Exhibit 99.1

Table of Contents

AGTB Private BDC

FINANCIAL STATEMENTS

DECEMBER 31, 2022

Table of Contents

TABLE OF CONTENTS

	Page
Independent Auditor’s Report	3
Financial Statements	4
Consolidated Statement of Assets and Liabilities as of December 31, 2022	4
Consolidated Statement of Operations for the period from January 27, 2022 (Inception) to December 31, 2022	5
Consolidated Statement of Changes in Net Assets for the period from January 27, 2022 (Inception) to December 31, 2022	6
Consolidated Statement of Cash Flows for the period from January 27, 2022 (Inception) to December 31, 2022	7
Consolidated Schedule of Investments as of December 31, 2022	8
Notes to Consolidated Financial Statements	14-33

2

Report of Independent Registered Public Accounting Firm

To Management of AGTB Private BDC

Opinion on the Financial Statements

We have audited the accompanying consolidated statement of assets and liabilities, including the consolidated schedule of investments, of AGTB Private BDC and its subsidiaries (the “Company”) as of December 31, 2022, and the related consolidated statements of operations, of changes in net assets and of cash flows for the period from January 27, 2022 (Inception) to December 31, 2022, including the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022, and the results of its operations, changes in its net assets and its cash flows for the period from January 27, 2022 (Inception) to December 31, 2022 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audit included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our procedures included confirmation of securities owned as of December 31, 2022 by correspondence with the custodian and underlying investee companies. We believe that our audit provides a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York

March 16, 2023

We have served as the auditor of one or more investment companies in the AG Twin Brook BDC group since 2019.

PricewaterhouseCoopers LLP, 300 Madison Avenue, New York, New York 10017

T: (646) 471 3000, www.pwc.com/us

Table of Contents

AGTB Private BDC

Consolidated Statement of Assets and Liabilities

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

	December 31, 2022
Assets
Investments at fair value:
Non-controlled/non-affiliated investments at fair value (amortized cost of $795,429)	$	797,019
Non-controlled/affiliated investments at fair value (amortized cost of $27,234)	27,468
Cash	22,659
Restricted cash	15,850
Deferred financing costs	7,892
Interest receivable	6,023
Deferred offering costs	459
Prepaid expenses	138
Total assets	$	877,508
Liabilities
Debt (Note 5)	$	323,200
Dividend payable	15,707
Interest payable	4,782
Income incentive fee payable	1,412
Management fees payable	1,397
Accrued expenses and other liabilities payable to affiliate	1,064
Deferred income	614
Capital gains incentive fee payable	249
Due to affiliate	188
Total liabilities	348,613
Commitments and contingencies (Note 7)
Net assets
Common shares $0.001 par value, unlimited shares authorized; 20,943,030 shares issued and outstanding	$	21
Additional paid-in-capital	528,878
Total distributable earnings (loss)	(4)
Total net assets	528,895
Total liabilities and net assets	$	877,508
Net asset value per share	$	25.25

4

Table of Contents

AGTB Private BDC

Consolidated Statements of Operations

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

	Period from January 27, 2022 (Inception) to December 31, 2022
Investment income
Investment income from non-controlled, non-affiliated investments:
Interest	$	26,386
Other	2,855
Total investment income from non-controlled, non-affiliated investments:	29,241
Total investment income	29,241
Expenses
Interest	$	8,172
Management fees	2,253
Income incentive fees	2,061
Other	630
Administrative fees(1)	518
Professional fees	440
Accounting fees	413
Offering costs	401
Organizational costs	391
Insurance fees	264
Capital gains incentive fees	249
Trustees' fees	143
Total net expenses	15,935
Net investment income (loss)	13,306
Net realized and change in unrealized gain (loss) on investment transactions
Net realized gain (loss) on investment transactions:
Non-controlled, non-affiliated investments	172
Net change in unrealized gain (loss) on investment transactions:
Non-controlled, non-affiliated investments	1,590
Non-controlled, affiliated investments	234
Total net realized and change in unrealized gain (loss) on investment transactions	1,996
Net increase (decrease) in net assets resulting from operations	$	15,302
Net investment income (loss) per share - basic and diluted	$	1.56
Earnings (loss) per share - basic and diluted	$	1.79
Weighted average shares outstanding - basic and diluted	8,534,410

(1)Refer to Note 6 - Agreements and Related Party Transactions

5

Table of Contents

AGTB Private BDC

Consolidated Statements of Changes in Net Assets

(Amounts in thousands, except share amounts)

	Period from January 27, 2022 (Inception) to December 31, 2022
Increase (decrease) in net assets resulting from operations
Net investment income (loss)	$	13,306
Net change in realized gain (loss)	172
Net change in unrealized gain (loss)	1,824
Net increase (decrease) in net assets resulting from operations	15,302
Dividends
Dividends declared from earnings	(15,707)
Net decrease in net assets resulting from dividends	(15,707)
Capital share transactions
Issuance of common shares	529,300
Net increase (decrease) in net assets resulting from capital share transactions	529,300
Total increase (decreases) in net assets	528,895
Net assets, at beginning of period	—
Net assets, at end of period	$	528,895
Capital share activity
Shares issued	20,943,030
Net increase in shares outstanding	20,943,030
Dividends declared per share	$	0.75

6

Table of Contents

AGTB Private BDC

Consolidated Statement of Cash Flows

(Amounts in thousands)

	Period from January 27, 2022 (Inception) to December 31, 2022
Cash flows from operating activities
Net increase (decrease) in net assets resulting from operations	$	15,302
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Net realized (gain) loss on investments	(172)
Net change in unrealized (appreciation) depreciation on investments	(1,824)
Net accretion on debt instruments	(1,139)
Net paydown gain on debt instruments	(188)
Purchases and drawdowns of investments	(909,087)
Proceeds from sales and paydowns of investments	87,923
Amortization of deferred financing costs	1,106
Amortization of deferred offering costs	401
Change in operating assets and liabilities:
(Increase) decrease in interest receivable	(6,023)
(Increase) decrease in prepaid expenses	(138)
Increase (decrease) in interest payable	4,782
Increase (decrease) in income incentive fees payable	1,412
Increase (decrease) in management fees payable	1,397
Increase (decrease) in accrued expenses and other liabilities payable to affiliate	1,064
Increase (decrease) in capital gains incentive fees payable	249
Increase (decrease) in deferred income	614
Increase (decrease) in due to affiliate	188
Net cash provided by (used in) operating activities	(804,133)
Cash flows from financing activities
Proceeds from issuance of common shares	529,300
Borrowings on debt	578,400
Payments on debt	(255,200)
Payments for deferred financing costs	(8,998)
Payments for deferred offering costs	(860)
Net cash provided by (used in) financing activities	842,642
Net change in cash and restricted cash	38,509
Cash and Restricted Cash
Cash, beginning of period	—
Cash, end of period	$	38,509
Supplemental and non-cash information
Cash paid during the period for interest	$	2,284
The following table provides a reconciliation of cash and restricted cash reported within the consolidated statement of assets and liabilities:
Cash	$	22,659
Restricted cash	15,850
Total cash and restricted cash	$	38,509

7

Table of Contents

AGTB Private BDC

Consolidated Schedule of Investments

As of December 31, 2022

(Amounts in thousands)

Company(1)(2)	Investment	Reference Rate and Spread	Interest Rate		Maturity Date	Principal/ Par Amount(3)		Amortized Cost(4)		Fair Value		Percentage of Net Assets
Investments
Non-controlled/non-affiliated senior secured debt (5)
Air freight and logistics
Load One Purchaser Corporation (6)	First lien senior secured delayed draw term loan	S + 6.00%	10.84	%	6/21/2028	$	6,080	$	(103)	$	(101)	(0.02)	%
Load One Purchaser Corporation	First lien senior secured revolving loan	S + 6.00%	10.84	%	6/21/2028	3,482		285		291		0.06	%
Load One Purchaser Corporation	First lien senior secured term loan	S + 6.00%	10.84	%	6/21/2028	13,477		13,225		13,252		2.51	%
Zipline Logistics, LLC (6)	First lien senior secured delayed draw term loan	S + 5.75%	10.59	%	9/19/2027	4,527		(85)		(79)		(0.01)	%
Zipline Logistics, LLC (6)	First lien senior secured revolving loan	S + 5.75%	10.59	%	9/19/2027	1,687		(32)		(29)		(0.01)	%
Zipline Logistics, LLC	First lien senior secured term loan	S + 5.75%	10.59	%	9/19/2027	6,924		6,792		6,804		1.29	%
								20,082		20,138		3.82	%
Auto components
Raneys, LLC (6)	First lien senior secured revolving loan	S + 5.75%	10.59	%	6/7/2027	$	1,522	$	(27)	$	(25)	0.00	%
Raneys, LLC	First lien senior secured term loan	S + 5.75%	10.59	%	6/7/2027	7,364		7,231		7,243		1.37	%
								7,204		7,218		1.37	%
Chemicals
Custom Agronomics Holdings, LLC (6)	First lien senior secured revolving loan	S + 6.50%	11.34	%	8/26/2027	$	2,312	$	(43)	$	(40)	(0.01)	%
Custom Agronomics Holdings, LLC	First lien senior secured term loan	S + 6.50%	11.34	%	8/26/2027	3,930		3,853		3,863		0.73	%
								3,810		3,823		0.72	%
Commercial services and supplies
Industrial Air Flow Dynamics, Inc.	First lien senior secured revolving loan	P + 5.25%	12.75	%	8/5/2028	$	2,537	$	376	$	380	0.07	%
Industrial Air Flow Dynamics, Inc.	First lien senior secured term loan	S + 6.25%	10.67	%	8/5/2028	17,757		17,412		17,452		3.30	%
								17,788		17,832		3.37	%
Construction and engineering
Ironhorse Purchaser, LLC (6)	First lien senior secured delayed draw term loan	S + 6.50%	11.34	%	9/30/2027	$	9,413	$	(82)	$	(70)	(0.01)	%
Ironhorse Purchaser, LLC	First lien senior secured revolving loan	S + 6.50%	11.33	%	9/30/2027	4,210		1,960		1,968		0.37	%
Ironhorse Purchaser, LLC	First lien senior secured term loan	S + 6.50%	11.34	%	9/30/2027	30,605		30,312		30,376		5.74	%
Rose Paving, LLC	First lien senior secured revolving loan	S + 5.75%	10.57	%	11/7/2028	4,560		2,442		2,442		0.46	%
Rose Paving, LLC	First lien senior secured term loan	S + 5.75%	10.55	%	11/7/2028	16,853		16,439		16,439		3.11	%
								51,071		51,155		9.67	%
Containers and packaging
Bulk Lift International, LLC (6)	First lien senior secured revolving loan	S + 6.75%	11.28	%	11/15/2027	$	1,748	$	(43)	$	(43)	(0.01)	%
Bulk Lift International, LLC	First lien senior secured term loan	S + 6.75%	11.28	%	11/15/2027	5,816		5,673		5,673		1.07	%
K-1 Packaging Group, LLC (6)	First lien senior secured revolving loan	S + 6.00%	10.84	%	10/6/2027	6,748		(161)		(152)		(0.03)	%
K-1 Packaging Group, LLC	First lien senior secured term loan	S + 6.00%	10.84	%	10/6/2027	33,115		32,317		32,370		6.12	%
Sixarp, LLC (6)	First lien senior secured delayed draw term loan	S + 5.50%	10.34	%	8/5/2027	3,180		(57)		(54)		(0.01)	%

