Table of Contents

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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements that involve substantial risks and uncertainties. Such statements involve known and unknown risks, uncertainties and other factors and undue reliance should not be placed thereon. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about HPS Real Assets Lending Company LP (the “Company,” “HREAL,” “we,” “us,” or “our,” and where applicable, such terms include Series I and/or Series II (each as defined below)), our current and prospective portfolio investments, our industry, our beliefs and opinions, and our assumptions. Words such as “anticipates,” “expects,” “intends,” “plans,” “will,” “may,” “continue,” “believes,” “seeks,” “estimates,” “would,” “could,” “should,” “targets,” “projects,” “outlook,” “potential,” “predicts” and variations of these words and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements, including without limitation:

Although we believe that the assumptions on which these forward-looking statements are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. In light of these and other uncertainties, the inclusion of any projection or forward-looking statement in this report should not be regarded as a representation by us that our plans and objectives will be achieved. These forward-looking statements apply only as of the date of this report. Moreover, we assume no duty and do not undertake to update the forward-looking statements, except as required by applicable law.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The information contained in this section should be read in conjunction with “Item 1. Financial Statements.” This discussion contains forward-looking statements, which relate to future events, our future performance or financial condition and involves numerous risks and uncertainties. Actual results could differ materially from those implied or expressed in any forward-looking statements.

Overview

HPS Real Assets Lending Company LP (the “Company,” “HREAL,” “we,” “us,” or “our,” and where applicable, such terms include HPS Real Assets Lending Company LP-Series I (“Series I”) and HPS Real Assets Lending Company LP-Series II (“Series II”, and together with Series I, the “Series”)) was formed as a series limited partnership in accordance with the laws of Delaware on September 26, 2025.

The Company has no operating history and was formed with the objective to build a diversified portfolio of Asset-Based Finance Assets (as defined below) that will generate attractive, risk-adjusted returns in the form of current income and, to a lesser extent, long-term capital appreciation across economic cycles. The term “Asset-Based Finance Assets”, as used herein, encompasses a broad spectrum of investment opportunities, often backed by assets used on a day-to-day basis by businesses and individuals, and refers, individually and collectively, to leases, loans, mortgages, mezzanine securities, royalties, residuals, other credit or credit-related obligations or equity interests that are collateralized by, or payable from a stream of payments generated by, a specified pool of real, financial, or other assets. The term may also encompass exposure to such assets obtained by the Company through structured and synthetic instruments, derivatives, swaps, credit-linked notes, significant risk transfers or similar indirect investment structures.

The Company formed separate Series pursuant to the Delaware Revised Uniform Limited Partnership Act (as amended from time to time, the “LP Act”), and although the U.S. Internal Revenue Service (the “IRS”) has only issued proposed regulations relating to series entities, each Series is intended to be treated as a separate entity for U.S. federal income tax purposes. Although the Series are intended to be treated as separate entities, they are expected to invest, directly or indirectly, in the same Asset-Based Finance Assets on a pro rata basis, with equal voting rights with respect thereto.

While it is the Company’s intention that the Series will generally hold pro rata economic interests in each Asset-Based Finance Asset, such economic interests may not be pro rata in all instances. The Company expects that deviations from this pro rata holding intention would be a result of cash flows into the Series and different tax obligations between the Series.

The Series will conduct the business of the Company jointly and although they have the ability and intention to contract in their own names, they expect to do so jointly and in coordination with one another. Neither Series has directors, officers or employees, but each is overseen by the Company’s board of directors (the “Board”) and managed by our external manager, HPS Investment Partners, LLC (the “Manager”, and together with HREAL GP, LLC, the Company’s general partner and certain of their affiliates, “HPS”). As a Delaware limited partnership with two different series, to the extent the records maintained for a Series account for the assets associated with a Series separately from the assets of the Company or any other Series, the debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to such Series are segregated and enforceable only against the assets of such Series and not the assets of the Company generally or of any other Series, as provided under Delaware law.

