##### Table of Contents





UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549





FORM 10-Q







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

For the Quarterly Period Ended September 30, 2013

OR



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

For the transition period from
 to

Commission File Number 814-00924





Sierra Income
Corporation

(Exact name of registrant as specified in its charter)







|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|Maryland                                                       |  | 45-2544432                          
|(State or other jurisdiction of
incorporation or organization) |  | (I.R.S. Employer Identification No.)

375 Park Avenue, 33rd Floor

New York, NY 10152

(Address of principal executive offices)

(212) 759-0777

(Registrants telephone number, including area code)





(Former name, former address and former fiscal year, if changed since last report)





Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90
days.    Yes  x    No   ̈

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every
Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and
post such files).    Yes   ̈    No   ̈

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.



|                        |  |                                                  |  |                           |  |  
|----------------------- |  | ------------------------------------------------ |  | ------------------------- |  | -
|Large accelerated filer |  |  ̈                                                |  | Accelerated filer         |  |  ̈
|                        |  |                                                  | 
|Non-accelerated filer   |  | x  (Do not check if a smaller reporting company) |  | Smaller reporting company |  |  ̈

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act).    Yes   ̈    No  x

As of November 1, 2013, the Registrant had 12,421,164 shares of common stock, $0.001 par value, outstanding.









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##### Table of Contents

TABLE OF CONTENTS



|                                                                                                    |  |                                                                                                                                               |     |      |      | 
|--------------------------------------------------------------------------------------------------- |  | --------------------------------------------------------------------------------------------------------------------------------------------- | --- | ---- | ---- | 
|                                                                                                    |  |                                                                                                                                               |     | Page |     
|Part I.      Financial Information                                                                  |  |                                                                                                                                               |     |     
|                                                                                                    | 
|Item 1.      Financial Statements                                                                   |  |                                                                                                                                               | F-1 |     
|                                                                                                    |  |                                                                                                                                              
|                                                                                                    |  | Consolidated Statements of Assets and Liabilities as of September 30, 2013 (unaudited) and December 31, 2012                                  |     |      | F-1  | 
|                                                                                                    |  |                                                                                                                                              
|                                                                                                    |  | Consolidated Statements of Operations for the three and nine months ended September 30, 2013 (unaudited) and
 September 30, 2012 (unaudited)  |     |      | F-2  | 
|                                                                                                    |  |                                                                                                                                              
|                                                                                                    |  | Consolidated Statements of Changes in Net Assets for the nine months ended September 30, 2013 (unaudited)
 and September 30, 2012 (unaudited) |     |      | F-3  | 
|                                                                                                    |  |                                                                                                                                              
|                                                                                                    |  | Consolidated Statements of Cash Flows for the nine months ended September 30, 2013 (unaudited) and September 30,
 2012 (unaudited)            |     |      | F-4  | 
|                                                                                                    |  |                                                                                                                                              
|                                                                                                    |  | Consolidated Schedules of Investments as of September 30, 2013 (unaudited) and December 31,
2012                                              |     |      | F-5  | 
|                                                                                                    |  |                                                                                                                                              
|                                                                                                    |  | Notes to Financial Statements (unaudited)                                                                                                     |     |      | F-12 | 
|                                                                                                    | 
|Item 2.      
Managements Discussion and Analysis of Financial Condition and Results of Operations |  |                                                                                                                                               | 1   |     
|                                                                                                    | 
|Item 3.      
Quantitative and Qualitative Disclosures About Market Risk                            |  |                                                                                                                                               | 16  |     
|                                                                                                    | 
|Item 4.      Controls and Procedures                                                                |  |                                                                                                                                               | 16  |     
|                                                                                                    | 
|Part II.    Other Information                                                                       |  |                                                                                                                                               |     |     
|                                                                                                    | 
|Item 1.      Legal Proceedings                                                                      |  |                                                                                                                                               | 17  |     
|                                                                                                    | 
|Item 1A.  Risk Factors                                                                              |  |                                                                                                                                               | 17  |     
|                                                                                                    | 
|Item 2.      
Unregistered Sales of Equity Securities and Use of Proceeds                           |  |                                                                                                                                               | 18  |     
|                                                                                                    | 
|Item 3.      Defaults Upon Senior
Securities                                                        |  |                                                                                                                                               | 18  |     
|                                                                                                    | 
|Item 4.      Mine Safety Disclosures                                                                |  |                                                                                                                                               | 19  |     
|                                                                                                    | 
|Item 5.      Other Information                                                                      |  |                                                                                                                                               | 19  |     
|                                                                                                    | 
|Item 6.      Exhibits                                                                               |  |                                                                                                                                               | 19  |     
|                                                                                                    | 
|SIGNATURES                                                                                          |  |                                                                                                                                               | 20  |     



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##### Table of Contents

Sierra Income Corporation

Consolidated Statements of Assets and Liabilities



|                                                                                                                                                           |  |                    |             |   |                   |   |            |  
|---------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------------ | ----------- | - | ----------------- | - | ---------- | -
|                                                                                                                                                           |  | As of              |            
|                                                                                                                                                           |  | September 30, 2013 |             |   | December 31, 2012 |  
|                                                                                                                                                           |  | (unaudited)        |             |   |                   |  
|ASSETS                                                                                                                                                     |  |                    |             |   |                   |   |            |  
|Non-Controlled/Non-Affiliated investments, at fair value (amortized cost of $104,157,445 and $30,599,349,
respectively)                                    |  | $                  | 104,787,528 |   |                   | $ | 30,580,211 |  
|Cash and cash equivalents                                                                                                                                  |  |                    | 616,832     |   |                   |   | 6,651,767  |  
|Cash collateral on total return swap (Note 5)                                                                                                              |  |                    | 2,209,000   |   |                   |   |           |  
|Due from affiliate (Note 7)                                                                                                                                |  |                    | 1,965,938   |   |                   |   | 814,814    |  
|Interest receivable                                                                                                                                        |  |                    | 1,911,357   |   |                   |   | 784,637    |  
|Prepaid expenses and other assets                                                                                                                          |  |                    | 48,614      |   |                   |   | 8,949      |  
|                                                                                                                                                           |  |                    |             |   |                   |   |            |  
|Total assets                                                                                                                                               |  | $                  | 111,539,269 |   |                   | $ | 38,840,378 |  
|                                                                                                                                                           |  |                    |             |   |                   |   |            |  
|LIABILITIES                                                                                                                                                |  |                    |             |   |                   |   |            |  
|Due to prime broker                                                                                                                                        |  | $                  | 17,196,550  |   |                   | $ | 17,345,794 |  
|Unsettled trades payable                                                                                                                                   |  |                    | 2,730,400   |   |                   |   |           |  
|Accounts payable and accrued expenses                                                                                                                      |  |                    | 678,307     |   |                   |   | 464,361    |  
|Management fee                                                                                                                                             |  |                    | 487,843     |   |                   |   | 171,317    |  
|Administrator fees                                                                                                                                         |  |                    | 143,509     |   |                   |   | 128,459    |  
|Directors fees                                                                                                                                             |  |                    | 62,994      |   |                   |   | 40,081     |  
|Repurchase of common shares payable                                                                                                                        |  |                    | 33,253      |   |                   |   |           |  
|Unrealized depreciation on total return swap (Note 5)                                                                                                      |  |                    | 32,400      |   |                   |   |           |  
|Due to affiliate                                                                                                                                           |  |                    | 15,702      |   |                   |   | 55,927     |  
|Interest payable                                                                                                                                           |  |                    | 11,784      |   |                   |   | 10,829     |  
|Provisional incentive fee                                                                                                                                  |  |                    |            |   |                   |   | 628        |  
|                                                                                                                                                           |  |                    |             |   |                   |   |            |  
|Total liabilities                                                                                                                                          |  | $                  | 21,392,742  |   |                   | $ | 18,217,396 |  
|                                                                                                                                                           |  |                    |             |   |                   |   |            |  
|NET ASSETS                                                                                                                                                 |  |                    |             |   |                   |   |            |  
|Common shares, par value $.001 per share, 250,000,000 common shares authorized, 9,862,017 and 2,300,573 common shares issued and
outstanding, respectively |  | $                  | 9,862       |   |                   | $ | 2,301      |  
|Capital in excess of par value                                                                                                                             |  |                    | 89,926,943  |   |                   |   | 20,436,709 |  
|Accumulated net realized gain/(loss) from investments                                                                                                      |  |                    | (716,092    | ) |                   |   |           |  
|Accumulated undistributed net investment income                                                                                                            |  |                    | 328,131     |   |                   |   | 203,132    |  
|Net unrealized appreciation/(depreciation) on investments and total return swap                                                                            |  |                    | 597,683     |   |                   |   | (19,160    | )
|                                                                                                                                                           |  |                    |             |   |                   |   |            |  
|Total net assets                                                                                                                                           |  |                    | 90,146,527  |   |                   |   | 20,622,982 |  
|                                                                                                                                                           |  |                    |             |   |                   |   |            |  
|Total liabilities and net assets                                                                                                                           |  | $                  | 111,539,269 |   |                   | $ | 38,840,378 |  
|                                                                                                                                                           |  |                    |             |   |                   |   |            |  
|NET ASSET VALUE PER SHARE                                                                                                                                  |  | $                  | 9.14        |   |                   | $ | 8.96       |  
|                                                                                                                                                           |  |                    |             |   |                   |   |            |  

See accompanying notes to the consolidated financial statements.



F-1



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##### Table of Contents

Sierra Income Corporation

Consolidated Statements of Operations



|                                                                                   |  |                                |            |   |                               |   |           |      |  |   |            |   |  |   |           |  
|---------------------------------------------------------------------------------- |  | ------------------------------ | ---------- | - | ----------------------------- | - | --------- | ---- |  | - | ---------- | - |  | - | --------- | -
|                                                                                   |  | Three Months EndedSeptember 30 |            |   | Nine months endedSeptember 30 |  
|                                                                                   |  | 2013                           |            |   | 2012                          |   |           | 2013 |  |   | 2012       |  
|INVESTMENT INCOME                                                                  |  |                                |            |   |                               |   |           |      |  |   |            |   |  |   |           |  
|Interest from Non-Controlled/Non-Affiliated investments                            |  | $                              | 2,008,108  |   |                               | $ | 393,867   |      |  | $ | 4,462,568  |   |  | $ | 560,584   |  
|Other fee income                                                                   |  |                                | 21,523     |   |                               |   |          |      |  |   | 150,983    |   |  |   |          |  
|Interest from cash and cash equivalents                                            |  |                                |           |   |                               |   | 49        |      |  |   | 441        |   |  |   | 248       |  
|                                                                                   |  |                                |            |   |                               |   |           |      |  |   |            |   |  |   |           |  
|Total investment income                                                            |  |                                | 2,029,631  |   |                               |   | 393,916   |      |  |   | 4,613,992  |   |  |   | 560,832   |  
|                                                                                   |  |                                |            |   |                               |   |           |      |  |   |            |   |  |   |           |  
|EXPENSES                                                                           |  |                                |            |   |                               |   |           |      |  |   |            |   |  |   |           |  
|Base management fee                                                                |  |                                | 487,843    |   |                               |   | 111,770   |      |  |   | 1,091,731  |   |  |   | 148,212   |  
|Organizational and offering costs reimbursed to an affiliate (Note 7)              |  |                                | 441,989    |   |                               |   | 41,143    |      |  |   | 900,509    |   |  |   | 167,143   |  
|Professional fees                                                                  |  |                                | 337,806    |   |                               |   | 170,142   |      |  |   | 826,031    |   |  |   | 416,564   |  
|Administrator expenses                                                             |  |                                | 143,509    |   |                               |   | 141,456   |      |  |   | 440,423    |   |  |   | 247,217   |  
|General and administrative expenses                                                |  |                                | 169,506    |   |                               |   | 15,094    |      |  |   | 392,222    |   |  |   | 161,466   |  
|Directors fees                                                                     |  |                                | 41,646     |   |                               |   | 40,112    |      |  |   | 127,286    |   |  |   | 111,242   |  
|Interest and financing expenses                                                    |  |                                | 41,960     |   |                               |   | 16,407    |      |  |   | 107,455    |   |  |   | 20,390    |  
|Insurance expense                                                                  |  |                                | 36,720     |   |                               |   | 35,396    |      |  |   | 95,051     |   |  |   | 71,141    |  
|Provisional incentive fee                                                          |  |                                | (34,108    | ) |                               |   | 13,125    |      |  |   |           |   |  |   | 14,485    |  
|                                                                                   |  |                                |            |   |                               |   |           |      |  |   |            |   |  |   |           |  
|Total gross expenses                                                               |  |                                | 1,666,871  |   |                               |   | 584,645   |      |  |   | 3,980,708  |   |  |   | 1,357,860 |  
|Expense support reimbursement (Note 7)                                             |  |                                | (1,262,848 | ) |                               |   | (437,303  | )    |  |   | (2,680,676 | ) |  |   | (893,537  | )
|                                                                                   |  |                                |            |   |                               |   |           |      |  |   |            |   |  |   |           |  
|Net expenses                                                                       |  |                                | 404,023    |   |                               |   | 147,342   |      |  |   | 1,300,032  |   |  |   | 464,323   |  
|                                                                                   |  |                                |            |   |                               |   |           |      |  |   |            |   |  |   |           |  
|NET INVESTMENT INCOME                                                              |  |                                | 1,625,608  |   |                               |   | 246,574   |      |  |   | 3,313,960  |   |  |   | 96,509    |  
|                                                                                   |  |                                |            |   |                               |   |           |      |  |   |            |   |  |   |           |  
|Net realized gain/(loss) from investments                                          |  |                                | (714,665   | ) |                               |   |          |      |  |   | (605,457   | ) |  |   | 25,065    |  
|Net change in unrealized appreciation/(depreciation) on investments                |  |                                | 565,613    |   |                               |   | 65,623    |      |  |   | 649,243    |   |  |   | 47,357    |  
|Net change in unrealized appreciation/(depreciation) on total return swap (Note 5) |  |                                | (32,400    | ) |                               |   |          |      |  |   | (32,400    | ) |  |   |          |  
|                                                                                   |  |                                |            |   |                               |   |           |      |  |   |            |   |  |   |           |  
|Net gain/(loss) on investments and total return swap                               |  |                                | (181,452   | ) |                               |   | 65,623    |      |  |   | 11,386     |   |  |   | 72,422    |  
|                                                                                   |  |                                |            |   |                               |   |           |      |  |   |            |   |  |   |           |  
|NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                               |  | $                              | 1,444,156  |   |                               | $ | 312,197   |      |  | $ | 3,325,346  |   |  | $ | 168,931   |  
|                                                                                   |  |                                |            |   |                               |   |           |      |  |   |            |   |  |   |           |  
|WEIGHTED AVERAGE  BASIC AND DILUTED EARNINGS PER COMMON SHARE                     |  | $                              | 0.18       |   |                               | $ | 0.25      |      |  | $ | 0.61       |   |  | $ | 0.23      |  
|                                                                                   |  |                                |            |   |                               |   |           |      |  |   |            |   |  |   |           |  
|WEIGHTED AVERAGE  BASIC AND DILUTED NET INVESTMENT INCOME PER COMMON SHARE        |  | $                              | 0.21       |   |                               | $ | 0.20      |      |  | $ | 0.61       |   |  | $ | 0.13      |  
|                                                                                   |  |                                |            |   |                               |   |           |      |  |   |            |   |  |   |           |  
|WEIGHTED AVERAGE COMMON STOCK OUTSTANDING  BASIC AND DILUTED                      |  |                                | 7,896,446  |   |                               |   | 1,231,625 |      |  |   | 5,441,473  |   |  |   | 721,389   |  
|                                                                                   |  |                                |            |   |                               |   |           |      |  |   |            |   |  |   |           |  
|DIVIDENDS DECLARED PER COMMON SHARE                                                |  | $                              | 0.20       |   |                               | $ | 0.20      |      |  | $ | 0.60       |   |  | $ | 0.20      |  
|                                                                                   |  |                                |            |   |                               |   |           |      |  |   |            |   |  |   |           |  