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

8

Table of Contents

AGTB Private BDC

Consolidated Schedule of Investments

As of December 31, 2022

(Amounts in thousands)

Company(1)(2)	Investment	Reference Rate and Spread	Interest Rate		Maturity Date	Principal/ Par Amount(3)		Amortized Cost(4)		Fair Value		Percentage of Net Assets
Sixarp, LLC (6)	First lien senior secured revolving loan	S + 5.50%	10.34	%	8/5/2027	3,732		(69)		(63)		(0.01)	%
Sixarp, LLC	First lien senior secured term loan	S + 5.50%	10.34	%	8/5/2027	19,825		19,443		19,482		3.68	%
								57,103		57,213		10.81	%
Diversified consumer services
ACES Intermediate, LLC (6)	First lien senior secured revolving loan	S + 5.75%	10.63	%	7/27/2027	$	6,964	$	(127)	$	(117)	(0.02)	%
ACES Intermediate, LLC	First lien senior secured term loan	S + 5.75%	10.63	%	7/27/2027	31,376		30,789		30,859		5.83	%
Esquire Deposition Solutions, LLC (6)	First lien senior secured delayed draw term loan	S + 6.50%	10.92	%	12/30/2027	3,845		(115)		(115)		(0.02)	%
Esquire Deposition Solutions, LLC (6)	First lien senior secured revolving loan	S + 6.50%	10.92	%	12/30/2027	2,162		(65)		(65)		(0.01)	%
Esquire Deposition Solutions, LLC	First lien senior secured term loan	S + 6.50%	10.92	%	12/30/2027	13,458		13,054		13,054		2.47	%
Yard-Nique, Inc (6)	First lien senior secured delayed draw term loan	S + 6.00%	9.71	%	4/30/2026	6,086		(72)		(68)		(0.01)	%
Yard-Nique, Inc	First lien senior secured revolving loan	S + 5.00%	8.71	%	4/30/2026	870		250		251		0.05	%
Yard-Nique, Inc	First lien senior secured term loan	S + 6.00%	9.71	%	4/30/2026	6,739		6,651		6,661		1.26	%
								50,365		50,460		9.55	%
Electrical equipment
WCI Volt Purchaser, LLC (6)	First lien senior secured revolving loan	S + 5.75%	10.59	%	9/15/2028	$	2,249	$	(43)	$	(39)	(0.01)	%
WCI Volt Purchaser, LLC	First lien senior secured term loan	S + 5.75%	10.59	%	9/15/2028	10,035		9,841		9,859		1.86	%
								9,798		9,820		1.85	%
Electronic equipment, instruments and components
ITSavvy LLC (6)	First lien senior secured delayed draw term loan	S + 5.25%	8.76	%	8/8/2028	$	3,043	$	(25)	$	(22)	0.00	%
ITSavvy LLC (6)	First lien senior secured revolving loan	S + 5.25%	9.68	%	8/8/2028	1,741		(16)		(13)		0.00	%
ITSavvy LLC	First lien senior secured term loan	S + 5.25%	8.76	%	8/8/2028	11,244		11,138		11,162		2.11	%
								11,097		11,127		2.11	%
Food and staples retailing
Universal Pure, LLC (6)	First lien senior secured delayed draw term loan	S + 6.00%	10.24	%	10/31/2028	$	5,236	$	(140)	$	(140)	(0.03)	%
Universal Pure, LLC (6)(8)	First lien senior secured revolving loan	S + 6.00%	10.24	%	10/31/2028	6,992		(187)		(187)		(0.04)	%
Universal Pure, LLC	First lien senior secured term loan	S + 6.00%	10.24	%	10/31/2028	29,898		29,088		29,088		5.50	%
								28,761		28,761		5.43	%
Food products
BPCP WLF Intermedco LLC (6)	First lien senior secured delayed draw term loan	S + 6.00%	10.73	%	8/19/2027	$	5,846	$	(108)	$	(100)	(0.02)	%
BPCP WLF Intermedco LLC	First lien senior secured revolving loan	S + 6.00%	10.75	%	8/19/2027	3,383		1,291		1,295		0.24	%
BPCP WLF Intermedco LLC	First lien senior secured term loan	S + 6.00%	10.73	%	8/19/2027	23,326		22,883		22,923		4.33	%
Sun Orchard, LLC	First lien senior secured revolving loan	S + 5.25%	9.69	%	7/8/2027	5,223		254		261		0.05	%
Sun Orchard, LLC	First lien senior secured term loan	S + 5.25%	10.09	%	7/8/2027	9,456		9,279		9,297		1.76	%
								33,599		33,676		6.36	%
Health care equipment and supplies
Medical Technology Associates, Inc. (6)	First lien senior secured revolving loan	S + 6.00%	10.84	%	7/25/2028	$	1,929	$	(36)	$	(33)	(0.01)	%
Medical Technology Associates, Inc.	First lien senior secured term loan	S + 6.00%	10.84	%	7/25/2028	6,713		6,585		6,599		1.25	%
Nasco Healthcare Inc. (6)(7)	First lien senior secured revolving loan	S + 5.75%	10.48	%	6/30/2025	3,322		(38)		(38)		(0.01)	%

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

9

Table of Contents

AGTB Private BDC

Consolidated Schedule of Investments

As of December 31, 2022

(Amounts in thousands)

Company(1)(2)	Investment	Reference Rate and Spread	Interest Rate		Maturity Date	Principal/ Par Amount(3)		Amortized Cost(4)		Fair Value		Percentage of Net Assets
Nasco Healthcare Inc.	First lien senior secured term loan	S + 5.75%	10.48	%	6/30/2025	17,811		17,605		17,605		3.33	%
Surplus Solutions, LLC (6)	First lien senior secured revolving loan	S + 6.00%	10.66	%	11/30/2027	1,771		(44)		(44)		(0.01)	%
Surplus Solutions, LLC	First lien senior secured term loan	S + 6.00%	10.66	%	11/30/2027	10,143		9,894		9,894		1.87	%
								33,966		33,983		6.42	%
Health care providers and services
ADVI Health, LLC (6)	First lien senior secured revolving loan	S + 7.00%	11.67	%	11/29/2027	$	1,062	$	(26)	$	(26)	0.00	%
ADVI Health, LLC	First lien senior secured term loan	S + 7.00%	11.67	%	11/29/2027	6,242		6,089		6,089		1.15	%
Benefit Plan Administrators of Eau Claire, LLC (6)	First lien senior secured delayed draw term loan	S + 5.50%	9.19	%	6/7/2026	7,318		(96)		(92)		(0.02)	%
Benefit Plan Administrators of Eau Claire, LLC (6)	First lien senior secured revolving loan	S + 5.50%	9.19	%	6/7/2026	1,672		(23)		(21)		0.00	%
Benefit Plan Administrators of Eau Claire, LLC	First lien senior secured term loan	S + 5.50%	9.19	%	6/7/2026	12,962		12,779		12,800		2.42	%
Change Academy at Lake of the Ozarks, LLC (6)	First lien senior secured revolving loan	S + 5.25%	9.98	%	8/2/2027	5,786		(106)		(98)		(0.02)	%
Change Academy at Lake of the Ozarks, LLC	First lien senior secured term loan	S + 5.25%	9.98	%	8/2/2027	29,547		28,992		29,043		5.49	%
Endodontic Practice Partners, LLC	First lien senior secured delayed draw term loan	S + 5.75%	10.90	%	11/2/2027	16,705		11,621		11,621		2.20	%
Endodontic Practice Partners, LLC (6)	First lien senior secured revolving loan	S + 5.75%	10.64	%	11/2/2027	1,918		(37)		(37)		(0.01)	%
Endodontic Practice Partners, LLC	First lien senior secured term loan	S + 5.75%	10.64	%	11/2/2027	14,927		14,636		14,636		2.77	%
IPC Pain Acquistion, LLC (6)	First lien senior secured delayed draw term loan	S + 6.00%	10.44	%	5/19/2027	10,830		(112)		(107)		(0.02)	%
IPC Pain Acquistion, LLC (6)	First lien senior secured revolving loan	S + 6.00%	10.44	%	5/19/2027	1,115		(15)		(13)		0.00	%
IPC Pain Acquistion, LLC	First lien senior secured term loan	S + 6.00%	10.44	%	5/19/2027	2,785		2,745		2,751		0.52	%
NH Kronos Buyer, Inc. (6)	First lien senior secured revolving loan	S + 10.00%	14.24	%	11/1/2028	12,443		(363)		(363)		(0.07)	%
NH Kronos Buyer, Inc.	First lien senior secured term loan	S + 6.25%	10.49	%	11/1/2028	68,063		66,054		66,365		12.55	%
Propio LS, LLC	First lien senior secured revolving loan	S + 5.50%	10.46	%	8/2/2027	3,619		2,648		2,653		0.50	%
Propio LS, LLC	First lien senior secured term loan	S + 5.50%	10.38	%	8/2/2027	19,840		19,470		19,503		3.69	%
Purpose Home Health Acquisition, LLC (6)	First lien senior secured delayed draw term loan	S + 6.25%	11.19	%	11/3/2027	6,682		(145)		(145)		(0.03)	%
Purpose Home Health Acquisition, LLC (6)	First lien senior secured revolving loan	S + 6.25%	11.19	%	11/3/2027	1,918		(42)		(42)		(0.01)	%
Purpose Home Health Acquisition, LLC	First lien senior secured term loan	S + 6.25%	11.19	%	11/3/2027	7,961		7,788		7,786		1.47	%
Spear Education Holdings, LLC (6)	First lien senior secured revolving loan	S + 7.50%	11.94	%	12/15/2027	4,463		(122)		(122)		(0.02)	%
Spear Education Holdings, LLC	First lien senior secured term loan	S + 7.50%	11.94	%	12/15/2027	18,858		18,340		18,339		3.47	%
US Foot and Ankle Specialists, LLC	First lien senior secured delayed draw term loan	S + 5.25%	9.69	%	9/15/2026	16,598		5,908		5,913		1.12	%
US Foot and Ankle Specialists, LLC	First lien senior secured revolving loan	S + 5.25%	9.69	%	9/15/2026	2,699		631		635		0.12	%
US Foot and Ankle Specialists, LLC	First lien senior secured term loan	S + 5.25%	9.69	%	9/15/2026	21,020		20,672		20,705		3.91	%
								217,286		217,773		41.18	%
Health care technology
AHR Intermediate, Inc (6)	First lien senior secured delayed draw term loan	S + 5.75%	10.19	%	7/29/2027	$	5,202	$	(31)	$	(47)	(0.01)	%
AHR Intermediate, Inc	First lien senior secured revolving loan	S + 5.75%	10.19	%	7/29/2027	7,708		630		697		0.13	%
AHR Intermediate, Inc	First lien senior secured term loan	S + 5.75%	10.19	%	7/29/2027	24,292		24,012		24,050		4.55	%