Each of Series I and Series II is intended to be treated as a separate entity for U.S. federal income tax purposes. Series I has elected to be treated as a corporation for U.S. federal income tax purposes and Series II is intended to be treated as a partnership for U.S. federal income tax purposes. The state tax treatment of a limited partnership, and of different series in a series limited partnership, depends on the laws of each state. Although states have their own authority on the treatment of tax entity type, we generally expect that the vast majority of states will follow the U.S. federal tax treatment. However, it is possible that a state may treat Series I and/or Series II differently than the IRS does for U.S. federal income tax purposes. The state tax treatment of a series limited partnership depends on the laws of each state, and it is possible that a particular state may treat Series I and Series II as a single entity for state tax purposes or may treat Series I or Series II as separate entities but classified differently than the IRS does for U.S. federal income tax purposes.

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While the Company has not yet commenced principal operations, we seek to invest primarily in three key categories of Asset-Based Finance Assets: (i) hard assets, which are physical assets with secondary resale value, including inventory, machinery, equipment, infrastructure, and certain energy generation assets, among other things, (ii) real estate assets, including commercial real estate and residential real estate; and (iii) financial assets, which are contractual or other related assets that provide rights to future payment streams, including royalties, management fees, receivables, intellectual property, publishing rights, and legal claims, among other things. Together, these three categories encompass financings backed by assets ranging from machinery and equipment that produce the goods we use to the infrastructure that generates our electricity, to the buildings in which we live and work and the media content we consume.

The Company expects to conduct a continuous private offering of certain classes of its limited partnership interests (“Shares”) on a monthly basis to (i) “accredited investors” (as defined in Regulation D under the Securities Act of 1933, as amended (the “Securities Act”)) and (ii) in the case of Shares sold outside the United States, persons that are not “U.S. persons” (as defined in Regulation S under the Securities Act), in each case in reliance on exemptions from the registration requirements of the Securities Act (the “Private Offering”).

The Shares are not currently, and are not expected to be, listed for trading on any securities exchange or any other trading market. There is currently no secondary market for our Shares and we do not expect any secondary market to develop for our Shares.

The Company offers six types of Investor Shares (as defined below) of each Series in connection with the Private Offering: I Shares, D Shares, S Shares, F-I Shares, F-D Shares and F-S Shares (F-I, F-D and F-S Shares also referred to together as “Founder Shares”, and collectively with I Shares, D Shares and S Shares, the “Investor Shares”). Among other classes of Shares, the Company also intends to offer the E Shares (the “E Shares,” or “HPS Shares”) to (i) HPS, its affiliates, and officers and employees of HPS and its affiliates, (ii) certain investment fund, vehicles or accounts, other than the Company, sponsored or managed by HPS or certain of its affiliates (“Other HPS Investors”), (iii) the directors, officers and employees (if any) of the Company, and (iv) certain other investors in the Manager’s discretion. The Company may issue additional classes of Shares in its sole discretion.

Key Components of Our Results of Operations

Revenues

While the Company has not yet commenced principal operations, we expect to generate revenues primarily from the management of our Asset-Based Finance Assets held through our subsidiaries and to a lesser extent strategic opportunities in Asset-Based Finance Assets, which may consist of interest income, net realized gains or losses and net change in unrealized appreciation or depreciation of Asset-Based Finance Assets.

Net Realized Gain (Loss) and Net Change in Unrealized Appreciation (Depreciation)

Realized gains or losses are measured by the difference between the net proceeds received (excluding prepayment fees, if any) and the amortized cost basis of the financial instruments using the specific identification method without regard to unrealized gains or losses previously recognized. The net change in unrealized appreciation or depreciation primarily reflects the change in fair values of the financial instruments, including the reversal of previously recorded unrealized appreciation or depreciation with respect to realization during the period.

Operating Expenses

Each Series pays or otherwise bears its proportionate portion of the payments, fees, costs, expenses and other liabilities (for the avoidance of doubt, including any applicable value added tax) or obligations resulting from, related to, associated with, arising from or incurred in connection with the Company’s operations (collectively, the “Operating Expenses”). The Operating Expenses are described in greater detail in the Company’s amended and restated limited partnership agreement (as amended and/or restated from time to time, the “Partnership Agreement”), attached as Exhibit 3.2 to Post-Effective Amendment No. 1 to the Company’s registration statement on Form 10 (as amended or supplemented, the “Form 10”), filed on April 24, 2026, which is incorporated by reference herein in its entirety.