See accompanying notes to the consolidated financial statements.



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##### Table of Contents

Sierra Income Corporation

Consolidated Statements of Changes in Net Assets



|                                                                                                                                        |  |                                         |            |   |             |   |            |  
|--------------------------------------------------------------------------------------------------------------------------------------- |  | --------------------------------------- | ---------- | - | ----------- | - | ---------- | -
|                                                                                                                                        |  | For the nine months ended September 30, |           
|                                                                                                                                        |  | 2013                                    |            |   | 2012        |  
|                                                                                                                                        |  | (unaudited)                             |            |   | (unaudited) |  
|INCREASE FROM OPERATIONS                                                                                                                |  |                                         |            |   |             |   |            |  
|Net investment income                                                                                                                   |  | $                                       | 3,313,960  |   |             | $ | 96,509     |  
|Net realized gain/(loss) on investments                                                                                                 |  |                                         | (605,457   | ) |             |   | 25,065     |  
|Net change in unrealized appreciation/(depreciation) on investments and total return swap (Note 5)                                      |  |                                         | 616,843    |   |             |   | 47,357     |  
|                                                                                                                                        |  |                                         |            |   |             |   |            |  
|Net increase in net assets resulting from operations                                                                                    |  |                                         | 3,325,346  |   |             |   | 168,931    |  
|                                                                                                                                        |  |                                         |            |   |             |   |            |  
|SHAREHOLDER DISTRIBUTIONS                                                                                                               |  |                                         |            |   |             |   |            |  
|Distributions from realized gains                                                                                                       |  |                                         | (110,635   | ) |             |   |           |  
|Distributions from net investment income                                                                                                |  |                                         | (3,188,961 | ) |             |   | (168,931   | )
|Distributions from return of capital                                                                                                    |  |                                         |           |   |             |   | (77,643    | )
|                                                                                                                                        |  |                                         |            |   |             |   |            |  
|Net decrease in net assets from shareholder distributions                                                                               |  |                                         | (3,299,596 | ) |             |   | (246,574   | )
|                                                                                                                                        |  |                                         |            |   |             |   |            |  
|CAPITAL SHARE TRANSACTIONS                                                                                                              |  |                                         |            |   |             |   |            |  
|Issuance of common shares, net of underwriting costs                                                                                    |  |                                         | 68,523,071 |   |             |   | 13,063,446 |  
|Issuance of common shares pursuant to distribution reinvestment plan                                                                    |  |                                         | 1,007,977  |   |             |   | 3,262      |  
|Repurchase of common shares                                                                                                             |  |                                         | (33,253    | ) |             |   |           |  
|                                                                                                                                        |  |                                         |            |   |             |   |            |  
|Net increase in net assets resulting from capital share transactions                                                                    |  |                                         | 69,497,795 |   |             |   | 13,066,708 |  
|                                                                                                                                        |  |                                         |            |   |             |   |            |  
|Total increase in net assets                                                                                                            |  |                                         | 69,523,545 |   |             |   | 12,989,065 |  
|Net assets at beginning of period                                                                                                       |  |                                         | 20,622,982 |   |             |   | 1,000      |  
|                                                                                                                                        |  |                                         |            |   |             |   |            |  
|Net assets at end of period (including accumulated undistributed net investment income/(loss) of $328,130 and $(125,000),
respectively) |  | $                                       | 90,146,527 |   |             | $ | 12,990,065 |  
|                                                                                                                                        |  |                                         |            |   |             |   |            |  
|Net asset value per common share                                                                                                        |  | $                                       | 9.14       |   |             | $ | 8.97       |  
|Common shares outstanding, beginning of period                                                                                          |  |                                         | 2,300,573  |   |             |   |           |  
|Issuance of common shares                                                                                                               |  |                                         | 7,455,291  |   |             |   | 1,447,518  |  
|Issuance of common shares pursuant to distribution reinvestment plan                                                                    |  |                                         | 109,795    |   |             |   | 343        |  
|Repurchase of common shares                                                                                                             |  |                                         | (3,642     | ) |             |   |           |  
|                                                                                                                                        |  |                                         |            |   |             |   |            |  
|Common shares outstanding, end of period                                                                                                |  |                                         | 9,862,017  |   |             |   | 1,447,861  |  
|                                                                                                                                        |  |                                         |            |   |             |   |            |  

See accompanying notes to the consolidated financial statements.



F-3



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##### Table of Contents

Sierra Income Corporation

Consolidated Statements of Cash Flows



|                                                                                                                       |  |                                         |             |   |             |   |             |  
|---------------------------------------------------------------------------------------------------------------------- |  | --------------------------------------- | ----------- | - | ----------- | - | ----------- | -
|                                                                                                                       |  | For the nine months ended September 30, |            
|                                                                                                                       |  | 2013                                    |             |   | 2012        |  
|                                                                                                                       |  | (unaudited)                             |             |   | (unaudited) |  
|Cash flows from operating activities                                                                                   |  |                                         |             |   |             |   |             |  
|NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                                                                   |  | $                                       | 3,325,346   |   |             | $ | 168,931     |  
|ADJUSTMENT TO RECONCILE NET INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS TO NET CASH USED IN OPERATING
ACTIVITIES |  |                                         |             |   |             |   |             |  
|Paid-in-kind interest income                                                                                           |  |                                         | (580        | ) |             |   | (2,213      | )
|Net amortization of premium on investments                                                                             |  |                                         | 22,741      |   |             |   | 17,210      |  
|Net realized (gain)/loss on investments                                                                                |  |                                         | 605,457     |   |             |   | (25,065     | )
|Net change in unrealized appreciation/(depreciation) on investments                                                    |  |                                         | (649,243    | ) |             |   | (47,352     | )
|Net change in unrealized appreciation/(depreciation) on total return swap (Note 5)                                     |  |                                         | 32,400      |   |             |   |            |  
|Purchases of investments                                                                                               |  |                                         | (95,326,340 | ) |             |   | (21,070,859 | )
|Proceeds from sale of investments                                                                                      |  |                                         | 21,140,648  |   |             |   | 2,985,348   |  
|(Increase)/decrease in operating assets:                                                                               |  |                                         |             |   |             |   |             |  
|Interest receivable                                                                                                    |  |                                         | (1,126,720  | ) |             |   | (574,723    | )
|Prepaid expenses and other assets                                                                                      |  |                                         | (39,665     | ) |             |   | (13,952     | )
|Due from affiliate                                                                                                     |  |                                         | (1,151,124  | ) |             |   | (539,764    | )
|Cash collateral on total return swap (Note 5)                                                                          |  |                                         | (2,209,000  | ) |             |   |            |  
|Increase/(decrease) in operating liabilities:                                                                          |  |                                         |             |   |             |   |             |  
|Unsettled trades payable                                                                                               |  |                                         | 2,730,400   |   |             |   | 1,585,394   |  
|Management fee                                                                                                         |  |                                         | 316,526     |   |             |   | 111,770     |  
|Interest payable                                                                                                       |  |                                         | 955         |   |             |   | 5,192       |  
|Accounts payable and accrued expenses                                                                                  |  |                                         | 213,946     |   |             |   | 359,541     |  
|Administrator fees                                                                                                     |  |                                         | 15,050      |   |             |   | 141,456     |  
|Due to affiliate                                                                                                       |  |                                         | (40,225     | ) |             |   |            |  
|Provisional incentive fee                                                                                              |  |                                         | (628        | ) |             |   | 14,485      |  
|Directors fee                                                                                                          |  |                                         | 22,913      |   |             |   | 11,246      |  
|                                                                                                                       |  |                                         |             |   |             |   |             |  
|NET CASH USED IN OPERATING ACTIVITIES                                                                                  |  |                                         | (72,117,143 | ) |             |   | (16,873,355 | )
|                                                                                                                       |  |                                         |             |   |             |   |             |  
|Cash flows from financing activities                                                                                   |  |                                         |             |   |             |   |             |  
|Borrowings under prime broker margin account                                                                           |  |                                         | (149,244    | ) |             |   | 10,028,782  |  
|Proceeds from issuance of common stock, net of underwriting costs                                                      |  |                                         | 68,489,819  |   |             |   | 1,448       |  
|Payment of cash dividends                                                                                              |  |                                         | (2,291,620  | ) |             |   | (150,622    | )
|Repurchase of common shares                                                                                            |  |                                         | 33,253      |   |             |   |            |  
|Proceeds from additional paid in capital                                                                               |  |                                         |            |   |             |   | 13,061,998  |  
|                                                                                                                       |  |                                         |             |   |             |   |             |  
|NET CASH PROVIDED BY FINANCING ACTIVITIES                                                                              |  |                                         | 66,082,208  |   |             |   | 22,941,606  |  
|                                                                                                                       |  |                                         |             |   |             |   |             |  
|TOTAL INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS                                                                 |  |                                         | (6,034,935  | ) |             |   | 6,068,251   |  
|CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                                                                       |  |                                         | 6,651,767   |   |             |   | 1,000       |  
|                                                                                                                       |  |                                         |             |   |             |   |             |  
|CASH AND CASH EQUIVALENTS AT END OF PERIOD                                                                             |  | $                                       | 616,832     |   |             | $ | 6,069,251   |  
|                                                                                                                       |  |                                         |             |   |             |   |             |  
|Supplemental Information                                                                                               |  |                                         |             |   |             |   |             |  
|Cash paid during the period for interest                                                                               |  | $                                       | 106,500     |   |             | $ | 20,390      |  
|Supplemental non-cash information                                                                                      |  |                                         |             |   |             |   |             |  
|Paid-in-kind interest income                                                                                           |  | $                                       | 580         |   |             | $ | 2,213       |  
|Net amortization of premium on investments                                                                             |  | $                                       | (22,741     | ) |             | $ | (17,210     | )
|Issuance of common shares in connection with distribution reinvestment plan                                            |  | $                                       | 1,007,977   |   |             | $ | 3,262       |  

See accompanying notes to the consolidated financial statements.



