

 

Net increase/(decrease) from operations

   

(51,929,342

)

   

15,214,630

     

12,079,107

   

Distributions to shareholders from (Note 2):

 

Distributable earnings — Class A

   

(1,556,605

)

   

(515,063

)

   

(2,776,451

)

 

Distributable earnings — Class C

   

(1,807,944

)

   

(569,985

)

   

(2,551,364

)

 

Distributable earnings — Class I

   

(11,142,703

)

   

(2,965,640

)

   

(11,159,149

)

 

Distributable earnings — Class L

   

(176,658

)

   

(53,838

)

   

(205,652

)

 

Distributable earnings — Class U

   

(2,641,944

)

   

(304,735

)

   

(46,763

)

 

Distributable earnings — Class U-2

   

(9,312

)

   

     

   

Distributable earnings — Class W

   

(1,065,027

)

   

(352,195

)

   

(648,791

)

 

Total distributions

   

(18,400,193

)

   

(4,761,456

)

   

(17,388,170

)

 

Increase (decrease) in net assets from operations and distributions

   

(70,329,535

)

   

10,453,174

     

(5,309,063

)

 

Share transactions:

 

Class A:

 

Proceeds of shares issued

   

8,471,430

     

4,514,131

     

29,509,300

   

Value of distributions reinvested

   

539,889

     

184,889

     

1,067,687

   

Cost of shares redeemed

   

(10,446,710

)

   

     

(13,557,079

)

 

Net increase (decrease) from share transactions

   

(1,435,391

)

   

4,699,020

     

17,019,908

   

Class C:

 

Proceeds of shares issued

   

8,060,972

     

4,415,043

     

31,409,887

   

Value of distributions reinvested

   

937,997

     

297,112

     

1,301,750

   

Cost of shares redeemed

   

(5,338,496

)

   

     

(1,992,142

)

 

Net increase from share transactions

   

3,660,473

     

4,712,155

     

30,719,495

   

Class I:

 

Proceeds of shares issued

   

116,811,055

     

47,937,317

     

210,089,276

   

Value of distributions reinvested

   

4,682,059

     

1,153,734

     

3,904,823

   

Cost of shares redeemed

   

(27,548,222

)

   

     

(23,791,402

)

 

Net increase from share transactions

   

93,944,892

     

49,091,051

     

190,202,697

   

Class L:

 

Proceeds of shares issued

   

1,622,873

     

640,422

     

3,744,948

   

Value of distributions reinvested

   

114,184

     

33,179

     

131,384

   

Cost of shares redeemed

   

(1,049,499

)

   

     

(211,897

)

 

Net increase from share transactions

   

687,558

     

673,601

     

3,664,435

   

Semi-Annual Report 2020
44



CION Ares Diversified Credit Fund

Consolidated Statements of Changes in Net Assets (continued)

    Six Months Ended
June 30, 2020
(Unaudited)
  For the Period Ended
December 31, 2019(a)
  For the Year Ended
October 31, 2019
 

Class U:

 

Proceeds of shares issued

   

77,291,411

     

31,434,447

     

10,506,151

(b)

 

Value of distributions reinvested

   

2,243,059

     

280,233

     

45,636

(b)

 

Cost of shares redeemed

   

(1,165,800

)

   

     

(151

)(b)

 

Net increase from share transactions

   

78,368,670

     

31,714,680

     

10,551,636

(b)

 

Class U-2:

 

Proceeds of shares issued

   

1,039,525

(c)

   

     

   

Value of distributions reinvested

   

4,441

(c)

   

     

   

Net increase from share transactions

   

1,043,966

(c)

   

     

   

Class W:

 

Proceeds of shares issued

   

     

     

38,374,996

(d)

 

Value of distributions reinvested

   

824,855

     

286,441

     

526,013

(d)

 

Cost of shares redeemed

   

(111,425

)

   

     

(305

)(d)

 

Net increase from share transactions

   

713,430

     

286,441

     

38,900,704

(d)

 

Total increase in net assets

   

106,654,063

     

101,630,122

     

285,749,812

   

Net Assets, beginning of period

   

568,802,145

     

467,172,023

     

181,422,211

   

Net Assets, end of period

 

$

675,456,208

   

$

568,802,145

   

$

467,172,023

   

(a) For the two month period ended December 31, 2019. See Note 1 of Notes to Financial Statements.

(b) Period from July 26, 2019, date operations commenced, through October 31, 2019.

(c) Period from April 13, 2020, date operations commenced, through June 30, 2020.

(d) Period from December 21, 2018, date operations commenced, through October 31, 2019.

Semi-Annual Report 2020
45



CION Ares Diversified Credit Fund

Consolidated Statement of Cash Flows

For the six months ended June 30, 2020 (Unaudited)

Operating activities:

 

Net decrease in net assets resulting from operations

 

$

(51,929,342

)

 

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

 

Purchases of investments

   

(493,727,012

)

 

Proceeds from the sale of investments

   

282,462,066

   

Proceeds from swaps

   

2,060,627

   

Amortization and accretion of discounts and premiums, net

   

(1,362,021

)

 

Net realized (gain)/loss on investments

   

28,294,132

   

Net realized (gain)/loss on purchased swaptions

   

(438,515

)

 

Net realized (gain)/loss on written swaptions

   

229,173

   

Net realized (gain)/loss on swaps

   

(632,917

)

 

Net unrealized (gain)/loss on investments

   

49,868,097

   

Net unrealized (gain)/loss on swaps

   

(1,118,041

)

 

Effect of exchange rate changes on line of credit

   

(3,318,470

)

 

Amortization of debt issuance cost

   

296,877

   

Payment-in-kind interest

   

(807,267

)

 

Changes in operating assets and liabilities:

 

Due from brokers

   

756,807

   

Receivable for securities sold

   

(1,740,796

)

 

Forward foreign currency contracts

   

284,517

   

Variation margin on swaps

   

21,527

   

Interest and principal receivable

   

(2,423,045

)

 

Other assets

   

74,048

   

Payable for securities purchased

   

18,624,738

   

Forward foreign currency contracts

   

(1,055,861

)

 

Payable for investment advisory fees

   

104,024

   

Payable for interest expense

   

421,148

   

Payable for administration, custodian and transfer agent fees

   

(75,192

)

 

Payable for distribution and shareholder servicing fees

   

37,734

   

Payable for commitment fees

   

128,005

   

Payable for expense support

   

207,227

   

Accrued expenses and other payables

   

(647,952

)

 

Net cash flow used in operating activities

   

(175,405,684

)

 

Semi-Annual Report 2020
46



CION Ares Diversified Credit Fund

Consolidated Statement of Cash Flows (continued)

For the six months ended June 30, 2020 (Unaudited)

Financing activities:

 

Borrowings on line of credit

 

$

307,413,308

   

Paydowns of line of credit

   

(301,789,157

)

 

Deferred debt issuance costs

   

(237,650

)

 

Proceeds of shares issued

   

215,110,656

   

Cost of shares redeemed

   

(45,661,033

)

 

Distributions to shareholders

   

(8,786,910

)

 

Net cash provided by financing activities

   

166,049,214

   

Net decrease in Cash

   

(9,356,470

)

 

Cash:

 

Beginning of period

   

15,224,511

   

End of period

 

$

5,868,041

   

Supplemental disclosure of cash flow information:

 

Cash paid during the period for interest

 

$

974,641

   

Semi-Annual Report 2020
47



CION Ares Diversified Credit Fund

Financial Highlights

    Six Months
Ended
June 30,
2020
(Unaudited)
  For the
Period Ended
December 31,
2019*
  For the
Year Ended
October 31,
2019
  For the
For the
Year Ended
October 31,
2018
  Period from
January 26,
2017 to
October 31,
2017
 

Class A

 

Per share data:

 

Net asset value, beginning of period

 

$

25.93

   

$

25.44

   

$

25.80

   

$

25.25

   

$

25.00

   

Income from investment operations:

 

Net investment income(a)

   

0.69

     

0.23

     

1.39

     

1.52

     

0.86

   

Net realized and unrealized gain (loss)

   

0.31

     

0.49

     

(0.36

)

   

0.42

     

0.44

   

Total income from investment operations

   

1.00

     

0.72

     

1.03

     

1.94

     

1.30

   

Less distributions declared to shareholders:

 

From net investment income

   

(0.69

)

   

(0.23

)

   

(1.39

)

   

(1.39

)

   

(0.86

)

 

From net realized gains on investments

   

     

     

     

     

(0.12

)

 
From net unrealized gain on investments and
foreign currency
   

     

     

     

     

(0.07

)

 

Total distributions

   

(0.69

)

   

(0.23

)

   

(1.39

)

   

(1.39

)

   

(1.05

)

 

Net asset value, end of period

 

$

26.24

   

$

25.93

   

$

25.44

   

$

25.80

   

$

25.25

   

Total return, excluding expense support(b)

   

(7.08

)%(c)

   

2.86

%(c)

   

4.37

%

   

(2.44

)%

   

(37.12

)%(c)

 

Total return, including expense support(d)

   

(7.70

)%(c)

   

2.86

%(c)

   

4.10

%

   

7.91

%

   

5.32

%(c)

 

Ratios to average net assets/supplemental data:

 

Net assets, end of period

 

$

52,600,404

   

$

60,203,302

   

$

54,385,716

   

$

37,915,185

   

$

12,864,545

   

Including interest expense:

 

Expenses, excluding expense support(e)(h)

   

3.23

%(f)

   

4.01

%(f)

   

4.03

%

   

5.98

%

   

58.85

%(f)

 

Expenses, including expense support(e)(g)(h)

   

3.85

%(f)

   

4.01

%(f)

   

4.30

%

   

0.34

%

   

0.00

%(f)

 

Excluding interest expense:

 

Expenses, excluding expense support(h)

   

2.78

%(f)

   

3.33

%(f)

   

3.38

%

   

5.97

%

   

58.85

%(f)

 

Expenses, including expense support(g)(h)

   

3.41

%(f)

   

3.33

%(f)

   

3.65

%

   

0.33

%

   

0.00

%(f)

 

Net investment income(e)

   

5.89

%(f)

   

5.27

%(f)

   

5.56

%

   

5.91

%

   

4.48

%(f)

 

Portfolio turnover rate

   

35.61

%(c)

   

5.42

%(c)

   

63.58

%

   

28.36

%

   

164.09

%(c)

 

*  For the two month period ended December 31, 2019. See Note 1 of Notes to Financial Statements.

(a)  Per share net investment income has been calculated using the average shares outstanding during the period.

(b)  Based on net asset value per share. Distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Fund's Dividend Reinvestment Plan. Total Return is not annualized for periods less than one year. Total return excludes expense support provided or recouped by the adviser.

(c)  Not annualized.

(d)  Based on net asset value per share. Distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Fund's Dividend Reinvestment Plan. Total Return is not annualized for periods less than one year. Total return includes expense support provided or recouped by the adviser.

(e)  Includes organizational and offering costs.

(f)  Annualized, except for certain non-recurring costs.

(g)  Includes expense support provided or recouped by the adviser.

(h)  For the six months ended June 30, 2020, the ratio of operating expenses to average net assets consisted of 1.53% of base management fees, 0.45% of the cost of borrowing, 0.62% of net expense support and 1.25% of other operating expenses. For the period ended December 31, 2019, the ratio of operating expenses to average net assets consisted of 1.56% of base management fees, 0.68% of the cost of borrowing, 0.00% of net expense support and 1.77% of other operating expenses. For the year ended October 31, 2019, the ratio of operating expenses to average net assets consisted of 1.47% of base management fees, 0.65% of the cost of borrowing, 0.27% of net expense support and 1.91% of other operating expenses. For the year ended October 31, 2018, the ratio of operating expenses to average net assets consisted of 1.49% of base management fees, 0.00% of the cost of borrowing, (5.91)% of net expense support and 4.76% of other operating expenses. For the period ended October 31, 2017, the ratio of operating expenses to average net assets consisted of 1.49% of base management fees, 0.00% of the cost of borrowing, (56.68)% of net expense support and 55.19% of other operating expenses.

Semi-Annual Report 2020
48



CION Ares Diversified Credit Fund

Financial Highlights (continued)

    Six Months
Ended
June 30,
2020
(Unaudited)
  For the
Period Ended
December 31,
2019*
  For the
Year Ended
October 31,
2019
  For the
Year Ended
October 31,
2018
  For the Period
from July 12, 2017
(commencement of
operations) to
October 31, 2017
 

Class C

 

Per share data:

 

Net asset value, beginning of period

 

$

25.90

   

$

25.44

   

$

25.80

   

$

25.25

   

$

24.95

   

Income from investment operations:

 

Net investment income(a)

   

0.69

     

0.19

     

1.39

     

1.52

     

0.39

   

Net realized and unrealized gain (loss)

   

(2.69

)

   

0.50

     

(0.36

)

   

0.42

     

0.33

   

Total income from investment operations

   

(2.00

)

   

0.69

     

1.03

     

1.94

     

0.72

   

Less distributions declared to shareholders:

 

From net investment income

   

(0.69

)

   

(0.19

)

   

(1.39

)

   

(1.39

)

   

(0.39

)

 

From net realized gains on investments

   

     

(0.04

)

   

     

     

(0.02

)

 
From net unrealized gain on investments and
foreign currency
   

     

     

     

     

(0.01

)

 

Total distributions

   

(0.69

)

   

(0.23

)

   

(1.39

)

   

(1.39

)

   

(0.42

)

 

Net asset value, end of period

 

$

23.21

   

$

25.90

   

$

25.44

   

$

25.80

   

$

25.25

   

Total return, excluding expense support(b)

   

(7.47

)%(c)

   

2.74

%(c)

   

3.70

%

   

(3.19

)%

   

(3.56

)%(c)

 

Total return, including expense support(d)

   

(7.71

)%(c)

   

2.74

%(c)

   

4.10

%

   

7.91

%

   

2.95

%(c)

 

Ratios to average net assets/supplemental data:

 

Net assets, end of period

 

$

62,324,116

   

$

65,778,748

   

$

59,912,232

   

$

29,868,425

   

$

3,897,826

   

Including interest expense:

 

Expenses, excluding expense support(e)(h)

   

3.98

%(f)

   

4.76

%(f)

   

4.82

%

   

6.73

%

   

22.59

%(f)

 

Expenses, including expense support(e)(g)(h)

   

4.22

%(f)

   

4.76

%(f)

   

4.42

%

   

0.34

%

   

0.00

%(f)

 

Excluding interest expense:

 

Expenses, excluding expense support(h)

   

3.53

%(f)

   

4.07

%(f)

   

4.15

%

   

6.72

%

   

22.59

%(f)

 

Expenses, including expense support(g)(h)

   

3.77

%(f)

   

4.07

%(f)

   

3.75

%

   

0.33

%

   

0.00

%(f)

 

Net investment income(e)

   

5.90

%(f)

   

4.52

%(f)

   

5.48

%

   

5.91

%

   

5.17

%(f)

 

Portfolio turnover rate

   

35.61

%(c)

   

5.42

%(c)

   

63.58

%

   

28.36

%

   

164.09

%(c)

 

*  For the two month period ended December 31, 2019. See Note 1 of Notes to Financial Statements.

(a)  Per share net investment income has been calculated using the average shares outstanding during the period.

(b)  Based on net asset value per share. Distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Fund's Dividend Reinvestment Plan. Total Return is not annualized for periods less than one year. Total return excludes expense support provided or recouped by the adviser.

(c)  Not annualized.

(d)  Based on net asset value per share. Distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Fund's Dividend Reinvestment Plan. Total Return is not annualized for periods less than one year. Total return includes expense support provided or recouped by the adviser.

(e)  Includes organizational and offering costs.

(f)  Annualized, except for certain non-recurring costs.

(g)  Includes expense support provided or recouped by the adviser.

(h)  For the six months ended June 30, 2020, the ratio of operating expenses to average net assets consisted of 1.53% of base management fees, 0.45% of the cost of borrowing, 0.24% of net expense support and 2.00% of other operating expenses. For the period ended December 31, 2019, the ratio of operating expenses to average net assets consisted of 1.56% of base management fees, 0.68% of the cost of borrowing, 0.00% of net expense support and 2.52% of other operating expenses. For the year ended October 31, 2019, the ratio of operating expenses to average net assets consisted of 1.47% of base management fees, 0.67% of the cost of borrowing, (0.40)% of net expense support and 2.67% of other operating expenses. For the year ended October 31, 2018, the ratio of operating expenses to average net assets consisted of 1.49% of base management fees, 0.00% of the cost of borrowing, (6.20)% of net expense support and 5.05% of other operating expenses. For the period ended October 31, 2017, the ratio of operating expenses to average net assets consisted of 1.49% of base management fees, 0.00% of the cost of borrowing, (33.93)% of net expense support and 32.44% of other operating expenses.

Semi-Annual Report 2020
49



CION Ares Diversified Credit Fund

Financial Highlights (continued)

    Six Months
Ended
June 30,
2020
(Unaudited)
  For the
Period Ended
December 31,
2019*
  For the
Year Ended
October 31,
2019
  For the
Year Ended
October 31,
2018
  For the Period
from July 12, 2017
(commencement of
operations) to
October 31, 2017
 

Class I

 

Per share data:

 

Net asset value, beginning of period

 

$

25.93

   

$

25.44

   

$

25.80

   

$

25.25

   

$

24.95

   

Income from investment operations:

 

Net investment income(a)

   

0.75

     

0.23

     

1.39

     

1.52

     

0.40

   

Net realized and unrealized gain (loss)

   

(2.69

)

   

0.49

     

(0.36

)

   

0.42

     

0.32

   

Total income from investment operations

   

(1.94

)

   

0.72

     

1.03

     

1.94

     

0.72

   

Less distributions declared to shareholders:

 

From net investment income

   

(0.69

)

   

(0.23

)

   

(1.39

)

   

(1.39

)

   

(0.40

)

 

From net realized gains on investments

   

     

     

     

     

(0.01

)

 
From net unrealized gain on investments and
foreign currency
   

     

     

     

     

(0.01

)

 

Total distributions

   

(0.69

)

   

(0.23

)

   

(1.39

)

   

(1.39

)

   

(0.42

)

 

Net asset value, end of period

 

$

23.30

   

$

25.93

   

$

25.44

   

$

25.80

   

$

25.25

   

Total return, excluding expense support(b)

   

(6.99

)%(c)

   

2.88

%(c)

   

4.78

%

   

(2.19

)%

   

(2.49

)%(c)

 

Total return, including expense support(d)

   

(7.47

)%(c)

   

2.86

%(c)

   

4.10

%

   

7.91

%

   

2.95

%(c)

 

Ratios to average net assets/supplemental data:

 

Net assets, end of period

 

$

404,804,389

   

$

354,144,166

   

$

298,480,878

   

$

111,705,126

   

$

6,047,638

   

Including interest expense:

 

Expenses, excluding expense support(e)(h)

   

2.99

%(f)

   

3.74

%(f)

   

3.87

%

   

5.73

%

   

18.62

%(f)

 

Expenses, including expense support(e)(g)(h)

   

3.47

%(f)

   

3.87

%(f)

   

4.55

%

   

0.34

%

   

0.00

%(f)

 

Excluding interest expense:

 

Expenses, excluding expense support(h)

   

2.54

%(f)

   

3.06

%(f)

   

3.17

%

   

5.71

%

   

18.62

%(f)

 

Expenses, including expense support(g)(h)

   

3.02

%(f)

   

3.19

%(f)

   

3.85

%

   

0.32

%

   

0.00

%(f)

 

Net investment income(e)

   

6.37

%(f)

   

5.44

%(f)

   

5.38

%

   

5.91

%

   

5.19

%(f)

 

Portfolio turnover rate

   

35.61

%(c)

   

5.42

%(c)

   

63.58

%

   

28.36

%

   

164.09

%(c)

 

*  For the two month period ended December 31, 2019. See Note 1 of Notes to Financial Statements.