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

10

Table of Contents

AGTB Private BDC

Consolidated Schedule of Investments

As of December 31, 2022

(Amounts in thousands)

Company(1)(2)	Investment	Reference Rate and Spread	Interest Rate		Maturity Date	Principal/ Par Amount(3)		Amortized Cost(4)		Fair Value		Percentage of Net Assets
								24,611		24,700		4.67	%
Household durables
CPS Power Buyer, LLC (6)	First lien senior secured delayed draw term loan	S + 6.50%	10.89	%	9/26/2027	$	3,018	$	(57)	$	(53)	(0.01)	%
CPS Power Buyer, LLC (6)	First lien senior secured revolving loan	S + 6.50%	10.89	%	9/26/2027	1,687		(32)		(29)		(0.01)	%
CPS Power Buyer, LLC	First lien senior secured term loan	S + 6.50%	10.89	%	9/26/2027	5,118		5,019		5,028		0.95	%
Kwalu, LLC (6)	First lien senior secured revolving loan	S + 6.00%	10.84	%	9/23/2027	5,061		(96)		(88)		(0.02)	%
Kwalu, LLC	First lien senior secured term loan	S + 6.00%	10.84	%	9/23/2027	24,836		24,363		24,405		4.61	%
MacKenzie Childs Acquisition, Inc.	First lien senior secured revolving loan	S + 6.00%	10.73	%	9/2/2027	3,374		2,877		2,883		0.55	%
MacKenzie Childs Acquisition, Inc.	First lien senior secured term loan	S + 6.00%	10.73	%	9/2/2027	18,063		17,807		17,842		3.37	%
								49,881		49,988		9.44	%
IT services
ARC Healthcare Technologies, LLC	First lien senior secured delayed draw term loan	S + 5.25%	10.09	%	6/22/2025	$	7,340	$	661	$	668	0.13	%
ARC Healthcare Technologies, LLC (6)	First lien senior secured revolving loan	S + 5.25%	10.09	%	6/22/2025	3,341		(34)		(30)		(0.01)	%
ARC Healthcare Technologies, LLC	First lien senior secured term loan	S + 5.25%	10.09	%	6/22/2025	23,421		23,173		23,210		4.39	%
Icreon Holdings, LLC (6)	First lien senior secured revolving loan	S + 6.50%	10.94	%	10/26/2027	1,049		(25)		(25)		0.00	%
Icreon Holdings, LLC	First lien senior secured term loan	S + 6.50%	10.94	%	10/26/2027	8,265		8,063		8,063		1.52	%
								31,838		31,886		6.03	%
Machinery
Double E Company, LLC (6)	First lien senior secured delayed draw term loan	S + 6.00%	10.55	%	6/21/2028	$	1,969	$	(17)	$	(14)	0.00	%
Double E Company, LLC	First lien senior secured revolving loan	P + 5.00%	12.50	%	6/21/2028	3,044		671		677		0.13	%
Double E Company, LLC	First lien senior secured term loan	S + 6.00%	10.55	%	6/21/2028	17,455		17,290		17,337		3.28	%
								17,944		18,000		3.41	%
Media
Optimized Marketing Acquisition, LLC	First lien senior secured revolving loan	S + 5.75%	10.97	%	8/19/2027	$	3,383	$	1,460	$	1,465	0.28	%
Optimized Marketing Acquisition, LLC	First lien senior secured term loan	S + 5.75%	10.97	%	8/19/2027	26,168		25,664		25,717		4.86	%
RKD Group, LLC (6)	First lien senior secured revolving loan	S + 6.00%	10.73	%	8/17/2028	4,905		(69)		(60)		(0.01)	%
RKD Group, LLC	First lien senior secured term loan	S + 6.00%	10.73	%	8/17/2028	33,676		33,191		33,260		6.29	%
WTWH Buyer, LLC (6)	First lien senior secured revolving loan	S + 6.50%	11.26	%	12/16/2027	1,638		(41)		(41)		(0.01)	%
WTWH Buyer, LLC	First lien senior secured term loan	S + 6.50%	11.26	%	12/16/2027	10,196		9,942		9,941		1.88	%
								70,147		70,282		13.29	%
Professional services
Helpware, Inc.	First lien senior secured revolving loan	S + 5.75%	10.59	%	9/8/2026	$	5,061	$	1,792	$	1,800	0.34	%
Helpware, Inc.	First lien senior secured term loan	S + 5.75%	10.41	%	9/8/2026	14,114		13,934		13,956		2.64	%
								15,726		15,756		2.98	%
Software
Shasta Buyer, LLC	First lien senior secured revolving loan	S + 6.25%	11.09	%	8/9/2028	$	2,199	$	196	$	199	0.04	%
Shasta Buyer, LLC	First lien senior secured term loan	S + 6.25%	11.09	%	8/9/2028	11,663		11,436		11,462		2.17	%
								11,632		11,661		2.21	%

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

11

Table of Contents

AGTB Private BDC

Consolidated Schedule of Investments

As of December 31, 2022

(Amounts in thousands)

Company(1)(2)	Investment	Reference Rate and Spread	Interest Rate		Maturity Date	Principal/ Par Amount(3)		Amortized Cost(4)		Fair Value		Percentage of Net Assets
Specialty retail
Soccer Post Acquisition, LLC	First lien senior secured delayed draw term loan	S + 5.75%	10.91	%	6/30/2027	$	1,520	$	1,420	$	1,422	0.27	%
Soccer Post Acquisition, LLC	First lien senior secured revolving loan	S + 5.75%	10.59	%	6/30/2027	1,741		1,017		1,020		0.19	%
Soccer Post Acquisition, LLC	First lien senior secured term loan	S + 5.75%	10.59	%	6/30/2027	7,590		7,465		7,480		1.41	%
								9,902		9,922		1.87	%
Trading companies and distributors
Ascent Lifting, Inc. (6)	First lien senior secured revolving loan	S + 6.50%	10.17	%	9/9/2027	$	1,350	$	(25)	$	(23)	0.00	%
Ascent Lifting, Inc.	First lien senior secured term loan	S + 6.50%	10.17	%	9/9/2027	5,118		5,019		5,029		0.95	%
NEFCO Holding Company, LLC	First lien senior secured delayed draw term loan	S + 6.50%	9.87	%	8/5/2028	2,631		2,611		2,585		0.49	%
NEFCO Holding Company, LLC	First lien senior secured delayed draw term loan	S + 6.50%	9.87	%	8/5/2028	2,192		124		122		0.02	%
NEFCO Holding Company, LLC (6)	First lien senior secured delayed draw term loan	S + 6.50%	11.30	%	8/5/2024	2,192		(40)		(38)		(0.01)	%
NEFCO Holding Company, LLC (6)	First lien senior secured revolving loan	S + 6.50%	11.30	%	8/5/2028	3,045		(57)		(52)		(0.01)	%
NEFCO Holding Company, LLC	First lien senior secured term loan	S + 6.50%	11.30	%	8/5/2028	14,469		14,186		14,222		2.69	%
								21,818		21,845		4.13	%
Total non-controlled/non-affiliated senior secured debt								$	795,429	$	797,019	150.70	%
Non-controlled/affiliated investments
Multisector holdings
Twin Brook Equity Holdings, LLC(9)(10)	Equity - 5.09% membership interest							$	27,234	$	27,468	5.19	%
Total non-controlled/affiliated investments								$	27,234	$	27,468	5.19	%
Total investments								$	822,663	$	824,487	155.89	%

(1)Unless otherwise indicated, all investments are considered Level 3 investments. Under section 55(a) of the 1940 Act, we may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70% of our total assets. The status of these assets under the 1940 Act is subject to change. The Company monitors the status of these assets on an ongoing basis. As of December 31, 2022, there were no non-qualifying assets.

(2)Unless otherwise indicated, all investments represent co-investments made with the Company’s affiliates in accordance with the terms of the exemptive relief that the Company received from the U.S. Securities and Exchange Commission. Refer to Note 6 for further information.

(3)Principal/par amount is denominated in U.S. Dollars (“$”) unless otherwise noted.

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

(5)Unless otherwise indicated, the interest rate on the principal balance outstanding for all floating rate loans is indexed to the Term Secured Overnight Financing Rate (“Term SOFR” or “S”) and/or an alternate base rate (e.g. prime rate (“P”)), which typically resets semiannually, quarterly, or monthly at the borrower’s option. The applicable base rate may be subject to a floor. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, the applicable margin has been provided over Term SOFR based on each respective credit agreement. As of December 31, 2022, the reference rates for the floating rate loans were the Term SOFR of 4.30% and the Prime Rate of 7.50%.

(6)Represents revolvers and delayed draw term loans where the entire balance is unfunded as of December 31, 2022. The negative fair value is a result of the commitment being valued below par. Refer to Note 7 for further information.

(7)Principal balance includes reserve for letter of credit of $265,760 on which the borrower pays 5.75%.

(8)Principal balance includes reserve for letter of credit of $155,534 on which the borrower pays 6.00%.

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

12

Table of Contents

AGTB Private BDC

Consolidated Schedule of Investments

As of December 31, 2022

(Amounts in thousands)

(9)As a practical expedient, the Company uses net asset value (“NAV”) to determine the fair value of this investment. Consistent with FASB guidance under ASC 820, these investments are excluded from the hierarchical levels. This represents an investment in an affiliated fund.

(10)Securities exempt from registration under the Securities Act of 1933 (the “Securities Act”), and may be deemed to be “restricted securities” under the Securities Act. As of December 31, 2022, the aggregate fair value of these securities is $27,468 or 5.19% of the Company's net assets.

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

13

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements

Note 1.  Organization

AGTB Private BDC (the “Company” or “Private BDC”) is a Delaware statutory trust which was formed on January 27, 2022 (date of inception). The Company has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, for tax purposes, the Company will elect to be treated as a Regulated Investment Company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Company is a specialty finance company focused on lending to U.S. middle market companies with between $3 million and $50 million in annual earnings before interest, taxes, depreciation and amortization (“EBITDA”); however, the Company intends to focus its investing in companies with EBITDA of less than $25 million. The Company’s investment objective is to generate attractive, consistent, total returns, predominantly in the form of current income and, to a lesser extent, capital appreciation, by targeting investment opportunities with favorable risk-adjusted returns. The Company invests primarily in senior secured debt, and may also take advantage of opportunistic investments in other parts of the capital structure, including senior secured stretch and unitranche facilities, second lien loans, mezzanine and mezzanine-related loans, and equity investments.