F-4



---

##### Table of Contents

Sierra Income Corporation

Consolidated Schedule of Investments

As of September 30, 2013

(unaudited)



|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|------------------------------------------------- |  | ----------------------------------------------- |  | --------------------------------------------------------------------- |  | -------- | ---------- |  | --------- | - | --------- | ---- |  | - | --------- |  |  | ----------------- | --------- |  |  |  | --- | -
|Company(1)                                        |  | Industry                                        |  | Type of Investment                                                    |  | Maturity |            |  | ParAmount |   |           | Cost |  |   | FairValue |  |  | %
ofNet Assets(2) |          
|Non-controlled/non-affiliatedinvestments  116.2% |  |                                                 |  |                                                                       |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  | 
|Aderant NorthAmerica, Inc.                        |  | Electronics                                     |  | Senior Secured Second Lien Term Loans LIBOR + 8.750%, 1.250% Floor(4) |  |          | 6/20/2019  |  |           | $ | 450,000   |      |  | $ | 450,000   |  |  | $                 | 450,000   |  |  |  | 0.5 | %
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   | 450,000   |      |  |   | 450,000   |  |  |                   | 450,000   |  |  |  |     |  
|Alcatel  LucentUSA, Inc.                         |  | Telecommunications                              |  | Senior Secured First Lien Term Loans LIBOR + 6.000%, 1.250% Floor     |  |          | 1/30/2019  |  |           |   | 992,500   |      |  |   | 987,983   |  |  |                   | 996,222   |  |  |  | 1.1 | %
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   | 992,500   |      |  |   | 987,983   |  |  |                   | 996,222   |  |  |  |     |  
|ALG USA Holdings, Inc.                            |  | Leisure,Amusement, MotionPictures,Entertainment |  | Senior Secured Second Lien Term Loans LIBOR + 9.000%, 1.250% Floor    |  |          | 2/28/2020  |  |           |   | 2,000,000 |      |  |   | 1,962,062 |  |  |                   | 1,987,340 |  |  |  | 2.2 | %
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   | 2,000,000 |      |  |   | 1,962,062 |  |  |                   | 1,987,340 |  |  |  |     |  
|American Apparel, Inc.                            |  | Retail Stores                                   |  | Senior Secured First Lien Notes 13.000%(3)(4)(5)                      |  |          | 4/15/2020  |  |           |   | 2,500,000 |      |  |   | 2,459,399 |  |  |                   | 2,550,000 |  |  |  | 2.8 | %
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   | 2,500,000 |      |  |   | 2,459,399 |  |  |                   | 2,550,000 |  |  |  |     |  
|Associated Asphalt Partners LLC                   |  | Chemicals, Plastics,and Rubber                  |  | Senior Secured First Lien Notes 8.500%(3)(5)                          |  |          | 2/15/2018  |  |           |   | 5,000,000 |      |  |   | 5,038,460 |  |  |                   | 4,959,550 |  |  |  | 5.5 | %
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   | 5,000,000 |      |  |   | 5,038,460 |  |  |                   | 4,959,550 |  |  |  |     |  
|Atkore International, Inc.                        |  | Mining, Steel, Iron,and NonpreciousMetals       |  | Senior Secured First Lien Notes 9.875%(5)                             |  |          | 1/1/2018   |  |           |   | 750,000   |      |  |   | 735,014   |  |  |                   | 812,813   |  |  |  | 0.9 | %
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   | 750,000   |      |  |   | 735,014   |  |  |                   | 812,813   |  |  |  |     |  
|Bon-Ton Stores, Inc.                              |  | Retail Stores                                   |  | Senior Secured Second Lien Notes 10.625%(5)                           |  |          | 7/15/2017  |  |           |   | 1,698,000 |      |  |   | 1,618,859 |  |  |                   | 1,684,093 |  |  |  | 1.9 | %
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   | 1,698,000 |      |  |   | 1,618,859 |  |  |                   | 1,684,093 |  |  |  |     |  
|Caesars Entertainment Operating Co., Inc.         |  | Hotels, Motels, Inns,and Gaming                 |  | Senior Secured First Lien Notes 11.250%(5)(6)                         |  |          | 6/1/2017   |  |           |   | 3,000,000 |      |  |   | 3,162,790 |  |  |                   | 3,045,000 |  |  |  | 3.4 | %
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   | 3,000,000 |      |  |   | 3,162,790 |  |  |                   | 3,045,000 |  |  |  |     |  
|Camp Systems International, Inc.                  |  | Aerospace andDefense                            |  | Senior Secured Second Lien Term Loans LIBOR + 8.750%, 1.250% Floor    |  |          | 11/30/2019 |  |           |   | 500,000   |      |  |   | 491,461   |  |  |                   | 510,000   |  |  |  | 0.6 | %
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   | 500,000   |      |  |   | 491,461   |  |  |                   | 510,000   |  |  |  |     |  
|Checkers Drive-In Restaurants, Inc.               |  | Beverage, Food, andTobacco                      |  | Senior Secured First Lien Notes 11.000%(3)(5)                         |  |          | 12/1/2017  |  |           |   | 1,500,000 |      |  |   | 1,504,299 |  |  |                   | 1,575,000 |  |  |  | 1.8 | %
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   | 1,500,000 |      |  |   | 1,504,299 |  |  |                   | 1,575,000 |  |  |  |     |  
|ClondalkinAcquisitions B.V.                       |  | Containers, Plastics,and Glass                  |  | Senior Secured Second Lien Term Loans LIBOR + 8.750%, 1.250% Floor(6) |  |          | 11/30/2020 |  |           |   | 2,000,000 |      |  |   | 1,961,265 |  |  |                   | 1,970,000 |  |  |  | 2.2 | %
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   | 2,000,000 |      |  |   | 1,961,265 |  |  |                   | 1,970,000 |  |  |  |     |  
|Cornerstone Chemical Company                      |  | Chemicals, Plastics,and Rubber                  |  | Senior Secured First Lien Notes 9.375%(5)                             |  |          | 3/15/2018  |  |           |   | 2,000,000 |      |  |   | 2,000,000 |  |  |                   | 2,110,360 |  |  |  | 2.3 | %
|                                                  |  |                                                 |  | Senior Secured First Lien Notes 9.375%(3) (5)                         |  |          | 3/15/2018  |  |           |   | 2,500,000 |      |  |   | 2,617,107 |  |  |                   | 2,637,950 |  |  |  | 2.9 | %
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                 |  |                                                                       |  |          |            |  |           |   | 4,500,000 |      |  |   | 4,617,107 |  |  |                   | 4,748,310 |  |  |  |     |  



F-5



---

##### Table of Contents

|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|------------------------------------------------------------- |  | ------------------------------------------------------------ |  | --------------------------------------------------------------------- |  | -------- | ---------- |  | --------- |  | --------- | ---- |  |  | --------- |  |  | ----------------- | --------- |  |  |  | --- | -
|Company(1)                                                    |  | Industry                                                     |  | Type of Investment                                                    |  | Maturity |            |  | ParAmount |  |           | Cost |  |  | FairValue |  |  | %
ofNet Assets(2) |          
|Deltek, Inc.                                                  |  | Electronics                                                  |  | Senior Secured Second Lien Term Loans LIBOR + 8.750%, 1.250% Floor    |  |          | 10/10/2019 |  |           |  | 3,000,000 |      |  |  | 2,977,138 |  |  |                   | 3,007,500 |  |  |  | 3.3 | %
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  | 3,000,000 |      |  |  | 2,977,138 |  |  |                   | 3,007,500 |  |  |  |     |  
|Dispensing Dynamics International, Inc.                       |  | Personal and NondurableConsumer Products(Manufacturing Only) |  | Senior Secured First Lien Notes 12.500%(3)(4)(5)                      |  |          | 1/1/2018   |  |           |  | 2,200,000 |      |  |  | 2,178,104 |  |  |                   | 2,211,836 |  |  |  | 2.5 | %
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  | 2,200,000 |      |  |  | 2,178,104 |  |  |                   | 2,211,836 |  |  |  |     |  
|EarthLink, Inc.                                               |  | Telecommunications                                           |  | Senior Secured First Lien Notes 7.375%(3)(5)(6)                       |  |          | 6/1/2020   |  |           |  | 2,450,000 |      |  |  | 2,437,116 |  |  |                   | 2,391,812 |  |  |  | 2.7 | %
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  | 2,450,000 |      |  |  | 2,437,116 |  |  |                   | 2,391,812 |  |  |  |     |  
|Erickson Air-Crane, Inc.                                      |  | Aerospace and Defense                                        |  | Senior Secured Second Lien Notes 8.250%(3)(5)                         |  |          | 5/1/2020   |  |           |  | 1,953,000 |      |  |  | 1,967,540 |  |  |                   | 1,911,499 |  |  |  | 2.1 | %
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  | 1,953,000 |      |  |  | 1,967,540 |  |  |                   | 1,911,499 |  |  |  |     |  
|Fifth and Pacific Companies, Inc.                             |  | Retail Stores                                                |  | Senior Secured First Lien Notes 10.500%(3)(5)(6)                      |  |          | 4/15/2019  |  |           |  | 500,000   |      |  |  | 548,583   |  |  |                   | 545,000   |  |  |  | 0.6 | %
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  | 500,000   |      |  |  | 548,583   |  |  |                   | 545,000   |  |  |  |     |  
|Gastar Exploration USA, Inc.                                  |  | Oil and Gas                                                  |  | Senior Secured First Lien Notes 8.625%(3)(5)                          |  |          | 5/15/2018  |  |           |  | 3,000,000 |      |  |  | 3,000,000 |  |  |                   | 2,907,000 |  |  |  | 3.2 | %
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  | 3,000,000 |      |  |  | 3,000,000 |  |  |                   | 2,907,000 |  |  |  |     |  
|Gibson Brands, Inc.                                           |  | Personal and NondurableConsumer Products(Manufacturing Only) |  | Senior Secured First Lien Notes 8.875%(3)(5)                          |  |          | 8/1/2018   |  |           |  | 3,000,000 |      |  |  | 3,058,705 |  |  |                   | 3,063,750 |  |  |  | 3.4 | %
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  | 3,000,000 |      |  |  | 3,058,705 |  |  |                   | 3,063,750 |  |  |  |     |  
|Great Atlantic & Pacific Tea Company                          |  | Grocery                                                      |  | Senior Secured First Lien Term Loans LIBOR + 9.000%, 2.000% Floor(4)  |  |          | 3/13/2017  |  |           |  | 935,147   |      |  |  | 952,804   |  |  |                   | 946,294   |  |  |  | 1.1 | %
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  | 935,147   |      |  |  | 952,804   |  |  |                   | 946,294   |  |  |  |     |  
|Green Field Energy Services, Inc.                             |  | Oil and Gas                                                  |  | Senior Secured First Lien Notes 13.000%(3)(4)(5)                      |  |          | 11/15/2016 |  |           |  | 724,000   |      |  |  | 713,208   |  |  |                   | 579,200   |  |  |  | 0.6 | %
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  | 724,000   |      |  |  | 713,208   |  |  |                   | 579,200   |  |  |  |     |  
|Green Field Energy Services, Inc., Warrants, expires 11/15/21 |  | Oil and Gas                                                  |  | Warrants/Equity(4)(7)                                                 |  |          |            |  |           |  | 709       |      |  |  | 29,000    |  |  |                   | 22,241    |  |  |  | 0.0 | %
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  | 709       |      |  |  | 29,000    |  |  |                   | 22,241    |  |  |  |     |  
|Healogics, Inc.                                               |  | Healthcare, Education,and Childcare                          |  | Senior Secured Second Lien Term Loans LIBOR +
8.000%, 1.250% Floor    |  |          | 2/5/2020   |  |           |  | 1,500,000 |      |  |  | 1,486,045 |  |  |                   | 1,526,250 |  |  |  | 1.7 | %
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  | 1,500,000 |      |  |  | 1,486,045 |  |  |                   | 1,526,250 |  |  |  |     |  
|Holland Acquisition Corp.                                     |  | Oil and Gas                                                  |  | Senior Secured First Lien Term Loans LIBOR + 9.000%, 1.000% Floor     |  |          | 5/29/2018  |  |           |  | 5,000,000 |      |  |  | 4,900,243 |  |  |                   | 4,900,243 |  |  |  | 5.4 | %
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  | 5,000,000 |      |  |  | 4,900,243 |  |  |                   | 4,900,243 |  |  |  |     |  
|IDQ Holdings, Inc.                                            |  | Automobile                                                   |  | Senior Secured First Lien Notes 11.500%(3)(5)                         |  |          | 4/1/2017   |  |           |  | 1,000,000 |      |  |  | 1,038,207 |  |  |                   | 1,077,280 |  |  |  | 1.2 | %
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  | 1,000,000 |      |  |  | 1,038,207 |  |  |                   | 1,077,280 |  |  |  |     |  
|Ineos US Finance PLC                                          |  | Chemicals, Plastics, andRubber                               |  | Senior Secured First Lien Notes 7.500%(3)(5)                          |  |          | 5/1/2020   |  |           |  | 1,250,000 |      |  |  | 1,282,374 |  |  |                   | 1,337,500 |  |  |  | 1.5 | %
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  | 1,250,000 |      |  |  | 1,282,374 |  |  |                   | 1,337,500 |  |  |  |     |  
|Integra Telecom, Inc.                                         |  | Telecommunications                                           |  | Senior Secured Second Lien Term Loans LIBOR + 8.500%, 1.250% Floor(4) |  |          | 2/22/2020  |  |           |  | 1,618,000 |      |  |  | 1,607,614 |  |  |                   | 1,644,292 |  |  |  | 1.8 | %
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                                              |  |                                                              |  |                                                                       |  |          |            |  |           |  | 1,618,000 |      |  |  | 1,607,614 |  |  |                   | 1,644,292 |  |  |  |     |  