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The Manager and its affiliates are entitled to reimbursement from each Series, in its proportionate share, for any Operating Expenses or organizational and offering expenses in connection with the formation and organization of the Company and the Series, and the Private Offering, including legal, accounting, printing, mailing and filing fees and expenses, taxes, due diligence expenses of participating broker-dealers supported by detailed and itemized invoices, costs in connection with preparing sales materials, design, website and electronic database expenses, fees and expenses of our escrow agent and transfer agent, fees to attend retail seminars sponsored by participating broker-dealers and reimbursements for customary travel, lodging and meals and other similar fees, costs and expenses but excluding the Distribution and Servicing Fee (as defined below) (collectively, the “Organizational and Offering Expenses”) paid or incurred by them on behalf of, or in relation to, such Series pursuant to the Expense Support and Conditional Reimbursement Agreement (as defined below).

If any Operating Expenses are incurred for the account or for the benefit of each Series and one or more Other HPS Investors, the Manager will allocate such Operating Expenses among such Series and each such Other HPS Investor in proportion to the size of the investment made by each in the activity or entity to which such Operating Expenses relate, to the extent applicable, or in such other manner as the Manager in good faith determines is fair and reasonable. While the Manager has adopted policies and procedures designed to fairly and equitably allocate expenses, there can be no assurance that errors will not arise in such allocations, or that any allocations will reflect a Series’ pro rata share of such expenses based on the amounts funded (or anticipated to be funded), or the market value or then-current net asset value (“NAV”) per Share of such Series.

Each Series bears the fees, costs or expenses of certain services provided by, and allocable overhead of, HPS as well as industry executives, advisors, consultants and operating executives contracted or engaged directly or indirectly by such Series, the Manager or any service providers (including service providers affiliated with HPS and other affiliates and portfolio companies of HPS and Other HPS Investors). Certain industry executives, advisors, consultants and operating executives may be employees of HPS, and may be exclusive or non-exclusive independent contractors with respect to services provided to HPS or such Series; however, in each case, their compensation and allocable expenses are borne by such Series. For these purposes, HPS consists of any entity or group established or utilized by affiliates of HPS, Other HPS Investors or their respective portfolio companies, that facilitates strategic arrangements with, or engagements (including on an independent contractor or employment basis) of, any persons that the Manager determines in good faith to be industry executives, advisors, consultants (including operating consultants and sourcing consultants), operating executives, subject matter experts or other persons acting in a similar capacity, to provide consulting, sourcing or other services to or in respect of such Series, Asset-Based Finance Assets (including with respect to potential Asset-Based Finance Assets of such Series) and Other HPS Investors and their investments. To the extent that for legal, tax, regulatory or similar considerations or limitations it is necessary or desirable that the foregoing activities be conducted by, through or with one or more affiliates of the Manager, or other persons other than HPS, such activities are treated for purposes of this definition as if they were conducted by HPS or any affiliate thereof.

Expense Support and Conditional Reimbursement Agreement

We have entered into an expense support and conditional reimbursement agreement (as amended and/or restated from time to time, the “Expense Support and Conditional Reimbursement Agreement”) with the Manager. Pursuant to the Expense Support and Conditional Reimbursement Agreement, on a monthly basis, the Manager may elect to pay certain expenses on our behalf (“Expense Support”), provided that no portion of such Expense Support will be used to pay any interest expense (other than interest expenses payable on any privately offered, unsecured promissory notes issued by the Company to investors through REIT Funding, LLC and its affiliates (together, “REIT Funding”) in connection with the Company’s offerings through REIT Funding) or the combined annual distribution fee and shareholder servicing fee (referred to herein as the “Distribution and Servicing Fee”) of the Company. Any Expense Support that the Manager has committed to pay must be paid by the Manager to us 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 us to the Manager or its affiliates.

To the extent that the Manager has provided any Expense Support to the Company, following any calendar month in which the Specified Expenses (as defined below) are below 0.75% of the Company’s net assets on an annualized basis, the Company shall reimburse the Manager, fully or partially, for the Expense Support, but only if and to the extent that Specified Expenses plus any “Reimbursement Payments” (defined below) do not exceed 0.75% of the Company’s net assets at the end of each calendar month on an annualized basis, until such time as all Expense Support made by the Manager to the Company within five years prior to the last business day of such calendar month has been reimbursed. Any payments required to be made by the Company in the prior sentence shall be referred to herein as a “Reimbursement Payment.”