AGTB Fund Manager, LLC (the “Adviser”), a wholly-owned subsidiary of Angelo, Gordon & Co., L.P. (“Angelo Gordon”), serves as the investment adviser of the Company. The Adviser is registered as an investment adviser with the U.S. Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940.

The Company conducts private offerings (each, a “Private Offering”), where investors make a capital commitment to purchase the Company’s common shares of beneficial interest (“the common shares”) pursuant to a subscription agreement entered into with the Company. Investors will be required to make capital contributions to purchase the Company’s common shares each time the Company delivers a drawdown notice. The initial closing of the Private Offering occurred on April 19, 2022 (the “Initial Closing”), and additional closings of the Private Offering are expected to occur from time to time as determined by the Company, until and including the twelve-month anniversary of the Initial Closing. The Adviser does not intend to list the common shares on any securities exchange and the common shares will not be publicly traded.

The Company commenced its loan origination and investment activities with the initial drawdown from investors in a Private Offering on May 10, 2022 (the commencement of operations). The Company made its first portfolio company investment in May 2022 .

On January 1, 2023, the Company, completed its merger (the “Merger”) with AG Twin Brook Capital Income Fund, a Delaware statutory trust (“TCAP”), with TCAP continuing as the surviving company and the Company continuing as the accounting survivor. The Merger was completed pursuant to an Agreement and Plan of Merger (the “Merger Agreement”), dated December 30, 2022, by and between TCAP and Private BDC. TCAP is a public, non-exchange traded BDC, with the same investment manager and investment objective as Private BDC.

The Boards of Trustees of both TCAP and Private BDC (each, a “Board” and together the “Boards”), in each case, including the majority of the trustees who are not “interested persons” (as such term is defined in the Investment Company Act of 1940, as amended (the “1940 Act”)), approved the Merger Agreement and the transactions contemplated thereby, consistent with the requirements under Rule 17a-8 of the 1940 Act. As a result, and as previously disclosed in TCAP’s registration statement on Form N-2, the Merger did not require shareholder approval by the shareholders of either TCAP or Private BDC for the Merger to be effected. The Merger Agreement contains customary representations and warranties by each of TCAP and Private BDC. The Merger Agreement also contains customary covenants, including, among others, covenants relating to the operation of each of TCAP’s and Private BDC’s businesses during the period prior to the closing of the Merger. Pursuant to the Merger Agreement, TCAP and Private BDC intend the Merger to be treated as a “reorganization” within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended, and each received an opinion to that effect from Simpson, Thacher & Bartlett LLP in connection with the closing.

Pursuant to the Merger Agreement, TCAP and Private BDC caused the Merger to be consummated by filing a certificate of merger (the “Certificate of Merger”) with the Secretary of State of the State of Delaware on December 30, 2022. The Merger became effective on January 1, 2023 (the “Effective Time”), as agreed to by the parties and specified in the Certificate of Merger. Pursuant to the Merger Agreement, Private BDC withdrew its BDC election and deregistered its

14

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

common shares of beneficial interest, par value $0.001 per share (“AGTB Common Shares”) by filing forms N-54C and 15-12G with the SEC on January 5, 2023.

At the Effective Time, common shares of beneficial interest, par value $0.001 per share, of Private BDC outstanding immediately prior to the Effective Time were converted into a number of Class I common shares of beneficial interest, par value $0.001 per share, of TCAP (the “TCAP Common Shares”) equal to a ratio of one to one. As a result, TCAP issued an aggregate of approximately 20,943,030 TCAP Common Shares to former Private BDC shareholders. The TCAP Common Shares issued and outstanding immediately prior to the Effective Time remained outstanding upon the Effective Time and were unaffected by the Merger. As a result, immediately following the Merger, TCAP had approximately 20,945,030 Class I Common Shares outstanding, and no Class S or D Common Shares outstanding.

Note 2.  Significant Accounting Policies

Basis of Accounting

The Company’s consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”).  The Company is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification (“ASC”) Topic 946, Financial Services – Investment Companies. These consolidated financial statements reflect adjustments that in the opinion of management are necessary for the fair statement of the financial position and results of operations for the periods presented herein. The Company commenced operations on May 10, 2022 and its fiscal year ends on December 31.

Principles of Consolidation

The Company conducts certain of its activities through its wholly-owned subsidiaries Twin Brook Capital Funding XXXIII, LLC, Twin Brook Equity XXXIII Corp.,Twin Brook Capital Funding XXXIII MSPV, LLC, and Twin Brook Capital Funding XXXIII ASPV, LLC. The Company consolidates subsidiaries that are controlled by the Company. All intercompany balances and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Cash

Cash is comprised of cash on deposit with major financial institutions. The Company places its cash with high credit quality institutions to minimize credit risk exposure.

Restricted Cash

Restricted cash represents cash held through certain of the Company’s wholly-owned subsidiaries that may only be used to purchase additional collateral loans, pay accrued interest on advances, fund certain expenses, and prepay outstanding advances in connection with the Company’s asset facilities.

Investment Related Transactions, Revenue Recognition and Expenses

Investment transactions and the related revenue and expenses are recorded on a trade-date basis. Realized gains and losses on investment transactions are determined using the specific identification method. All costs associated with consummated investments are included in the cost of such investments. Broken deal expenses incurred in connection with investment transactions which are not successfully consummated are expensed as a component of “Other” expense on the consolidated statement of operations.

15

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

Interest income and interest expense are recognized on an accrual basis. Interest income on debt instruments is accrued and recognized for those issuers who are currently paying in full or expected to pay in full. For those issuers who are in default or expected to default, interest is not accrued and is only recognized when received. Interest income and expense include discounts accreted and premiums amortized on certain debt instruments as determined in good faith by the Company and calculated using the effective interest method. Loan origination fees, original issue discounts and market discounts or premiums are capitalized as part of the underlying cost of the investments and accreted or amortized over the life of the investment as interest income.

Paydown gains and losses on investments in debt instruments are reported in “Interest” income on the consolidated statement of operations. Interest received in-kind, computed at the contractual rate specified in each investment agreement, is added to the principal balance of the investment and reported as “Interest” income on the consolidated statement of operations. The Company records dividend income from private securities pursuant to the terms of the respective investments.

The Company may earn various fees during the life of the loans. Such fees include, but are not limited to, syndication, commitment, administration, prepayment and amendment fees, some of which are paid to the Company on an ongoing basis. These fees and any other income are recognized as earned as a component of "Other" income on the consolidated statement of operations.

Investments at Fair Value

The Company applies Financial Accounting Standards Board Accounting Standards Codification Topic 820, Fair Value Measurements (“ASC 820”), as amended, which establishes a framework for measuring fair value in accordance with U.S. GAAP and required disclosures of fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date. In accordance with ASC 820, the Companydiscloses the fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (Level 3 measurements). ASC 820 establishes three levels of the fair value hierarchy as follows:

Level 1Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date;

Level 2Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active;

Level 3Inputs that are unobservable.

Inputs are used in applying the various valuation techniques and broadly refer to the assumptions that market participants use to make valuation decisions, including assumptions about risk. Inputs may include price information, volatility statistics, interest rates, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement; however, the determination of what constitutes “observable” requires significant judgment by the Company. The Company considers observable data to be market data which is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market. The categorization of a financial instrument within the hierarchy is based upon the pricing transparency of the instrument and does not necessarily correspond to the Company’s perceived risk of that instrument.

The availability of observable inputs can vary from product to product and is affected by a wide variety of factors, including for example, the type of product, whether the product is new and not yet established in the marketplace, the liquidity of markets and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company, the Board, and the Adviser in determining fair value is greatest for instruments categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy.

16

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

Investments in investment funds include vehicles structured for the purpose of investing in privately held common and preferred equity interests. Fair values are generally determined utilizing the net asset value (“NAV”) supplied by, or on behalf of, management of each investment fund, which is net of management and incentive fees or allocations charged by the investment fund, if applicable, and is in accordance with the “practical expedient”, as defined by FASB Accounting Standards Update (“ASU”) 2009-12, Investments in Certain Entities that Calculate NAV per Share. NAVs received by, or on behalf of, management of each investment fund are based on the fair value of the investment funds’ underlying investments in accordance with policies established by management of each investment fund, as described in each of their financial statements and offering memorandum. Withdrawals and distributions from investments in investment funds are at the discretion of the Adviser and may depend on the liquidation of underlying assets. Investments which are valued using NAV as a practical expedient are excluded from the above hierarchy.

The Board has designated the Adviser as its “valuation designee” pursuant to Rule 2a-5 under the 1940 Act (“Rule 2a-5”), and in that role, the Adviser is responsible for performing fair value determinations relating to all of the Company’s investments, including periodically assessing and managing any material valuation risks and establishing and applying fair value methodologies, in accordance with valuation policies and procedures that have been approved by the Board. Even though the Board designated the Adviser as “valuation designee” the Board is ultimately responsible for fair value determinations under the 1940 Act.

Under the valuation policies and procedures that have been approved by the Board, the Adviser conducts a multi-step valuation process, which includes, among other procedures, the following:

•The valuation process begins with each investment being initially valued using certain inputs provided by the investment professionals responsible for the portfolio investment in conjunction with the portfolio management team.

•The Adviser’s management reviews the preliminary valuations with the investment professionals.

•The Adviser determines the fair value of each investment; valuations that are not based on readily available market quotations are valued in good faith, based on, among other things, the input of the Adviser and, where applicable, other third parties. Valuation determinations are presented to the Board.

When determining the fair value of Level 3 investments, the Adviser may take into account the following factors, where relevant: recent transactions, the enterprise value of the underlying company, the nature and realizable value of any collateral, the underlying company’s ability to make payments and its earnings and discounted cash flows, the markets in which the underlying company does business, financial covenants, the seniority of the financial instrument in the capital structure of the company, comparisons to publicly traded securities, and changes in the interest rate environment and the credit markets generally that may affect the price at which similar investments may be made and other relevant factors. The primary method for determining enterprise value uses a multiple analysis whereby appropriate multiples are applied to the portfolio company’s net income before net interest expense, income tax expense, depreciation and amortization (“EBITDA”). The enterprise value analysis is performed to determine the value of equity investments and to determine if debt investments are credit impaired. If debt investments are credit impaired, the Adviser will use the enterprise value analysis or a liquidation basis analysis to determine fair value. For debt investments that are not determined to be credit impaired, the Adviser uses a market interest rate yield analysis to determine fair value.