F-6



---

##### Table of Contents

|                                     |  |                                           |  |                                                                       |  |          |            |           |           |  |           |           |  |  |           |  |  |                   |           |  |  |  |     |  
|------------------------------------ |  | ----------------------------------------- |  | --------------------------------------------------------------------- |  | -------- | ---------- | --------- | --------- |  | --------- | --------- |  |  | --------- |  |  | ----------------- | --------- |  |  |  | --- | -
|Company(1)                           |  | Industry                                  |  | Type of Investment                                                    |  | Maturity |            |           | ParAmount |  |           | Cost      |  |  | FairValue |  |  | %
ofNet Assets(2) |          
|Interface Security Systems, Inc.     |  | Electronics                               |  | Senior Secured First Lien Notes 9.250%(3)(4)(5)                       |  |          | 1/15/2018  |           |           |  | 3,417,000 |           |  |  | 3,479,190 |  |  |                   | 3,513,394 |  |  |  | 3.9 | %
|                                     |  |                                           |  |                                                                       |  |          |            |           |           |  |           |           |  |  |           |  |  |                   |           |  |  |  |     |  
|                                     |  |                                           |  |                                                                       |  |          |            |           |           |  | 3,417,000 |           |  |  | 3,479,190 |  |  |                   | 3,513,394 |  |  |  |     |  
|IronGate Energy Services LLC         |  | Oil and Gas                               |  | Senior Secured First Lien Notes 11.000%(3)(5)                         |  |          | 7/1/2018   |           |           |  | 3,000,000 |           |  |  | 2,945,091 |  |  |                   | 2,970,000 |  |  |  | 3.3 | %
|                                     |  |                                           |  |                                                                       |  |          |            |           |           |  |           |           |  |  |           |  |  |                   |           |  |  |  |     |  
|                                     |  |                                           |  |                                                                       |  |          |            |           |           |  | 3,000,000 |           |  |  | 2,945,091 |  |  |                   | 2,970,000 |  |  |  |     |  
|KCG Holdings, Inc.                   |  | Finance                                   |  | Senior Secured Second Lien Notes 8.250%(3)(5)(6)                      |  |          | 6/15/2018  |           |           |  | 3,000,000 |           |  |  | 3,000,000 |  |  |                   | 2,940,000 |  |  |  | 3.3 | %
|                                     |  |                                           |  |                                                                       |  |          |            |           |           |  |           |           |  |  |           |  |  |                   |           |  |  |  |     |  
|                                     |  |                                           |  | 3,000,000                                                             |  |          |            | 3,000,000 |           |  |           | 2,940,000 |  |  |           |  | 
|Keystone Automotive Operations, Inc. |  | Automobile                                |  | Senior Secured Second Lien Term Loans LIBOR + 9.500%, 1.250% Floor    |  |          | 8/15/2020  |           |           |  | 5,000,000 |           |  |  | 5,000,000 |  |  |                   | 5,000,000 |  |  |  | 5.6 | %
|                                     |  |                                           |  |                                                                       |  |          |            |           |           |  |           |           |  |  |           |  |  |                   |           |  |  |  |     |  
|                                     |  |                                           |  | 5,000,000                                                             |  |          |            | 5,000,000 |           |  |           | 5,000,000 |  |  |           |  | 
|Linc Energy Finance (USA), Inc.      |  | Oil and Gas                               |  | Senior Secured First Lien Notes 12.500%(3)(4)(5)                      |  |          | 10/31/2017 |           |           |  | 500,000   |           |  |  | 498,374   |  |  |                   | 546,250   |  |  |  | 0.6 | %
|                                     |  |                                           |  | Senior Secured First Lien Notes 12.500%(4)(5)                         |  |          | 10/31/2017 |           |           |  | 500,000   |           |  |  | 484,586   |  |  |                   | 546,250   |  |  |  | 0.6 | %
|                                     |  |                                           |  |                                                                       |  |          |            |           |           |  |           |           |  |  |           |  |  |                   |           |  |  |  |     |  
|                                     |  |                                           |  | 1,000,000                                                             |  |          |            | 982,960   |           |  |           | 1,092,500 |  |  |           |  | 
|Liquidnet Holdings, Inc.             |  | Finance                                   |  | Senior Secured First Lien Term Loans LIBOR + 8.000%, 1.250% Floor     |  |          | 5/7/2017   |           |           |  | 2,925,000 |           |  |  | 2,898,020 |  |  |                   | 2,895,750 |  |  |  | 3.2 | %
|                                     |  |                                           |  |                                                                       |  |          |            |           |           |  |           |           |  |  |           |  |  |                   |           |  |  |  |     |  
|                                     |  |                                           |  | 2,925,000                                                             |  |          |            | 2,898,020 |           |  |           | 2,895,750 |  |  |           |  | 
|Livingston International, Inc.(8)    |  | Cargo Transport                           |  | Senior Secured Second Lien Term Loans LIBOR + 7.750%, 1.250% Floor(6) |  |          | 4/18/2020  |           |           |  | 2,720,000 |           |  |  | 2,713,808 |  |  |                   | 2,740,400 |  |  |  | 3.0 | %
|                                     |  |                                           |  |                                                                       |  |          |            |           |           |  |           |           |  |  |           |  |  |                   |           |  |  |  |     |  
|                                     |  |                                           |  | 2,720,000                                                             |  |          |            | 2,713,808 |           |  |           | 2,740,400 |  |  |           |  | 
|Maxim Crane Works Holdings, Inc.     |  | Oil and Gas                               |  | Senior Secured Second Lien Notes 12.250%(3)(5)                        |  |          | 4/15/2015  |           |           |  | 1,500,000 |           |  |  | 1,523,112 |  |  |                   | 1,546,875 |  |  |  | 1.7 | %
|                                     |  |                                           |  |                                                                       |  |          |            |           |           |  |           |           |  |  |           |  |  |                   |           |  |  |  |     |  
|                                     |  |                                           |  | 1,500,000                                                             |  |          |            | 1,523,112 |           |  |           | 1,546,875 |  |  |           |  | 
|Mohegan Tribal Gaming Authority      |  | Hotels, Motels, Inns,and Gaming           |  | Senior Secured Second Lien Notes 11.500%(3)(5)                        |  |          | 11/1/2017  |           |           |  | 1,000,000 |           |  |  | 1,038,600 |  |  |                   | 1,126,250 |  |  |  | 1.3 | %
|                                     |  |                                           |  |                                                                       |  |          |            |           |           |  |           |           |  |  |           |  |  |                   |           |  |  |  |     |  
|                                     |  |                                           |  | 1,000,000                                                             |  |          |            | 1,038,600 |           |  |           | 1,126,250 |  |  |           |  | 
|Murray Energy Corp.                  |  | Mining, Steel, Iron,and NonpreciousMetals |  | Senior Secured Second Lien Notes 8.625%(3)(5)                         |  |          | 6/15/2021  |           |           |  | 2,100,000 |           |  |  | 2,122,115 |  |  |                   | 2,100,000 |  |  |  | 2.3 | %
|                                     |  |                                           |  |                                                                       |  |          |            |           |           |  |           |           |  |  |           |  |  |                   |           |  |  |  |     |  
|                                     |  |                                           |  | 2,100,000                                                             |  |          |            | 2,122,115 |           |  |           | 2,100,000 |  |  |           |  | 
|Prince Minerals Holding Corp.        |  | Mining, Steel, Iron,and NonpreciousMetals |  | Senior Secured First Lien Notes 11.500%(3)(4)(5)                      |  |          | 12/15/2019 |           |           |  | 1,200,000 |           |  |  | 1,186,557 |  |  |                   | 1,278,000 |  |  |  | 1.4 | %
|                                     |  |                                           |  |                                                                       |  |          |            |           |           |  |           |           |  |  |           |  |  |                   |           |  |  |  |     |  
|                                     |  |                                           |  | 1,200,000                                                             |  |          |            | 1,186,557 |           |  |           | 1,278,000 |  |  |           |  | 
|Reddy Ice Group, Inc.                |  | Beverage, Food, andTobacco                |  | Senior Secured Second Lien Term Loans LIBOR + 9.500%, 1.250% Floor(4) |  |          | 10/1/2019  |           |           |  | 2,000,000 |           |  |  | 2,000,000 |  |  |                   | 1,983,886 |  |  |  | 2.2 | %
|                                     |  |                                           |  |                                                                       |  |          |            |           |           |  |           |           |  |  |           |  |  |                   |           |  |  |  |     |  
|                                     |  |                                           |  | 2,000,000                                                             |  |          |            | 2,000,000 |           |  |           | 1,983,886 |  |  |           |  | 
|Satmex Mexicanos, S.A. de C.V.       |  | Telecommunications                        |  | Senior Secured First Lien Notes 9.500%(3)(5)(6)                       |  |          | 5/15/2017  |           |           |  | 1,000,000 |           |  |  | 1,030,252 |  |  |                   | 1,081,250 |  |  |  | 1.2 | %
|                                     |  |                                           |  |                                                                       |  |          |            |           |           |  |           |           |  |  |           |  |  |                   |           |  |  |  |     |  
|                                     |  |                                           |  | 1,000,000                                                             |  |          |            | 1,030,252 |           |  |           | 1,081,250 |  |  |           |  | 
|School Specialty, Inc.               |  | Healthcare,Education, andChildcare        |  | Senior Secured First Lien Term Loans LIBOR + 8.500%, 1.000% Floor     |  |          | 6/11/2019  |           |           |  | 2,992,500 |           |  |  | 2,941,702 |  |  |                   | 2,947,612 |  |  |  | 3.3 | %
|                                     |  |                                           |  |                                                                       |  |          |            |           |           |  |           |           |  |  |           |  |  |                   |           |  |  |  |     |  
|                                     |  |                                           |  | 2,992,500                                                             |  |          |            | 2,941,702 |           |  |           | 2,947,612 |  |  |           |  | 



F-7



---

##### Table of Contents

|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  |           |                |             |   |                       |   |             |                   |           |   |       |   |     |  
|-------------------------------------------------- |  | ----------------------------------------------------------- |  | --------------------------------------------------------------------- |  | -------- | ---------- | --------- | --------- |  | --------- | -------------- | ----------- | - | --------------------- | - | ----------- | ----------------- | --------- | - | ----- | - | --- | -
|Company(1)                                         |  | Industry                                                    |  | Type of Investment                                                    |  | Maturity |            |           | ParAmount |  |           | Cost           |             |   | FairValue             |   |             | %
ofNet Assets(2) |          
|Securus Technologies, Inc.                         |  | Telecommunications                                          |  | Senior Secured Second Lien Term Loans LIBOR + 9.000%, 1.750% Floor    |  |          | 4/30/2021  |           |           |  | 2,000,000 |                |             |   | 1,980,796             |   |             |                   | 1,965,000 |   |       |   | 2.2 | %
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  |           |                |             |   |                       |   |             |                   |           |   |       |   |     |  
|                                                   |  |                                                             |  | 2,000,000                                                             |  |          |            | 1,980,796 |           |  |           | 1,965,000      |             |   |                       |   |            
|Sesac Holdco II, Inc.                              |  | Broadcasting andEntertainment                               |  | Senior Secured Second Lien Term Loans LIBOR + 8.750%, 1.250% Floor(4) |  |          | 7/12/2019  |           |           |  | 2,250,000 |                |             |   | 2,295,345             |   |             |                   | 2,289,555 |   |       |   | 2.5 | %
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  |           |                |             |   |                       |   |             |                   |           |   |       |   |     |  
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  | 2,250,000 |                |             |   | 2,295,345             |   |             |                   | 2,289,555 |   |       |   |     |  
|Shale-Inland Holdings, Inc.                        |  | Oil and Gas                                                 |  | Senior Secured First Lien Notes 8.750%(3)(5)                          |  |          | 11/15/2019 |           |           |  | 1,000,000 |                |             |   | 994,037               |   |             |                   | 1,012,970 |   |       |   | 1.1 | %
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  |           |                |             |   |                       |   |             |                   |           |   |       |   |     |  
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  | 1,000,000 |                |             |   | 994,037               |   |             |                   | 1,012,970 |   |       |   |     |  
|Sizzling Platter, LLC                              |  | Beverage, Food,and Tobacco                                  |  | Senior Secured First Lien Notes 12.250%(3)(4)(5)                      |  |          | 4/15/2016  |           |           |  | 2,063,000 |                |             |   | 2,131,310             |   |             |                   | 2,183,252 |   |       |   | 2.4 | %
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  |           |                |             |   |                       |   |             |                   |           |   |       |   |     |  
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  | 2,063,000 |                |             |   | 2,131,310             |   |             |                   | 2,183,252 |   |       |   |     |  
|Sorenson Communications                            |  | Telecommunications                                          |  | Senior Secured First Lien Term Loans LIBOR + 8.250%, 1.250% Floor     |  |          | 10/31/2014 |           |           |  | 2,987,500 |                |             |   | 2,987,500             |   |             |                   | 2,994,969 |   |       |   | 3.3 | %
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  |           |                |             |   |                       |   |             |                   |           |   |       |   |     |  
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  | 2,987,500 |                |             |   | 2,987,500             |   |             |                   | 2,994,969 |   |       |   |     |  
|Tempel Steel Company                               |  | Mining, Steel, Iron,and NonpreciousMetals                   |  | Senior Secured First Lien Notes 12.000%(3)(4)(5)                      |  |          | 8/15/2016  |           |           |  | 1,115,000 |                |             |   | 1,105,076             |   |             |                   | 1,079,320 |   |       |   | 1.2 | %
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  |           |                |             |   |                       |   |             |                   |           |   |       |   |     |  
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  | 1,115,000 |                |             |   | 1,105,076             |   |             |                   | 1,079,320 |   |       |   |     |  
|True Religion Apparel, Inc.                        |  | Personal andNondurableConsumer
Products(Manufacturing Only) |  | Senior Secured Second Lien Term Loans LIBOR + 10.000%, 1.000%
Floor   |  |          | 1/30/2020  |           |           |  | 4,000,000 |                |             |   | 3,830,887             |   |             |                   | 3,830,887 |   |       |   | 4.3 | %
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  |           |                |             |   |                       |   |             |                   |           |   |       |   |     |  
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  | 4,000,000 |                |             |   | 3,830,887             |   |             |                   | 3,830,887 |   |       |   |     |  
|U.S. Well Services, LLC                            |  | Oil and Gas                                                 |  | Senior Secured First Lien Notes 14.500%(3)(4)(5)                      |  |          | 2/15/2017  |           |           |  | 2,816,605 |                |             |   | 2,805,534             |   |             |                   | 2,817,309 |   |       |   | 3.1 | %
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  |           |                |             |   |                       |   |             |                   |           |   |       |   |     |  
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  | 2,816,605 |                |             |   | 2,805,534             |   |             |                   | 2,817,309 |   |       |   |     |  
|U.S. Well Services, LLC, Warrants, expires 2/15/19 |  | Oil and Gas                                                 |  | Warrants/Equity(4)(7)                                                 |  |          |            |           |           |  | 1,731     |                |             |   | 173                   |   |             |                   | 38,324    |   |       |   | 0.0 | %
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  |           |                |             |   |                       |   |             |                   |           |   |       |   |     |  
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  | 1,731     |                |             |   | 173                   |   |             |                   | 38,324    |   |       |   |     |  
|Total non-controlled/non-affiliated investments    |  |                                                             |  |                                                                       |  |          |            |           |           |  |           | $              | 104,157,445 |   |                       | $ | 104,787,528 |                   |           |   | 116.2 | %
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  |           |                |             |   |                       |   |             |                   |           |   |       |   |     |  
|                                                   |  |                                                             |  |                                                                       |  |          |           
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  |           | NotionalAmount |             |   | UnrealizedGain (Loss) |   |             |                   |          
|Derivative Instrument  Long Exposure              |  |                                                             |  |                                                                       |  |          |            |           |           |  |           |                |             |   |                       |   |             |                   |           |   |       |  
|Total return swap (Note 5)                         |  | Total return swap                                           |  |                                                                       |  |          |            |           |           |  |           | $              | 7,030,000   |   |                       | $ | (32,400     | )                 |           |   |       |  
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  |           |                |             |   |                       |   |             |                   |           |   |       |   |     |  
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  |           |                |             | $ | 7,030,000             |   |             | $                 | (32,400   | ) |       |   |     |  
|                                                   |  |                                                             |  |                                                                       |  |          |            |           |           |  |           |                |             |   |                       |   |             |                   |           |   |       |   |     |  