(a)  Per share net investment income has been calculated using the average shares outstanding during the period.

(b)  Based on net asset value per share. Distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Fund's Dividend Reinvestment Plan. Total Return is not annualized for periods less than one year. Total return excludes expense support provided or recouped by the adviser.

(c)  Not annualized.

(d)  Based on net asset value per share. Distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Fund's Dividend Reinvestment Plan. Total Return is not annualized for periods less than one year. Total return includes expense support provided or recouped by the adviser.

(e)  Includes organizational and offering costs.

(f)  Annualized, except for certain non-recurring costs.

(g)  Includes expense support provided or recouped by the adviser.

(h)  For the six months ended June 30, 2020, the ratio of operating expenses to average net assets consisted of 1.54% of base management fees, 0.45% of the cost of borrowing, 0.48% of net expense support and 1.00% of other operating expenses. For the period ended December 31, 2019, the ratio of operating expenses to average net assets consisted of 1.56% of base management fees, 0.68% of the cost of borrowing, 0.13% of net expense support and 1.51% of other operating expenses. For the year ended October 31, 2019, the ratio of operating expenses to average net assets consisted of 1.48% of base management fees, 0.71% of the cost of borrowing, 0.68% of net expense support and 1.68% of other operating expenses. For the year ended October 31, 2018, the ratio of operating expenses to average net assets consisted of 1.49% of base management fees, 0.00% of the cost of borrowing, (4.79)% of net expense support and 3.64% of other operating expenses. For the period ended October 31, 2017, the ratio of operating expenses to average net assets consisted of 1.49% of base management fees, 0.00% of the cost of borrowing, (29.81)% of net expense support and 28.33% of other operating expenses.

Semi-Annual Report 2020
50



CION Ares Diversified Credit Fund

Financial Highlights (continued)

    Six Months Ended
June 30, 2020
(Unaudited)
  For the Period Ended
December 31, 2019*
  For the Year Ended
October 31, 2019
  For the Period from
November 2, 2017
(commencement of
operations) to
October 31, 2018
 

Class L

 

Per share data:

 

Net asset value, beginning of period

 

$

25.92

   

$

25.44

   

$

25.80

   

$

25.23

   

Income from investment operations:

 

Net investment income(a)

   

0.70

     

0.19

     

1.39

     

1.52

   

Net realized and unrealized gain (loss)

   

(2.70

)

   

0.52

     

(0.36

)

   

0.43

   

Total income from investment operations

   

(2.00

)

   

0.71

     

1.03

     

1.95

   

Less distributions declared to shareholders:

 

From net investment income

   

(0.69

)

   

(0.19

)

   

(1.39

)

   

(1.38

)

 

From net realized gains on investments

   

     

(0.04

)

   

     

   

Total distributions

   

(0.69

)

   

(0.23

)

   

(1.39

)

   

(1.38

)

 

Net asset value, end of period

 

$

23.23

   

$

25.92

   

$

25.44

   

$

25.80

   

Total return, excluding expense support(b)

   

(7.27

)%(c)

   

2.82

%(c)

   

4.32

%

   

(2.69

)%(c)

 

Total return, including expense support(d)

   

(7.71

)%(c)

   

2.82

%(c)

   

4.10

%

   

7.96

%(c)

 

Ratios to average net assets/supplemental data:

 

Net assets, end of period

 

$

6,305,421

   

$

6,324,858

   

$

5,536,090

   

$

1,933,475

   

Including interest expense:

 

Expenses, excluding expense support(e)(h)

   

3.44

%(f)

   

4.24

%(f)

   

4.38

%

   

6.23

%(f)

 

Expenses, including expense support(e)(g)(h)

   

3.88

%(f)

   

4.24

%(f)

   

4.60

%

   

0.34

%(f)

 

Excluding interest expense:

 

Expenses, excluding expense support(h)

   

3.00

%(f)

   

3.56

%(f)

   

3.67

%

   

6.21

%(f)

 

Expenses, including expense support(g)(h)

   

3.44

%(f)

   

3.56

%(f)

   

3.89

%

   

0.32

%(f)

 

Net investment income(e)

   

5.96

%(f)

   

4.47

%(f)

   

5.35

%

   

5.91

%(f)

 

Portfolio turnover rate

   

35.61

%(c)

   

5.42

%(c)

   

63.58

%

   

28.36

%(c)

 

*  For the two month period ended December 31, 2019. See Note 1 of Notes to Financial Statements.

(a)  Per share net investment income has been calculated using the average shares outstanding during the period.

(b)  Based on net asset value per share. Distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Fund's Dividend Reinvestment Plan. Total Return is not annualized for periods less than one year. Total return excludes expense support provided or recouped by the adviser.

(c)  Not annualized.

(d)  Based on net asset value per share. Distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Fund's Dividend Reinvestment Plan. Total Return is not annualized for periods less than one year. Total return includes expense support provided or recouped by the adviser.

(e)  Includes organizational and offering costs.

(f)  Annualized, except for certain non-recurring costs.

(g)  Includes expense support provided or recouped by the adviser.

(h)  For the six months ended June 30, 2020, the ratio of operating expenses to average net assets consisted of 1.54% of base management fees, 0.45% of the cost of borrowing, 0.44% of net expense support and 1.46% of other operating expenses. For the period ended December 31, 2019, the ratio of operating expenses to average net assets consisted of 1.56% of base management fees, 0.68% of the cost of borrowing, 0.00% of net expense support and 2.01% of other operating expenses. For the year ended October 31, 2019, the ratio of operating expenses to average net assets consisted of 1.49% of base management fees, 0.72% of the cost of borrowing, 0.21% of net expense support and 2.18% of other operating expenses. For the period ended October 31, 2018, the ratio of operating expenses to average net assets consisted of 1.48% of base management fees, 0.00% of the cost of borrowing, (4.71)% of net expense support and 3.57% of other operating expenses.

Semi-Annual Report 2020
51



CION Ares Diversified Credit Fund

Financial Highlights (continued)

    Six Months Ended
June 30, 2020
(Unaudited)
  For the Period Ended
December 31, 2019*
  For the Period from
July 26, 2019
(commencement of
operations) to
October 31, 2019
 

Class U

 

Per share data:

 

Net asset value, beginning of period

 

$

25.92

   

$

25.44

   

$

25.86

   

Income from investment operations:

 

Net investment income(a)

   

0.75

     

0.23

     

0.40

   

Net realized and unrealized gain (loss)

   

(2.68

)

   

0.48

     

(0.45

)

 

Total income from investment operations

   

(1.93

)

   

0.71

     

(0.05

)

 

Less distributions declared to shareholders:

 

From net investment income

   

(0.69

)

   

(0.23

)

   

(0.37

)

 

Total distributions

   

(0.69

)

   

(0.23

)

   

(0.37

)

 

Net asset value, end of period

 

$

23.30

   

$

25.92

   

$

25.44

   

Total return, excluding expense support(b)(c)

   

(7.41

)%

   

2.74

%

   

1.60

%

 

Total return, including expense support(d)(c)

   

(7.44

)%

   

2.82

%

   

(0.14

)%

 

Ratios to average net assets/supplemental data:

 

Net assets, end of period

 

$

112,112,327

   

$

42,902,144

   

$

10,433,963

   

Including interest expense:

 

Expenses, excluding expense support(e)(f)(h)

   

3.75

%

   

4.31

%

   

4.85

%

 

Expenses, including expense support(e)(g)(f)(h)

   

3.78

%

   

3.83

%

   

6.59

%

 

Excluding interest expense:

 

Expenses, excluding expense support(f)(h)

   

3.30

%

   

3.66

%

   

3.88

%

 

Expenses, including expense support(g)(f)(h)

   

3.33

%

   

4.48

%

   

5.62

%

 

Net investment income(e)(f)

   

6.39

%

   

5.39

%

   

12.08

%

 

Portfolio turnover rate(c)

   

35.61

%

   

5.42

%

   

63.58

%

 

*  For the two month period ended December 31, 2019. See Note 1 of Notes to Financial Statements.

(a)  Per share net investment income has been calculated using the average shares outstanding during the period.

(b)  Based on net asset value per share. Distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Fund's Dividend Reinvestment Plan. Total Return is not annualized for periods less than one year. Total return excludes expense support provided or recouped by the adviser.

(c)  Not annualized.

(d)  Based on net asset value per share. Distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Fund's Dividend Reinvestment Plan. Total Return is not annualized for periods less than one year. Total return includes expense support provided or recouped by the adviser.

(e)  Includes organizational and offering costs.

(f)  Annualized, except for certain non-recurring costs.

(g)  Includes expense support provided or recouped by the adviser.

(h)  For the six months ended June 30, 2020, the ratio of operating expenses to average net assets consisted of 1.55% of base management fees, 0.45% of the cost of borrowing, 0.03% of net expense support and 1.75% of other operating expenses. For the period ended December 31, 2019, the ratio of operating expenses to average net assets consisted of 1.56% of base management fees, 0.65% of the cost of borrowing, (0.47)% of net expense support and 2.10% of other operating expenses. For the period ended October 31, 2019, the ratio of operating expenses to average net assets consisted of 1.61% of base management fees, 0.89% of the cost of borrowing, 1.74% of net expense support and 2.35% of other operating expenses.

Semi-Annual Report 2020
52



CION Ares Diversified Credit Fund

Financial Highlights (continued)

    For the
Period from
April 12, 2020 to
June 30, 2020
(Unaudited)
 

Class U-2

 

Per share data:

 

Net asset value, beginning of period

 

$

21.79

   

Income from investment operations:

 

Net investment income(a)

   

0.47

   

Net realized and unrealized gains

   

1.34

   

Total income from investment operations

   

1.81

   

Less distributions declared to shareholders:

 

From net investment income

   

(0.30

)

 

Total distributions

   

(0.30

)

 

Net asset value, end of period

 

$

23.30

   

Total return, excluding expense support(b)(c)

   

2.34

%

 

Total return, including expense support(d)(c)

   

2.34

%

 

Ratios to average net assets/supplemental data:

 

Net assets, end of period

 

$

1,083,353

   

Including interest expense:

 

Expenses, excluding expense support(e)(f)(h)

   

3.74

%

 

Expenses, including expense support(e)(f)(g)(h)

   

3.74

%

 

Excluding interest expense:

 

Expenses, excluding expense support(f)(h)

   

3.41

%

 

Expenses, including expense support(f)(g)(h)

   

3.41

%

 

Net investment income(e)(f)

   

10.02

%

 

Portfolio turnover rate(c)

   

35.61

%

 

(a)  Per share net investment income has been calculated using the average shares outstanding during the period.

(b)  Based on net asset value per share. Distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Fund's Dividend Reinvestment Plan. Total Return is not annualized for periods less than one year. Total return excludes expense support provided or recouped by the adviser.

(c)  Not annualized.

(d)  Based on net asset value per share. Distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Fund's Dividend Reinvestment Plan. Total Return is not annualized for periods less than one year. Total return includes expense support provided or recouped by the adviser.

(e)  Includes organizational and offering costs.

(f)  Annualized.

(g)  Includes expense support provided or recouped by the adviser.

(h)  For the period ended June 30, 2020, the ratio of operating expenses to average net assets consisted of 1.65% of base management fees, 0.33% of the cost of borrowing, 0.00% of net expense support and 1.76% of other operating expenses.

Semi-Annual Report 2020
53



CION Ares Diversified Credit Fund

Financial Highlights (continued)

    Six Months Ended
June 30, 2020
(Unaudited)
  For the Period Ended
December 31, 2019*
  For the Period from
December 21, 2018
(commencement of
operations) to
October 31, 2019
 

Class W

 

Per share data:

 

Net asset value, beginning of period

 

$

25.92

   

$

25.44

   

$

25.03

   

Income from investment operations:

 

Net investment income(a)

   

0.82

     

0.25

     

1.23

   

Net realized and unrealized gain (loss)

   

(2.70

)

   

0.46

     

0.38

   

Total income from investment operations

   

(1.88

)

   

0.71

     

1.61

   

Less distributions declared to shareholders:

 

From net investment income

   

(0.69

)

   

(0.23

)

   

(1.20

)

 

Total distributions

   

(0.69

)

   

(0.23

)

   

(1.20

)

 

Net asset value, end of period

 

$

23.35

   

$

25.92

   

$

25.44

   

Total return, excluding expense support(b)(c)

   

(7.24

)%

   

2.82

%

   

7.00

%

 

Total return, including expense support(d)(c)

   

(7.24

)%

   

2.82

%

   

6.25

%

 

Ratios to average net assets/supplemental data:

 

Net assets, end of period

 

$

36,226,198

   

$

39,448,927

   

$

38,423,144

   

Including interest expense:

 

Expenses, excluding expense support(e)(f)(h)

   

3.48

%

   

4.28

%

   

4.73

%

 

Expenses, including expense support(e)(g)(f)(h)

   

3.48

%

   

4.28

%

   

5.47

%

 

Excluding interest expense:

 

Expenses, excluding expense support(f)(h)

   

3.03

%

   

3.59

%

   

3.65

%

 

Expenses, including expense support(g)(f)(h)

   

3.03

%

   

3.59

%

   

4.39

%

 

Net investment income(e)(f)

   

6.89

%

   

4.97

%

   

5.14

%

 

Portfolio turnover rate(c)

   

35.61

%

   

5.42

%

   

63.58

%

 

*  For the two month period ended December 31, 2019. See Note 1 of Notes to Financial Statements.

(a)  Per share net investment income has been calculated using the average shares outstanding during the period.

(b)  Based on net asset value per share. Distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Fund's Dividend Reinvestment Plan. Total Return is not annualized for periods less than one year. Total return excludes expense support provided or recouped by the adviser.

(c)  Not annualized.

(d)  Based on net asset value per share. Distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Fund's Dividend Reinvestment Plan. Total Return is not annualized for periods less than one year. Total return includes expense support provided or recouped by the adviser.

(e)  Includes organizational and offering costs.

(f)  Annualized, except for certain non-recurring costs.

(g)  Includes expense support provided or recouped by the adviser.

(h)  For the six months ended June 30, 2020, the ratio of operating expenses to average net assets consisted of 1.53% of base management fees, 0.45% of the cost of borrowing, 0.00% of net expense support and 1.50% of other operating expenses. For the period ended December 31, 2019, the ratio of operating expenses to average net assets consisted of 1.56% of base management fees, 0.68% of the cost of borrowing, 0.00% of net expense support and 2.03% of other operating expenses. For the period ended October 31, 2019, the ratio of operating expenses to average net assets consisted of 1.57% of base management fees, 0.91% of the cost of borrowing, 0.74% of net expense support and 2.24% of other operating expenses.

Semi-Annual Report 2020
54



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements

June 30, 2020 (Unaudited)

(1) Organization

CION Ares Diversified Credit Fund (the "Fund") is a diversified, closed-end management investment company that is registered under the Investment Company Act of 1940. The Fund is structured as an interval fund and continuously offers its shares. The Fund was organized as a Delaware statutory trust on June 21, 2016. CION Ares Management, LLC (the "Adviser") serves as the investment Adviser to the Fund and was registered as an investment adviser with the Securities and Exchange Commission ("SEC") under the Investment Advisers Act of 1940 (the "Advisers Act") on January 4, 2017. The Adviser is a joint venture between affiliates of Ares Management Corporation ("Ares") and CION Investment Group, LLC ("CION") and is controlled by Ares. The Adviser oversees the management of the Fund's activities and is responsible for making investment decisions for the Fund's portfolio.

On August 2, 2018, the Fund formed a wholly owned special purpose financing vehicle, CADEX Credit Financing, LLC (the "Financing Sub"), a Delaware limited liability company. On September 13, 2017, the Fund formed a wholly owned blocker corporation , CADEX Blocker Corp. (the "Blocker Corp"), a Delaware Corporation.

Investment Objective and Policies

The Fund's investment objective is to provide superior risk-adjusted returns across various market cycles by investing in a diversified portfolio of liquid and illiquid asset classes. The Fund seeks to capitalize on market inefficiencies and relative value opportunities throughout the entire global credit spectrum.

Fiscal Year End Change

On September 25, 2019, the Fund's board of trustees approved a change to the fiscal year end of the Fund from October 31 to December 31. Accordingly, the Fund's financial statements and related notes include information as of and for the six months ended June 30, 2020, the two month period ended December 31, 2019 and the year ended October 31, 2019.

(2) Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements have been prepared on an accrual basis of accounting in conformity with U.S. generally accepted accounting principles ("GAAP"), and includes the accounts of the Fund and its consolidated subsidiaries. The Fund is an investment company following accounting and reporting guidance in Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 946, Financial Services — Investment Companies. The consolidated financial statements

reflect all adjustments and reclassification, that, in the opinion of management, are necessary for the fair presentation of the results of operations and financial condition as of and for the periods presented. All significant intercompany balances and transactions have been eliminated. The Adviser makes estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results may differ from those estimates and such differences may be material.

Investments Valuation

All investments in securities are recorded at their fair value. See Note 3 for more information on the Fund's valuation process.

Interest Income

Interest income is recorded on the accrual basis to the extent that such amounts are expected to be collected and adjusted for accretion of discounts and amortization of premiums. The Fund may have investments that contain payment-in-kind ("PIK") provisions. The PIK interest, computed at the contractual rate specified, may be added to the principal balance and adjusted cost of the investments and recorded as interest income. The PIK interest for the six months ended June 30, 2020 was $807,267 recorded as interest income.

Loans are generally placed on non-accrual status when principal or interest payments are past due 30 days or more or when there is reasonable doubt that principal or interest will be collected in full. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management's judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid and, in management's judgment, are likely to remain current. The Fund may make exceptions to this policy if the loan has sufficient collateral value (i.e., typically measured as enterprise value of the portfolio company) and is in the process of collection.

Discounts and Premiums

Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security using the effective interest method. The adjusted cost of investments represents the original cost adjusted for PIK interest, the accretion of discounts, and amortization of premiums.

Cash and Cash Equivalents

The Fund considers all highly liquid investments with original maturities of 90 days or less to be cash equivalents. The Fund's cash and cash equivalents are maintained with a major United

Semi-Annual Report 2020
55



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

States financial institution, which is a member of the Federal Deposit Insurance Corporation. While the Fund's current cash balance exceeds insurance limits, the risk of loss is remote.

Investment Transactions, Related Investment Income and Expenses

Investment transactions are accounted for on the trade date. Investments for which market quotations are readily available are typically valued at such market quotations. In order to validate market quotations, the Fund looks at a number of factors to determine if the quotations are representative of fair value, including the source and nature of the quotations. Debt and equity securities that are not publicly traded or whose market prices are not readily available are valued at fair value as determined in good faith by the Adviser in accordance with the Fund's valuation policy (the "Valuation Policy"). The Valuation Policy is reviewed and approved at least annually by the Fund's board of trustees (the "Board"). The Adviser has been authorized by the Board to utilize independent third-party pricing and valuation services to assist in the valuation of each portfolio investment without a readily available market quotation at least once during a trailing 12-month period (with certain de minimis exceptions) in accordance with the Valuation Policy and a consistently applied valuation process. As part of the valuation process for investments that do not have readily available market prices, the Adviser may take into account the following types of factors, if relevant, in determining the fair value of the Fund's investments: the enterprise value of a portfolio company (the entire value of the portfolio company to a market participant, including the sum of the values of debt and equity securities used to capitalize the enterprise at a point in time), the nature and realizable value of any collateral, the portfolio company's ability to make payments and its earnings and discounted cash flow, the markets in which the portfolio company does business, a comparison of the portfolio company's securities to any similar publicly traded securities, changes in the interest rate environment and the credit markets, which may affect the price at which similar investments would trade in their principal markets and other relevant factors. When an external event such as a purchase transaction, public offering or subsequent equity sale occurs, the Adviser considers the pricing indicated by the external event to corroborate its valuation.