The Company’s investments trade infrequently and when they are traded, the price may be unobservable, and as a result, multiple external pricing sources may not be available. In such instances, the Adviser may use an internal pricing model as either a corroborating or sole data point in determining the price. Pricing models take into account the contractual terms of the financial instrument, as well as relevant inputs, including where applicable, equity prices, interest rate yield curves, credit curves, correlation, and the creditworthiness of the counterparty. The Adviser generally engages third party firm(s) to assist in validating certain financial instruments where multiple external prices cannot be obtained. The third party firm(s) either independently determine prices or assess the reasonableness of the Adviser’s prices. The analyses provided by such third party firm(s) are reviewed and considered by the Adviser. As part of the risk management process, the Adviser reviews and analyzes the prices obtained from external pricing sources to evaluate their reliability and accuracy, which includes identifying and excluding vendor prices and broker quotations that the Adviser believes does not reflect fair value. In addition, the Adviser’s valuation committee meets regularly and engages in ongoing reviews of the valuation processes and procedures including reviews of methodology, ongoing accuracy, source quality and independence. Such reviews include, but are not limited to, comparison of current vendor prices and broker quotations against ongoing daily trading activity, vendor due diligence, and back testing.

17

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, the assumptions are set to reflect those that the Company believes market participants would use in pricing the asset or liability at the measurement date.

Foreign Currency Translation

Amounts denominated in foreign currencies are translated into USD on the following basis: (i) investments and other assets and liabilities denominated in foreign currencies are translated into USD based upon currency exchange rates effective on the last business day of the period; and (ii) purchases and sales of investments, borrowings and repayments of such borrowings, income, and expenses denominated in foreign currencies are translated into USD based upon currency exchange rates prevailing on the transaction dates.

The Company does not isolate the portion of the results of operations resulting from changes in foreign exchange rates on investments from fluctuations arising from changes in market prices of securities held. Such fluctuations are included within net realized and change in unrealized gain (loss) on investments on the consolidated statement of operations. Unrealized gains and losses on foreign currency holdings and non-investment assets and liabilities attributable to the changes in foreign currency exchange rates are included in the net change in unrealized gain (loss) on foreign currency translation on the consolidated statements of operations. Net realized gains and losses on foreign currency holdings and non-investment assets and liabilities attributable to changes in foreign currency exchange rates are included in net realized gain (loss) on foreign currency transactions on the consolidated statements of operations.

Foreign security and currency translations may involve certain considerations and risks not typically associated with investing in U.S. companies and U.S. government securities. These risks include, but are not limited to, currency fluctuations and revaluations and future adverse political, social and economic developments, which could cause investments in foreign markets to be less liquid and prices more volatile than those of comparable U.S. companies or U.S. government securities.

Organizational Costs

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

Offering Costs

Offering costs in connection with the offering of common shares of the Company are capitalized as a deferred charge and amortized to expense on a straight-line basis over a twelve-month period. These expenses consist primarily of legal fees and other costs incurred with the Company’s share offerings, the preparation of the Company’s registration statement, and registration fees.

Deferred Financing Costs

Deferred financing costs consist of financing costs incurred in connection with obtaining the Company’s financing facilities.  Such financing costs are capitalized and amortized over the life of the facility utilizing the straight-line method.  For the period from January 27, 2022 (Inception) to December 31, 2022, the Company paid approximately $9.0 million of financing costs. For the period from January 27, 2022 (Inception) to December 31, 2022, the Company amortized approximately $1.1 million of financing costs, which have been included in “Interest” expense on the consolidated statements of operations.

Deferred Income

Deferred income consists of annual administrative agent fees received in connection with the servicing of certain loan investments. Such fees are deferred when received and recognized as earned over the applicable period.  For the period from January 27, 2022 (Inception) to December 31, 2022, the Company received approximately $728,000 of agent fees. For the period from January 27, 2022 (Inception) to December 31, 2022, approximately $114,000 of agent fees have been recognized as earned and included in “Other” income on the consolidated statements of operations.

18

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

Income Taxes

The Company has elected to be regulated as a BDC under the 1940 Act. The Company also intends to be treated as a Regulated Investment Company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended. As a RIC, the Company generally will not have to pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it distributes timely to its shareholders as dividends. To the extent the Company qualifies as a RIC, any tax liability related to income earned and distributed by the Company represents obligations of the Company’s investors and will not be reflected in the consolidated financial statements of the Company.

To qualify as a RIC, the Company must, among other things, meet certain source-of-income and asset diversification requirements. In addition, to qualify for RIC tax treatment, the Company must distribute to its shareholders, for each taxable year, at least 90% of its “investment company taxable income” for that year, which is generally its ordinary income plus the excess of its realized net short-term capital gains over its realized net long-term capital losses. The Company will generally be subject to a 4% non-deductible U.S. federal excise tax on certain undistributed income or gains in respect of any calendar year, unless it distributes annually an amount at least equal to the sum of (i) 98% of its net ordinary income (taking into account certain deferrals and elections) for the calendar year, (ii) 98.2% of its capital gain net income (adjusted for certain ordinary losses) for the one-year period ending on October 31 in such calendar year and (iii) any net ordinary income and capital gain net income recognized, but not distributed, in preceding years. The Company, at its discretion, may carry forward taxable income for distribution in the following taxable year and pay the applicable U.S. federal excise tax. For the period from January 27, 2022 (Inception) to December 31, 2022, the Company did not accrue U.S. federal excise tax.

The Company conducts certain of its activities through its wholly-owned subsidiary, Twin Brook Equity XXXIII Corp., a Delaware C corporation. Twin Brook Equity XXXIII Corp. is treated as a corporation for United States federal income tax purposes and is subject to U.S. federal, state or local income tax. For the period from January 27, 2022 (Inception) to December 31, 2022, the Company accrued $217,000 of U.S. federal tax expense related to Twin Brook Equity XXXIII Corp., which is included in “Other” expense on the consolidated statement of operations.

The Company evaluates tax positions taken or expected to be taken in the course of preparing its financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are reserved and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof. There were no tax penalties, and no interest associated with income taxes incurred through December 31, 2022.

Loan Syndications and Participations

The Company may originate certain loans and then syndicate all or a portion of those loans to a third party. For the period from January 27, 2022 (Inception) to December 31, 2022, the Company earned approximately $2.7 million of syndication and other origination fee income, which is included in “Other” income on the consolidated statement of operations.

The Company follows the guidance in Accounting Standards Codification (“ASC”) Topic 860 Transfers and Servicing when accounting for loan participations and other partial loan sales. Such guidance requires a participation or other partial loan sale to meet the definition of a “participating interest,” as defined in the guidance, in order for sale treatment to be allowed. Participations or other partial loan sales that do not meet the definition of a participating interest remain on the consolidated statement of assets and liabilities and the proceeds are recorded as a secured borrowing until the definition is met. Secured borrowings are carried at fair value to correspond with the related investments, which are carried at fair value. There were no participations that were accounted for as secured borrowings during the period.

Distributions

Distributions to common shareholders are recorded on the record date. The amount to be distributed, if any, is determined by the Board each quarter. The Company intends to distribute net capital gains (i.e., net long-term capital gains in excess of net short-term capital losses), if any, at least annually out of the assets legally available for such distributions. However, the

19

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

Company may decide in the future to retain such capital gains for investment, incur a corporate-level tax on such capital gains, and elect to treat such capital gains as deemed distributions to stockholders.

Note 3.  Investments

Under the 1940 Act, the Company is required to separately identify non-controlled investments where it owns 5% or more of a portfolio company’s outstanding voting securities and/or had the power to exercise control over the management or policies of such portfolio company as investments in “affiliated” companies. In addition, under the 1940 Act, the Company is required to separately identify investments where it owns more than 25% of a portfolio company’s outstanding voting securities and/or had the power to exercise control over the management or policies of such portfolio company as investments in “controlled” companies. Under the 1940 Act, "non-affiliated investments" are defined as investments that are neither controlled investments nor affiliated investments. Detailed information with respect to the Company’s non-controlled, non-affiliated; non-controlled, affiliated; and controlled affiliated investments is contained in the consolidated financial statements, including the consolidated schedule of investments. The information in the tables below is presented on an aggregate portfolio basis, without regard to whether they are non-controlled, non-affiliated; non-controlled, affiliated; or controlled affiliated investments.

Investments at fair value and amortized cost consisted of the following as of December 31, 2022:

	December 31, 2022
(Amounts in thousands)	Amortized Cost		Fair Value
First lien senior secured debt	$	795,429	$	797,019
Investment in affiliated funds	27,234		27,468
Total investments	$	822,663	$	824,487

20

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

The industry composition of investments based on fair value as of December 31, 2022 was as follows:

	December 31, 2022
Air freight and logistics	2.4	%
Auto components	0.9	%
Chemicals	0.5	%
Commercial services and supplies	2.2	%
Construction and engineering	6.2	%
Containers and packaging	6.9	%
Diversified consumer services	6.1	%
Electrical equipment	1.2	%
Electronic equipment, instruments and components	1.3	%
Food and staples retailing	3.5	%
Food products	4.1	%
Health care equipment and supplies	4.1	%
Health care providers and services	26.4	%
Health care technology	3.0	%
Household durables	6.1	%
IT services	3.9	%
Machinery	2.2	%
Media	8.5	%
Multisector holdings	3.3	%
Professional services	1.9	%
Software	1.4	%
Specialty retail	1.2	%
Trading companies and distributors	2.7	%
Total	100.0	%

As of December 31, 2022, 100% of investments held were based in the United States.

Note 4.  Fair Value of Investments

Fair Value Disclosures

The following table presents the fair value hierarchy of financial instruments as of December 31, 2022:

	Assets at Fair Value as of December 31, 2022
(Amounts in thousands)	Level 1		Level 2		Level 3		Total
First lien senior secured debt	$	—	$	—	$	797,019	$	797,019
Total	$	—	$	—	$	797,019	$	797,019
Investments measured at net asset value(1)							$	27,468
Total financial instruments, at fair value							$	824,487

(1)Certain investments that are measured at fair value using NAV have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Consolidated Statement of Assets and Liabilities.

21

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

The following tables present changes in the fair value of investments for which Level 3 inputs were used to determine the fair value for the period from January 27, 2022 (Inception) to December 31, 2022:

	Level 3 Assets at Fair Value for the Period from January 27, 2022 (Inception) to December 31, 2022*
(Amounts in thousands)	Balance 1/27/2022		Purchases and Drawdowns		Sales and Paydowns		Other**		Realized Gains/ (Losses)		Change in Unrealized Appreciation/(Depreciation)		Balance 12/31/2022		Change in Unrealized Appreciation/ (Depreciation) for Level 3 Assets Still Held as of 12/31/2022
First lien senior secured debt	$	—	$	881,853	$	(87,923)	$	1,327	$	172	$	1,590	$	797,019	$	1,590
Total	$	—	$	881,853	$	(87,923)	$	1,327	$	172	$	1,590	$	797,019	$	1,590

*Gains and losses are included in their respective captions in the consolidated statement of operations.