|(1) | All of our investments are domiciled in the United States except for Satmex Mexicanos, S.A. de C.V., Livingston International, Inc., and Clondalkin Acquisitions B.V.,
which are domiciled in Mexico, Canada and the Netherlands, respectively.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(2) | Percentage is based on net assets of $90,146,527 as of September 30, 2013.
|--- | --------------------------------------------------------------------------

|(3) | Securities are exempt from registration under Rule 144A of the Securities Act of 1933. These securities represent $51,942,247 and 57.6% of net assets as of
September 30, 2013 and are considered restricted.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(4) | An affiliated fund that is managed by an affiliate of SIC Advisors LLC also holds an investment in this security.
|--- | -----------------------------------------------------------------------------------------------------------------

|(5) | Positions are held as collateral for margin borrowings from our prime broker. The fair value for collateral held at September 30, 2013 is $60,140,763.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------

|(6) | The investment is not a qualifying asset under the Investment Company Act of 1940, as amended.
|--- | ----------------------------------------------------------------------------------------------

|(7) | Security is non-income producing.
|--- | ---------------------------------

|(8) | Livingston International, Inc. is also held in the underlying portfolio of the total return swap with Citibank, N.A. (see Note 5). Sierras total committment to
Livingston International, Inc. is $4,755,400 or 5.3% of Net Assets as of September 30, 2013.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



F-8



---

##### Table of Contents

Sierra Income Corporation

Schedule of Investments

December 31, 2012(6)



|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|------------------------------------------------- |  | -------------------------------------------------------------- |  | ---------------------------------------------------------------- |  | -------- | ---------- |  | --------- | - | --------- | ---- |  | - | --------- |  |  | ----------------- | --------- |  |  |  | --- | -
|Company(1)                                        |  | Industry                                                       |  | Type of Investment                                               |  | Maturity |            |  | ParAmount |   |           | Cost |  |   | FairValue |  |  | %
ofNet Assets(2) |          
|Non-Controlled/non-affiliated investments 148.3% |  |                                                                |  |                                                                  |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  | 
|Aderant North America, Inc.                       |  | Electronics                                                    |  | Senior Secured Loans  Second Lien LIBOR + 8.75%, 1.25% Floor(3) |  |          | 6/20/2019  |  |           | $ | 450,000   |      |  | $ | 450,000   |  |  | $                 | 450,000   |  |  |  | 2.2 | %
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   | 450,000   |      |  |   | 450,000   |  |  |                   | 450,000   |  |  |  |     |  
|Atkore International, Inc.                        |  | Mining, Steel, Iron, and Nonprecious Metals                    |  | Senior Secured Notes 9.875%(3)(4)(5)                             |  |          | 1/1/2018   |  |           |   | 750,000   |      |  |   | 733,129   |  |  |                   | 801,600   |  |  |  | 3.9 | %
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   | 750,000   |      |  |   | 733,129   |  |  |                   | 801,600   |  |  |  |     |  
|Bon-Ton Stores, Inc.                              |  | Retail Stores                                                  |  | Senior Secured Notes 10.625%(4)(5)                               |  |          | 7/15/2017  |  |           |   | 1,000,000 |      |  |   | 914,795   |  |  |                   | 951,200   |  |  |  | 4.6 | %
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   | 1,000,000 |      |  |   | 914,795   |  |  |                   | 951,200   |  |  |  |     |  
|Camp Systems International, Inc.                  |  | Aerospace & Defense                                            |  | Senior Secured Loans  Second Lien LIBOR + 8.75%, 1.25% Floor    |  |          | 11/30/2019 |  |           |   | 500,000   |      |  |   | 490,523   |  |  |                   | 505,000   |  |  |  | 2.4 | %
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   | 500,000   |      |  |   | 490,523   |  |  |                   | 505,000   |  |  |  |     |  
|Cengage Learning, Inc.                            |  | Healthcare, Education, and Childcare                           |  | Senior Secured Notes 11.500%(4)(5)                               |  |          | 4/15/2020  |  |           |   | 1,250,000 |      |  |   | 1,348,108 |  |  |                   | 1,062,500 |  |  |  | 5.2 | %
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   | 1,250,000 |      |  |   | 1,348,108 |  |  |                   | 1,062,500 |  |  |  |     |  
|Checkers Drive-In Restaurants, Inc.               |  | Restaurant & Franchise                                         |  | Senior Secured Notes 11.000%(4)(5)                               |  |          | 12/1/2017  |  |           |   | 1,500,000 |      |  |   | 1,504,956 |  |  |                   | 1,504,956 |  |  |  | 7.3 | %
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   | 1,500,000 |      |  |   | 1,504,956 |  |  |                   | 1,504,956 |  |  |  |     |  
|Deltek, Inc.                                      |  | Software                                                       |  | Senior Secured Loans  Second Lien LIBOR + 8.75%, 1.25% Floor(3) |  |          | 10/31/2019 |  |           |   | 1,000,000 |      |  |   | 985,343   |  |  |                   | 985,343   |  |  |  | 4.8 | %
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   | 1,000,000 |      |  |   | 985,343   |  |  |                   | 985,343   |  |  |  |     |  
|Dispensing Dynamics International, Inc.           |  | Personal and Nondurable Consumer Products (Manufacturing Only) |  | Senior Secured Notes 12.500%(3)(4)(5)                            |  |          | 1/1/2018   |  |           |   | 1,200,000 |      |  |   | 1,176,009 |  |  |                   | 1,176,009 |  |  |  | 5.7 | %
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   | 1,200,000 |      |  |   | 1,176,009 |  |  |                   | 1,176,009 |  |  |  |     |  
|EarthLink, Inc.                                   |  | Telecommunications                                             |  | Senior Secured Notes 10.500%(4)(5)                               |  |          | 4/1/2016   |  |           |   | 900,000   |      |  |   | 950,574   |  |  |                   | 957,420   |  |  |  | 4.6 | %
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   | 900,000   |      |  |   | 950,574   |  |  |                   | 957,420   |  |  |  |     |  
|Exide Technologies                                |  | Machinery (Nonagriculture, Nonconstruction, Nonelectric)       |  | Senior Secured Notes 8.625%(3)(4)(5)                             |  |          | 2/1/2018   |  |           |   | 1,600,000 |      |  |   | 1,336,979 |  |  |                   | 1,364,001 |  |  |  | 6.6 | %
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   | 1,600,000 |      |  |   | 1,336,979 |  |  |                   | 1,364,001 |  |  |  |     |  
|Fifth and Pacific Companies, Inc.                 |  | Retail Stores                                                  |  | Senior Secured Notes 10.500%(4)(5)                               |  |          | 4/15/2019  |  |           |   | 500,000   |      |  |   | 557,130   |  |  |                   | 557,130   |  |  |  | 2.7 | %
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   | 500,000   |      |  |   | 557,130   |  |  |                   | 557,130   |  |  |  |     |  
|Great Atlantic & Pacific Tea Company              |  | Grocery                                                        |  | Senior Secured Loans  First Lien LIBOR + 9%, 2% Floor(3)        |  |          | 3/13/2017  |  |           |   | 942,875   |      |  |   | 964,535   |  |  |                   | 964,535   |  |  |  | 4.7 | %
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   | 942,875   |      |  |   | 964,535   |  |  |                   | 964,535   |  |  |  |     |  
|Green Field Energy Services, Inc.                 |  | Oil and Gas                                                    |  | Senior Secured Notes 13.000%(4)(5)                               |  |          | 11/15/2016 |  |           |   | 512,000   |      |  |   | 494,791   |  |  |                   | 494,791   |  |  |  | 2.4 | %
|                                                  |  |                                                                |  | Warrants/Equity                                                  |  |          |            |  |           |   | 20,000    |      |  |   | 20,000    |  |  |                   | 15,115    |  |  |  | 0.1 | %
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   |           |      |  |   |           |  |  |                   |           |  |  |  |     |  
|                                                  |  |                                                                |  |                                                                  |  |          |            |  |           |   | 532,000   |      |  |   | 514,791   |  |  |                   | 509,906   |  |  |  |     |  