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 Fund's investments may fluctuate from period to period. Additionally, the fair value of the Fund's 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 the

Fund may ultimately realize. Further, such investments are generally subject to legal and other restrictions on resale or otherwise are less liquid than publicly traded securities. If the Fund was required to liquidate a portfolio investment in a forced or liquidation sale, the Fund could realize significantly less than the value at which the Fund has recorded it. 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 in the valuations currently assigned.

See Note 3 for more information on the Fund's valuation process.

Interest income, adjusted for amortization of premiums and accretion of discounts on investments, is earned from settlement date and is recorded on the accrual basis. Realized gains and losses are reported on the specific identification method. Expenses are recorded on the accrual basis as incurred.

Realized and unrealized gains and losses and net investment income, excluding class specific expenses are allocated daily to each class of shares based upon the relative proportion of net assets of each class. Differences in per share distributions by class are generally due to differences in class specific expenses.

Foreign Currency Transactions and Forward Foreign Currency Contracts

Amounts denominated in foreign currencies are translated into U.S. dollars on the following basis: (i) investments and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars based upon currency exchange rates effective on the date of valuation; and (ii) purchases and sales of investments and income and expense items denominated in foreign currencies are translated into U.S. dollars based upon currency exchange rates prevailing on transaction dates.

The Fund does not isolate that portion of the results of operations resulting from the changes in foreign exchange rates on investments from fluctuations arising from changes in market prices of securities held. Such fluctuations are included within the net realized and unrealized gain (loss) on investments in the Consolidated Statement of Operations.

Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates of securities transactions, and the difference between the amounts of income and expense items recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or

Semi-Annual Report 2020
56



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

paid. Net unrealized foreign currency gains and losses arise from the changes in fair values of assets and liabilities, other than investments in securities at period end, resulting from changes in exchange rates.

Investments in foreign companies and securities of foreign governments may involve special risks and considerations not typically associated with investing in U.S. companies and securities of the U.S. government. These risks include, among other things, revaluation of currencies, less reliable information about issuers, different transaction clearance and settlement practices, and potential future adverse political and economic developments. Moreover, investments in foreign companies and securities of foreign governments and their markets may be less liquid and their prices more volatile than those of comparable U.S. companies and the U.S. government.

The Fund may enter into forward foreign currency exchange contracts for operational purposes and to protect against adverse exchange rate fluctuations. A forward foreign currency contract is an agreement between the Fund and a counterparty to buy or sell a foreign currency at a specific exchange rate on a future date. The Fund may also enter into these contracts for purposes of increasing exposure to a foreign currency or to shift exposure to foreign currency fluctuations from one currency to another. The net U.S. dollar value of foreign currency underlying all contractual commitments held by the Fund and the resulting unrealized appreciation or depreciation are determined using foreign currency exchange rates from an independent pricing service. The Fund is subject to the credit risk that the other party will not complete the obligations of the contract. The fair values of the forward foreign currency exchange contracts are obtained from an independent pricing source.

Distributions to Shareholders

The Fund records distributions from net investment income daily. These distributions may be reinvested or paid monthly to shareholders. The Fund intends to pay common shareholders at least annually all or substantially all of its taxable income. The Fund intends to pay any capital gains distributions at least annually.

The Fund may make distributions, without limitation, from offering proceeds or borrowings, which may constitute a return of capital, as well as net investment income from operations, capital and non-capital gains from the sale of assets, and dividends or distributions from equity investments. Furthermore, a portion of the Fund's distributions may be derived from expense support payments made by the Adviser, which are subject to repayment by the Fund within three years, pursuant to the Expense Support and Conditional Reimbursement Agreement (the "Expense Support

Agreement"). The purpose of such expense support payments is to ensure that the Fund bears an appropriate level of expenses. As such, the Fund's distributions may not be entirely based on investment performance and can only be sustained if positive investment performance is achieved in future periods and/or the Adviser continues to make such expense support payments. Any future repayments of expenses by the Fund will reduce cash otherwise potentially available for distributions. There can be no assurance that sufficient performance will be achieved in order to sustain the current level of the Fund's distributions. After the expiration of the current term of the Expense Support Agreement on July 31, 2021, the Adviser may not make expense support payments in future periods. If the Adviser does not make any expense support payments during such period, all or a portion of the Fund's distributions may be a return of capital which would reduce the available capital for investment. The sources of the Fund's distributions may vary periodically. Please refer to the Financial Highlights table for the sources of distributions.

Commitments and Contingencies

In the normal course of business, the Fund's investment activities involve executions, settlement and financing of various transactions resulting in receivables from, and payables to, brokers, dealers and the Fund's custodian. These activities may expose the Fund to risk in the event that such parties are unable to fulfill contractual obligations. Management does not anticipate any material losses from counterparties with whom it conducts business. Consistent with standard business practice, the Fund enters into contracts that contain a variety of indemnifications, and is engaged from time to time in various legal actions. The maximum exposure of the Fund under these arrangements and activities is unknown. However, the Fund expects the risk of material loss to be remote.

Commitments to extend credit include loan proceeds the Fund is obligated to advance, such as delayed draws or revolving credit arrangements. Commitments generally have fixed expiration dates or other termination clauses. Unrealized gains or losses associated with unfunded commitments are recorded in the consolidated financial statements and reflected as an adjustment to the fair value of the related security in the Consolidated Schedule of Investments. The par amount of the unfunded commitments is not recognized by the Fund until it becomes funded. As of June 30, 2020, the Fund had unfunded commitments of $90,917,404.

Income Taxes

The Fund intends to distribute all or substantially all of its taxable income and to comply with the other requirements of Subchapter M of the U.S. Internal Revenue Code of 1986, as amended, applicable to Regulated Investment Companies.

Semi-Annual Report 2020
57



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

Accordingly, no provision for U.S. federal income taxes is required.

The Fund may elect to incur an excise tax if it is deemed prudent by its board of trustees from a cash management perspective or in the best interest of shareholders due to other facts and circumstances. For the six months ended June 30, 2020, the Fund incurred U.S. federal excise tax of $57,415.

As of December 31, 2019, which is the end of the Fund's taxable year, the Fund had no uncertain tax positions that would require financial statement recognition, derecognition, or disclosure. The Fund files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.

Deferred Debt Issuance Costs

Debt issuance costs are amortized over the life of the related debt instrument using the straight line method.

Recent Accounting Pronouncement

In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2020-04, "Reference Rate Reform (Topic 848)," which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. ASU 2020-04 is effective for all entities as of March 12, 2020 through December 31, 2022. The expedients and exceptions provided by the amendments do not apply to contract modifications and hedging relationships entered into or evaluated after December 31, 2022, except for hedging transactions as of December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship. The Fund is currently evaluating the impact of adopting ASU 2020-04 on the Fund's consolidated financial statements.

(3) Investments

Fair Value Measurements

The Fund follows the provisions of ASC 820, Fair Value Measurements and Disclosures under U.S. GAAP, which among other matters, requires enhanced disclosures about investments that are measured and reported at fair value. This standard defines fair value and establishes a hierarchal disclosure framework, which prioritizes and ranks the level of market price observability used in measuring investments at fair value and expands disclosures about assets and liabilities measured at fair value. ASC 820 defines "fair value" as the

price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The hierarchal disclosure framework establishes a three-tier hierarchy to maximize the use of observable data and minimize the use of unobservable inputs. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk, for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique.

Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity's own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. The three tier hierarchy of inputs is summarized in the three broad levels listed below.

•  Level 1 — Valuations based on quoted prices in active markets for identical assets or liabilities that the Fund 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 addition to using the above inputs in investment valuations, the Fund continues to employ a valuation policy that is consistent with the provisions of ASC 820. Consistent with the Fund's valuation policy, it evaluates the source of inputs, including any markets in which the Fund's investments are trading (or any markets in which securities with similar attributes are trading), in determining fair value. The Fund's valuation policy considers the fact that because there may not be a readily available market value for the investments in the Fund's portfolio, therefore, the fair value of the investments may be determined using unobservable inputs.

The assets and liabilities classified as Level 1 or Level 2 are typically valued based on quoted market prices, forward foreign exchange rates, dealer quotations or alternative pricing sources supported by observable inputs. The Adviser obtains prices from independent pricing services which generally utilize broker quotes and may use various other pricing techniques which take into account appropriate factors such as yield, quality, coupon rate, maturity, type of issue, trading

Semi-Annual Report 2020
58



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

characteristics and other data. The Adviser is responsible for all inputs and assumptions related to the pricing of securities. The Adviser has internal controls in place that support its reliance on information received from third-party pricing sources. As part of its internal controls, the Adviser obtains, reviews, and tests information to corroborate prices received from third-party pricing sources. For any security, if market or dealer quotations are not readily available, or if the Adviser determines that a quotation of a security does not represent a fair value, then the security is valued at a fair value as determined in good faith by the Adviser and will be classified as Level 3. In such instances, the Adviser will use valuation techniques consistent with the market or income approach to measure fair value and will give consideration to all factors which might reasonably affect the fair value.

The assets and liabilities classified as Level 3 (other than as described below in the following paragraph) are typically valued using two different valuation techniques. The first valuation technique is an analysis of the enterprise value ("EV") of the portfolio company. Enterprise value means the entire value of the portfolio company to a market participant, including the sum of the values of debt and equity securities used to capitalize the enterprise at a point in time. The primary method for determining EV uses a multiple analysis whereby appropriate multiples are applied to the portfolio company's EBITDA (generally defined as net income before net interest expense, income tax expense, depreciation and amortization). EBITDA multiples are typically determined based upon review of market comparable transactions and publicly traded comparable companies, if any. The Fund may also employ other valuation multiples to determine EV, such as revenues. The Fund may also use industry specific valuation analyses to determine enterprise value, such as capitalization rate analysis used in the real estate industry. The second method for determining EV uses a discounted cash flow analysis whereby future expected cash flows of the portfolio company are discounted to determine a present value using estimated discount rates (typically a weighted average cost of capital based on costs of debt and equity consistent with current market conditions). The EV analysis is performed to determine the value of equity investments, the value of debt investments in portfolio companies where the Fund has control or could gain control through an option or warrant security, and to determine if there is credit impairment for debt investments. If debt investments are credit impaired, an EV analysis may be used to value such debt investments; however, in addition to the methods outlined above, other methods such as a liquidation or wind down analysis may be utilized to estimate enterprise value. The second valuation technique is a yield analysis, which is typically performed for non-credit impaired debt investments in portfolio companies where the

Fund does not own a controlling equity position. To determine fair value using a yield analysis, a current price is imputed for the investment based upon an assessment of the expected market yield for a similarly structured investment with a similar level of risk. In the yield analysis, the Fund considers the current contractual interest rate, the maturity and other terms of the investment relative to risk of the company and the specific investment. A key determinant of risk, among other things, is the leverage through the investment relative to the enterprise value of the portfolio company. As debt investments held by the Fund are substantially illiquid with no active transaction market, the Fund depends on primary market data, including newly funded transactions, as well as secondary market data with respect to high yield debt instruments and syndicated loans, as inputs in determining the appropriate market yield, as applicable.

The fair value of CLOs is estimated based on various valuation models from third-party pricing services as well as internal models. The valuation models generally utilize discounted cash flows and take into consideration prepayment and loss assumptions, based on historical experience and projected performance, economic factors, the characteristics and condition of the underlying collateral, comparable yields for similar securities and recent trading activity. These securities are classified as Level 3.

Private asset-backed securities classified as Level 3 are typically valued using two different valuation techniques. The first valuation technique is an analysis of the forecasted cash flows of the security. The forecasted cash flows take into consideration prepayment and loss assumptions, based on historical experience and projected performance, economic factors, and the characteristics and condition of the underlying collateral. For equity securities, the projected cash flows are present valued using a market discount rate to determine the fair value. For debt securities, the analysis is used to determine if the borrower has the ability to repay its obligations. If it is determined that the borrower does have the ability to repay its obligations, the second valuation technique that is utilized is a yield analysis. To determine fair value using a yield analysis, a current price is imputed for the investment based upon an assessment of the expected market yield for a similarly structured investment with a similar level of risk. In the yield analysis, the Fund considers the current contractual interest rate, the maturity and other terms of the investment relative to risk of the borrower and the specific investment. As the debt investments are substantially illiquid with no active transaction market, the Fund depends on primary market data, including newly funded transactions, as inputs in determining the appropriate market yield, as applicable.

Semi-Annual Report 2020
59



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

The following is a summary of the inputs used as of June 30, 2020, in valuing the Fund's investments carried at fair value:

  Level 1 —
Quoted
Prices ($)
  Level 2 —
Other
Significant
Observable
Inputs ($)
  Level 3 —
Significant
Unobservable
Inputs ($)
 

Total ($)

 

Senior Loans

   

     

176,257,601

     

432,858,898

     

609,116,499

   
Subordinated
Loans
   

     

     

9,583,894

     

9,583,894

   
Corporate
Bonds
   

     

57,953,816

     

2,265,910

     

60,219,726

   
Convertible
Bonds
   

     

1,648,677

     

     

1,648,677

   
Collateralized
Loan
Obligations
   

     

     

124,423,907

     

124,423,907

   
Common
Stocks
   

421,289

     

     

1,951,835

     

2,373,124

   
Preferred
Stocks
   

     

     

296,352

     

296,352

   
Private
Asset-Backed
Debt
   

     

     

11,948,805

     

11,948,805

   

  Level 1 —
Quoted
Prices ($)
  Level 2 —
Other
Significant
Observable
Inputs ($)
  Level 3 —
Significant
Unobservable
Inputs ($)
 

Total ($)

 
Real Estate
Debt
   

     

     

5,660,297

     

5,660,297

   

Warrants

   

     

     

455,335

     

455,335

   
Total
Investments
   

421,289

     

235,860,094

     

589,445,233

     

825,726,616

   

Derivative Assets:

 
Foreign
Forward
Currency
Contracts
   

     

88,791

     

     

88,791

   
Credit Default
Swaps
   

     

1,082,458

     

     

1,082,458

   

Derivative Liabilities:

 
Foreign
Forward
Currency
Contracts
   

     

(12,084

)

   

     

(12,084

)

 
Credit Default
Swaps
   

     

(202,169

)

   

     

(202,169

)

 

The following is a reconciliation of the Fund's investments in which significant unobservable inputs (Level 3) were used in determining fair value.

For the six months ended June 30, 2020:

  Senior
Loans ($)
  Subordinated
Loans ($)
  Corporate
Bonds ($)
  Collateralized
Loan
Obligations
($)
  Common
Stocks
($)
  Preferred
Stocks
($)
  Private
Asset
Backed
Debt ($)
  Real Estate
Debt ($)
  Warrants
($)
 

Total ($)

 
Balance as of
December 31,
2019
   

336,700,275

     

1,150,157

     

     

118,100,940

     

803,875

     

268,294

     

9,800,576

     

5,510,966

     

467,292

     

472,802,375

   

Purchases(a)

   

136,976,250

     

8,468,604

     

     

57,580,004

     

1,217,956

     

48,500

     

3,912,678

     

278,490

     

     

208,482,482

   

Sales(b)

   

(26,330,053

)

   

(27,996

)

   

     

(28,787,947

)

   

(76,867

)

   

     

(836,674

)

   

     

     

(56,059,537

)

 
Net Realized and
Unrealized Gains
(Loss)
   

(19,430,895

)

   

(20,521

)

   

     

(22,600,057

)

   

6,871

     

(20,442

)

   

(959,384

)

   

(132,188

)

   

(11,957

)

   

(43,168,573

)

 
Accrued
Discounts/
(Premiums)
   

891,396

     

13,650

     

     

130,967

     

     

     

31,609

     

3,029

     

     

1,070,651

   
Transfers in to
Level 3
   

8,939,604

     

     

2,265,910

     

     

     

     

     

     

     

11,205,514

   
Transfers out of
Level 3
   

(4,887,679

)

   

     

     

     

     

     

     

     

     

(4,887,679

)

 
Balance as of
June 30, 2020
   

432,858,898

     

9,583,894

     

2,265,910

     

124,423,907

     

1,951,835

     

296,352

     

11,948,805

     

5,660,297

     

455,335

     

589,445,233

   
Net Change in
Unrealized
appreciation/
(depreciation)
from investments
held at June 30,
2020
   

(16,580,078)

     

(21,596

)

   

     

(20,270,423

)

   

(1,334

)

   

(20,443

)

   

(953,245

)

   

(132,188

)

   

9,052

     

(37,970,255

)

 

(a) Purchases include PIK interest and securities received from restructure.

(b) Sales include principal redemptions.

Semi-Annual Report 2020
60



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

Investments were transferred into and out of Level 3 and out of and into Level 2 during the six months ended June 30, 2020 due to changes in the quantity and quality of information obtained to support the fair value of each investment as assessed by the Adviser.

The following table summarizes the quantitative inputs and assumptions used for investments in securities at fair value categorized as Level 3 in the fair value hierarchy as of June 30, 2020.

  Fair Value
($)
  Valuation
Technique
  Unobservable
Inputs
 

Range

  Weighted
Average
 
Assets
Investments in securities
 
Senior Loans
 
 
 
 
 
 
 
  1,412,267






  Income
(Other)
 
 
 
 
 
 
  Constant
Default
Rate (CDR),
Constant
Prepayment
Rate (CPR),
Recovery
Rate
  25.9
50.0%,
0.0%

%,

  25.9
50.0%,
0.0%

%,

 

Senior Loans

 

18,861,482

  Broker
Quotes
and/or
3rd Party
Pricing
Services
 

N/A

 

N/A

  N/A  

Senior Loans

 

412,590,575

  Yield
Analysis
  Market
Yield
  4.1
36.9%

% -

  8.6

%

 

Senior Loans

 

-5,426

 

Other

  Recent
Transaction
Price
 

0.99

  0.99  
Subordinated
Loans
 

9,583,894

  Yield
Analysis
  Market
Yield
  8.9
17.8%

% -

  11.4

%

 
Corporate
Bonds
 

2,265,910

  Broker
Quotes
and/or
3rd Party
Pricing
Services
 

N/A

 

N/A

  N/A  
Collateralized
Loan
Obligation
 

656

 

Other

  Estimated
Liquidation
Value
 

$

160 -
$496
 

$

414  
Collateralized
Loan
Obligations
 

121,749,501

  Broker
Quotes
and/or
3rd Party
Pricing
Services
 

N/A

 

N/A

  N/A  
Collateralized
Loan
Obligations
 

2,673,750

 

Other

  Recent
Transaction
Price
 

0.93

  0.93  

Common Stocks

 

1,951,835

  EV Market
Multiple
Analysis
  EBITDA
Multiple
  7.0
26.5x

x -

  17.0

x

 

Preferred Stocks

 

296,352

  EV Market
Multiple
Analysis
  EBITDA
Multiple
  9.0
22.0x

x -

  16.3

x

 

  Fair Value
($)
  Valuation
Technique
  Unobservable
Inputs
 

Range

  Weighted
Average
 
Private
Asset-Backed
Debt
 

406,225

  Income
(Other)
  Cumulative
Collection
Rate
  1.1

x

  1.1

x

 
Private
Asset-Backed
Debt
 
 
 
 
 
 
 
 
 
  7,303,202










  Income
(Other)
 
 
 
 
 
 
 
 
 
 
  MPL: Constant
Default
Rate (CDR),
Constant
Prepayment
Rate (CPR),
Recovery
Rate; SPL:
Collection
Rate
 
 
  CAD MPL:
18.0%,
30.0%,
0.0%;
US MPL:
55.0%,
16.0%,
0.0%;
US SPL:
88.3%;
CAD SPL:
89.1%
  CAD MPL:
18.0%,
30.0%,
0.0%;
US MPL:
55.0%,
16.0%,
0.0%;
US SPL:
88.3%;
CAD SPL:
89.1%
 
Private
Asset-Backed
Debt
 
 
 
 
 
  1,026,313






  Income
(Other)
 
 
 
 
 
 
  Constant
Default
Rate (CDR),
Constant
Prepayment
Rate (CPR),
Recovery
Rate
  15.0
0.0%,
0.0%

%,

  15.0
0.0%,
0.0%

%,

 
Private
Asset-Backed
Debt
 
 
 
 
 
 
 
  783,667








  Income
(Other)
 
 
 
 
 
 
 
 
  Constant
Default
Rate (CDR) -
Two
Segments,
Constant
Prepayment
Rate (CPR),
Recovery
Rate
  9.7%/
7.9%,
15.0%,
0.0%
  9.7%/
7.9%,
15.0%,
0.0%
 
Private
Asset-Backed
Debt
 

2,429,398

 

Other

  Recent
Transaction
Price
 

0.99

  0.99  
Real Estate
Debt
 

5,660,297

  Yield
Analysis
  Market
Yield
  13.8
16.3%

% -

  15.1

%

 

Warrants

 

455,335

  EV Market
Multiple
Analysis
  EBITDA
Multiple
  2.3
31.2x

x -

  30.5

x

 
Total Level 3
Investments
   

589,445,233

               

 

Changes in market yields or discount rates, each in isolation, may change the fair value of certain of the investments. Generally, an increase in market yields or discount rates may result in a decrease in the fair value of certain of the investments.