**Includes accretion, paydown gains/(losses) and interest received in-kind on debt instruments, where applicable.

Significant Unobservable Inputs

In accordance with ASC 820, the following tables provide quantitative information about the significant unobservable inputs of the Company’s Level 3 investments as of December 31, 2022. The table is not intended to be all-inclusive but instead capture the significant unobservable inputs relevant to the Company’s determination of fair value.

Asset Class	Fair Value as of 12/31/22		Valuation Techniques	Significant Unobservable Inputs	Input Ranges	Weighted Average (1)		Impact to Valuation from an Increase in Input
	(Amounts in thousands)
First lien senior secured debt	$	529,200	Discounted cash flow	Yield	9.7% - 13.0%	10.7	%	Decrease
	$	529,200

(1)Weighted average is calculated by weighing the significant unobservable input by the relative fair value of each investment in the category.

The Company’s other Level 3 investments have been valued primarily using recent transactions. The significant unobservable input used in the discounted cash flow is the yield. The yield is used to discount the estimated future cash flows expected to be received from the underlying investment. The Company considers the portfolio company performance since close, the leverage used by the portfolio company relative to its total enterprise value and other risks associated with an investment in determining the yield.

Note 5.  Debt

In accordance with the 1940 Act, the Company can borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 150% after such borrowings, subject to certain limitations.

On June 10, 2022, the Company entered into a revolving credit facility (the “Subscription Facility”) with Morgan Stanley Asset Funding Inc., as the administrative agent and sole lead arranger, and Morgan Stanley Bank, N.A. as the letter of credit issuer and a lender.  The Subscription Facility enabled the Company to request loans from the administrative agent up to a maximum commitment of $75 million.  The borrowings under the Subscription Facility were collateralized by the eligible unfunded capital commitments of investors in the Company.  The total amount available under the Subscription Facility may be reduced as a result of decreases in the unfunded capital commitments of investors in the Company as well as other provisions of the Subscription Facility.

Borrowings under the Subscription Facility bear interest at either (a) if the borrowing is a Term SOFR loan with an interest period of one-month, Term SOFR plus 226.448 basis points (2.26448%) per annum, (b) if the borrowing is a Term SOFR

22

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

loan with an interest period of three-months, Term SOFR plus 241.161 basis points (2.4161%) per annum, or(c) if the borrowing is a base rate loan, 215 basis points (2.15%) per annum. The Company may also draw letters of credit with a fee set at 215 basis points (2.15%) per annum.   In addition, the Company accrued an unused commitment fee to the administrative agent at the rate of (a) from June 10, 2022 until December 31, 2022 (the “Trigger Date”), 25 basis points (0.25%) per annum multiplied by the unused portion of the maximum commitment and (b) after the Trigger Date, (i) 35 basis points (0.35%) per annum multiplied by the unused portion of the maximum commitment when the unused commitment of the lenders is greater than fifty percent (50%) of the maximum commitment or (ii) 25 basis points (0.25%) per annum multiplied by the unused portion of the maximum commitment when the unused commitment of the lenders is less than or equal to fifty percent (50%) of the maximum commitment. On October 21, 2022, the Company terminated the Subscription Facility with Morgan Stanley Asset Funding Inc.

On June 17, 2022, Twin Brook Capital Funding XXXIII MSPV, LLC, as borrower (the “MSPV Borrower”), an indirect, wholly-owned subsidiary of the Company, entered into a new loan and servicing agreement (as amended, supplemented or otherwise modified from time to time, the “MSPV Credit Facility”) with Twin Brook Capital Funding XXXIII, LLC, as the transferor (the “Transferor”), AGTB Fund Manager, LLC, as the servicer, Morgan Stanley Asset Funding, Inc., as administrative agent, the lenders from time to time party thereto and The Bank of New York Mellon Trust Company, National Association, as the collateral agent, account bank and collateral custodian.

From time to time, the Transferor expects to sell and/or contribute certain investments to the MSPV Borrower. Proceeds from the MSPV Credit Facility will be used to finance the origination and acquisition of loans by the MSPV Borrower, including the purchase of such assets from the Transferor. The Company retains a residual interest in assets contributed to or acquired by the MSPV Borrower through its ownership of the MSPV Borrower.

The MSPV Credit Facility created a revolving loan facility with an initial maximum principal amount of $300 million, subject to availability under a borrowing base which consists primarily of commercial loans acquired by the MSPV Borrower from the Transferor, a wholly-owned subsidiary of the Company. The MSPV Borrower may, subject to the applicable prepayment premium, prepay the loans and/or terminate or reduce the revolving commitments under the MSPV Credit Facility at any time without penalty. The obligation of the lenders to make revolving commitments under the MSPV Credit Facility will terminate on June 17, 2025 (the “Reinvestment Period”) with a scheduled final maturity date of June 17, 2027. The revolving loans are subject to an interest rate, during the Reinvestment Period, of Term SOFR plus 2.25% per annum and thereafter, term SOFR plus 2.75% per annum.

On October 28, 2022, the MSPV Borrower entered into Amendment No. 1 of the MSPV Credit Facility, that increased the borrowing capacity by $200 million to an aggregate principal amount of $500 million, subject to availability under the borrowing base. With this amendment, the revolving loans will be subject to an interest rate, during the Reinvestment Period, of Term SOFR plus 2.50% per annum and thereafter, Term SOFR plus 3.00% per annum. The other material terms of the agreement were unchanged.

On December 13, 2022, Twin Brook Capital Funding XXXIII ASPV, LLC, as borrower (the “ASPV Borrower”), an indirect, wholly-owned subsidiary of the Company, entered into a new Loan, Security and Collateral Management Agreement (as amended, supplemented or otherwise modified from time to time, the “ASPV Credit Facility”), with the Transferor, AGTB Fund Manager, LLC, as the collateral manager, Ally Bank, as administrative agent and arranger, Computershare Trust Company, National Association, as the collateral custodian, and the lenders from time to time party thereto.

From time to time, the Transferor expects to sell and/or contribute certain investments to the ASPV Borrower. Proceeds from the ASPV Credit Facility will be used to finance the origination and acquisition of loans by the ASPV Borrower, including the purchase of such assets from the Transferor. The Company retains a residual interest in assets contributed to or acquired by the ASPV Borrower through its ownership of the ASPV Borrower.

The ASPV Credit Facility created a revolving loan facility with an initial maximum principal amount of $300 million, subject to availability under a borrowing base which consists primarily of commercial loans acquired by the ASPV Borrower from the Transferor, a wholly-owned subsidiary of the Company. The ASPV Borrower may, subject to the applicable prepayment premium, prepay the loans and/or terminate or reduce the revolving commitments under the ASPV Credit Facility at any time without penalty. The obligation of the lenders to make revolving commitments under the ASPV

23

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

Credit Facility will terminate on December 12, 2025 (the “Reinvestment Period”) with a scheduled final maturity date of December 12, 2027. The revolving loans will be subject to an interest rate of daily simple SOFR plus 2.875% per annum.

The ASPV Credit Facility is secured by all of the assets of the ASPV Borrower and a pledge of equity interests in the ASPV Borrower. Borrowings under the ASPV Credit Facility are considered the Company’s borrowings for purposes of complying with the asset coverage requirements under the Investment Company Act of 1940, as amended.

As of December 31, 2022, there are approximately $20 million in borrowings outstanding on the ASPV Credit Facility, and $303.2 borrowings outstanding on the MSPV Credit Facility. The Company incurred approximately $6.7 million of interest and unused commitment fees for the period from January 27, 2022 (Inception) to December 31, 2022, which is included in interest expense on the consolidated statement of operations. The carrying values of borrowings outstanding under the debt facilities approximate fair value. As of December 31, 2022, the asset coverage ratio was 263.6%.

Debt obligations consisted of the following as of December 31, 2022:

	As of December 31, 2022
(Amounts in thousands)	Maximum Principal Amount Committed		Principal Amount Outstanding		Principal Amount Available(1)		Carrying Value
ASPV Credit Facility	$	300,000	$	20,000	$	311	$	20,000
MSPV Credit Facility	500,000		303,200		130,417		303,200
Total debt	$	800,000	$	323,200	$	130,728	$	323,200

(1)The amount available reflects any limitations related to the facilities borrowing bases.

For the period from January 27, 2022 (Inception) to December 31, 2022, the components of interest expense were as follows:

(Amounts in thousands)	Period from January 27, 2022 (Inception) to December 31, 2022
Interest expense	$	7,066
Amortization of deferred financing costs	1,106
Total interest expense	$	8,172
Average interest rate	5.54		%
Average daily borrowings	$	114,023

Note 6.  Agreements and Related Party Transactions

Administration Agreement

On April 19, 2022, the Company entered into an Administration Agreement (the “Administration Agreement”) with AGTB Fund Manager, LLC (the “Administrator”). Under the terms of the Administration Agreement, the Administrator performs, or oversees the performance of, required administrative services, which include providing office space, equipment and office services, maintaining financial records, preparing reports to shareholders and reports filed with the SEC, and managing the payment of expenses and the performance of administrative and professional services rendered by others.

The Company reimburses the Administrator for services performed for it pursuant to the terms of the Administration Agreement. In addition, pursuant to the terms of the Administration Agreement, the Administrator may delegate its obligations under the Administration Agreement to an affiliate or to a third party and the Company will reimburse the Administrator for any services performed for it by such affiliate or third party.

24

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

Unless earlier terminated as described below, the Administration Agreement will remain in effect until March 17, 2024 and from year to year thereafter if approved annually by the vote of the Board of Trustees of the Company and the vote of a majority of the Company’s Independent Trustees. The Administration Agreement may be terminated by either party without penalty upon not less than 60 days’ written notice to the other. For the avoidance of doubt, pursuant to the Merger Agreement, the Administration Agreement terminated at the Effective Time of the Merger.

No person who is an officer, director, or employee of the Administrator or its affiliates and who serves as a trustee of the Company receives any compensation from the Company for his or her services as a trustee. However, the Company reimburses the Administrator (or its affiliates) for an allocable portion of the compensation paid by the Administrator or its affiliates to the Company’s officers who provide operational and administrative services, as well as their respective staffs and other professionals who provide services to the Company, who assist with the preparation, coordination and administration of the foregoing or provide other “back office” or “middle office”, financial or operational services to the Company (based on the percentage of time those individuals devote, on an estimated basis, to the business and affairs of the Company). Trustees who are not affiliated with the Administrator receive compensation for their services and reimbursement of expenses incurred to attend meetings.

For the period from January 27, 2022 (Inception) to December 31, 2022, the Administrator charged approximately $518,000 for certain costs and expenses allocable to the Company under the terms of the Administration Agreement.

Investment Management Agreement

On April 19, 2022, the Company entered into an Investment Management Agreement (the “Investment Management Agreement”) with the Adviser. Under the terms of the Investment Management Agreement, the Adviser is responsible for originating prospective investments, conducting research and due diligence investigations on potential investments, analyzing investment opportunities, negotiating and structuring the Company’s investments and monitoring the Company’s investments and portfolio companies on an ongoing basis.