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“Specified Expenses” means all expenses incurred in the business of the Company with the exception of (i) the management fee, (ii) the performance fee, (iii) the Distribution and Servicing Fee, (iv) any dealer manager fees (including selling commissions), (v) expenses related to any Asset-Based Finance Assets, including expenses related to any partnerships, entities or other structures used for such acquisition or to provide the Company’s investors with exposure to such Asset-Based Finance Assets, regardless of whether the transactions are consummated, (vi) expenses associated with platforms or operating companies partially or wholly owned by the Company, including those resulting from consolidation under generally accepted accounting principles, (vii) interest expenses, commitment fees, or other expenses related to any leverage incurred by the Company, (viii) taxes, (ix) certain insurance costs, (x) Organizational and Offering Expenses, (xi) certain non-routine items (as determined in the sole discretion of the Manager), and (xii) extraordinary expenses (as determined in the sole discretion of the Manager).

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 Manager has waived its right to receive such payment for the applicable calendar month.

We shall pay the Reimbursement Payment for any calendar month to the Manager as promptly as possible following such calendar month and in no event later than forty-five days after the end of such calendar month.

Hedging

The Company and/or its operating subsidiaries expect to employ hedging in support of financing techniques or that is designed to reduce the risks of adverse movements in interest rates, commodities prices and currency exchange rates, as well as other risks. The Company may engage in short selling and use derivative instruments (including commodities hedging instruments) in implementing hedging transactions, including futures contracts, swaps, forward contracts, and options. While such transactions may reduce certain risks, such transactions themselves may entail certain other risks, including counterparty default, convergence and other related risks. Thus, while the Company and/or its operating subsidiaries may benefit from the use of these hedging mechanisms, unanticipated changes in interest rates, securities prices, commodities prices or currency exchange rates or other events related to hedging activities could result in a poorer overall performance for the Company and/or its operating subsidiaries than if it or its operating subsidiaries had not entered into such hedging transactions.

Results of Operations

From September 26, 2025 (date of formation) through June 30, 2026, we had not commenced our principal operations and were focused on our formation and preparing the Form 10 (and any amendments or supplements thereto), our confidential private placement memorandum and our organizational and service provider agreements. We are dependent upon the proceeds from our Private Offering in order to conduct our business and we are relying on Expense Support from the Manager until we receive the proceeds from our Private Offering.

A discussion of the results of operations for the three and six months ended June 30, 2026 is as follows. However, given the lack of principal operations since our formation through June 30, 2026, the discussion and analysis of results for such period may not be materially relevant to an assessment of the financial condition of the Company or the results of operations. We have no corresponding prior year periods with which to compare our operating results.

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Organizational Expenses

The Company and the Series incurred organizational expenses in connection with the formation and organization of the Company and the Series including, among other things, the legal costs of drafting our Partnership Agreement, operating agreement (“Operating Agreement”), administration agreement (“Administration Agreement”) and other organizational agreements and service provider agreements. These costs are expensed as incurred. For the three months ended June 30, 2026, the Company and the Series incurred organizational expenses of $355,868 for Series I, $355,868 for Series II and $711,736 for the Company, respectively. For the six months ended June 30, 2026, the Company and the Series incurred organizational expenses of $731,751 for Series I, $731,751 for Series II and $1,463,502 for the Company, respectively. The Manager elected to fully support such expenses for the aforementioned periods and is entitled to reimbursement as disclosed under “Expense Support and Conditional Reimbursement Agreement” in this section.

Offering Expenses

The Company’s offering expenses consist primarily of legal fees and other costs incurred in connection with the Form 10 (and any amendments or supplements thereto), its confidential private placement memorandum relating to the Private Offering and associated marketing materials. As of June 30, 2026, the Company and the Series had deferred offering expenses of $1,563,352 for Series I, $1,563,352 for Series II and $3,126,704 for the Company, respectively. Such offering expenses will be amortized on a straight-line basis over the first twelve months from the commencement of principal operations, which has not yet occurred.

Other Expenses

For the three months ended June 30, 2026, the Company and the Series incurred general and administrative expenses of $199,571 for Series I, $206,571 for Series II and $406,142 for the Company, respectively. For the six months ended June 30, 2026, the Company and the Series incurred general and administrative expenses of $238,720 for Series I, $252,720 for Series II and $491,440 for the Company, respectively. These expenses relate to professional expenses and website costs. The Manager elected to fully support such expenses for the aforementioned period and is entitled to reimbursement as disclosed under “Expense Support and Conditional Reimbursement Agreement” in this section.