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 investments may fluctuate from period to period. Additionally, the fair value of the 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 the Fund may ultimately realize. Further, such investments are generally subject to legal

Semi-Annual Report 2020
61



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

and other restrictions on resale or otherwise are less liquid than publicly traded securities. If the Fund was required to liquidate a portfolio investment in a forced or liquidation sale, it could realize significantly less than the value at which the Fund has recorded it.

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 in the values currently assigned.

(4) Common Stock

The Fund, pursuant to an exemptive order granted by the SEC on July 11, 2017, offers multiple classes of shares. On July 11, 2017, the Fund's registration statement offering Class A, Class C, and Class I shares became effective. On November 2, 2017, the Fund's registration statement offering Class L shares became effective. On November 15, 2018, the Fund's registration statement offering Class U shares became effective and on November 30, 2018 the Fund's registration statement offering Class W shares became effective. On March 31, 2020, the Fund's registration statement offering Class U-2 shares became effective. The maximum sales load imposed on purchases, maximum contingent deferred sales charges, shareholder servicing and/or distribution fees charged will vary depending on each share class. Common share transactions were as follows:

Class A   For the Six Months
Ended June 30, 2020
 

 

Shares

 

Amount ($)

 
Common shares outstanding —
beginning of period
   

2,321,589

     

59,078,604

   

Common shares issued

   

341,024

     

8,471,430

   

Reinvestment of distributions

   

23,063

     

539,889

   

Common shares redeemed

   

(421,787

)

   

(10,446,710

)

 
Common shares outstanding —
end of period
   

2,263,889

     

57,643,213

   
Class C   For the Six Months
Ended June 30, 2020
 

 

Shares

 

Amount ($)

 
Common shares outstanding —
beginning of period
   

2,539,852

     

64,949,429

   

Common shares issued

   

329,107

     

8,060,972

   

Reinvestment of distributions

   

40,117

     

937,997

   

Common shares redeemed

   

(223,235

)

   

(5,338,496

)

 
Common shares outstanding —
end of period
   

2,685,841

     

68,609,902

   
Class I   For the Six Months
Ended June 30, 2020
 

 

Shares

 

Amount ($)

 
Common shares outstanding —
beginning of period
   

13,653,699

     

350,127,050

   

Common shares issued

   

4,712,049

     

116,811,055

   

Reinvestment of distributions

   

200,513

     

4,682,059

   

Common shares redeemed

   

(1,195,038

)

   

(27,548,222

)

 
Common shares outstanding —
end of period
   

17,374,223

     

444,071,942

   
Class L   For the Six Months
Ended June 30, 2020
 

 

Shares

 

Amount ($)

 
Common shares outstanding —
beginning of period
   

244,006

     

6,258,818

   

Common shares issued

   

66,345

     

1,622,873

   

Reinvestment of distributions

   

4,894

     

114,184

   

Common shares redeemed

   

(43,790

)

   

(1,049,499

)

 
Common shares outstanding —
end of period
   

271,455

     

6,946,376

   
Class U   For the Six Months
Ended June 30, 2020
 

 

Shares

 

Amount ($)

 
Common shares outstanding —
beginning of period
   

1,655,229

     

42,266,316

   

Common shares issued

   

3,113,026

     

77,291,441

   

Reinvestment of distributions

   

96,743

     

2,243,059

   

Common shares redeemed

   

(52,537

)

   

(1,165,800

)

 
Common shares outstanding —
end of period
   

4,812,461

     

120,635,016

   
Class U-2   For the Six Months
Ended June 30, 2020
 

 

Shares

 

Amount ($)

 
Common shares outstanding —
beginning of period
   

0

     

0

   

Common shares issued

   

46,307

     

1,039,525

   

Reinvestment of distributions

   

194

     

4,441

   

Common shares redeemed

   

0

     

0

   
Common shares outstanding —
end of period
   

46,501

     

1,043,966

   
Class W   For the Six Months
Ended June 30, 2020
 

 

Shares

 

Amount ($)

 
Common shares outstanding —
beginning of period
   

1,521,579

     

39,187,145

   

Common shares issued

   

0

     

0

   

Reinvestment of distributions

   

35,062

     

824,855

   

Common shares redeemed

   

(5,012

)

   

(111,425

)

 
Common shares outstanding —
end of period
   

1,551,629

     

39,900,755

   

Semi-Annual Report 2020
62



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

Share Repurchase Program

Beginning in the second quarter of 2017, the Fund began offering and currently intends to continue offering, the quarterly repurchase of shares in such amount as may be determined by the Fund's Board in accordance with the Fund's

fundamental policy to conduct repurchase offers for between 5%-25% of its outstanding shares each quarter.

The following table summarizes the share repurchases completed during the six months ended June 30, 2020:

Quarter Ended   Repurchase
Date
  Shares
Repurchased
  Purchase
Price
Per Share
  Aggregate
Consideration
for
Repurchased
Shares
  Size of
Repurchase
Offer
  % of
Outstanding
Shares
Offered
to be
Repurchased
  % of
Outstanding
Shares
Repurchased
 

December 31, 2019

 

January 16, 2020

   

679,546

     

26.01

     

17,674,912

     

1,161,309

     

5.00

%

   

2.93

%

 

March 31, 2020

 

April 16, 2020

   

1,227,410

     

22.13

     

27,163,080

     

1,415,494

     

5.00

%

   

4.34

%

 

       

1,906,956

         

44,837,992

           

 

(5) Credit Facility

Information about the Fund's senior securities as of June 30, 2020 is shown in the following table.

Class and Six Months Ended   Total Amount
Outstanding Exclusive of
Treasury Securities(1)
  Asset Coverage
Per Unit(2)
($)
  Involuntary
Liquidating
Preference
Per Unit(3)
  Average
Market
Value Per
Unit(4)
 

Revolving Credit Facility (Wells Fargo Bank, N.A.)

 

June 30, 2020

   

55,950,970

     

6,090.31

     

     

N/A

   

December 31, 2019

   

19,053,614

     

5,382.52

     

     

N/A

   

October 31, 2019

   

19,396,773

     

3,846.84

     

     

N/A

   
Revolving Credit Facility (State Street Bank and
Trust Company)
 

June 30, 2020

   

75,969,499

     

6,090.31

     

     

N/A

   

December 31, 2019

   

110,386,661

     

5,382.52

     

     

N/A

   

October 31, 2019

   

144,356,650

     

3,846.84

     

     

N/A

   

(1) Total amount of each class of senior securities outstanding at principal value at the end of the period presented.

(2) The asset coverage ratio for a class of senior securities representing indebtedness is calculated as our consolidated total assets, less all liabilities and indebtedness not represented by senior securities, divided by total senior securities representing indebtedness. This asset coverage ratio is multiplied by $1,000 to determine the "Asset Coverage Per Unit.''

(3) The amount to which such class of senior security would be entitled upon our involuntary liquidation in preference to any security junior to it. The "—" in this column indicates that the SEC expressly does not require this information to be disclosed for certain types of senior securities.

(4) Not applicable to senior securities outstanding as of period end.

Wells Credit Facility

The Fund's consolidated subsidiary, Financing Sub, is party to a revolving funding facility (as amended, the "Wells Credit Facility"), which allows the Financing Sub to borrow up to $100 million at any one time outstanding. The Wells Credit Facility is secured by all of the assets held by, and the membership interest in, Financing Sub. The end of the reinvestment period and the stated maturity date for the Wells Credit Facility are October 31, 2022 and October 31, 2024, respectively. Amounts available to borrow under the Wells

Credit Facility are subject to a borrowing base that applies different advance rates to different types of assets held by the Financing Sub. The Financing Sub is also subject to limitations with respect to the loans securing the Wells Credit Facility, including restrictions on loan size, borrower domicile, payment frequency and status, collateral interests, and loans with fixed rates, as well as restrictions on portfolio company leverage, which may also affect the borrowing base and therefore amounts available to borrow. The Fund and the Financing Sub are also required to comply with various

Semi-Annual Report 2020
63



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

covenants, reporting requirements and other customary requirements for similar facilities. These covenants are subject to important limitations and exceptions that are described in the agreements governing the Wells Credit Facility. As of June 30, 2020, the Fund and Financing Sub were in compliance in all material respects with the terms of the Wells Credit Facility.

As of June 30, 2020, there was $55,950,970 outstanding under the Wells Credit Facility. The interest rate charged under the Wells Credit Facility is generally based on an applicable LIBOR rate plus spread ranging from 1.75% to 2.15%, as defined in the agreements governing the Wells Credit Facility. Unused portions of the Wells Credit Facility accrue a commitment fee equal to an annual rate between 0.50% and 1.50%, depending on the usage. The fair value of the Financing Sub's borrowings under the Wells Credit Facility approximates the carrying amount presented in the accompanying Consolidated Statement of Assets and Liabilities at cost for the remaining maturity for which the Financing Sub has determined would be categorized as Level 2 in the fair value hierarchy.

For the six months ended June 30, 2020 the components of interest and unused commitment fees expense, average stated interest rates (i.e., rate in effect plus the spread) and average outstanding balance for the Wells Credit Facility were as follows:

  For the Six Months
Ended June 30, 2020
($)
 

Stated interest expense

   

557,291

   

Unused commitment fees

   

142,496

   

Total interest and credit facility fees expense

   

699,665

   

Annualized average stated interest rate

   

2.56

%

 

Average outstanding balance

   

43,696,374

   

Amortization of debt issuance costs

   

268,513

   

See Note 10 for further information regarding a subsequent event related to the Wells Credit Facility.

State Street Credit Facility

The Fund is a party to a senior secured revolving credit facility (as amended, the "State Street Credit Facility"), which allows for the Fund to borrow up to $200 million at any one time outstanding. The State Street Credit Facility maturity date is July 17, 2022. Under the State Street Credit Facility, the Fund is required to comply with various covenants, reporting requirements and other customary requirements for similar revolving credit facilities, including, without limitation, covenants related to: (a) limitations on the incurrence of

additional indebtedness and liens, (b) limitations on certain restricted payments, (c) maintaining a ratio of total assets (less total liabilities other than indebtedness) to total indebtedness of the Fund and its consolidated subsidiaries (subject to certain exceptions) of not less than 3:1.0. These covenants are subject to important limitations and exceptions that are described in the documents governing the State Street Credit Facility. Amounts available to borrow under the State Street Credit Facility (and the incurrence of certain other permitted debt) are also subject to compliance with a borrowing base that applies different advance rates to different types of assets in the Fund's portfolio that are pledged as collateral. As of June 30, 2020, the Fund was in compliance in all material respects with the terms of the State Street Credit Facility.

As of June 30, 2020, there was $75,969,499 outstanding under the State Street Credit Facility. The interest rate charged on the State Street Credit Facility is based on an applicable LIBOR rate plus 0.95% (as defined in the agreements governing the State Street Credit Facility). Unused portions of the State Street Credit Facility accrue a commitment fee equal to 0.20%. The fair value of the Fund's borrowings under the State Street Credit Facility approximates the carrying amount presented in the accompanying Consolidated Statement of Assets and Liabilities at cost for the remaining maturity for which the Fund has determined would be categorized as Level 2 in the fair value hierarchy.

For the six months ended June 30, 2020 the components of interest and unused commitment fees expense, average stated interest rates (i.e., rate in effect plus the spread) and average outstanding balance for the State Street Credit Facility were as follows:

  For the Six Months
Ended June 30, 2020
($)
 

Stated interest expense

   

835,798

   

Unused commitment fees

   

94,463

   

Total interest and credit facility fees expense

   

930,261

   

Annualized average stated interest rate

   

1.74

%

 

Average outstanding balance

   

96,410,479

   

Amortization of debt issuance costs

   

28,364

   

Under the Investment Company Act, the Fund is not permitted to incur indebtedness, including through the issuance of debt securities, unless immediately thereafter the Fund will have an asset coverage of at least 300%. In general, the term "asset coverage" for this purpose means the ratio which the value of the total assets of the Fund, less all liabilities and indebtedness not represented by senior securities, bears to the aggregate amount of senior securities representing indebtedness of the

Semi-Annual Report 2020
64



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

Fund. In addition, the Fund may be limited in its ability to declare any cash distribution on its capital stock or purchase its capital stock unless, at the time of such declaration or purchase, the Fund has an asset coverage (on its indebtedness) of at least 300% after deducting the amount of such distribution or purchase price, as applicable. For non-public indebtedness issued by the Fund (for example, the Wells Credit Facility and the State Street Credit Facility), the Fund may be able to continue to pay distributions on its capital stock or purchase its capital stock even if the asset coverage ratio on its indebtedness falls below 300%. As of June 30, 2020, the Fund's asset coverage was 989%.

(6) Investment Advisory and Other Agreements

The Adviser is registered as an investment adviser under the Advisers Act. The Adviser is an affiliate of Ares and leverages Ares' entire investment platform and benefits from the significant capital markets, trading and research expertise of all of Ares' investment professionals.

Pursuant to the investment advisory agreement, dated December 6, 2016 (the "Investment Advisory Agreement") (most recently amended and restated as of May 22, 2020), by and between the Fund and the Adviser, the Adviser provides certain investment advisory and administrative services to the Fund and in consideration of the advisory services provided, the Adviser is entitled to a fee consisting of two components — a base management fee (the "Management Fee") and an incentive fee (the "Incentive Fee"). Pursuant to the investment sub-advisory agreement, dated as of December 6, 2016 (the "Investment Sub-Advisory Agreement"), by and between the Adviser and the Fund, the Adviser pays the Ares Capital Management II LLC (the "Sub-Adviser") 40% of the Management Fee and Incentive Fee actually received and retained and not otherwise used to support expenses.

The Adviser provides certain investment advisory and administrative services to the Fund pursuant to the Investment Advisory Agreement. Pursuant to its Investment Advisory Agreement, the Fund has agreed to pay the Adviser the Management Fee at an annual rate of 1.25% of the average daily value of the Fund's total assets of the Fund (including any assets attributable to any preferred shares that may be issued or to indebtedness) minus the Fund's liabilities other than liabilities relating to indebtedness. The management fees incurred by the Fund for the six months ended June 30, 2020 were $4,806,222.

Effective May 22, 2020, applied on a prospective basis the Incentive Fee is calculated and payable quarterly in arrears based upon each share class's "pre-incentive fee net investment income" for the immediately preceding quarter,

and is subject to a hurdle rate, expressed as a rate of return on each share class's "average daily net asset value," equal to 1.50% per quarter (or an annualized hurdle rate of 6.00%), subject to a "catch-up" feature. For this purpose, "pre-incentive fee net investment income" means interest income, dividend income and any other income accrued during the calendar quarter, minus the share class's operating expenses for the quarter and taking into account the Expense Support Agreement. For such purposes, each share class's operating expenses will include the Management Fee, expenses reimbursed to the Adviser under the administration agreement, dated as of December 6, 2016 (the "Adviser Administration Agreement"), by and between the Fund and the Adviser, and any interest expense and distributions paid on any issued and outstanding preferred shares, but will exclude the Incentive Fee.

The "catch-up" provision is intended to provide the Adviser with an incentive fee of 15% on each share class's pre-incentive fee net investment income when the share class's pre-incentive fee net investment income reaches 1.765% of average daily net asset value in any calendar quarter. During the six months ended June 30, 2020 there were no incentive fees incurred.

Prior to May 22, 2020, the Incentive Fee was calculated and payable quarterly in arrears based upon the Fund's (rather than each class's) "pre-incentive fee net investment income" for the immediately preceding quarter, and was subject to a hurdle rate, expressed as a rate of return on the Fund's "adjusted capital," equal to 1.50% per quarter (or an annualized hurdle rate of 6.00%), subject to a "catch-up" feature. "Adjusted Capital" previously was defined as the cumulative gross proceeds received by the Fund from the sale of the Fund's shares (including pursuant to the Fund's DRIP (as defined below), reduced by amounts paid in connection with purchases of the Fund's shares pursuant to the Fund's share repurchase program and further reduced by distribution representing a return of capital. For this purpose, "pre-incentive fee net investment income" means interest income, dividend income and any other income accrued during the calendar quarter, minus the Fund's operating expenses for the quarter.

The Adviser is obligated to pay expenses associated with providing the investment services stated in the Investment Advisory Agreement and Investment Sub-Advisory Agreement, including expenses associated with office space for their officers and employees, investment and economic research, trading and investment management of the Fund.

Under the Expense Support Agreement, the Adviser may at its discretion, for the period ending July 31, 2021, reimburse the Fund's operating expenses to the extent that aggregate distributions made to each class' shareholders during the

Semi-Annual Report 2020
65



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

applicable quarter exceed Available Operating Funds (as defined below). Additionally, during the term of the Expense Support Agreement, the Adviser may reimburse the Fund's operating expenses to the extent that it otherwise deems appropriate such that the Fund bears an appropriate level of expenses (each such payment, an "Expense Payment"). "Available Operating Funds" means the sum attributable to the applicable class of (i) the Fund's net investment Fund taxable income (including net short-term capital gains reduced by net long term capital losses); (ii) the Fund's net capital gains (including the excess of net long-term capital gains over net short-term capital losses); and (iii) dividends and other distributions paid to or otherwise earned by the Fund on account of investments in portfolio companies (to the extend such amounts listed in clause (iii) are not included under clauses (i) and (ii) above).