Unless earlier terminated as described below, the Investment Management Agreement will remain in effect until March 17, 2024 and from year to year thereafter if approved annually by the vote of the Board of Trustees of the Company or by the vote of a majority of the outstanding voting securities of the Company, and the vote of a majority of the Company’s Independent Trustees. The Investment Management Agreement will automatically terminate in the event of assignment. The Investment Management Agreement may be terminated by any of the following: (1) the Company without penalty on 60 days’ written notice (2) by the vote of a majority of the outstanding voting securities of the Company or by the vote of the Company’s trustees or (3) by the Adviser on 120 days’ written notice. For the avoidance of doubt, pursuant to the Merger Agreement, the Investment Management Agreement terminated at the Effective Time of the Merger.

From time to time, the Adviser may pay amounts owed by the Company to third-party providers of goods or services, including the Board, and the Company will subsequently reimburse the Adviser for such amounts paid on its behalf. Amounts payable to the Adviser are settled in the normal course of business without formal payment terms.

The Investment Management Agreement also provides that the Company reimburses the Adviser for certain organizational costs incurred prior to the commencement of the Company’s operations, and for certain offering costs. The Company has agreed to repay the Adviser for initial organizational and offering costs up to a maximum of $1.25 million, with the Adviser bearing any organizational and offering costs in excess of such amount.

As of December 31, 2022, the Company has approximately $1.3 million payable to the Adviser for organizational, offering and operating costs, which is included in “accrued expenses and other liabilities payable to affiliate” and “due to affiliate” on the statement of assets and liabilities.

Under the terms of the Investment Management Agreement, the Company will pay the Adviser a base management fee and may also pay to it certain incentive fees. The cost of both the base management fee and the incentive fee will ultimately be borne by the Company’s shareholders.

The base management fee is calculated at an annual rate of 1.25% of the Company’s net assets. For services rendered under the Investment Management Agreement, the base management fee is payable monthly in arrears. The base management fee is calculated based on the Company’s net assets at the first business day of the applicable month. For the first calendar month in which the Company has operations, net assets will be measured as the beginning net assets as of the

25

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

date on which the Company begins operations. Base management fees for any partial month or quarter will be appropriately pro-rated.

For the period from January 27, 2022 (Inception) to December 31, 2022, the Company accrued approximately $2.3 million of base management fees payable to the Adviser. As of December 31, 2022, base management fees payable by the Company to the Adviser were approximately $1.4 million.

Pursuant to the Investment Management Agreement, the Adviser is entitled to an incentive fee (“Incentive Fee”), which consists of two components; an incentive fee based on income and an incentive fee based on capital gains.

The portion based on the Company’s income is based on Pre-Incentive Fee Net Investment Income Returns. “Pre-Incentive Fee Net Investment Income Returns” means, as the context requires, either the dollar value of, or percentage rate of return on the value of the Company’s net assets at the end of the immediate preceding quarter from, interest income, dividend income and any other income (including any other fees), such as commitment, origination, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies accrued during the calendar quarter, minus the Company’s operating expenses accrued for the quarter (including the management fee, expenses payable under the Administration Agreement entered into between the Company and the Administrator, and any interest expense or fees on any credit facilities or outstanding debt and dividends paid on any issued and outstanding preferred shares, but excluding the incentive fee and any shareholder servicing and/or distribution fees).

Pre-Incentive Fee Net Investment Income Returns include, in the case of investments with a deferred interest feature (such as original issue discount (“OID”), debt instruments with payment-in-kind (“PIK”) interest and zero coupon securities), accrued income that the Company has not yet received in cash. Pre-Incentive Fee Net Investment Income Returns do not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation. The impact of expense support payments and recoupments are also excluded from Pre-Incentive Fee Net Investment Income Returns.

Pre-Incentive Fee Net Investment Income Returns, expressed as a rate of return on the value of the Company’s net assets at the end of the immediate preceding quarter, is compared to a “hurdle rate” of return of 1.25% per quarter (5.0% annualized).

The Company will pay the Adviser an incentive fee quarterly in arrears with respect to the Company’s Pre-Incentive Fee Net Investment Income Returns in each calendar quarter as follows:

No incentive fee based on Pre-Incentive Fee Net Investment Income Returns in any calendar quarter in which the Company’s Pre-Incentive Fee Net Investment Income Returns do not exceed the hurdle rate of 1.25% per quarter (5.0% annualized) (the “hurdle rate” or “Hurdle”);

100% of the dollar amount of the Company’s Pre-Incentive Fee Net Investment Income Returns with respect to that portion of such Pre-Incentive Fee Net Investment Income Returns, if any, that exceeds the Hurdle but is less than a rate of return of 1.43% (5.72% annualized). The Company refers to this portion of its Pre-Incentive Fee Net Investment Income Returns (which exceeds the hurdle rate but is less than 1.43%) as the “catch-up.” The “catch-up” is meant to provide the Adviser with approximately 12.5% of the Company’s Pre-Incentive Fee Net Investment Income Returns as if a hurdle rate did not apply if this net investment income exceeds 1.43% in any calendar quarter; and 12.5% of the dollar amount of the Company’s Pre-Incentive Fee Net Investment Income Returns, if any, that exceed a rate of return of 1.43% (5.72% annualized). This reflects that once the Hurdle is reached and the catch-up is achieved, 12.5% of all Pre-Incentive Fee Net Investment Income Returns thereafter are allocated to the Adviser.

These calculations are pro-rated for any period of less than three months and adjusted for any share issuances or repurchases during the relevant quarter.

The second component of the incentive fee, the capital gains incentive fee, is payable at the end of each calendar year in arrears. The amount payable equals 12.5% of cumulative realized capital gains from inception through the end of such calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid incentive fee on capital gains as calculated in accordance with GAAP. We will accrue, but will not pay, a capital gains incentive fee with respect to unrealized appreciation because a capital gains incentive fee would be owed to the Adviser if we were to sell the relevant investment and realize a capital gain.

26

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

For the period from January 27, 2022 (Inception) to December 31, 2022, the Company accrued approximately $2.1 million of income based incentive fees. As of December 31, 2022, the Company had approximately $1.4 million of income incentive fees payable. For the period from January 27, 2022 (Inception) to December 31, 2022, the Company accrued capital gains incentive fees of $249,000, of which $249,000 were unpaid as of December 31, 2022, and none of which were payable to the Advisor.

Expense Support and Conditional Reimbursement Agreement

The Company entered into an expense support and conditional reimbursement agreement (the “Expense Support Agreement”) with the Adviser on April 19, 2022. The Adviser may elect to pay certain expenses (each, an “Expense Payment”), provided that no portion of the payment will be used to pay any interest or distributions and/or shareholder servicing fees of the Company. Any Expense Payment that the Adviser has committed to pay must be paid by the Adviser to the Company in any combination of cash or other immediately available funds no later than forty-five days after such commitment was made in writing, and/or offset against amounts due from the Company to the Adviser or its affiliates.

Following any calendar month in which Available Operating Funds (as defined below) exceed the cumulative distributions accrued to the Company’s shareholders based on distributions declared with respect to record dates occurring in such calendar month (the amount of such excess being hereinafter referred to as “Excess Operating Funds”), the Company shall pay such Excess Operating Funds, or a portion thereof, to the Adviser until such time as all Expense Payments made by the Adviser to the Company within three years prior to the last business day of such calendar month have been reimbursed. Any payments required to be made by the Company shall be referred to herein as a “Reimbursement Payment”. “Available Operating Funds” means the sum of (i) net investment company taxable income (including net short-term capital gains reduced by net long-term capital losses), (ii) 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 on account of investments in portfolio companies (to the extent such amounts listed in clause (iii) are not included under clauses (i) and (ii) above).

No Reimbursement Payment for any month will be made if: (1) the “Effective Rate of Distributions Per Share” (as defined below) declared by the Company at the time of such Reimbursement Payment is less than the Effective Rate of Distributions Per Share at the time the Expense Payment was made to which such Reimbursement Payment relates, or (2) the “Operating Expense Ratio” (as defined below) at the time of such Reimbursement Payment is greater than the Operating Expense Ratio at the time the Expense Payment was made to which such Reimbursement Payment relates. Pursuant to the Expense Support Agreement, “Effective Rate of Distributions Per Share” means the annualized rate (based on a 365 day year) of regular cash distributions per share exclusive of returns of capital, distribution rate reductions due to distribution and shareholder fees, and declared special dividends or special distributions, if any. The “Operating Expense Ratio” is calculated by dividing operating expenses, less organizational and offering expenses, base management and incentive fees owed to Adviser, and interest expense, by net assets.

The Company’s obligation to make a Reimbursement Payment shall automatically become a liability of the Company on the last business day of the applicable calendar month, except to the extent the Adviser has waived its right to receive such payment for the applicable month.

For the period from January 27, 2022 (Inception) to December 31, 2022, no such Expense Payments were made by the Adviser. For the avoidance of doubt, pursuant to the Merger Agreement, the Expense Support Agreement terminated at the Effective Time of the Merger.

Affiliated Transactions

The Company may be prohibited under the 1940 Act from participating in certain transactions with its affiliates without prior approval of the Company’s Independent Trustees, and in some cases, the prior approval of the SEC. The Company intends to rely on exemptive relief that has been granted by the SEC to the Company, the Adviser, and Angelo Gordon to permit the Company to co-invest with other funds managed by the Adviser or Angelo Gordon, in a manner consistent with the Company’s investment objective, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors.

Pursuant to such exemptive relief, the Company is generally permitted to co-invest with certain of its affiliates if a “required majority” (as defined in Section 57(o) of the 1940 Act) of the Board make certain conclusions in connection with

27

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

a co-investment transaction, including that (1) the terms of the transaction, including the consideration to be paid, are reasonable and fair to the Company and its shareholders and do not involve overreaching of the Company or its shareholders on the part of any person concerned, (2) the transaction is consistent with the interests of the Company’s shareholders and is consistent with its investment objective and strategies, and (3) the investment by its affiliates would not disadvantage the Company, and the Company’s participation would not be on a basis different from or less advantageous than that on which its affiliates are investing. In certain situations where co-investment with one or more funds managed by Angelo Gordon is not permitted or appropriate, Angelo Gordon will need to decide which funds will proceed with the investment. Angelo Gordon will make these determinations based on its policies and procedures, which are designed to reasonably ensure that investment opportunities are allocated fairly and equitably among affiliated funds over time and in a manner that is consistent with applicable laws, rules and regulations.