Net Change in Unrealized Appreciation (Depreciation)

Beginning December 8, 2025, the Company entered into multiple sale and purchase agreements, whereby we agreed, subject to certain conditions, to purchase certain assets from parties unaffiliated with HPS (the “Warehousing Transactions”). See “Part I, Item 1. Financial Statements- Note 5 Commitments and Contingencies” for further disclosure.

The change in fair value of the contingent forward purchase commitments under the Warehousing Transactions was $473,349 for Series I, $473,349 for Series II and $946,698 for the Company for the three months ended June 30, 2026, which was primarily due to changes in accrued income and financing cost based on contractual terms.

The change in fair value of the contingent forward purchase commitments under the Warehousing Transactions was $1,248,938 for Series I ,$1,248,938 for Series II and $2,497,876 for the Company for the six months ended June 30, 2026, which was primarily due to changes in accrued income and financing cost based on contractual terms.

Financial Condition, Liquidity and Capital Resources

We generate cash primarily from the net proceeds of our Private Offering, proceeds from net borrowings on our future credit facility or other forms of borrowings, and income earned, repayments of principal on and proceeds from sales of our investments. The primary uses of our cash and cash equivalents are for (i) originating and purchasing Asset-Based Finance Assets, (ii) funding the costs of our operations (including fees and expense reimbursements paid to HPS), (iii) debt service, repayment and other financing costs of our future borrowings, (iv) funding redemptions under our share redemption program and (v) cash distributions to our shareholders.

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As of June 30, 2026, the Company had issued 100 E Shares of Series I and 100 E Shares of Series II, to HPS at $25.00 per share for an aggregate price of $2,500 for each Series and had no outstanding borrowings.

Our material cash requirements include our forward obligations under the Purchase Agreements. As of June 30, 2026, we had contingent forward purchase commitments through the Purchase Agreements for funded and unfunded cost of Portfolio Investments with an aggregate amount of $209,906,394 ($166,440,199 of which was funded), the settlement of which was conditioned on the Board’s approval of the specific investment and the Company’s receipt of subscriptions of at least $200 million unless waived by the Company, and our obligations thereunder were guaranteed by an affiliate of the Manager. We do not currently have a credit facility in place and, until we receive the proceeds of our Private Offering, we are dependent on Expense Support from the Manager to fund our operating expenses.

On August 10, 2026, we broke escrow and completed the Initial Closing of the Private Offering, the Board authorized the release from escrow of approximately $141.9 million, the Company issued unsecured promissory notes to certain investors through REIT Funding in a concurrent private offering, and Series I, Series II and the Company acquired a portion of the Portfolio Investments from the Financing Providers under the Purchase Agreements. See “Part I, Item 1. Financial Statements - Note 6. Subsequent Events” for more information.

Distribution Reinvestment Program

The Company has adopted a distribution reinvestment program (the “DRIP”) in which cash distributions to our shareholders will automatically be reinvested in additional whole and fractional shares attributable to the type of Shares that a shareholder owns, unless and until an election is made by, or on behalf of such participating shareholder, to withdraw from the DRIP and receive distributions in cash. The number of Shares to be received when distributions are reinvested will be determined by dividing the amount of the distribution, net of any applicable withholding taxes, by the NAV per share of the applicable Share class as of the end of the calendar month to which the distribution pertains (i.e., the distribution declared in March will be reinvested using the NAV as of March 31). Shares will be distributed in proportion to the Series and types of Shares held by the shareholder under the DRIP.

Share Redemption Program

The Company has a share redemption program (the “Share Redemption Program”) through which it expects to periodically offer to redeem up to 5% of the aggregate NAV of our outstanding Investor Shares and HPS Shares of each Series (measured collectively across both Series as of the close of the previous calendar quarter) (each such redemption, a “Share Redemption”). At the discretion of the Board, we expect that the Company will conduct Share Redemptions each calendar quarter. The Board may amend or suspend the Share Redemption Program if in its reasonable judgment it deems such action to be in the Company’s best interest and the best interest of the Company’s shareholders, including, but not limited to, for tax, regulatory or other structuring reasons. Any material modification to the Share Redemption Program and a suspension thereof will require the approval of the Board. As a result, Share Redemptions may not be available each quarter, such as when a redemption offer would place an undue burden on the Company’s liquidity, adversely affect its operations or risk having an adverse impact on the Company that would outweigh the benefit of the redemption offer.