In consideration of the Adviser's agreement to reimburse the Fund's operating expenses, the Fund has agreed to repay the Adviser in the amount of any Fund expenses reimbursed subject to the limitation that a reimbursement (an "Adviser Reimbursement") will be made only if and to the extent that (i) it is payable not more than three years from the last business day of the calendar quarter in which the applicable Expense Payment was made by the Adviser; (ii) the Adviser Reimbursement does not cause other fund operating expenses attributable to the applicable class (on an annualized basis and net of any reimbursements received by the Fund during such fiscal year) during the applicable quarter to exceed the percentage of the Fund's average net assets attributable to common shares represented by other fund operating expenses

allocable to the applicable class (as defined below) (on an annualized basis) during the quarter in which the applicable Expense Payment from the Adviser was made; and (iii) the distributions per share declared by the Fund for the applicable class at the time of the applicable Expense Payment are less than the effective rate of distributions per share for the applicable class at the time the Adviser Reimbursement would be paid. Other fund operating expenses is defined as, the Fund's total Operating Expenses (as defined below), excluding the Management Fees, the Incentive Fees, offering expenses, financing fees and costs, interest expense and extraordinary expenses. "Operating Expenses" means all operating costs and expenses incurred by the Fund, as determined in accordance with GAAP for investment companies. The Expense Support Agreement will remain in effect at least until July 31, 2021, unless and until the Fund's Board approves it's modifications or termination. The Expense Support Agreement was renewed for another year on July 31, 2020 (see Note 10, Subsequent Events, for information regarding the extension of the Agreement). This Expense Support Agreement may be terminated only by the Fund's Board on notice to the Adviser. For the six months ended June 30, 2020, the Adviser did not provide any expense support and the Fund incurred $2,362,845 in expense support recoupment.

The table below presents a summary of all expenses supported by the Adviser for each of the following three month periods in which the Fund received expense support from the Adviser and the Adviser associated dates through which such expenses are eligible for reimbursement from the Fund.

Three Months Ended   Expense
Support
from the
Adviser
($)
  Recoupment
of Expense
Support
($)
  Unreimbursed
Expense
Support
($)
  Annualized
Ratio of Other
Fund Operating
Expenses to
Average Net
Assets for the
Period(1) %
  Annualized
Distribution
Rate for the
Period(2)
($)
  Eligible for
Reimbursement
through
 

January 31, 2017

   

335,238

     

335,238

     

0

     

68.82

     

0

   

January 31, 2020

 

April 30, 2017

   

820,353

     

820,353

     

0

     

54.97

     

1.39257355

   

April 30, 2020

 

July 31, 2017

   

738,421

     

738,421

     

0

     

37.93

     

1.39257355

   

July 31, 2020

 

Total

   

1,894,012

     

1,894,012

     

0

           

 

Semi-Annual Report 2020
66



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

Class A

Three Months Ended   Expense
Support
from the
Adviser
($)
  Recoupment
of Expense
Support
($)
  Unreimbursed
Expense
Support
($)
  Annualized
Ratio of Other
Fund Operating
Expenses to
Average Net
Assets for the
Period(1) %
  Annualized
Distribution
Rate for the
Period(2)
($)
  Eligible for
Reimbursement
through
 

January 31, 2017

   

193,243

     

193,243

     

0

     

9.01

     

1.39257355

   

January 31, 2020

 

October 31, 2017

   

592,329

     

168,659

     

423,669

     

7.68

     

1.39257355

   

October 31, 2020

 

January 31, 2018

   

412,396

     

0

     

412,396

     

5.42

     

1.39257355

   

January 31, 2021

 

April 30, 2018

   

306,581

     

0

     

306,581

     

4.43

     

1.39257355

   

April 30, 2021

 

July 31, 2018

   

282,399

     

0

     

282,399

     

3.86

     

1.39257355

   

July 31, 2021

 

October 31, 2018

   

351,380

     

0

     

351,380

     

3.15

     

1.39257355

   

October 31, 2021

 

January 31, 2019

   

112,892

     

0

     

112,892

     

1.21

     

1.39257355

   

January 31, 2022

 

April 30, 2019

   

10,033

     

0

     

10,033

     

1.29

     

1.39257355

   

April 30, 2022

 

Total

   

2,261,253

     

361,902

     

1,899,351

           

 

Class C

Three Months Ended   Expense
Support
from the
Adviser
($)
  Recoupment
of Expense
Support
($)
  Unreimbursed
Expense
Support
($)
  Annualized
Ratio of Other
Fund Operating
Expenses to
Average Net
Assets for the
Period(1) %
  Annualized
Distribution
Rate for the
Period(2)
($)
  Eligible for
Reimbursement
through
 

July 31, 2017

   

0

     

0

     

0

     

0

     

0

   

July 31, 2020

 

October 31, 2017

   

98,889

     

98,889

     

0

     

5.32

     

1.39257355

   

October 31, 2020

 

January 31, 2018

   

173,902

     

57,212

     

116,690

     

6.07

     

1.39257355

   

January 31, 2021

 

April 30, 2018

   

206,018

     

0

     

206,018

     

4.94

     

1.39257355

   

April 30, 2021

 

July 31,2018

   

263,530

     

0

     

263,530

     

4.33

     

1.39257355

   

July 31, 2021

 

October 31, 2018

   

312,501

     

     

312,501

     

3.66

     

1.39257355

   

October 31, 2021

 

January 31, 2019

   

163,026

     

0

     

163,026

     

1.96

     

1.39257355

   

January 31, 2022

 

April 30, 2019

   

84,215

     

     

84,215

     

2.03

     

1.39257355

   

April 30, 2022

 

Total

   

1,302,081

     

156,100

     

1,145,981

           

 

Semi-Annual Report 2020
67



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

Class I

Three Months Ended   Expense
Support
from the
Adviser
($)
  Recoupment
of Expense
Support
($)
  Unreimbursed
Expense
Support
($)
  Annualized
Ratio of Other
Fund Operating
Expenses to
Average Net
Assets for the
Period(1) %
  Annualized
Distribution
Rate for the
Period(2)
($)
  Eligible for
Reimbursement
through
 

July 31, 2017

   

0

     

0

     

0

     

0

     

0

   

July 31, 2020

 

October 31, 2017

   

172,437

     

172,437

     

0

     

4.81

     

1.39257355

   

October 31, 2020

 

January 31, 2018

   

246,239

     

246,239

     

0

     

5.03

     

1.39257355

   

January 31, 2021

 

April 30, 2018

   

369,279

     

369,279

     

0

     

3.84

     

1.39257355

   

April 30, 2021

 

July 31, 2018

   

521,001

     

521,001

     

0

     

3.19

     

1.39257355

   

July 31, 2021

 

October 31, 2018

   

779,372

     

779,379

     

0

     

2.45

     

1.39257355

   

October 31, 2021

 

January 31, 2019

   

281,055

     

0

     

281,055

     

0.96

     

1.39257355

   

January 31, 2022

 

April 30, 2019

   

0

     

0

     

0

     

0

     

1.39257355

   

April 30, 2022

 

Total

   

2,369,382

     

2,088,327

     

281,055

           

 

Class L

Three Months Ended   Expense
Support
from the
Adviser
($)
  Recoupment
of Expense
Support
($)
  Unreimbursed
Expense
Support
($)
  Annualized
Ratio of Other
Fund Operating
Expenses to
Average Net
Assets for the
Period(1) %
  Annualized
Distribution
Rate for the
Period(2)
($)
  Eligible for
Reimbursement
through
 

July 31, 2017

   

0

     

0

     

0

     

0

     

0

   

July 31, 2020

 

October 31, 2017

   

0

     

0

     

0

     

0

     

1.39257355

   

October 31, 2020

 

January 31, 2018

   

27

     

27

     

0

     

5.49

     

1.39257355

   

January 31, 2021

 

April 30, 2018

   

3,558

     

3,558

     

0

     

3.54

     

1.39257355

   

April 30, 2021

 

July 31, 2018

   

9,112

     

9,112

     

0

     

3.23

     

1.39257355

   

July 31, 2021

 

October 31, 2018

   

16,193

     

16,193

     

0

     

2.62

     

1.39257355

   

October 31, 2021

 

January 31, 2019

   

7,456

     

0

     

7,456

     

1.46

     

1.39257355

   

January 31, 2022

 

April 30, 2019

   

2,303

     

0

     

2,303

     

1.54

     

1.39257355

   

April 30, 2022

 

Total

   

38,649

     

28,890

     

9,759

           

 

Class U

Three Months Ended   Expense
Support
from the
Adviser
($)
  Recoupment
of Expense
Support
($)
  Unreimbursed
Expense
Support
($)
  Annualized
Ratio of Other
Fund Operating
Expenses to
Average Net
Assets for the
Period(1) %
  Annualized
Distribution
Rate for the
Period(2)
($)
  Eligible for
Reimbursement
through
 

December 31, 2019

   

26,627

     

0

     

26,627

     

0.29

     

1.39257355

   

December 31, 2022

 

Total

   

26,637

     

0

     

26,627

           

 

(1) Other Fund Operating Expenses is defined as, the Fund's total Operating Expenses (as defined below), excluding the management fees and Incentive fees, offering expenses, financing fees and costs, interest expense and extraordinary expenses. "Operating Expenses" means all operating costs and expenses incurred by the Fund, as determined in accordance with generally accepted accounting principles for investment companies.

(2) The Annualized Distribution Rate per Share equals the projected annualized distribution amount which is calculated based on the average regular cash distributions per share that were declared during record dates in the applicable Expense Support Payment Quarter.

Semi-Annual Report 2020
68



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

Pursuant to the Adviser Administration Agreement, the Adviser furnishes the Fund with office equipment and clerical, bookkeeping and record keeping services at the Adviser's office facilities. Under the Adviser Administration Agreement, the Fund is obligated to reimburse the Adviser, at cost, based upon the Fund's allocable portion of the Adviser's overhead and other expenses (including travel expenses) incurred by the Adviser in performing its obligations under the Adviser Administration Agreement, including the Fund's allocable portion of the compensation, rent and other expenses of certain of its officers (including but not limited to the chief compliance officer, chief financial officer, chief accounting officer, general counsel, treasurer and assistant treasurer) and their respective staffs. The Adviser Administration Agreement may be terminated by either party without penalty upon 60 days' written notice to the other party. The total of such expenses incurred for the six months ended June 30, 2020 was $623,583.

Pursuant to an administration agreement between State Street Bank and Trust Company ("State Street") and the Fund, State Street performs, or oversees the performance of, certain of the Fund's required administrative services, which include, among other things, providing assistance in accounting, legal, compliance, operations, being responsible for the financial records that the Fund is required to maintain and preparing reports to the Fund's shareholders and reports filed with the SEC. In addition, State Street oversees the preparation and filing of the Fund's tax returns and generally oversees the payment of the Fund's expenses and the performance of administrative and professional services rendered to the Fund by others. The Fund pays State Street for these services. The total of such expenses incurred by the Fund for the six months ended June 30, 2020 was $167,936.

Pursuant to a transfer agent agreement between DST Systems, Inc. ("DST") and the Fund, DST performs transfer agency services for the Fund. DST maintains the shareholder accounting records for the Fund. The Fund pays DST for these services. The total of such expenses incurred for the six months ended June 30, 2020 was $195,937.

Shareholder Service Expenses

The Fund has adopted a "Shareholder Services Plan" with respect to its Class A, Class C, Class L and Class U-2 Shares under which the Fund may compensate financial industry professionals for providing ongoing services in respect of clients with whom they have distributed shares of the Fund. Such services may include electronic processing of client orders, electronic fund transfers between clients and the Fund, account reconciliations with the Fund's transfer agent,

facilitation of electronic delivery to clients of Fund documentation, monitoring client accounts for back-up withholding and any other special tax reporting obligations, maintenance of books and records with respect to the foregoing, and such other information and liaison services as the Fund or the Adviser may reasonably request. Under the Shareholder Services Plan, the Fund, with respect to Class A, Class C, Class L, and Class U-2 Shares, may incur expenses on an annual basis equal up to 0.25% of its average net assets attributable to Class A, Class C, Class L, and Class U-2 Shares, respectively.

Distribution Plan

The Fund, with respect to its Class C, Class L, Class U, Class W and Class U-2 Shares, is authorized under a "Distribution Plan" to pay to the Distributor a distribution fee for certain activities relating to the distribution of shares to investors. These activities include marketing and other activities to support the distribution of Class C, Class L, Class U, Class W and Class U-2 Shares. The Plan operates in a manner consistent with Rule 12b-1 under the 1940 Act, which regulates the manner in which an open-end investment company may directly or indirectly bear the expenses of distributing its shares. Although the Fund is not an open-end investment company, it has undertaken to comply with the terms of Rule 12b-1 as a condition of an exemptive order under the 1940 Act which permits it to have asset based distribution fees. Under the Distribution Plan, the Fund pays the Distributor a distribution fee at an annual rate of 0.75% of average daily net assets attributable to Class C Shares, 0.25% of the average daily net assets attributable to Class L Shares, 0.50% of the average daily net assets attributable to Class W Shares and Class U-2 Shares, and 0.75% of the average daily net assets attributable to Class U Shares.

(7) Investment Transactions

For the six months ended June 30, 2020, the cost of investments purchased and proceeds from sales of investments, excluding short obligations, were as follows:

Cost of Investments
Purchased
  Proceeds from the
Sale of Investments
 
$

503,396,441

   

$

(271,582,901

)

 

(8) Derivative Instruments

The Fund recognizes all of its derivative instruments at fair value as either assets or liabilities in the Consolidated Statement of Assets and Liabilities. The changes in the fair value are included in the Consolidated Statement of Operations during the current year. The Fund is exposed to

Semi-Annual Report 2020
69



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

certain risks relating to its ongoing operations; the primary risks managed by using derivative instruments are market risk, credit risk, and foreign exchange risk. Additionally, the Fund holds certain derivative instruments for investment purposes. As of or during the six months ended June 30, 2020, the Fund held the following instruments meeting the definition of a derivative instrument: foreign forward currency contracts, credit default swaps and total return swaps.

Qualitative Disclosures of Derivative Financial Instruments

The following is a description of the derivatives utilized by the Fund during the reporting period, including the primary underlying risk exposure related to each instrument type.

Foreign Forward Currency Contracts: the Fund enters into forward currency contracts from time to time to help mitigate the impact that an adverse change in foreign exchange rates would have on the value of the Fund's investments denominated in foreign currencies. As of June 30, 2020, the counterparty to the forward currency contracts was Goldman Sachs. Net unrealized gains or losses on forward currency contracts are included in "net realized gain on foreign currency contracts" in the accompanying Consolidated Statement of Operations.

Forward currency contracts are considered undesignated derivative instruments.

Certain information related to the Fund's foreign currency forward contracts is presented below as of June 30, 2020.

 

As of June 30, 2020

 
Description   Notional
Amount
 

Maturity Date

  Gross Amount
of Recognized
Assets
  Gross Amount
of Recognized
Liabilities
  Balance Sheet
Location of Net
Amounts
 

Foreign currency forward contract

 

£

(1,098,452

)

 

7/15/2020

 

$

19,149

   

$

   

Forward foreign currency contracts

 

Foreign currency forward contract

 

£

(1,132,532

)

 

7/15/2020

   

18,189

     

   

Forward foreign currency contracts

 

Foreign currency forward contract

 

SEK

(1,961,141

)

 

9/18/2020

   

     

(12,084

)

 

Forward foreign currency contracts

 

Foreign currency forward contract

 

NOK

(4,117,433

)

 

9/18/2020

   

50,282

     

   

Forward foreign currency contracts

 

Foreign currency forward contract

 

SEK

(3,691,269

)

 

1/17/2020

   

1,171

     

   

Forward foreign currency contracts

 

Total

         

$

88,791

   

$

(12,084

)

 

 

Options: The Fund may write or purchase options on swap agreements (commonly referred to as swaptions) in order to gain exposure to or protect against changes in the markets or in an attempt to enhance income or gains.

An option is a contract giving its owner the right, but not the obligation, to buy (call) or sell (put) a specified item at a fixed price (exercise or strike price) during a specified period or on a specified date. Put and call options purchased are accounted for in the same manner as portfolio securities. The cost basis of securities acquired through the exercise of call options is increased by premiums paid. The proceeds from securities sold through the exercise of put options are decreased by the premiums paid. The risk associated with purchasing an option is that the Fund pays a premium whether or not the option is exercised. Additionally, the Fund bears the risk of loss of premium and any change in fair value should the counterparty not perform under the contract.

When the Fund writes an option, the premium received by the Fund is recorded as a liability and is subsequently adjusted to the current fair value of the option written. Premiums received from writing options which expire unexercised are recorded by the Fund on the expiration date as realized gains from option transactions. The difference between the premium and the

amount paid on the effecting closing purchase transactions, including brokerage commissions, is treated as a realized gain, or if the premium is less than the amount paid for the closing purchase transactions, as a realized loss. If a written call option is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether the Fund has realized a gain or loss. If a written put option is exercised, the premium reduces the cost basis of the security purchased by the Fund. In writing options, the Fund bears the market risk of unfavorable change in the price of the security underlying the written option. The risk involved in writing an option is that if the option was exercised, the underlying security may be purchased or sold by the Fund at a disadvantageous price.

Credit Default Swaps: The Fund enters into credit default swap contracts for investment purposes and to manage its credit risk. Credit default swap agreements involve one party making a stream of payments (referred to as the buyer of protection) to another party (the seller of protection) in exchange for the right to receive a specified return in the event of a default or other credit event for the referenced entity, obligation or index. The Fund may purchase or sell protection. A seller of protection generally receives an upfront payment or periodic payments throughout the term of the swap provided

Semi-Annual Report 2020
70



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

there is no credit event. Such periodic payments received are accrued daily and accounted for as realized gains. If a credit event occurs, as defined under the terms of the swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index. The buyer of protection generally pays an upfront premium or periodic payments throughout the term of the swap provided there is no credit event. Such periodic payments paid are accrued daily and accounted for as realized losses.

Entering into credit default swaps involves, to varying degrees, elements of credit, market and documentation risk in excess of the related amounts recognized in the Consolidated Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligations to perform or disagree as to the meaning of the contractual terms in the agreements, and that there will be unfavorable changes in net interest rates.

The Fund's derivative contracts are subject to either International Swaps and Derivatives Association ("ISDA") Master Agreements, or futures contracts/OTC addendums which contain certain covenants and other provisions that, if violated, may require the Fund to post collateral on derivatives if the Fund is in a net liability position with its counterparties

exceeding certain amounts. As of June 30, 2020 there are no derivative instruments with credit-risk-related contingent features that are in a net liability position after taking into effect permissible offsetting. Additionally, OTC derivative counterparties may immediately terminate these agreements and the related derivative contracts if the Fund fails to maintain sufficient asset coverage for its contracts or its net assets decline by stated percentages or amounts. As of June 30, 2020 the termination values of these derivative contracts were approximately equal to their fair values.

Total Return Swaps: Total return is used as substitutes for owning or shorting the physical securities that comprise a given market index, or to obtain long or short exposure in markets where no physical securities are available, such as an interest rate index. Total return refers to the payment (or receipt) of an index's total return, which is then exchanged for the receipt (or payment) of a floating interest rate. Total return swaps provide the Fund with the additional flexibility of gaining or shedding exposure to a market or sector index by using the most cost-effective vehicle available. To the extent the Fund uses total return swaps to hedge risk, basis risk may cause the hedge to be less effective or ineffective.

Offsetting Arrangements

Although the Fund generally presents derivative and other financial instruments on a gross basis in the Consolidated Statement of Assets and Liabilities, certain derivative and other financial instruments are subject to enforceable master netting arrangements with certain counterparties which allow for the derivative and other financial instruments to be offset.