F-9



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##### Table of Contents

|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|-------------------------------- |  | ------------------------------------------- |  | ------------------------------------------------------------- |  | -------- | ---------- |  | --------- |  | --------- | ---- |  |  | --------- |  |  | ----------------- | --------- |  |  |  | --- | -
|Company(1)                       |  | Industry                                    |  | Type of Investment                                            |  | Maturity |            |  | ParAmount |  |           | Cost |  |  | FairValue |  |  | %
ofNet Assets(2) |          
|IDQ Holdings, Inc.               |  | Automobile                                  |  | Senior Secured Notes 11.500%(4)(5)                            |  |          | 4/1/2017   |  |           |  | 1,000,000 |      |  |  | 1,044,468 |  |  |                   | 1,078,200 |  |  |  | 5.2 | %
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  | 1,000,000 |      |  |  | 1,044,468 |  |  |                   | 1,078,200 |  |  |  |     |  
|Ineos Finance PLC                |  | Chemicals                                   |  | Senior Secured Notes 7.500%(4)(5)                             |  |          | 5/1/2020   |  |           |  | 1,250,000 |      |  |  | 1,285,207 |  |  |                   | 1,285,207 |  |  |  | 6.2 | %
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  | 1,250,000 |      |  |  | 1,285,207 |  |  |                   | 1,285,207 |  |  |  |     |  
|Innovation Ventures, Inc.        |  | Retail                                      |  | Senior Secured Notes 9.500%(4)(5)                             |  |          | 8/1/2019   |  |           |  | 1,250,000 |      |  |  | 1,224,724 |  |  |                   | 1,179,375 |  |  |  | 5.7 | %
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  | 1,250,000 |      |  |  | 1,224,724 |  |  |                   | 1,179,375 |  |  |  |     |  
|Integra Telecom, Inc.            |  | Telecommunications                          |  | Senior Secured Notes 10.750%(3)(4)(5)                         |  |          | 4/15/2016  |  |           |  | 750,000   |      |  |  | 722,600   |  |  |                   | 757,500   |  |  |  | 3.7 | %
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  | 750,000   |      |  |  | 722,600   |  |  |                   | 757,500   |  |  |  |     |  
|Linc Energy Finance (USA), Inc.  |  | Oil and Gas                                 |  | Senior Secured Notes 12.500%(3)(4)(5)                         |  |          | 10/31/2017 |  |           |  | 1,000,000 |      |  |  | 980,715   |  |  |                   | 980,715   |  |  |  | 4.8 | %
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  | 1,000,000 |      |  |  | 980,715   |  |  |                   | 980,715   |  |  |  |     |  
|Maxim Crane Works Holdings, Inc. |  | Industrial                                  |  | Senior Secured Notes 12.250%(4)(5)                            |  |          | 4/15/2015  |  |           |  | 1,000,000 |      |  |  | 1,010,037 |  |  |                   | 1,029,400 |  |  |  | 5.0 | %
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  | 1,000,000 |      |  |  | 1,010,037 |  |  |                   | 1,029,400 |  |  |  |     |  
|Mohegan Tribal Gaming Authority  |  | Gaming                                      |  | Senior Secured Notes 11.500%(4)(5)                            |  |          | 11/1/2017  |  |           |  | 1,000,000 |      |  |  | 1,045,312 |  |  |                   | 1,045,312 |  |  |  | 5.1 | %
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  | 1,000,000 |      |  |  | 1,045,312 |  |  |                   | 1,045,312 |  |  |  |     |  
|Pittsburgh Glass Works, LLC      |  | Automobile                                  |  | Senior Secured Notes 8.500%(4)(5)                             |  |          | 4/15/2016  |  |           |  | 1,425,000 |      |  |  | 1,325,728 |  |  |                   | 1,311,000 |  |  |  | 6.4 | %
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  | 1,425,000 |      |  |  | 1,325,728 |  |  |                   | 1,311,000 |  |  |  |     |  
|Prince Minerals Holding Corp.    |  | Mining, Steel, Iron, and Nonprecious Metals |  | Senior Secured Notes 11.500%(3)(4)(5)                         |  |          | 12/15/2019 |  |           |  | 1,200,000 |      |  |  | 1,186,001 |  |  |                   | 1,248,000 |  |  |  | 6.1 | %
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  | 1,200,000 |      |  |  | 1,186,001 |  |  |                   | 1,248,000 |  |  |  |     |  
|Satmex Mexicanos, S.A. de C.V.   |  | Telecommunications                          |  | Senior Secured Notes 9.500%(4)(5)                             |  |          | 5/15/2017  |  |           |  | 1,000,000 |      |  |  | 1,035,564 |  |  |                   | 1,035,564 |  |  |  | 5.0 | %
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  | 1,000,000 |      |  |  | 1,035,564 |  |  |                   | 1,035,564 |  |  |  |     |  
|Securus Technologies, Inc.       |  | Telecommunications                          |  | Senior Secured Loans  Second Lien LIBOR + 9.00%, 1.75% Floor |  |          | 5/31/2018  |  |           |  | 500,000   |      |  |  | 490,854   |  |  |                   | 490,854   |  |  |  | 2.4 | %
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  | 500,000   |      |  |  | 490,854   |  |  |                   | 490,854   |  |  |  |     |  
|Shale-Inland Holdings, Inc.      |  | Energy                                      |  | Senior Secured Notes 8.750%(4)(5)                             |  |          | 11/15/2019 |  |           |  | 1,000,000 |      |  |  | 993,624   |  |  |                   | 1,010,000 |  |  |  | 4.9 | %
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  | 1,000,000 |      |  |  | 993,624   |  |  |                   | 1,010,000 |  |  |  |     |  
|Sizzling Platter, LLC            |  | Restaurant & Franchise                      |  | Senior Secured Notes 12.250%(3)(4)(5)                         |  |          | 4/15/2016  |  |           |  | 1,652,000 |      |  |  | 1,715,987 |  |  |                   | 1,715,987 |  |  |  | 8.3 | %
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  | 1,652,000 |      |  |  | 1,715,987 |  |  |                   | 1,715,987 |  |  |  |     |  
|Tempel Steel Company             |  | Mining, Steel, Iron, and Nonprecious Metals |  | Senior Secured Notes 12.000%(3)(4)(5)                         |  |          | 8/15/2016  |  |           |  | 1,115,000 |      |  |  | 1,102,986 |  |  |                   | 1,090,024 |  |  |  | 5.3 | %
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  | 1,115,000 |      |  |  | 1,102,986 |  |  |                   | 1,090,024 |  |  |  |     |  
|Tower International, Inc.        |  | Automobile                                  |  | Senior Secured Notes 10.625%(3)(4)(5)                         |  |          | 9/1/2017   |  |           |  | 500,000   |      |  |  | 518,324   |  |  |                   | 534,500   |  |  |  | 2.6 | %
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  | 500,000   |      |  |  | 518,324   |  |  |                   | 534,500   |  |  |  |     |  
|Travelport LLC                   |  | Business Services                           |  | Senior Secured Loans  Second Lien LIBOR + 9.5%, 1.5% Floor   |  |          | 11/22/2015 |  |           |  | 500,000   |      |  |  | 487,178   |  |  |                   | 497,050   |  |  |  | 2.4 | %
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  | 500,000   |      |  |  | 487,178   |  |  |                   | 497,050   |  |  |  |     |  
|US Well Services, Inc.           |  | Oil and Gas                                 |  | Senior Secured Notes 14.500%(3)(4)(5)                         |  |          | 2/15/2017  |  |           |  | 1,518,405 |      |  |  | 1,504,921 |  |  |                   | 1,503,828 |  |  |  | 7.3 | %
|                                 |  |                                             |  | Warrants/Equity(3)                                            |  |          |            |  |           |  | 1,518     |      |  |  | 152       |  |  |                   |          |  |  |  | 0.0 | %
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  |           |      |  |  |           |  |  |                   |           |  |  |  |     |  
|                                 |  |                                             |  |                                                               |  |          |            |  |           |  | 1,519,923 |      |  |  | 1,505,073 |  |  |                   | 1,503,828 |  |  |  |     |  



F-10



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##### Table of Contents

|                                                      |  |                   |  |                                                                      |  |          |            |  |           |  |              |      |            |  |           |   |            |                   |           |  |       |   |      |  
|----------------------------------------------------- |  | ----------------- |  | -------------------------------------------------------------------- |  | -------- | ---------- |  | --------- |  | ------------ | ---- | ---------- |  | --------- | - | ---------- | ----------------- | --------- |  | ----- | - | ---- | -
|Company(1)                                            |  | Industry          |  | Type of Investment                                                   |  | Maturity |            |  | ParAmount |  |              | Cost |            |  | FairValue |   |            | %
ofNet Assets(2) |          
|WeLocalize, Inc.                                      |  | Business Services |  | Senior Secured Loans  First Lien LIBOR + 8%, 2% Floor(3)            |  |          | 11/19/2015 |  |           |  | 459,478      |      |            |  | 459,478   |   |            |                   | 459,478   |  |       |   | 2.2  | %
|                                                      |  |                   |  | Senior Secured Loans  First Lien LIBOR + 9%, 2% Floor, 1.25% PIK(3) |  |          | 11/19/2015 |  |           |  | 538,617      |      |            |  | 538,617   |   |            |                   | 538,617   |  |       |   | 2.6  | %
|                                                      |  |                   |  |                                                                      |  |          |            |  |           |  |              |      |            |  |           |   |            |                   |           |  |       |   |      |  
|                                                      |  |                   |  |                                                                      |  |          |            |  |           |  | 998,095      |      |            |  | 998,095   |   |            |                   | 998,095   |  |       |   |      |  
|Total non-controlled/non-affiliated investments       |  |                   |  |                                                                      |  |          |            |  |           |  |              |      | 30,599,349 |  |           |   | 30,580,211 |                   |           |  | 148.3 | %
|                                                      |  |                   |  |                                                                      |  |          |            |  |           |  |              |      |            |  |           |   |            |                   |           |  |       |   |      |  
|US GovernmentTreasuries  29.1%                       |  |                   |  |                                                                      |  |          |            |  |           |  |              |      |            |  |           |   |            |                   |           |  |       |  
|US Treasury Bill                                      |  |                   |  | Government Securities 1.375%                                         |  |          | 1/15/2013  |  |           |  | 6,000,000.00 |      |            |  | 6,003,022 |   |            |                   | 6,003,000 |  |       |   | 29.1 | %
|                                                      |  |                   |  |                                                                      |  |          |            |  |           |  |              |      |            |  |           |   |            |                   |           |  |       |   |      |  
|Total Investments andUS GovernmentTreasuries  177.4% |  |                   |  |                                                                      |  |          |            |  |           |  |              | $    | 36,602,371 |  |           | $ | 36,583,211 |                   |           |  | 177.4 | %
|                                                      |  |                   |  |                                                                      |  |          |            |  |           |  |              |      |            |  |           |   |            |                   |           |  |       |   |      |  



|(1) | All of our investments are domiciled in the United States except for Satmex Mexicanos S.A. de C.V., which is domiciled in Mexico.
|--- | ---------------------------------------------------------------------------------------------------------------------------------

|(2) | Percentage is based on net assets of $20,622,982 as of December 31, 2012.
|--- | -------------------------------------------------------------------------

|(3) | An affiliated fund that is managed by an affiliate of SIC Advisors LLC also holds an investment in this security.
|--- | -----------------------------------------------------------------------------------------------------------------

|(4) | Securities are exempt from registration under Rule 144A of the Securities Act of 1933. These securities represent $25,674,219 and 124.6% of net assets
as of December 31, 2012 and are considered restricted.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(5) | Positions are held as collateral for margin borrowings from our prime broker. The fair value for collateral held at December 31, 2012 is
$25,674,219.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------

|(6) | The December 31, 2012 presentation has been revised to conform to the current period presentation.
|--- | --------------------------------------------------------------------------------------------------



F-11



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##### Table of Contents

SIERRA INCOME CORPORATION

Notes to Consolidated Financial Statements

September 30, 2013

(unaudited)

Note 1. Organization

Sierra Income Corporation (the Company) was incorporated under the general corporation laws of the State of Maryland on June 13, 2011 and formally commenced operations on April 17,
2012. The Company is an externally managed, non-diversified closed-end management investment company that has elected to be treated as a business development company (BDC) under the Investment Company Act of 1940, as amended (the
1940 Act). The Company is externally managed by SIC Advisors LLC (SIC Advisors), a registered investment adviser under the Investment Advisers Act of 1940, as amended (the Advisers Act). The Company has elected
and intends to qualify to be treated for U.S. federal income tax purposes as a regulated investment company (RIC) under subchapter M of the Internal Revenue Code of 1986, as amended (the Code), commencing with its
taxable year ended December 31, 2012, and intends to so qualify annually thereafter. The Companys fiscal year-end is December 31st.

On August 15, 2013, the Company formed Arbor Funding LLC, a wholly-owned financing subsidiary.

On April 17, 2012, the Company successfully reached its minimum escrow requirement and officially commenced operations by issuing 1,108,033 shares of common stock to SIC Advisors for gross proceeds
of $10,000,000. The Companys offering period is currently scheduled to terminate two years after the initial offering date, or April 16, 2014, unless extended. Since commencing its operations, the Company has sold a total of 9,865,659
shares of common stock, which includes shares issued as part of the distribution reinvestment plan in Note 12, for total proceeds of $92,217,756, which includes the shares sold to SIC Advisors. The proceeds from the issuance of common stock are
presented in the Companys consolidated statements of changes in net assets and consolidated statements of cash flows and are presented net of selling commissions and dealer manager fees.

The Companys investment objective is to generate net investment income, and to a lesser extent, long-term capital appreciation. The
Company intends to meet its investment objective by investing primarily in the debt of privately owned U.S. companies with a focus on senior secured debt, second lien debt and, to a lesser extent, subordinated debt. The Company will originate
transactions sourced through SIC Advisors direct origination network, and also expects to acquire debt securities through the secondary market. The Company may make equity investments in companies that it believes will generate appropriate
risk adjusted returns, although it does not expect this to be a substantial portion of the portfolio.

Note 2. Significant Accounting
Policies

Basis of Presentation

The accompanying consolidated financial statements have been prepared on the accrual basis of accounting in conformity with U.S. generally accepted accounting principles (GAAP). Additionally,
the accompanying consolidated financial statements of the Company and related financial information have been prepared pursuant to the requirements for reporting on Form 10-Q and Article 10 of Regulation S-X. Accordingly, certain disclosures
accompanying annual financial statements prepared in accordance with GAAP are omitted. In the opinion of management, the unaudited financial results included herein contain all adjustments, consisting solely of normal recurring accruals, considered
necessary for the fair presentation of financial statements for the interim periods included herein. The current periods results of operations will not necessarily be indicative of results that ultimately may be achieved for the fiscal year
ending 2013. The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.



F-12



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##### Table of Contents

Cash and Cash Equivalents

The Company considers cash equivalents to be highly liquid investments or investments with original maturities of three months or less. Cash and cash equivalents include deposits in a money market
account. The Company deposits its cash in a financial institution which, at times, may be in excess of the Federal Deposit Insurance Corporation insurance limits.