Investment in Affiliated Funds

Fair value as of December 31, 2022 and transactions for the period from January 27, 2022 (Inception) to December 31, 2022 of the Company’s investments in affiliates were as follows:

	Investment in Affiliated Funds at Fair Value for the Period from January 27, 2022 (Inception) to December 31, 2022
(Amounts in thousands)	Fair Value as of January 27, 2022 (Inception)		Gross Additions		Gross Reductions		Net Realized Gain (Loss)		Net Change in Unrealized Appreciation (Depreciation)		Fair Value as of December 31, 2022		Dividend, Interest, PIK and Other Income
Non-controlled/affiliated investments
Twin Brook Equity Holdings, LLC	$	—	$	27,234	$	—	$	—	$	234	$	27,468	$	—
Total non-controlled/affiliated investments	$	—	$	27,234	$	—	$	—	$	234	$	27,468	$	—

Note 7.  Commitments and Contingencies

Commitments

The Company’s investment portfolio contains debt investments that are in the form of revolving lines of credit and unfunded delayed draw commitments, which require the Company to provide funding when requested by portfolio companies in accordance with the terms of the underlying loan agreements.

Unfunded portfolio company commitments and funded debt investments are presented on the consolidated schedule of investments and are fair valued. Unrealized appreciation or depreciation, if any, is included in the consolidated statement of assets and liabilities and consolidated statement of operations.

As of December 31, 2022, the Company had the following outstanding commitments to fund investments in current portfolio companies:

Portfolio Company	December 31, 2022
First lien senior secured debt	(Amounts in thousands)
ACES Intermediate, LLC	$	6,964
ADVI Health, LLC	1,062

28

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

Portfolio Company	December 31, 2022
AHR Intermediate, Inc	12,139
ARC Healthcare Technologies, LLC	9,947
Ascent Lifting, Inc.	1,345
Benefit Plan Administrators of Eau Claire, LLC	8,990
BPCP WLF Intermedco LLC	7,876
Bulk Lift International, LLC	1,748
Change Academy at Lake of the Ozarks, LLC	5,786
CPS Power Buyer, LLC	4,705
Custom Agronomics Holdings, LLC	2,312
Double E Company, LLC	4,314
Endodontic Practice Partners, LLC	6,696
Esquire Deposition Solutions, LLC	6,007
Helpware, Inc.	3,205
Icreon Holdings, LLC	1,049
Industrial Air Flow Dynamics, Inc.	2,114
IPC Pain Acquistion, LLC	11,945
Ironhorse Purchaser, LLC	11,624
ITSavvy LLC	4,784
K-1 Packaging Group, LLC	6,748
Kwalu, LLC	5,061
Load One Purchaser Corporation	9,214
MacKenzie Childs Acquisition, Inc.	445
Medical Technology Associates, Inc.	1,929
Nasco Healthcare Inc.	3,322
NEFCO Holding Company, LLC	7,270
NH Kronos Buyer, Inc.	12,443
Optimized Marketing Acquisition, LLC	1,861
Propio LS, LLC	905
Purpose Home Health Acquisition, LLC	8,600
Raneys, LLC	1,522
RKD Group, LLC	4,905
Rose Paving, LLC	2,006
Shasta Buyer, LLC	1,962
Sixarp, LLC	6,912
Soccer Post Acquisition, LLC	772
Spear Education Holdings, LLC	4,463
Sun Orchard, LLC	4,875
Surplus Solutions, LLC	1,771
Universal Pure, LLC	12,228
US Foot and Ankle Specialists, LLC	12,467
WCI Volt Purchaser, LLC	2,249
WTWH Buyer, LLC	1,638
Yard-Nique, Inc	6,695

29

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

Portfolio Company	December 31, 2022
Zipline Logistics, LLC	6,214
Total unfunded portfolio company commitments	$	243,089

Investor Commitments

As of December 31, 2022, the Company had $529.3 million in total capital commitments from investors including a $4.0 million commitment from Angelo Gordon, all of which were drawn.

Two investors in the Company have ownership representing an aggregate of approximately 61.0% of the Company’s total shares outstanding. Such concentration of share ownership could have a material effect on the Company.

Other Commitments and Contingencies

From time to time, the Company may become a party to certain legal proceedings during the normal course of business. As of December 31, 2022, management was not aware of any material pending or threatened litigation.

Note 8.  Net Assets

Subscriptions and Drawdowns

As of December 31, 2022, the Company had 20,943,030 shares issued and outstanding with a par value of $0.001 per share.

The Company has entered into subscription agreements with investors providing for the private placement of the Company’s common shares. Under the terms of the subscription agreements, investors are required to fund drawdowns to purchase the Company’s common shares up to the amount of their respective capital commitment on an as-needed basis each time the Adviser delivers a drawdown notice to such investors.

On February 17, 2022, the Adviser contributed $1,500 of capital to the company for the initial 60 common shares. During the period from January 27, 2022 (Inception) to December 31, 2022, the Adviser delivered the following capital call notices to investors:

Period from January 27, 2022 (Inception) to December 31, 2022
Capital Drawdown Notice Date	Common Share Issuance Date	Number of Common Shares Issued	Aggregate Offering Price ($ in millions)
April 26, 2022	May 10, 2022	3,999,940	$	100.00
June 15, 2022	June 30, 2022	3,000,000	$	75.00
August 1, 2022	August 15, 2022	1,992,270	$	50.00
August 17, 2022	August 31, 2022	3,020,428	$	76.00
September 30, 2022	October 14, 2022	2,943,485	$	75.00
October 12, 2022	October 26, 2022	4,031,627	$	103.00
November 9, 2022	November 23, 2022	1,955,220	$	50.30
Total		20,942,970	$	529.30

30

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

Dividends

The following table reflects dividends declared on AGTB Common Shares during the period from January 27, 2022 (Inception) to December 31, 2022:

Period from January 27, 2022 (Inception) to December 31, 2022
Date Declared	Record Date	Payment Date	Dividend per Share
December 19, 2022	December 30, 2022	January 31, 2023	$	0.75

Note 9.  Earnings Per Share

The following table sets forth the computation of basic and diluted earnings (loss) per common share for the period from January 27, 2022 (Inception) to December 31, 2022:

(Amounts in thousands, except share and per share amounts)	Period from January 27, 2022 (Inception) to December 31, 2022
Net increase (decrease) in net assets resulting from operations	$	15,302
Weighted average shares of common stock outstanding - basic and diluted	8,534,410
Earnings (loss) per common share - basic and diluted	$	1.79

Note 10.  Income Taxes

All of the dividends declared for the years ended December 31, 2022 were derived from ordinary income, as determined on a tax basis.

Taxable income generally differs from net increase (decrease) in net assets resulting from operations due to temporary and permanent differences in the recognition of income and expenses, and generally excludes net unrealized gains or losses, as unrealized gains or losses are generally not included in taxable income until they are realized.

The Company makes certain adjustments to the classification of net assets as a result of permanent book-to-tax differences, which include differences in the book and tax basis of certain assets and liabilities, and nondeductible federal taxes or losses among other items. To the extent these differences are permanent, they are charged or credited to additional paid in capital or total distributable earnings (losses), as appropriate. There were $403,000 of permanent differences, primarily related to nondeductible offering costs, for the period from January 27, 2022 (Inception) to December 31, 2022.

The following reconciles the increase (decrease) in net assets resulting from operations to taxable income for the year ended December 31, 2022:

31

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

(Amounts in thousands)	Period from January 27, 2022 (Inception) to December 31, 2022
(Amounts in thousands)
Net increase (decrease) in net assets resulting from operations	$	15,302
Adjustments:
Net realized gain (loss) for tax not included in book realized income	—
Net change in unrealized gain (loss) from investments transactions	(1,824)
Deferred organizational costs	372
Other nondeductible expenses	401
Net income from consolidated wholly-owned subsidiary	2
Taxable income(1)	$	14,253

(1) Taxable income is an estimate and is not fully determined until the Company's tax return is filed.

The component of accumulated undistributed (over-distributed) earnings (losses) as calculated on a tax basis for the year ended December 31, 2022 was as follows:

(Amounts in thousands)	December 31, 2022
(Over)/Underdistributed ordinary income	$	(1,454)
Distributable capital gains	—
Other temporary book/tax differences	(372)
Net unrealized appreciation (depreciation) on investments	1,824
Total accumulated undistributed (over-distributed) earnings	$	(2)

The cost and unrealized gain (loss) of the Company’s investments, as calculated on a tax basis, as of December 31, 2022 was as follows:

(Amounts in thousands)	December 31, 2022
Tax cost	$	822,663
Gross unrealized appreciation	2,067
Gross unrealized depreciation	(244)
Net unrealized appreciation/(depreciation) on investments	$	1,824

32

Table of Contents

AGTB Private BDC

Notes to Consolidated Financial Statements - Continued

Note 11.  Financial Highlights

The following are financial highlights for a common share outstanding for the period from January 27, 2022 (Inception) to December 31, 2022:

(Amounts in thousands, except share and per share amounts)	Period from January 27, 2022 (Inception) to December 31, 2022
Per share data:
Net asset value, beginning of period	$	25.00
Net investment income (loss)(1)	1.56
Net realized and unrealized gain (loss)(2)	(0.56)
Total from operations	1.00
Dividends declared	(0.75)
Total increase (decrease) in net assets	0.25
Net asset value, end of period	$	25.25
Shares outstanding, end of period	20,943,030
Total return(3)(4)	4.0%
Ratios / supplemental data
Ratio of net expenses to average net assets(4)(5)(6)	5.6%
Ratio of net investment income (loss) to average net assets(4)(5)	4.6%
Net assets, end of period	$	528,895
Weighted average shares outstanding	8,534,410
Total capital commitments, end of period	$	529,300
Ratio of total contributed capital to total committed capital, end of period	100.0%
Portfolio turnover rate(7)	10.7%
Asset coverage ratio(8)	263.6%

(1)The per share data was derived using the weighted average shares outstanding during the period.

(2)The amount shown at this caption includes the balancing amount derived from other figures in the schedule. The amount shown does not correspond with the aggregate amount for the period due to the effect of the timing of capital transactions.

(3)Total return is calculated as the change in net asset value ("NAV") per share during the period, plus distributions per share, if any, divided by the opening NAV per share of $25.00.

(4)Not annualized.

(5)Average net assets are computed using the average balance of net assets at the end of each month of the reporting period, beginning with the first capital call on May 10, 2022.

(6)Ratio of net expenses to average net assets is computed using total expenses net of waivers from the Administrator, if applicable.

(7)Portfolio turnover rate is calculated using the lesser of total sales or total purchases over the average of the investments at fair value for the periods reported.

(8)Asset coverage ratio is equal to (i) the sum of (A) net assets at the end of the period and (B) total debt outstanding at the end of the period, divided by (ii) total debt outstanding at the end of the period.

Note 12.  Subsequent Events

The Company’s management evaluated subsequent events through the date of issuance of these consolidated financial statements. Other than the Merger as described in Note 1 - Organization, there have been no subsequent events that occurred that would require disclosure in, or would be required to be recognized in, these consolidated financial statements.

33