The following table presents the rights of offset and related arrangements associated with the Fund's derivative instruments:

      Gross Amounts Not Offset in
Statement of Assets and Liabilities
 

 
Description   Gross Amounts
of Recognized
Assets
(Liabilities)
  Gross Amounts
Offset in
Assets
(Liabilities)
  Net Amounts
of Assets
(Liabilities)
Presented
  Financial
Instrument
  Collateral
(Received)
Pledged
 

Net Amount

 

Assets:

 

Goldman Sachs:

 

Forward Foreign Currency Contracts

 

$

88,791

   

$

   

$

88,791

   

$

(12,084

)

 

$

   

$

76,707

   

Swap Agreements

   

1,040,555

     

     

1,040,555

     

(110,132

)

   

     

930,423

   

Total

 

$

1,129,346

   

$

   

$

1,129,346

   

$

(122,216

)

 

$

   

$

1,007,130

   

Liabilities:

 

Goldman Sachs:

 

Forward Foreign Currency Contracts

 

$

(12,084

)

 

$

   

$

(12,084

)

 

$

12,084

   

$

   

$

   

Swap Agreements

   

(110,132

)

   

     

(110,132

)

   

110,132

     

     

   

Total

 

$

(122,216

)

 

$

   

$

(122,216

)

 

$

122,216

   

$

   

$

   

Semi-Annual Report 2020
71



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

(9) Risk Factors

Senior Loans Risk

Although senior loans ("Senior Loans") are senior and typically secured in a first or second lien position in contrast to other below investment grade fixed income instruments, which are often subordinated or unsecured, the risks associated with such Senior Loans are generally similar to the risks of other below investment grade fixed income instruments. Investments in below investment grade Senior Loans are considered speculative because of the credit risk of the issuers of debt instruments (each, a "Borrower"). Such Borrowers are more likely than investment grade Borrowers to default on their payments of interest and principal owed to the Fund, and such defaults would likely reduce the net asset value of the Fund and income distributions. An economic downturn would generally lead to a higher non-payment rate, and a Senior Loan may lose significant market value before a default occurs. Moreover, any specific collateral used to secure a Senior Loan may decline in value or become illiquid, which would likely adversely affect the Senior Loan's value.

Senior Loans are subject to the risk of non-payment of scheduled interest or principal. Such non-payment would result in a reduction of income to the Fund, a reduction in the value of the investment and a likely decrease in the net asset value of the Fund. There can be no assurance that the liquidation of any collateral securing a Senior Loan would satisfy the Borrower's obligation in the event of nonpayment of scheduled interest or principal payments, whether when due or upon acceleration, or that the collateral could be liquidated, readily or otherwise. In the event of bankruptcy or insolvency of a Borrower, the Fund could experience delays or limitations with respect to its ability to realize the benefits of the collateral, if any, securing a Senior Loan. The collateral securing a Senior Loan, if any, may lose all or substantially all of its value in the event of the bankruptcy or insolvency of a Borrower. Some Senior Loans are subject to the risk that a court, pursuant to fraudulent conveyance or other similar laws, could subordinate such Senior Loans to presently existing or future indebtedness of the Borrower or take other action detrimental to the holders of Senior Loans including, in certain circumstances, invalidating such Senior Loans or causing interest previously paid to be refunded to the Borrower. Additionally, a Senior Loan may be "primed" in bankruptcy, which reduces the ability of the holders of the Senior Loan to recover on the collateral.

There may be less readily available information about most Senior Loans and the Borrowers thereunder than is the case for many other types of securities, including securities issued

in transactions registered under the Securities Act of 1933, as amended (the "Securities Act") or the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and Borrowers subject to the periodic reporting requirements of Section 13 of the Exchange Act. Senior Loans may be issued by companies that are not subject to SEC reporting requirements and these companies, therefore, do not file reports with the SEC that must comply with SEC form requirements and, in addition, are subject to a less stringent liability disclosure regime than companies subject to SEC reporting requirements. As a result, the Adviser will rely primarily on its own evaluation of a Borrower's credit quality rather than on any available independent sources. Consequently, the Fund will be particularly dependent on the analytical abilities of the Adviser. In certain circumstances, Senior Loans may not be deemed to be securities under certain federal securities laws, other than the Investment Company Act. Therefore, in the event of fraud or misrepresentation by a Borrower or an arranger, the Fund may not have the protection of the antifraud provisions of the federal securities laws as would otherwise be available for bonds or stocks. Instead, in such cases, parties generally would rely on the contractual provisions in the Senior Loan agreement itself and common law fraud protections under applicable state law.

The secondary trading market for Senior Loans may be less liquid than the secondary trading market for registered investment grade debt securities. No active trading market may exist for certain Senior Loans, which may make it difficult to value them. Illiquidity and adverse market conditions may mean that the Fund may not be able to sell Senior Loans quickly or at a fair price. To the extent that a secondary market does exist for certain Senior Loans, the market for them may be subject to irregular trading activity, wide bid/ask spreads and extended trade settlement periods.

Senior Loans are subject to legislative risk. If legislation or state or federal regulations impose additional requirements or restrictions on the ability of financial institutions to make loans, the availability of Senior Loans for investment by the Fund may be adversely affected. In addition, such requirements or restrictions could reduce or eliminate sources of financing for certain Borrowers. This would increase the risk of default. If legislation or federal or state regulations require financial institutions to increase their capital requirements this may cause financial institutions to dispose of Senior Loans that are considered highly levered transactions. If the Fund attempts to sell a Senior Loan at a time when a financial institution is engaging in such a sale, the price the Fund could receive for the Senior Loan may be adversely affected.

Semi-Annual Report 2020
72



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

Subordinated Loans Risk

Subordinated loans generally are subject to similar risks as those associated with investments in Senior Loans, except that such loans are subordinated in payment and/or lower in lien priority to first lien holders. In the event of default on a Subordinated Loan, the first priority lien holder has first claim to the underlying collateral of the loan to the extent such claim is secured. Additionally, an over secured creditor may be entitled to additional interest and other charges in bankruptcy increasing the amount of their allowed claim. Subordinated Loans are subject to the additional risk that the cash flow of the Borrower and property securing the loan or debt, if any, may be insufficient to meet scheduled payments after giving effect to the senior obligations of the Borrower. This risk is generally higher for subordinated unsecured loans or debt, which are not backed by a security interest in any specific collateral. Subordinated Loans generally have greater price volatility than Senior Loans and may be less liquid.

Corporate Bonds Risk

The market value of a corporate bond generally may be expected to rise and fall inversely with interest rates. The market value of intermediate- and longer-term corporate bonds is generally more sensitive to changes in interest rates than is the market value of shorter-term corporate bonds. The market value of a corporate bond also may be affected by factors directly related to the Borrower, such as investors' perceptions of the creditworthiness of the Borrower, the Borrower's financial performance, perceptions of the Borrower in the market place, performance of management of the Borrower, the Borrower's capital structure and use of financial leverage and demand for the Borrower's goods and services. There is a risk that the Borrowers of corporate bonds may not be able to meet their obligations on interest or principal payments at the time called for by an instrument. High yield corporate bonds are often high risk and have speculative characteristics. High yield corporate bonds may be particularly susceptible to adverse Borrower-specific developments.

CLO Securities Risk

Collateralized Loan Obligations "CLO" issue securities in tranches with different payment characteristics and different credit ratings. The rated tranches of securities issued by CLOs ("CLO Securities") are generally assigned credit ratings by one or more nationally recognized statistical rating organizations. The subordinated (or residual) tranches do not receive ratings. Below investment grade tranches of CLO Securities typically experience a lower recovery, greater risk of loss or deferral or non-payment of interest than more senior tranches of the CLO.

The riskiest portion of the capital structure of a CLO is the subordinated (or residual) tranche, which bears the bulk of defaults from the loans in the CLO and serves to protect the other, more senior tranches from default in all but the most severe circumstances. Since it is partially protected from defaults, a senior tranche from a CLO typically has higher ratings and lower yields than the underlying securities, and can be rated investment grade. Despite the protection from the subordinated tranche, CLO tranches can experience substantial losses due to actual defaults, increased sensitivity to defaults due to collateral default and disappearance of protecting tranches, market anticipation of defaults and aversion to CLO Securities as a class. The risks of an investment in a CLO depend largely on the collateral and the tranche of the CLO in which the Fund invests.

The CLOs in which the Fund invests may have issued and sold debt tranches that will rank senior to the tranches in which the Fund invests. By their terms, such more senior tranches may entitle the holders to receive payment of interest or principal on or before the dates on which the Fund is entitled to receive payments with respect to the tranches in which the Fund invests. Also, in the event of insolvency, liquidation, dissolution, reorganization or bankruptcy of a CLO, holders of more senior tranches would typically be entitled to receive payment in full before the Fund receives any distribution. After repaying such senior creditors, such CLO may not have any remaining assets to use for repaying its obligation to the Fund. In the case of tranches ranking equally with the tranches in which the Fund invests, the Fund would have to share on an equal basis any distributions with other creditors holding such securities in the event of an insolvency, liquidation, dissolution, reorganization or bankruptcy of the relevant CLO. Therefore, the Fund may not receive back the full amount of its investment in a CLO.

The transaction documents relating to the issuance of CLO Securities may impose eligibility criteria on the assets of the CLO, restrict the ability of the CLO's investment manager to trade investments and impose certain portfolio-wide asset quality requirements. These criteria, restrictions and requirements may limit the ability of the CLO's investment manager to maximize returns on the CLO Securities. In addition, other parties involved in CLOs, such as third-party credit enhancers and investors in the rated tranches, may impose requirements that have an adverse effect on the returns of the various tranches of CLO Securities. Furthermore, CLO Securities issuance transaction documents generally contain provisions that, in the event that certain tests are not met (generally interest coverage and over-collateralization tests at varying levels in the capital structure), proceeds that would otherwise be distributed to holders of a junior tranche must be

Semi-Annual Report 2020
73



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

diverted to pay down the senior tranches until such tests are satisfied. Failure (or increased likelihood of failure) of a CLO to make timely payments on a particular tranche will have an adverse effect on the liquidity and market value of such tranche.

Payments to holders of CLO Securities may be subject to deferral. If cash flows generated by the underlying assets are insufficient to make all current and, if applicable, deferred payments on CLO Securities, no other assets will be available for payment of the deficiency and, following realization of the underlying assets, the obligations of the Borrower of the related CLO Securities to pay such deficiency will be extinguished.

The market value of CLO Securities may be affected by, among other things, changes in the market value of the underlying assets held by the CLO, changes in the distributions on the underlying assets, defaults and recoveries on the underlying assets, capital gains and losses on the underlying assets, prepayments on underlying assets and the availability, prices and interest rate of underlying assets. Furthermore, the leveraged nature of each subordinated class may magnify the adverse impact on such class of changes in the value of the assets, changes in the distributions on the assets, defaults and recoveries on the assets, capital gains and losses on the assets, prepayment on assets and availability, price and interest rates of assets. Finally, CLO Securities are limited recourse and may not be paid in full and may be subject to up to 100% loss.

Asset-Backed Securities Risk

Asset-backed securities often involve risks that are different from or more acute than risks associated with other types of debt instruments. For instance, asset-backed securities may be particularly sensitive to changes in prevailing interest rates. In addition, the underlying assets are subject to prepayments that shorten the securities' weighted average maturity and may lower their return. Asset-backed securities are also subject to risks associated with their structure and the nature of the assets underlying the security and the servicing of those assets. Payment of interest and repayment of principal on asset-backed securities is largely dependent upon the cash flows generated by the assets backing the securities and, in certain cases, supported by letters of credit, surety bonds or other credit enhancements. The values of asset-backed securities may be substantially dependent on the servicing of the underlying asset pools, and are therefore subject to risks associated with the negligence by, or defalcation of, their servicers. Furthermore, debtors may be entitled to the protection of a number of state and federal consumer credit laws with respect to the assets underlying these securities,

which may give the debtor the right to avoid or reduce payment. In addition, due to their often complicated structures, various asset-backed securities may be difficult to value and may constitute illiquid investments. If many Borrowers on the underlying loans default, losses could exceed the credit enhancement level and result in losses to investors in asset-backed securities.

Investment and Market Risk

An investment in the common shares of the Fund is subject to investment risk, including the possible loss of the entire principal amount invested. An investment in the common shares of the Fund represents an indirect investment in the portfolio of Senior Loans, Corporate Bonds, CLO Securities and other securities and loans owned by the Fund, and the value of these securities and loans may fluctuate, sometimes rapidly and unpredictably. For instance, during periods of global economic downturn, the secondary markets for Senior Loans and investments with similar economic characteristics (such as second lien loans and unsecured loans) and Corporate Bonds may experience sudden and sharp price swings, which can be exacerbated by large or sustained sales by major investors in these markets, a high-profile default by a major Borrower, movements in indices tied to these markets or related securities or investments, or a change in the market's perception of Senior Loans and investments with similar economic characteristics (such as second lien loans and unsecured loans) and Corporate Bonds. At any point in time, an investment in the common shares of the Fund may be worth less than the original amount invested, even after taking into account distributions paid by the Fund, if any, and the ability of common shareholders to reinvest dividends. The Fund currently utilizes leverage, which magnifies the Fund's risks and, in turn, the risks to the common shareholders.

Interest Rate Risk

The market value of Corporate Bonds and other fixed-income securities changes in response to interest rate changes and other factors. Interest rate risk is the risk that prices of bonds and other fixed-income securities will increase as interest rates fall and decrease as rates rise. Accordingly, an increase in market interest rates (which are currently considered low by historic standards) may cause a decrease in the price of a debt security and, therefore, a decline in the net asset value of the Fund's common shares. The magnitude of these fluctuations in the market price of bonds and other fixed-income securities is generally greater for those securities with longer maturities. Because Senior Loans with floating or variable rates reset their interest rates only periodically, changes in prevailing interest rates (and particularly sudden and significant changes) can be expected to cause some fluctuations in the net asset value of

Semi-Annual Report 2020
74



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

the Fund's common shares. In addition, Senior Loans or similar loans or securities may allow the Borrower to opt between LIBOR-based interest rates and interest rates based on bank prime rates, which may have an effect on the net asset value of the Fund's common shares.

LIBOR Rate Risk

National and international regulators and law enforcement agencies have conducted investigations into a number of rates or indices that are deemed to be "reference rates." Actions by such regulators and law enforcement agencies may result in changes to the manner in which certain reference rates are determined, their discontinuance, or the establishment of alternative reference rates. In particular, on July 27, 2017, the Chief Executive of the U.K. Financial Conduct Authority (the "FCA"), which regulates LIBOR, announced that the FCA will no longer persuade or compel banks to submit rates for the calculation of LIBOR after 2021. Such announcement indicates that the continuation of LIBOR on the current basis cannot and will not be guaranteed after 2021. It appears highly likely that LIBOR will be discontinued or modified by 2021.

The U.S. Federal Reserve, in conjunction with the Alternative Reference Rates Committee, a steering committee comprised of large U.S. financial institutions, is considering replacing U.S. dollar LIBOR with a new index calculated by short-term repurchase agreements, backed by Treasury securities (the" Secured Overnight Financing Rate," or "SOFR"). The future of LIBOR at this time is uncertain. Potential changes, or uncertainty related to such potential changes, may adversely affect the market for LIBOR-based securities, including our portfolio of LIBOR-indexed, floating-rate debt securities, or the cost of our borrowings. In addition, changes or reforms to the determination or supervision of LIBOR may result in a sudden or prolonged increase or decrease in reported LIBOR, which could have an adverse impact on the market for LIBOR-based securities, including the value of the LIBOR-indexed, floating-rate debt securities in our portfolio, or the cost of our borrowings. Additionally, if LIBOR ceases to exist, the Fund may need to renegotiate the State Street Credit Facility and Wells Credit Facility agreements extending beyond 2021 with our credit facility lenders that utilize LIBOR as a factor in determining the interest rate to replace LIBOR with the new standard that is established.

Liquidity Risk

The Fund may not be able to readily dispose of illiquid securities or loans at prices that approximate those at which the Fund could sell the securities or loans if they were more widely traded and, as a result of that illiquidity, the Fund may have to sell other investments or engage in borrowing transactions if necessary to raise cash to meet its obligations.

Limited liquidity can also affect the market price of securities, thereby adversely affecting the net asset value of the common shares and ability to make dividend distributions. Some securities are not readily marketable and may be subject to restrictions on resale. Securities generally are not listed on any national securities exchange and no active trading market may exist for the securities in which the Fund may invest. When a secondary market exists, if at all, the market for some securities may be subject to irregular trading activity, wide bid/ask spreads and extended trade settlement periods. Further, the lack of an established secondary market for illiquid securities may make it more difficult to value such securities, which may negatively affect the price the Fund would receive upon disposition of such securities.

Duration and Maturity Risk

The Fund has no fixed policy regarding portfolio maturity or duration. Holding long duration and long maturity investments will expose the Fund to certain additional risks.

When interest rates rise, certain obligations will be paid off by the Borrower more slowly than anticipated, causing the value of these obligations to fall. Rising interest rates tend to extend the duration of securities, making them more sensitive to changes in interest rates. The value of longer-term securities generally changes more in response to changes in interest rates than shorter-term securities. As a result, in a period of rising interest rates, securities may exhibit additional volatility and may lose value.

When interest rates fall, certain obligations will be paid off by the Borrower more quickly than originally anticipated, and the Fund may have to invest the proceeds in securities with lower yields. In periods of falling interest rates, the rate of prepayments tends to increase (as does price fluctuation) as Borrowers are motivated to pay off debt and refinance at new lower rates. During such periods, reinvestment of the prepayment proceeds by the Adviser will generally be at lower rates of return than the return on the assets that were prepaid. Prepayment reduces the yield to maturity and the average life of the security.

Special Situations and Stressed Investments Risk

Although investments in debt and equity securities and other obligations of companies that may be in some level of financial or business distress, including companies involved in, or that have recently completed, bankruptcy or other reorganization and liquidation proceedings ("Stressed Issuers") (such investments, "Special Situation Investments") may result in significant returns for the Fund, they are speculative and involve a substantial degree of risk. The level of analytical sophistication, both financial and legal, necessary

Semi-Annual Report 2020
75



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

for successful investment in distressed assets is unusually high. Therefore, the Fund will be particularly dependent on the analytical abilities of the Adviser. In any reorganization or liquidation proceeding relating to a company in which the Fund invests, the Fund may lose its entire investment, may be required to accept cash or securities with a value less than the Fund's original investment and/or may be required to accept payment over an extended period of time. Among the risks inherent in investments in a troubled company is that it may be difficult to obtain information as to the true financial condition of such company. Troubled company investments and other distressed asset-based investments require active monitoring.

The Fund may make investments in Stressed Issuers when the Adviser believes it is reasonably likely that the Stressed Issuer will make an exchange offer or will be the subject to a plan of reorganization pursuant to which the Fund will receive new securities in return for a Special Situation Investment. There can be no assurance, however, that such an exchange offer will be made or that such a plan of reorganization will be adopted. In addition, a significant period of time may pass between the time at which the Fund makes its investment in the Special Situation Investment and the time that any such exchange offer or plan of reorganization is completed, if at all. During this period, it is unlikely that the Fund would receive any interest payments on the Special Situation Investment, the Fund would be subject to significant uncertainty whether the exchange offer or plan of reorganization will be completed and the Fund may be required to bear certain extraordinary expenses to protect and recover its investment. Therefore, to the extent the Fund seeks capital appreciation through investment in Special Situation Investments, the Fund's ability to achieve current income for its shareholders may be diminished. The Fund also will be subject to significant uncertainty as to when, in what manner and for what value the obligations evidenced by Special Situation Investments will eventually be satisfied (e.g., through a liquidation of the obligor's assets, an exchange offer or plan of reorganization involving the Special Situation Investments or a payment of some amount in satisfaction of the obligation). Even if an exchange offer is made or plan of reorganization is adopted with respect to Special Situation Investments held by the Fund, there can be no assurance that the securities or other assets received by the Fund in connection with such exchange offer or plan of reorganization will not have a lower value or income potential than may have been anticipated when the investment was made or even no value. Moreover, any securities received by the Fund upon completion of an exchange offer or plan of reorganization may be restricted as to resale. Similarly, if the Fund participates in negotiations with respect to any exchange offer or plan of

reorganization with respect to an issuer of Special Situation Investments, the Fund may be restricted from disposing of such securities. To the extent that the Fund becomes involved in such proceedings, the Fund may have a more active participation in the affairs of the issuer than that assumed generally by an investor.