Offering Costs

Offering costs incurred directly by the Company will be
recorded in the period incurred. See Note 7 regarding offering costs paid for by SIC Advisors.

Use of Estimates in the Preparation of
Financial Statements

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

Indemnification

In the normal course of business, the Company enters into contractual agreements that provide general indemnifications against losses,
costs, claims and liabilities arising from the performance of individual obligations under such agreements. The Company has had no prior claims or payments pursuant to such agreements. The Companys individual maximum exposure under these
arrangements is unknown, as this would involve future claims that may be made against the Company that have not yet occurred. However, based on managements experience, the Company expects the risk of loss to be remote.

Revenue Recognition

Interest income, adjusted for amortization of premiums and accretion of discounts, is recorded on an accrual basis. We record amortized or
accreted discounts or premiums as interest income using the effective interest method. Dividend income, if any, is recognized on an accrual basis to the extent that the Company expects to collect such amount.

Origination/closing, amendment and transaction break-up fees associated with investments in portfolio companies are recognized as income
when we become entitled to such fees. Other fees are capitalized as deferred revenue and recorded into income over the respective period. Other fee income for the three and nine months ended September 30, 2013 was $21,523 and $150,983,
respectively.

Prepayment penalties received by the Company for debt instruments paid back to the Company prior to the
maturity date are recorded as income upon receipt.

The Company holds debt investments in its portfolio that contain a
payment-in-kind (PIK) interest provision. PIK interest, which represents contractually deferred interest added to the investment balance that is generally due at maturity, is recorded on the accrual basis to the extent such amounts are
expected to be collected. PIK interest is not accrued if the Company does not expect the issuer to be able to pay all principal and interest when due. For the three and nine months ended September 30, 2013 the Company earned $0 and $580 in PIK
interest, respectively.

Investment transactions are accounted for on a trade-date basis. Realized gains or losses on
investments are measured by the difference between the net proceeds from the disposition and the amortized cost basis of investment, without regard to unrealized gains or losses previously recognized. The Company reports changes in fair value of
investments that are measured at fair value as a component of the net change in unrealized appreciation (depreciation) on investments in the consolidated statements of operations.



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##### Table of Contents

Management reviews all loans that become 90 days or more past due on principal and interest
or when there is reasonable doubt that principal or interest will be collected for possible placement on non-accrual status. Accrued interest is generally reserved when a loan is placed on non-accrual status. Interest payments received on
non-accrual loans may be recognized as income or applied to principal depending upon managements judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid and, in
managements judgment, are likely to remain current, although the Company may make exceptions to this general rule if the loan has sufficient collateral value and is in the process of collection.

Investment Classification

The Company classifies its investments in accordance with the requirements of the 1940 Act. Under the 1940 Act, it would be deemed to
control a portfolio company if it owned more than 25% of its outstanding voting securities and/or had the power to exercise control over the management or policies of such portfolio company. The Company refers to such investments in
portfolio companies that it controls as Control Investments. Under the 1940 Act, the Company would be deemed to be an Affiliated Person of a portfolio company if it owns between 5% and 25% of the portfolio
companys outstanding voting securities or if it is under common control with such portfolio company. The Company refers to such investments in Affiliated Persons as Affiliated Investments. As of September 30, 2013, the Company
has no Controlled Investments or Affiliated Investments.

Valuation of Investments

The Company applies fair value accounting to all of its financial instruments in accordance with the 1940 Act and ASC Topic 820 
Fair Value Measurements and Disclosures (ASC 820). ASC 820 defines fair value, establishes a framework used to measure fair value and requires disclosures for fair value measurements. In accordance with ASC 820, the Company has
categorized its financial instruments carried at fair value, based on the priority of the valuation technique, into a three-level fair value hierarchy as discussed in Note 4. Fair value is a market-based measure considered from the perspective of
the market participant who holds the financial instrument rather than an entity specific measure. Therefore, when market assumptions are not readily available, the Companys own assumptions are set to reflect those that management believes
market participants would use in pricing the financial instrument at the measurement date.

Investments for which market
quotations are readily available are valued at such market quotations, which are generally obtained from an independent pricing service or multiple broker-dealers or market makers. We weight the use of third-party broker quotes, if any, in
determining fair value based on our understanding of the level of actual transactions used by the broker to develop the quote and whether the quote was an indicative price or binding offer. However, debt investments with remaining maturities within
60 days that are not credit impaired are valued at cost plus accreted discount, or minus amortized premium, which approximates fair value. Investments for which market quotations are not readily available are valued at fair value as determined by
the Companys board of directors based upon input from management and third party valuation firms. Because these investments are illiquid and because there may not be any directly comparable companies whose financial instruments have observable
market values, these loans are valued using a fundamental valuation methodology, consistent with traditional asset pricing standards, that is objective and consistently applied across all loans and through time.

The Company uses third-party valuation firms to assist the board of directors in the valuation of its portfolio investments. The
valuation reports generated by the third-party valuation firms consider the evaluation of financing and sale transactions with third parties, expected cash flows and market based information, including comparable transactions, performance multiples,
and movement in yields of debt instruments, among other factors. Based on market data obtained from the third-party valuation firms, the Company uses a combined market yield analysis and an enterprise model of valuation. In applying the market yield
analysis, the value of the Companys loans is determined based upon inputs such as the coupon rate, current market yield, interest rate



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##### Table of Contents

spreads of similar securities, the stated value of the loan, and the length to maturity. In applying the enterprise model, the Company uses a waterfall analysis which takes into account the
specific capital structure of the borrower and the related seniority of the instruments within the borrowers capital structure into consideration. To estimate the enterprise value of the portfolio company, we weigh some or all of the
traditional market valuation methods and factors based on the individual circumstances of the portfolio company in order to estimate the enterprise value. The methodologies for performing investments may be based on, among other things: valuations
of comparable public companies, recent sales of private and public comparable companies, discounting the forecasted cash flows of the portfolio company, third party valuations of the portfolio company, considering offers from third parties to buy
the company, estimating the value to potential strategic buyers and considering the value of recent investments in the equity securities of the portfolio company. For non-performing investments, we may estimate the liquidation or collateral value of
the portfolio companys assets and liabilities using an expected recovery model. We may estimate the fair value of warrants based on a model such as the Black-Scholes model or simulation models or a combination thereof.

The Company undertakes a multi-step valuation process each quarter when valuing investments for which market quotations are not readily
available, as described below:



| |  |  | the Companys quarterly valuation process begins with each portfolio investment being initially valued by the investment professionals responsible
for monitoring the portfolio investment;
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | conclusions are then documented and discussed with senior management; and
| | - |  | -------------------------------------------------------------------------



| |  |  | an independent valuation firm engaged by the Companys board of directors prepares an independent valuation report for approximately one third of
the portfolio investments each quarter on a rotating quarterly basis on non fiscal year-end quarters, such that each of these investments will be valued by an independent valuation firm at least twice per annum when combined with the fiscal year-end
review of all the investments by independent valuation firms.
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

In addition, all of the Companys
investments are subject to the following valuation process:



| |  |  | management reviews preliminary valuations and their own independent assessment;
| | - |  | -------------------------------------------------------------------------------



| |  |  | the audit committee of the Companys board of directors reviews the preliminary valuations of senior management and independent valuation firms;
and
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | the Companys board of directors discusses valuations and determines the fair value of each investment in the Companys portfolio in good
faith based on the input of SIC Advisors, the respective independent valuation firms and the audit committee.
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair
value of the Companys investments may 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.

Fair Value of Financial Instruments

The carrying amounts of certain of the Companys financial instruments, including cash and cash equivalents, accounts payable and accrued expenses, approximate fair value due to their short-term
nature.

Federal Income Taxes

The Company has elected to be treated as a RIC under subchapter M of the Code and operate in a manner so as to qualify for the tax treatment applicable to RICs. In order to qualify as a RIC, among other
things, the Company is required to meet certain source of income and asset diversification requirements and timely distribute to its stockholders at least 90% of the sum of its investment company taxable income (ICTI)



F-15



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##### Table of Contents

including PIK, as defined by the Code, and net tax exempt interest income (which is the excess of the Companys gross tax exempt interest income over certain disallowed deductions) for each
taxable year in order to be eligible for tax treatment under subchapter M of the Code. Depending on the level of ICTI earned in a tax year, the Company may choose to carry forward ICTI in excess of current year dividend distributions into the next
tax year. Any such carryover ICTI must be distributed before the end of that next tax year through a dividend declared prior to filing the final tax return related to the year which generated such ICTI.

The Company will be subject to a nondeductible U.S. federal excise tax of 4% on undistributed income if it does not distribute at least
98% of its ordinary income in any calendar year and 98.2% of its capital gain net income for each one-year period ending on October 31 of such calendar year. To the extent that the Company determines that its estimated current year annual
taxable income will be in excess of estimated current year dividend distributions for excise tax purposes, the Company accrues excise tax, if any, on estimated excess taxable income as taxable income is earned.

ICTI generally differs from net investment income for financial reporting purposes due to temporary and permanent differences in the
recognition of income and expenses. The Company may be required to recognize ICTI in certain circumstances in which it does not receive cash. For example, if the Company holds debt obligations that are treated under applicable tax rules as having
original issue discount, the Company must include in ICTI each year a portion of the original issue discount that accrues over the life of the obligation, regardless of whether cash representing such income is received by the Company in the same
taxable year. The Company may also have to include in ICTI other amounts that it has not yet received in cash, such as 1) PIK interest income and 2) interest income from investments that have been classified as non-accrual for financial reporting
purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. Because any original issue discount or other amounts accrued will be included in the Companys ICTI
for the year of accrual, the Company may be required to make a distribution to its stockholders in order to satisfy the minimum distribution requirements, even though the Company will not have received and may not ever receive any corresponding cash
amount. ICTI also excludes net unrealized appreciation or depreciation, as investment gains or losses are not included in taxable income until they are realized.

The Company accounts for income taxes in conformity with ASC Topic 740 Income Taxes (ASC 740). ASC 740 provides guidelines for how uncertain tax positions should be recognized,
measured, presented and disclosed in financial statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Companys tax returns to determine whether the tax positions are
more-likely-than-not of being sustained by the applicable tax authority. Tax positions deemed to meet a more-likely-than-not threshold would be recorded as a tax benefit or expense in the current period. The Company
recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the consolidated statements of operations. There were no material uncertain income tax positions at September 30, 2013. Although the
Company files federal and state tax returns, its major tax jurisdiction is federal. The Companys inception-to-date federal tax years for the Company remain subject to examination by the Internal Revenue Service.



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##### Table of Contents

The following table reflects, for tax purposes, the sources of the cash distributions that
the Company has paid on its common stock during the nine months ended September 30, 2013, and the year ended December 31, 2012:



|                                         |  |                                      |           |  |                              |  |       |                     |  |   |            |  |  |  |       |  
|---------------------------------------- |  | ------------------------------------ | --------- |  | ---------------------------- |  | ----- | ------------------- |  | - | ---------- |  |  |  | ----- | -
|                                         |  | Nine months ended September 30, 2013 |           |  | Year Ended December 31, 2012 | 
|Source of Distribution                   |  | Distribution 
Amount(1)              |           |  | Percentage                   |  |       | Distribution Amount |  |   | Percentage | 
|Return of capital from offering proceeds |  | $                                    |          |  |                              |  |      | %                   |  | $ |           |  |  |  |      | %
|Return of capital from borrowings        |  | $                                    |          |  |                              |  |      | %                   |  | $ |           |  |  |  |      | %
|Net investment income                    |  | $                                    | 3,299,596 |  |                              |  | 100.0 | %                   |  | $ | 637,330    |  |  |  | 100.0 | %
|Return of capital (other)                |  | $                                    |          |  |                              |  |      | %                   |  | $ |           |  |  |  |      | %
|                                         |  |                                      |           |  |                              |  |       |                     |  |   |            |  |  |  |       |  
|Distributions on a tax basis:            |  | $                                    | 3,299,596 |  |                              |  | 100.0 | %                   |  | $ | 637,330    |  |  |  | 100.0 | %
|                                         |  |                                      |           |  |                              |  |       |                     |  |   |            |  |  |  |       |  



|(1) | The Distribution
Amount and Percentage reflected for September 30, 2013 are estimated figures. The actual source of distributions for the fiscal year ending 2013 will be calculated in connection with the Companys year-end procedures.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Segments

The Company invests in various industries. The Company separately evaluates the performance of each of its investment relationships. However, because each of these investment relationships has similar
business and economic characteristics, they have been aggregated into a single investment segment. All applicable segment disclosures are included in or can be derived from the Companys financial statements. See Note 3 for further information.

Company Investment Risk, Concentration of Credit Risk, and Liquidity Risk

SIC Advisors has broad discretion in making investments for the Company. Investments generally consist of debt instruments that may be
affected by business, financial market or legal uncertainties. Prices of investments may be volatile, and a variety of factors that are inherently difficult to predict, such as domestic or international economic and political developments, may
significantly affect the results of the Companys activities and the value of its investments. In addition, the value of the Companys portfolio may fluctuate as the general level of interest rates fluctuates.