Off-Balance Sheet Arrangements

Warehousing Transactions

As of June 30, 2026, the Company had contingent forward obligations through the Purchase Agreements that had an aggregate principal amount of $212,940,199 ($166,440,199 of which was funded) and an aggregate cost and fair value of $163,406,394 and $164,069,325, respectively.

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The Company’s obligations to the Financing Providers under the Purchase Agreements were guaranteed by an affiliate of the Manager and as of June 30, 2026, the amount guaranteed was $209,906,394, which represents the aggregate purchase price of the Portfolio Investments and includes both funded and unfunded warehouse positions. For additional information, see “Part I, Item 1. Financial Statements- Note 5 Commitments and Contingencies”.

Related Party Transactions

We have entered into a number of business relationships with affiliated or related parties, including the following:

For additional information, see “Part I, Item 1. Financial Statements- Note 3 Agreements and Related Party Transactions”.

Critical Accounting Policies and Estimates

The preparation of the Company’s combined financial statements requires the Company to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. Changes in the economic environment, financial markets, and any other parameters used in determining such estimates could cause actual results to differ. The Company’s critical accounting policies, including those relating to the valuation of its investment portfolio or other financial instruments, should be read in connection with the Company’s “Financial Statements” in Part I, Item 1 of this report and “Risk Factors” in Item 1A of the Form 10.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

We had not commenced our principal operations as of June 30, 2026. Our market risk exposure at that date related to the contingent forward purchase commitments under the Warehousing Transactions described in “Part I, Item 1. Financial Statements - Note 5. Commitments and Contingencies”, the fair value of which is determined by reference to the underlying Portfolio Investments held by the Financing Providers and primarily bear interest at floating rates based on SOFR. When we commence our principal operations, our primary market risk exposure will be interest rate risk, credit risk and market risk with respect to our Asset-Based Finance Assets. Subject to oversight by the Board, the Manager is responsible for the oversight of risks to our business.

Interest Rate Risk

The Company is subject to financial market risks, including changes in interest rates with respect to the asset-based instruments. Changes in interest rates may affect our earnings with respect to the Company’s Asset-Based Finance Assets. We intend to fund portions of our investments with borrowings, and at such time, our net investment income will be affected by the difference between the rate at which we invest and the rate at which we borrow. Accordingly, we cannot assure shareholders that a significant change in market interest rates could not have a material adverse effect on our net investment income. General decreases in interest rates over time may cause the interest income associated with our Asset-Based Finance Assets to decrease. Conversely, general increases in interest rates over time may cause the interest income associated with our Asset-Based Finance Assets to increase. General increases or decreases in interest rates over time may have an impact on the value of our Asset-Based Finance Assets.

Valuation Risk

We will generally invest in illiquid loans and securities including debt and equity securities related to Asset-Based Finance Assets. Because we expect that there will not be a readily available market for many of the investments in our portfolio, the Manager expects to value many of our portfolio investments at fair value as determined in good faith and under the oversight of the Board, based on, among

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other things, the input of one or more independent valuation firms retained by the Company to review the Company’s investments. Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of our investments may differ significantly from the values that would have been used had a readily available market value existed for such investments, and the differences could be material. If we were required to liquidate a portfolio investment in a forced sale or liquidation , we may realize amounts that are different from the fair value determined and such differences could be material.

Item 4. Controls and Procedures.

(a) Evaluation of Disclosure Controls and Procedures

In accordance with Rules 13a-15(b) and 15d-15(b) of the Securities Exchange Act of 1934, as amended, we, under the supervision and with the participation of our Co-Chief Executive Officers and Chief Financial Officer, carried out an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act) as of the end of the period covered by this report on Form 10-Q and determined that our disclosure controls and procedures are effective as of the end of the period covered by the report on Form 10-Q.

(b) Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting that occurred during the Company’s most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

(c) Certifications

The Certifications of the Principal Executive Officer and Principal Financial Officer of the Company, required by Section 302 and Section 906 of the Sarbanes–Oxley Act of 2002, which are filed or furnished as Exhibits 31.1, 31.2 and 32.1 to this report, are applicable to each Series individually and to the Company as a whole.

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Item 6. Exhibits.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

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