To the extent that the Fund holds interests in a Stressed Issuer that are different (or more senior or junior) than those held by other funds and/or accounts managed by the Adviser or its affiliates ("Other Accounts"), the Adviser is likely to be presented with decisions involving circumstances where the interests of such Other Accounts may be in conflict with the Fund's interests. Furthermore, it is possible that the Fund's interest may be subordinated or otherwise adversely affected by virtue of such Other Accounts' involvement and actions relating to their investment. In addition, when the Fund and Other Accounts hold investments in the same Stressed Issuer (including in the same level of the capital structure), the Fund may be prohibited by applicable law from participating in restructurings, work-outs, renegotiations or other activities related to its investment in the Stressed Issuer absent an exemption due to the fact that Other Accounts hold investments in the same Stressed Issuer. As a result, the Fund may not be permitted by law to make the same investment decisions as Other Accounts in the same or similar situations even if the Adviser believes it would be in the Fund's best economic interests to do so. Also, the Fund may be prohibited by applicable law from investing in a Stressed Issuer (or an affiliate) that Other Accounts are also investing in or currently invest in even if the Adviser believes it would be in the best economic interests of the Fund to do so. Furthermore, entering into certain transactions that are not deemed prohibited by law when made may potentially lead to a condition that raises regulatory or legal concerns in the future. This may be the case, for example, with Stressed Issuers who are near default and more likely to enter into restructuring or work-out transactions with their existing debt holders, which may include the Fund and its affiliates. In some cases, to avoid the potential of future prohibited transactions, the Adviser may avoid recommending allocating an investment opportunity to the Fund that it would otherwise recommend, subject to the Adviser's then-current allocation policy and any applicable exemptions.

Below Investment Grade Rating Risk

Debt instruments that are rated below investment grade are often referred to as "high yield" securities or "junk bonds." Below investment grade instruments are rated "Ba1" or lower by Moody's, "BB+" or lower by S&P or "BB+" or lower by Fitch or, if unrated, are judged by the Adviser to be of comparable credit quality. While generally providing greater

Semi-Annual Report 2020
76



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

income and opportunity for gain, below investment grade debt instruments may be subject to greater risks than securities or instruments that have higher credit ratings, including a higher risk of default. The credit rating of an instrument that is rated below investment grade does not necessarily address its market value risk, and ratings may from time to time change, positively or negatively, to reflect developments regarding the Borrower's financial condition. Below investment grade instruments often are considered to be speculative with respect to the capacity of the Borrower to timely repay principal and pay interest or dividends in accordance with the terms of the obligation and may have more credit risk than higher rated securities. Lower grade securities and similar debt instruments may be particularly susceptible to economic downturns. It is likely that a prolonged or deepening economic recession could adversely affect the ability of some Borrowers issuing such debt instruments to repay principal and pay interest on the instrument, increase the incidence of default and severely disrupt the market value of the securities and similar debt instruments.

The secondary market for below investment grade instruments may be less liquid than that for higher rated instruments. Because unrated securities may not have an active trading market or may be difficult to value, the Fund might have difficulty selling them promptly at an acceptable price. To the extent that the Fund invests in unrated securities, the Fund's ability to achieve its investment objectives will be more dependent on the Adviser's credit analysis than would be the case when the Fund invests in rated securities.

Under normal market conditions, the Fund will invest in debt instruments rated in the lower rating categories ("Caa1" or lower by Moody's, "CCC+" or lower by S&P or "CCC+" or lower by Fitch) or unrated and of comparable quality. For these securities, the risks associated with below investment grade instruments are more pronounced. The Fund may incur additional expenses to the extent it is required to seek recovery upon a default in the payment of principal or interest on its portfolio holdings. In any reorganization or liquidation proceeding relating to an investment, the Fund may lose its entire investment or may be required to accept cash or securities with a value substantially less than its original investment.

European Risk

The Fund may invest a portion of its capital in debt securities issued by issuers domiciled in Europe, including issuers domiciled in the United Kingdom ("UK"). Concerns regarding the sovereign debt of various Eurozone countries and proposals for investors to incur substantial write-downs and reductions in the face value of the sovereign debt of certain

countries give rise to concerns about sovereign defaults, the possibility that one or more countries might leave the European Union ("EU") or the Eurozone and various proposals (still under consideration and unclear in material respects) for support of affected countries and the Euro as a currency. The outcome of any such situation cannot be predicted. Sovereign debt defaults and EU and/or Eurozone exits could have material adverse effects on investments by the Fund in securities of European companies, including but not limited to the availability of credit to support such companies' financing needs, uncertainty and disruption in relation to financing, customer and supply contracts denominated in Euro and wider economic disruption in markets served by those companies, while austerity and other measures that have been introduced in order to limit or contain these issues may themselves lead to economic contraction and resulting adverse effects for the Fund. A number of the Fund's securities may be denominated in the Euro. Legal uncertainty about the funding of Euro denominated obligations following any breakup or exits from the Eurozone (particularly in the case of investments in securities of companies in affected countries) could also have material adverse effects on the Fund. On January 31, 2020, the UK officially withdrew from the EU and the two sides entered into a transition agreement whereby the UK effectively remains in the EU from an economic perspective but no longer has any political representation in the EU parliament. During this transition phase, the UK and EU will seek to negotiate and finalize a new trade deal. If no deal is agreed to by the end of the transition phase (currently set as December 31, 2020), the trading relationship between the UK and EU will be governed by World Trade Organization rules (known as a "hard Brexit"). The impact of a hard Brexit on the UK and EU and the broader global economy is unknown but could be significant and could result in increased volatility and illiquidity and potentially lower economic growth. The Brexit process also may lead to greater volatility in the global currency and financial markets, which could adversely affect the Fund. In connection with investments in non-US issuers, the Fund may engage in foreign currency exchange transactions but is not required to hedge its currency exposure. As such, the Fund makes investments that are denominated in British pound sterling or Euros. The Fund's assets are valued in US dollars and the depreciation of the British pound sterling and/or the Euro in relation to the US dollar in anticipation of Brexit or otherwise adversely affects the Fund's investments denominated in British pound sterling or Euros that are not fully hedged regardless of the performance of the underlying issuer. Global central banks may maintain historically low interest rates longer than was anticipated prior to the Brexit vote, which could adversely affect the Fund's income and its level of distributions.

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77



CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

Market Disruption Risk

As of the filing date of these financial statements, there is an outbreak of a highly contagious form of a novel coronavirus ("COVID-19"), which the World Health Organization has declared a global pandemic, the United States has declared a national emergency, and for the first time in its history, every state in the United States is under a federal disaster declaration. Many states, including those in which the Fund's portfolio companies operate, have issued orders requiring the closure of, or certain restrictions on the operation of, non-essential businesses and/or requiring residents to stay at home. The COVID-19 pandemic and preventative measures taken to contain or mitigate its spread have caused, and are continuing to cause, business shutdowns, or the re-introduction of business shutdowns, cancellations of events and restrictions on travel, significant reductions in demand for certain goods and services, reductions in business activity and financial transactions, supply chain interruptions and overall economic and financial market instability both globally and in the United States. Such effects will likely continue for the duration of the pandemic, which is uncertain, and for some period thereafter. While several countries, as well as certain states, counties and cities in the United States, have begun to lift the public health restrictions with a view to reopening their economies, recurring COVID-19 outbreaks have led to the re-introduction of such restrictions in certain states in the United States and globally and could continue to lead to the re-introduction of such restrictions elsewhere. Additionally, the absence of viable treatment options or a vaccine could lead people to continue to self-isolate and not participate in the economy at prepandemic levels for a prolonged period of time. Even after the COVID-19 pandemic subsides, the U.S. economy and most other major global economies may continue to experience a recession, and the Fund's business and operations, as well as the business and operations the Fund's portfolio companies, could be materially adversely affected by a prolonged recession in the U.S. and other major markets.

The COVID-19 pandemic (including the preventative measures taken in response thereto) has to date (i) created significant business disruption issues for certain of the Fund's portfolio companies, and (ii) materially and adversely impacted the value and performance of certain of the Fund's portfolio companies. The COVID-19 pandemic is having a particularly adverse impact on industries in which certain of the Fund's portfolio companies operate, including energy, hospitality, travel, retail and restaurants. Certain of the Fund's portfolio companies in other industries have also been significantly impacted. The COVID-19 pandemic is continuing as of the filing date of these financial statements,

and its extended duration may have further adverse impacts on the Fund's portfolio companies after June 30, 2020, including for the reasons described below. Although on March 27, 2020, the U.S. government enacted the Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act"), which contains provisions intended to mitigate the adverse economic effects of the COVID-19 pandemic, it is uncertain whether, or how much, the Fund's portfolio companies have benefited or may benefit from the CARES Act or any other subsequent legislation intended to provide financial relief or assistance. As a result of this disruption and the pressures on their liquidity, certain of the Fund's portfolio companies have been, or may continue to be, incentivized to draw on most, if not all, of the unfunded portion of any revolving or delayed draw term loans made by us, subject to availability under the terms of such loans.

The effects described above on the Fund's portfolio companies have, for certain of the Fund's portfolio companies to date, impacted their ability to make payments on their loans on a timely basis and in many cases have required us to amend certain terms, including payment terms. In addition, an extended duration of the COVID-19 pandemic may impact the ability of the Fund's portfolio companies to continue making their loan payments on a timely basis or meeting their loan covenants. The inability of portfolio companies to make timely payments or meet loan covenants may in the future require the Fund to undertake similar amendment actions with respect to other of the Fund's investments or to restructure the Fund's investments. The amendment or restructuring of the Fund's investments may include the need for the Fund to make additional investments in the Fund's portfolio companies (including debt or equity investments) beyond any existing commitments, exchange debt for equity, or change the payment terms of the Fund's investments to permit a portfolio company to pay a portion of its interest through payment-in-kind, which would defer the cash collection of such interest and add it to the principal balance, which would generally be due upon repayment of the outstanding principal.

The COVID-19 pandemic has adversely impacted the fair value of the Fund's investments, including those reported as of June 30, 2020, and the values reported may differ materially from the values that the Fund may ultimately realize with respect to our investments. The impact of the COVID-19 pandemic may not yet be fully reflected in the valuation of the Fund's investments as the Fund's valuations, and particularly valuations of private investments and private companies, are inherently uncertain, may fluctuate over short periods of time and are often based on estimates, comparisons and qualitative evaluations of private information that is often from a time period earlier, generally two to three months, than the period

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CION Ares Diversified Credit Fund

Notes to Consolidated Financial Statements (continued)

June 30, 2020 (Unaudited)

for which the Fund is reporting. Additionally, the Fund may not have yet received information or certifications from the Fund's portfolio companies that indicate the full and ongoing extent of declining performance or non-compliance with debt covenants, as applicable, as a result of the COVID-19 pandemic. As a result, the Fund's valuations, including those reported as of June 30, 2020, may not show the complete or continuing impact of the COVID-19 pandemic and the resulting measures taken in response thereto. In addition, write downs in the value of the Fund's investments have reduced, and any additional write downs may further reduce, the Fund's net asset value (and, as a result, the Fund's asset coverage calculation). Accordingly, the Fund may continue to incur additional net unrealized losses or may incur realized losses after June 30, 2020, which could have a material adverse effect on the Fund's business, financial condition and results of operations.

The volatility and disruption to the global economy from the COVID-19 pandemic has affected, and is expected to continue to affect, the pace of the Fund's investment activity and the size of our portfolio, which may have a material adverse impact on the Fund's results of operations, including the Fund's total investment income. Such volatility and disruption have also led to the increased credit spreads in the private debt capital markets.

In response to the COVID-19 pandemic, Ares and CION have instituted a work from home policy until it is deemed safe to return to the office. Such a policy of an extended period of remote working by the Fund's investment adviser and/or its affiliate's employees could strain the Fund's technology resources and introduce operational risks, including heightened cybersecurity risk. Remote working environments may be less secure and more susceptible to hacking attacks, including phishing and social engineering attempts that seek to exploit the COVID-19 pandemic.

(10) Subsequent Events

The Adviser has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued and has determined that there were the following subsequent events:

The following common share distributions were declared for July and August 2020:

Record Date: daily
Payable Date: July 31, 2020
Per Share Amount: $0.1182734

Record Date: daily
Payable Date: August 31, 2020
Per Share Amount: $0.1182734

On July 17, 2020, the Fund amended the Wells Credit Facility increasing the amount the Fund is allowed to borrow on the facility to $150 million.

Effective August 1, 2020 the Fund changed its administrator from State Street Bank and Trust Company to ALPS Fund Services, Inc.

On July 31, 2020, the Expense Support Agreement was renewed for an additional year.

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CION Ares Diversified Credit Fund

Additional Information

June 30, 2020 (Unaudited)

Proxy Information

The policies and procedures used to determine how to vote proxies relating to securities held by the Fund are available (1) without charge, upon request, by calling 1-877-855-3434, or (2) on the SEC's website at http://www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 will be available on Form N-PX by August 31 of each year (1) without charge, upon request, by calling 1-877-855-3434, or (2) on the SEC's website at http://www.sec.gov.

Portfolio Information

The Fund files its complete schedule of portfolio holdings for each month in a fiscal quarter within 60 days after the end of the relevant fiscal quarter on SEC Form N-PORT. The Fund's Form N-PORT will be available (1) without charge, upon request, by calling 1-877-855-3434; (2) on the SEC's website at http://www.sec.gov.

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CION Ares Diversified Credit Fund

Additional Information (continued)

June 30, 2020 (Unaudited)

Dividend Reinvestment Plan

The Fund will operate under a dividend reinvestment plan, (the "DRIP") administered by DST Systems, Inc. ("DST"). Pursuant to the plan, the Fund's distributions, net of any applicable U.S. withholding tax, are reinvested in the same class of shares of the Fund.

Shareholders automatically participate in the DRIP, unless and until an election is made to withdraw from the plan on behalf of such participating shareholder. A shareholder who does not wish to have distributions automatically reinvested may terminate participation in the DRIP at any time by written instructions to that effect to DST. Shareholders who elect not to participate in the DRIP will receive all distributions in cash paid to the shareholder of record (or, if the shares are held in street or other nominee name, then to such nominee). Such written instructions must be received by the DST 30 days prior to the record date of the distribution or the shareholder will receive such distribution in shares through the DRIP. Under the DRIP, the Fund's distributions to shareholders are automatically reinvested in full and fractional shares as described below.

When the Fund declares a distribution, DST, on the shareholder's behalf, will receive additional authorized shares from the Fund either newly issued or repurchased from shareholders by the Fund and held as treasury stock. The number of shares to be received when distributions are reinvested will be determined by dividing the amount of the distribution by the Fund's Net Asset Value (the "NAV") per share.

DST will maintain all shareholder accounts and furnish written confirmations of all transactions in the accounts, including information needed by shareholders for personal and tax records. DST will hold shares in the account of the shareholders in non-certificated form in the name of the participant, and each shareholder's proxy, if any, will include those shares purchased pursuant to the DRIP. Each participant, nevertheless, has the right to request certificates for whole and fractional shares owned. The Fund will issue certificates in its sole discretion. DST will distribute all proxy solicitation materials, if any, to participating shareholders.

In the case of shareholders, such as banks, brokers or nominees, that hold shares for others who are beneficial owners participating under the DRIP, DST will administer the DRIP on the basis of the number of shares certified from time to time by the record shareholder as representing the total amount of shares registered in the shareholder's name and held for the account of beneficial owners participating under the DRIP.

Neither DST nor the Fund shall have any responsibility or liability beyond the exercise of ordinary care for any action taken or omitted pursuant to the DRIP, nor shall they have any duties, responsibilities or liabilities except such as expressly set forth herein. Neither shall they be liable hereunder for any act done in good faith or for any good faith omissions to act, including, without limitation, failure to terminate a participant's account prior to receipt of written notice of his or her death or with respect to prices at which shares are purchased or sold for the participants account and the terms on which such purchases and sales are made, subject to applicable provisions of the federal securities laws.

The automatic reinvestment of dividends will not relieve participants of any federal, state or local income tax that may be payable (or required to be withheld) on such dividends. The Fund reserves the right to amend or terminate the DRIP. There is no direct service charge to participants with regard to purchases under the DRIP; however, the Fund reserves the right to amend the DRIP to include a service charge payable by the participants.

All correspondence concerning the DRIP should be directed to DST at CION Ares Diversified Credit Fund c/o DST Systems, Inc., P.O. Box 219422, Kansas City, MO 64121-9422. Certain transactions can be performed by calling the toll free number 888-729-4266.

Semi-Annual Report 2020
81



CION Ares Diversified Credit Fund

Additional Information (continued)

June 30, 2020 (Unaudited)

Plan of Distribution

ALPS Distributors Inc. (the "Distributor") located at 1290 Broadway, Suite 1100, Denver, CO 80203, serves as the Fund's principal underwriter and acts as the Distributor of the Fund's shares on a best efforts basis, subject to various conditions. The Fund's shares are offered for sale through the Distributor at NAV plus the applicable sales load. The Distributor also may enter into agreements with financial intermediaries for the sale and servicing of the Fund's shares. In reliance on Rule 415 of the Securities Act of 1933, the Fund intends to offer to sell up to $1,061,000,000 of its shares, on a continual basis, through the Distributor. No arrangement has been made to place funds received in an escrow, trust or similar account. The Distributor is not required to sell any specific number or dollar amount of the Fund's shares, but will use its best efforts to solicit orders for the purchase of the shares. Shares of the Fund will not be listed on any national securities exchange and the Distributor will not act as a market marker in Fund shares.

The Distributor has entered into a wholesale marketing agreement with CION Securities, a registered broker-dealer and an affiliate of CION. Pursuant to the terms of the wholesale marketing agreement, CION Securities will seek to market and otherwise promote the Fund through various wholesale distribution channels, including regional and independent retail broker-dealers and registered investment advisers.

CION Securities has also entered into a dealer manager agreement with the Fund pursuant to which CION Securities has agreed to provide certain marketing and wholesale services in consideration of its receipt of the dealer manager fee.

The Advisor or its affiliates, in the Advisor's discretion and from their own resources, may pay additional compensation to financial intermediaries in connection with the sale of the Fund's shares. In return for the additional compensation, the Fund may receive certain marketing advantages including access to a financial intermediaries' registered representatives, placement on a list of investment options offered by a financial intermediary, or the ability to assist in training and educating the financial intermediaries. The additional compensation may differ among financial intermediaries in amount or in the manner of calculation: payments of additional compensation may be fixed dollar amounts, or based on the aggregate value of outstanding shares held by shareholders introduced by the financial intermediary, or determined in some other manner. The receipt of additional compensation by a selling financial intermediary may create potential conflicts of interest between an investor and its financial intermediary who is recommending the Fund over other potential investments. Additionally, the Fund pays a servicing fee to the financial intermediaries or financial institution for providing ongoing services in respect of clients holding shares of the Fund. Such services may include electronic processing of client orders, electronic fund transfers between clients and the Fund, account reconciliations with the Fund's transfer agent, facilitation of electronic delivery to clients of Fund documentation, monitoring client accounts for back-up withholding and any other special tax reporting obligations, maintenance of books and records with respect to the foregoing, and such other information and ongoing liaison services as the Fund or the Advisor may reasonably request.

The Fund and the Advisor have agreed to indemnify the Distributor against certain liabilities, including liabilities under the 1933 Act, or to contribute to payments the Distributor may be required to make because of any of those liabilities. Such agreement does not include indemnification of the Distributor against liability resulting from willful misfeasance, bad faith or negligence on the part of the Distributor in the performance of its duties or from reckless disregard by the Distributor of its obligations and duties under the Distribution Agreement.

Semi-Annual Report 2020
82



CION Ares Diversified Credit Fund

Additional Information (continued)

June 30, 2020 (Unaudited)

Investment Adviser

CION Ares Management, LLC
3 Park Avenue, 36th Floor
New York, NY 10016

Administrator and Custodian

The following entity is the Fund's custodian and prior to August 1, 2020, it was the Fund's administrator:

State Street Bank and Trust Company
One Lincoln Street
Boston, MA 02111

Effective August 1, 2020, the following entity became the Fund's administrator:

ALPS Fund Services, Inc.
1290 Broadway, Suite 1000
Denver, CO 802023

Transfer Agent and DRIP Administrator

DST Systems, Inc.
333 W 11th Street
Kansas City, MO 64105

Distributor

ALPS Distributors Inc.
1290 Broadway, Suite 1100
Denver, CO 80203

Independent Registered Public Accounting Firm

Ernst & Young LLP
725 S. Figueroa Street
Los Angeles, CA 90017

Fund Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Semi-Annual Report 2020
83



CION Ares Diversified Credit Fund

Additional Information (continued)

June 30, 2020 (Unaudited)

Privacy Notice

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

Generally, we will not receive any non-public personal information about shareholders of the common stock of the Fund, although certain of our shareholders' non-public information may become available to us. The non-public personal information that we may receive falls into the following categories:

•  Information we receive from shareholders, whether we receive it orally, in writing or electronically. This includes shareholders' communications to us concerning their investment;

•  Information about shareholders' transactions and history with us; or

•  Other general information that we may obtain about shareholders, such as demographic and contact information such as address.

We do not disclose any non-public personal information about shareholders, except:

•  to our affiliates (such as our investment adviser) and their employees that have a legitimate business need for the information;

•  to our service providers (such as our administrator, accountants, attorneys, custodians, transfer agent, underwriter and proxy solicitors) and their employees as is necessary to service shareholder accounts or otherwise provide the applicable service;

•  to comply with court orders, subpoenas, lawful discovery requests, or other legal or regulatory requirements; or

•  as allowed or required by applicable law or regulation.

When the Fund shares non-public shareholder personal information referred to above, the information is made available for limited business purposes and under controlled circumstances designed to protect our shareholders' privacy. The Fund does not permit use of shareholder information for any non-business or marketing purpose, nor does the Fund permit third parties to rent, sell, trade or otherwise release or disclose information to any other party.

The Fund's service providers, such as their adviser, administrator, and transfer agent, are required to maintain physical, electronic, and procedural safeguards to protect shareholder nonpublic personal information; to prevent unauthorized access or use; and to dispose of such information when it is no longer required.

Personnel of affiliates may access shareholder information only for business purposes. The degree of access is based on the sensitivity of the information and on personnel need for the information to service a shareholder's account or comply with legal requirements.

If a shareholder ceases to be a shareholder, we will adhere to the privacy policies and practices as described above. We may choose to modify our privacy policies at any time. Before we do so, we will notify shareholders and provide a description of our privacy policy.

In the event of a corporate change in control resulting from, for example, a sale to, or merger with, another entity, or in the event of a sale of assets, we reserve the right to transfer your non-public personal information to the new party in control or the party acquiring assets.

Semi-Annual Report 2020
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CION Ares Diversified Credit Fund

Additional Information (continued)

June 30, 2020 (Unaudited)

Board of Trustees and Executive Officers

Trustees

Information regarding the members of the Board is set forth below. The Trustees have been divided into two groups — Interested Trustees and Independent Trustees. As set forth in the Fund's declaration of trust, each Trustee's term of office shall continue until his or her death, resignation or removal.

Name, address(1)
and Year of Birth
  Position(s) Held
with the Trust
  Term of Office
and Length of
Time Served
  Principal
Occupation(s)
During Past 5 Years
  Number of
Portfolios
in Fund
Complex
Overseen
by Trustee(2)
  Other Directorships
Held by Trustee
 

Interested Trustees(3)

 
Mark Gatto
1972
 

Trustee

 

2016

 

Co-Chief Executive Officer and Co-President, CION Investment Group, LLC and Co-Chief Executive Officer of CION Investment Corporation; Director and Co-Chief Executive Officer, CION Ares Management, LLC

 

1

 

CION Investment Corporation; CION Ares Management, LLC

 
Mitch Goldstein
1967
 

Trustee

 

2016

 

Partner (Ares Credit Group), Ares Management LLC; Co-President, Ares Capital Corporation ("ARCC")

 

1

 

None

 
Michael A. Reisner
1970
 

Trustee

 

2016

 

Co-Chief Executive Officer and Co-President, CION Investment Group, LLC and Co-Chief Executive Officer of CION Investment Corporation; Director and Co-Chief Executive Officer, CION Ares Management, LLC

 

1

 

CION Investment Corporation; CION Ares Management, LLC

 
David A. Sachs
1956
 

Trustee and Chairman of the Board

 

2016

 

Partner, Ares Management LLC

 

1

 

Terex Corporation; Ares Dynamic Credit Allocation Fund, Inc

 

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CION Ares Diversified Credit Fund

Additional Information (continued)

June 30, 2020 (Unaudited)

Trustees

Name, address(1)
and Year of Birth
  Position(s) Held
with the Trust
  Term of Office
and Length of
Time Served
  Principal
Occupation(s)
During Past 5 Years
  Number of
Portfolios
in Fund
Complex
Overseen
by Trustee(2)
  Other Directorships
Held by Trustee
 

Independent Trustees

 
James K. Hunt
1951
 

Trustee

 

2016

 

Consultant, Tournament Capital Advisors, LLC; from 2015 to 2016, Managing Partner and Chief Executive Officer, Middle Market Credit platform — Kayne Anderson Capital Advisors LLC; from 2014 to 2015, Chairman, THL Credit, Inc.; from 2010 to 2014, Chief Executive Officer and Chief Investment Officer, THL Credit, Inc. and THL Credit Advisors LLC

 

1

 

PennyMac Financial Services, Inc.; Ares Dynamic Credit Allocation Fund, Inc.

 
Paula B. Pretlow
1955
 

Trustee

 

2016

 

Prior to 2012, Senior Vice President, The Capital Group Companies

 

1

 

The Kresge Foundation; The Harry & Jeanette Weinberg Foundation; Northwestern University

 
John Joseph Shaw
1951
 

Trustee

 

2016

 

Independent Consultant; prior to 2012, President, Los Angeles Rams

 

1

 

Ares Dynamic Credit Allocation Fund, Inc.

 
Bruce H. Spector
1942
 

Trustee

 

2016

 

Independent Consultant; from 2007 to 2015, Senior Advisor, Apollo Global Management, LLC (private equity)

 

1

 

The Private Bank of California (2007-2013); Ares Dynamic Credit Allocation Fund, Inc.

 
Mark R. Yosowitz
1968
 

Trustee

 

2016

 

From 2014 to present, President, Mentored; from 2014 to present, Adjunct Professor, Brooklyn Law School; from 2008 to present, Senior Vice President, Corporate Development, ThinkEco Inc.

 

1

 

None

 

(1)  The address of each Trustee is care of the Secretary of the Fund at 3 Park Avenue, 36th Floor, New York, NY 10016.

(2)  The term "Fund Complex" means two or more registered investment companies that share the same investment adviser or have an investment adviser that is an affiliated person of the investment adviser of any of the other registered investment companies or hold themselves out to investors as related companies for the purpose of investment and investor services.

(3)  "Interested person," as defined in the 1940 Act, of the Fund. Mr. Gatto, Mr. Goldstein, Mr. Reisner and Mr. Sachs are interested persons of the Fund due to their affiliation with the Adviser.

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CION Ares Diversified Credit Fund

Additional Information (continued)

June 30, 2020 (Unaudited)

Executive Officers

Name, address(1)
and age
  Position(s) Held
with the Trust
  Term of Office
and Length of
Time Served
 

Principal Occupation(s) During Past 5 Years

 
Michael Reisner
1970
 

Co-President and Co-Chief Executive Officer

 

2016

 

Mr. Reisner is Co-Chief Executive Officer and Co-President of CION Investment Group, LLC as well as Co-Chief Executive Officer of CION Investment Corp. ("CIC"), a business development company focused on middle market loans. Mr. Reisner serves on the investment committee of CIC. In addition, Mr. Reisner is a Director and Co-Chief Executive Officer of CION Ares Management, LLC. Mr. Reisner joined CION in 2001.

 
Mark Gatto
1972
 

Co-President and Co-Chief Executive Officer

 

2016

 

Mr. Gatto is Co-Chief Executive Officer and Co-President of CION Investment Group, LLC as well as Co-Chief Executive Officer of CION Investment Corp., a business development company focused on middle market loans. Mr. Gatto serves on the investment committee of CIC. In addition, Mr. Gatto is a Director and Co-Chief Executive Officer of CION Ares Management, LLC. Mr. Gatto joined CION in 1999.

 
Greg Schill
1981
 

Vice President

 

2016

 

Mr. Schill is Senior Managing Director of CION Investment Group, LLC. Prior to this, he served as Managing Director since 2012. Mr. Schill joined CION in 2001.

 
Mitch Goldstein
1967
 

Vice President

 

2016

 

Mr. Goldstein is a Partner and Co-Head of the Ares Credit Group and a member of the Management Committee of Ares Management Corporation L.P. ("Ares Management"). He additionally serves as Co-President of ARCC. He is a member of the Ares Management Credit Group's U.S. Direct Lending and Commercial Finance Investment Committees and Ivy Hill Asset Management ("IHAM") Investment Committee. Mr. Goldstein joined Ares Management in 2005.

 
Greg Margolies
1966
 

Vice President

 

2016

 

Mr. Margolies is a Partner in the Ares Credit Group, the Head of Markets for Ares Management LLC and a member of the Management Committee of Ares Management. Additionally, Mr. Margolies serves as a member of the Ares Credit Group's U.S. Liquid Credit and Global Structured Credit Investment Committees, the Ares Dynamic Credit Allocation Fund, Inc. ("ARDC") Investment Committee and the Ares Private Equity Group's Special Situations Funds Investment Committee. Mr. Margolies joined Ares in 2009.

 
Penni F. Roll
1965
  Treasurer
Chief Financial Officer
  2019
2016-2019
 

Ms. Roll is a Partner and the Chief Financial Officer of the Ares Credit Group. She also serves as the Chief Financial Officer of ARCC. She may additionally from time to time serve as an officer, director or principal of entities affiliated with Ares Management or of investment funds managed by Ares Management and its affiliates. Ms. Roll joined Ares in 2010.

 
Scott Lem
1977
  Chief Financial Officer
Treasurer
  2019

2016-2019
 

Mr. Lem is a Partner and Chief Accounting Officer, Credit (Direct Lending) in the Ares Finance Department. Mr. Lem additionally serves as Chief Accounting Officer, Vice President and Treasurer of Ares Capital Corporation ("ARCC") and previously served as Assistant Treasurer of ARCC from May 2009 to May 2013. Mr. Lem also serves as Chief Financial Officer of Ares Dynamic Credit Allocation Fund ("ARDC"), a NYSE-listed, closed end fund managed by an affiliate of Ares. He may from time to time serve as an officer, director or principal of entities affiliated with Ares Management or investment funds managed by Ares Management and its affiliates. From July 2003 to December 2008, Mr. Lem served as Controller of Ares Management. Mr. Lem joined Ares in 2003.

 
Miriam Krieger
1976
 

Chief Compliance Officer and Anti-Money Laundering Officer

 

2017

 

Ms. Krieger is a Partner and Global Chief Compliance Officer and is a member of the Ares Operations Management Group. Ms. Krieger is the firm's Global Anti-Money Laundering Officer and Global Anti-Corruption Officer and also serves as Chief Compliance Officer of several entities affiliated with Ares Management or of investment funds managed by Ares Management and its affiliates, including Ares Capital Corporation ("ARCC") and Ivy Hill Asset Management, L.P. ("IHAM"). Ms. Krieger joined Ares in 2010.

 

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CION Ares Diversified Credit Fund

Additional Information (continued)

June 30, 2020 (Unaudited)

Executive Officers

Name, address(1)
and age
  Position(s) Held
with the Trust
  Term of Office
and Length of
Time Served
 

Principal Occupation(s) During Past 5 Years

 
Ian Fitzgerald
1975
  General Counsel, Chief Legal Officer and Secretary
Vice President and Assistant Secretary
  2019


2017-2019
 

Mr. Fitzgerald is a Managing Director and Associate General Counsel (Credit) in the Ares Legal Group, where he focuses on credit matters. He also serves as Vice President and Assistant Secretary of IHAM and Vice President and Assistant Secretary of Ivy Hill Asset Management GP, LLC, IHAM's General Partner. Mr. Fitzgerald joined Ares in 2010.

 
John Atherton
1981
 

Vice President and Assistant Secretary

 

2018

 

Mr. Atherton is a Principal and Associate General Counsel, Credit in the Ares Legal Department. Prior to joining Ares in 2018, Mr. Atherton was General Counsel, Private Investment Structures at Schroder Adveq. Previously Mr. Atherton was a Senior Associate in the London and Boston offices of Proskauer Rose LLP, where he focused on private investment funds.

 
Joshua Bloomstein
1973
 

Vice President and Assistant Secretary

 

2016

 

Mr. Bloomstein serves as a Partner and General Counsel (Credit) and Deputy General Counsel (Corporate) of Ares Management, where he focuses on direct credit lending matters. He is General Counsel, Vice President and Secretary of ARCC and Vice President and Assistant Secretary of Ares Commercial Real Estate Corporation. He is also a member of the Ares Enterprise Risk Committee. Mr. Bloomstein joined Ares in 2006.

 
Anton Feingold
1980
 

Vice President and Assistant Secretary

 

2016

 

Mr. Feingold is a Managing Director and Associate General Counsel (Real Estate) in the Ares Legal Group. He also serves as Vice President and Secretary of Ares Commercial Real Estate Corporation. Mr. Feingold joined Ares in 2014.

 
Keith Kooper
1975
 

Vice President and Assistant Secretary

 

2016

 

Mr. Kooper is a Partner and General Counsel (Real Estate) in the Ares Legal Group. He also serves as Vice President and Assistant Secretary of Ares Commercial Real Estate Corporation. Mr. Kooper additionally serves as a member of the Ares Enterprise Risk Committee. Mr. Kooper joined Ares in 2013.

 
Naseem Sagati Aghili
1981
 

Vice President and Assistant Secretary

 

2019

 

Ms. Sagati Aghili is a Partner and General Counsel of Ares Management and is a member of the Management Committee of Ares Management. Ms. Sagati Aghili joined Ares in 2009.

 
Kevin Early
1971
 

Vice President

 

2017

 

Mr. Early is a Partner, European Finance in the Ares Finance Department. Mr. Early joined Ares in 2012.

 
Michael Dennis
1976
 

Vice President

 

2017

 

Mr. Dennis is a Partner and Co-Head of European Credit, in the Ares Credit Group. Additionally, Mr. Dennis serves as a member of the Management Committee of Ares Management and the Ares Credit Group's European Direct Lending and European Liquid Credit Investment Committees. Mr. Dennis joined Ares in 2007.

 
Blair Jacobson
1972
 

Vice President

 

2017

 

Mr. Jacobson is a Partner and Co-Head of European Credit in the Ares Credit Group and a member of the Management Committee of Ares Management. He also serves on the boards of Ares Management Limited and Ares Management UK Limited. Additionally, Mr. Jacobson serves on the Ares Credit Group's European Direct Lending and European Liquid Credit Investment Committees. He joined Ares in 2012.

 

(1)  The address of each officer is care of the Secretary of the Fund at 3 Park Avenue, 36th Floor, New York, NY 10016.

The Statement of Additional Information (SAI) includes additional information about the board members and is available, without charge, upon request. Shareholders may call 888-729-4266 to request the SAI.

Semi-Annual Report 2020
88



CION Ares Diversified Credit Fund

Additional Information (continued)

June 30, 2020 (Unaudited)

Voting Results of Special Meeting of Shareholders

A Special Meeting (the "Meeting") of the Fund was held on May 22, 2020, as adjourned, to consider and act upon the proposal below.

At the Meeting, the shareholders of the Fund approved a Third Amended and Restated Investment Advisory Agreement between the Fund and the Advisor. The Fund's shareholders voted as follows:

Proposal 1.

To approve the Third Amended and Restated Investment Advisory Agreement between the Fund and the Advisor to make certain technical changes to the calculation of the Fund's incentive fee such that it is calculated based on (1) each share class's net investment income (rather than Fund-level net investment income) and (2) each share class's net asset value (rather than the Fund's "Adjusted Capital."

 

For

 

Against

 

Abstained

  Broker
Non-Votes
 

CION Ares Diversified Credit Fund

   

9,784,068

     

550,970

     

1,239,367

     

0

   

Semi-Annual Report 2020
89





 

Item 2. Code of Ethics.

 

Not applicable for this filing.

 

Item 3. Audit Committee Financial Expert.

 

Not applicable for this filing.

 

Item 4. Principal Accountant Fees and Services.

 

Not applicable for this filing.

 

Item 5. Audit Committee of Listed Registrants.

 

Not applicable for this filing.

 

Item 6. Investments.

 

(a)       Schedule of Investments is included as part of Item 1 of this Form N-CSR.

 

(b)       Not applicable.

 

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Investment Companies.

 

Not applicable for this filing.

 

Item 8.  Portfolio Managers of Closed-End Management Investment Companies.

 

(a)(1) Not applicable for this filing.

 

(a)(2) Not applicable for this filing.

 

(a)(3) Not applicable for this filing.

 

(a)(4) Not applicable for this filing.

 

(b) There have been no changes to the portfolio managers identified in the most recently filed annual report on Form N-CSR (File Nos. 333-212323 and 811-23165) for CION Ares Diversified Credit Fund (the “Fund”).

 

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

 

None during the period covered by this Form N-CSR filing pursuant to a plan or program.

 

Item 10. Submission of Matters to a Vote of Security Holders.

 

There have been no material changes to the procedures by which shareholders may recommend nominees to the Fund’s Board of Trustees during the period covered by this Form N-CSR filing.

 

 

 

 

Item 11. Controls and Procedures.

 

(a)The Fund’s principal executive and principal financial officers have concluded that the Fund’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) (17 CFR 270.30a-3(c)) are effective, as of a date within 90 days of the filing date of this Form N-CSR based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934 Act, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)).

 

(b)There were no changes in the Fund’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d))) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Fund’s internal control over financial reporting.

 

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

 

(a)Not applicable.

 

(b)Not applicable.

 

Item 13. Exhibits.

 

(a)(1)Not applicable for this filing.

 

(a)(2)The certifications required by Rule 30a-2(a) under the 1940 Act (17 CFR 270.30a-2(a)) are attached hereto.

 

(a)(3)Not applicable.

 

(a)(4)Not applicable.

 

(b)The certifications required by Rule 30a-2(b) under the 1940 Act (17 CFR 270.30a-2(b)) and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto.

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Fund has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

CION ARES DIVERSIFIED CREDIT FUND  
     
     
By: /s/ Michael A. Reisner  
  Michael A. Reisner  
  Co-President and Co-Chief Executive Officer  
     
     
Date: September 1, 2020  

 

 

By: /s/ Mark Gatto  
  Mark Gatto  
  Co-President and Co-Chief Executive Officer  
     
     
Date: September 1, 2020  

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Fund and in the capacities and on the dates indicated.

 

 

By: /s/ Michael A. Reisner  
  Michael A. Reisner  
  Co-President and Co-Chief Executive Officer  
     
     
Date: September 1, 2020  

 

 

By: /s/ Mark Gatto  
  Mark Gatto  
  Co-President and Co-Chief Executive Officer  
     
     
Date: September 1, 2020  

 

 

By: /s/ Scott C. Lem  
  Scott C. Lem  
  Chief Financial Officer  
     
Date: September 1, 2020