The value of the Companys investments in loans and bonds may be detrimentally affected to the extent, among other things, that a
borrower defaults on its obligations, there is insufficient collateral and/or there are extensive legal and other costs incurred in collecting on a defaulted loan, observable secondary or primary market yields for similar instruments issued by
comparable companies increase materially or risk premiums required in the market between smaller companies, such as the Companys borrowers, and those for which market yields are observable increase materially. SIC Advisors may attempt to
minimize this risk by maintaining low loan-to-liquidation values with each loan and the collateral underlying the loan.

The
Companys assets may, at any time, include securities and other financial instruments or obligations that are illiquid or thinly traded, making purchase or sale of such securities and financial instruments at desired prices or in desired
quantities difficult. Furthermore, the sale of any such investments may be possible only at substantial discounts, and it may be extremely difficult to value any such investments accurately.



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##### Table of Contents

Note 3. Investments

The following table shows the composition of the Companys portfolio in debt and equity investments by industry classification at fair value at September 30, 2013:



|                                                               |  |            |             |  |            |  |       |  
|-------------------------------------------------------------- |  | ---------- | ----------- |  | ---------- |  | ----- | -
|                                                               |  | Fair Value |             |  | Percentage | 
|Oil and Gas                                                    |  | $          | 17,886,662  |  |            |  | 17.1  | %
|Telecommunications                                             |  |            | 11,073,545  |  |            |  | 10.6  | %
|Chemicals, Plastics, and Rubber                                |  |            | 11,045,360  |  |            |  | 10.5  | %
|Personal and Nondurable Consumer Products (Manufacturing Only) |  |            | 9,106,473   |  |            |  | 8.7   | %
|Electronics                                                    |  |            | 6,970,894   |  |            |  | 6.6   | %
|Automobile                                                     |  |            | 6,077,280   |  |            |  | 5.8   | %
|Finance                                                        |  |            | 5,835,750   |  |            |  | 5.6   | %
|Beverage, Food and Tobacco                                     |  |            | 5,742,138   |  |            |  | 5.5   | %
|Mining, Steel, Iron, and Nonprecious Metals                    |  |            | 5,270,133   |  |            |  | 5.0   | %
|Retail Stores                                                  |  |            | 4,779,093   |  |            |  | 4.5   | %
|Healthcare, Education, and Childcare                           |  |            | 4,473,862   |  |            |  | 4.3   | %
|Hotels, Motels, Inns, and Gaming                               |  |            | 4,171,250   |  |            |  | 4.0   | %
|Cargo Transport                                                |  |            | 2,740,400   |  |            |  | 2.6   | %
|Aerospace and Defense                                          |  |            | 2,421,499   |  |            |  | 2.3   | %
|Broadcasting and Entertainment                                 |  |            | 2,289,555   |  |            |  | 2.2   | %
|Leisure, Amusement, Motion Pictures, Entertainment             |  |            | 1,987,340   |  |            |  | 1.9   | %
|Containers, Plastics, and Glass                                |  |            | 1,970,000   |  |            |  | 1.9   | %
|Grocery                                                        |  |            | 946,294     |  |            |  | 0.9   | %
|                                                               |  |            |             |  |            |  |       |  
|Total                                                          |  | $          | 104,787,528 |  |            |  | 100.0 | %
|                                                               |  |            |             |  |            |  |       |  

The following table shows the composition of the Companys portfolio in debt and equity investments
by industry classification at fair value at December 31, 2012:



|                                                               |  |            |            |  |            |  |       |  
|-------------------------------------------------------------- |  | ---------- | ---------- |  | ---------- |  | ----- | -
|                                                               |  | Fair Value |            |  | Percentage | 
|Telecommunications                                             |  |            | 3,241,338  |  |            |  | 10.5  | %
|Restaurant & Franchise                                         |  |            | 3,220,943  |  |            |  | 10.4  | %
|Mining, Steel, Iron, and Nonprecious Metals                    |  |            | 3,139,624  |  |            |  | 10.3  | %
|Oil and Gas                                                    |  |            | 2,994,449  |  |            |  | 9.8   | %
|Automobile                                                     |  |            | 2,923,700  |  |            |  | 9.6   | %
|Retail Stores                                                  |  |            | 1,508,330  |  |            |  | 4.9   | %
|Business Services                                              |  |            | 1,495,145  |  |            |  | 4.9   | %
|Machinery (Nonagriculture, Nonconstruction, Nonelectric)       |  |            | 1,364,001  |  |            |  | 4.5   | %
|Chemicals                                                      |  |            | 1,285,207  |  |            |  | 4.2   | %
|Retail                                                         |  |            | 1,179,375  |  |            |  | 3.9   | %
|Personal and Nondurable Consumer Products (Manufacturing Only) |  |            | 1,176,009  |  |            |  | 3.8   | %
|Healthcare, Education, and Childcare                           |  |            | 1,062,500  |  |            |  | 3.5   | %
|Gaming                                                         |  |            | 1,045,312  |  |            |  | 3.4   | %
|Industrial                                                     |  |            | 1,029,400  |  |            |  | 3.4   | %
|Energy                                                         |  |            | 1,010,000  |  |            |  | 3.3   | %
|Software                                                       |  |            | 985,343    |  |            |  | 3.2   | %
|Grocery                                                        |  |            | 964,535    |  |            |  | 3.2   | %
|Aerospace & Defense                                            |  |            | 505,000    |  |            |  | 1.7   | %
|Electronics                                                    |  |            | 450,000    |  |            |  | 1.5   | %
|                                                               |  |            |            |  |            |  |       |  
|Total                                                          |  | $          | 30,580,211 |  |            |  | 100.0 | %
|                                                               |  |            |            |  |            |  |       |  



F-18



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##### Table of Contents

The following table summarizes the amortized cost and the fair value of the Companys
portfolio in debt and equity investments as of September 30, 2013:



|                                      |  |               |             |  |            |  |       |       |  |   |             |  |  |  |       |  
|------------------------------------- |  | ------------- | ----------- |  | ---------- |  | ----- | ----- |  | - | ----------- |  |  |  | ----- | -
|                                      |  | AmortizedCost |             |  | Percentage |  |       | Value |  |   | Percentage  | 
|Senior secured first lien notes       |  | $             | 48,433,373  |  |            |  | 46.6  | %     |  | $ | 48,832,046  |  |  |  | 46.6  | %
|Senior secured second lien term loans |  |               | 28,756,421  |  |            |  | 27.6  |       |  |   | 28,905,110  |  |  |  | 27.6  |  
|Senior secured first lien term loans  |  |               | 15,668,252  |  |            |  | 15.0  |       |  |   | 15,681,090  |  |  |  | 15.0  |  
|Senior secured second lien notes      |  |               | 11,270,226  |  |            |  | 10.8  |       |  |   | 11,308,717  |  |  |  | 10.8  |  
|Warrants/Equity                       |  |               | 29,173      |  |            |  | 0.0   | %     |  |   | 60,565      |  |  |  | 0.0   |  
|                                      |  |               |             |  |            |  |       |       |  |   |             |  |  |  |       |  
|Total                                 |  | $             | 104,157,445 |  |            |  | 100.0 | %     |  | $ | 104,787,528 |  |  |  | 100.0 | %
|                                      |  |               |             |  |            |  |       |       |  |   |             |  |  |  |       |  

The following table summarizes the amortized cost and the fair value of the Companys portfolio in
debt and equity investments as of December 31, 2012:



|                                      |  |   |               |  |  |  |            |   |  |   |            |  |  |  |            |  
|------------------------------------- |  | - | ------------- |  |  |  | ---------- | - |  | - | ---------- |  |  |  | ---------- | -
|                                      |  |   | AmortizedCost |  |  |  | Percentage |   |  |   | Fair Value |  |  |  | Percentage |  
|Senior secured notes                  |  | $ | 25,712,669    |  |  |  | 84.0       | % |  | $ | 25,674,219 |  |  |  | 84.0       | %
|Senior secured second lien term loans |  |   | 2,903,898     |  |  |  | 9.5        |   |  |   | 2,928,247  |  |  |  | 9.6        |  
|Senior secured first lien term loans  |  |   | 1,962,630     |  |  |  | 6.4        |   |  |   | 1,962,630  |  |  |  | 6.4        |  
|Warrants/Equity                       |  |   | 20,152        |  |  |  | 0.1        |   |  |   | 15,115     |  |  |  | 0.0        |  
|                                      |  |   |               |  |  |  |            |   |  |   |            |  |  |  |            |  
|Total                                 |  | $ | 30,599,349    |  |  |  | 100.0      | % |  | $ | 30,580,211 |  |  |  | 100.0      | %
|                                      |  |   |               |  |  |  |            |   |  |   |            |  |  |  |            |  

The following table shows the composition by of the Companys portfolio in debt and equity
investments geography classification at fair value at September 30, 2013:



|              |  |            |             |  |            |  |       |  
|------------- |  | ---------- | ----------- |  | ---------- |  | ----- | -
|Geography     |  | Fair Value |             |  | Percentage | 
|United States |  | $          | 98,995,878  |  |            |  | 94.5  | %
|Canada        |  |            | 2,740,400   |  |            |  | 2.6   |  
|Netherlands   |  |            | 1,970,000   |  |            |  | 1.9   |  
|Mexico        |  |            | 1,081,250   |  |            |  | 1.0   |  
|              |  |            |             |  |            |  |       |  
|Total         |  | $          | 104,787,528 |  |            |  | 100.0 | %
|              |  |            |             |  |            |  |       |  

The following table shows the portfolio composition by geography classification at fair value at
December 31, 2012:



|              |  |            |            |  |            |  |       |  
|------------- |  | ---------- | ---------- |  | ---------- |  | ----- | -
|Geography     |  | Fair Value |            |  | Percentage | 
|United States |  | $          | 29,544,647 |  |            |  | 96.6  | %
|Mexico        |  |            | 1,035,564  |  |            |  | 3.4   |  
|              |  |            |            |  |            |  |       |  
|Total         |  | $          | 30,580,211 |  |            |  | 100.0 | %
|              |  |            |            |  |            |  |       |  

Opportunities for co-investments may arise when SIC Advisors or an affiliated adviser becomes aware of
investment opportunities that may be appropriate for the Company and other clients, or affiliated funds. As a BDC, the Company is substantially limited in its ability to co-invest in privately negotiated transactions with affiliated funds unless it
obtains an exemptive order from the SEC. The Company has applied for such an exemptive order, although there is no assurance that it will obtain the requested relief. Before receiving relief, the Company will only participate in co-investments that
are allowed under existing regulatory guidance, such as syndicated loan transactions where price is the only negotiated term, which could limit the types of investments that the Company may make. Please refer to footnote 4 to the Schedule of
Investments as of September 30, 2013 for disclosures regarding securities also held by affiliated funds.



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##### Table of Contents

Note 4. Fair Value Measurements

The Company follows ASC 820 for measuring the fair value of portfolio investments. Fair value is the price that would be received in the
sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Where available, fair value is based on observable market prices or parameters, or derived from such prices or
parameters. Where observable prices or inputs are not available, valuation models are applied. These valuation models involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the
instruments or market and the instruments complexity. The Companys fair value analysis includes an analysis of the value of any unfunded loan commitments. Financial investments recorded at fair value in the financial statements are
categorized for disclosure purposes based upon the level of judgment associated with the inputs used to measure their value. The valuation hierarchical levels are based upon the transparency of the inputs to the valuation of the investment as of the
measurement date. The three levels are defined as follows:



| |  |  | Level 1  Valuations based on quoted prices in active markets for identical assets or liabilities at the measurement date.
| | - |  | --------------------------------------------------------------------------------------------------------------------------



| |  |  | Level 2  Valuations based on inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly
observable at the measurement date. This category includes quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in non-active markets including actionable bids from third
parties for privately held assets or liabilities, and observable inputs other than quoted prices such as yield curves and forward currency rates that are entered directly into valuation models to determine the value of derivatives or other assets or
liabilities.
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Level 3  Valuations based on inputs that are unobservable and where there is little, if any, market activity at the measurement date. The inputs
for the determination of fair value may require significant management judgment or estimation and is based upon managements assessment of the assumptions that market participants would use in pricing the assets or liabilities. These
investments include debt and equity investments in private companies or assets valued using the market or income approach and may involve pricing models whose inputs require significant judgment or estimation because of the absence of any meaningful
current market data for identical or similar investments. The inputs in these valuations may include, but are not limited to, capitalization and discount rates, beta and EBITDA multiples. The information may also include pricing information or
broker quotes which include a disclaimer that the broker would not be held to such a price in an actual transaction. The non-binding nature of consensus pricing and/or quotes accompanied by disclaimer would result in classification as Level 3
information, assuming no additional corroborating evidence.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

In addition to using the above inputs in
investment valuations, the Company employs the valuation policy approved by the board of directors that is consistent with ASC 820 (see Note 2). Consistent with the Companys valuation policy, the Company evaluates the source of inputs,
including any markets in which the Companys investments are trading, in determining fair value.

The following table
presents the fair value measurements of the Companys investments, by major class according to the fair value hierarchy, as of September 30, 2013:



|                                      |  |         |   |  |         |   |           |         |  |   |             |  |  |   |             | 
|------------------------------------- |  | ------- | - |  | ------- | - | --------- | ------- |  | - | ----------- |  |  | - | ----------- | 
|Type of Investment                    |  | Level 1 |   |  | Level 2 |   |           | Level 3 |  |   | Total       | 
|Senior secured first lien notes       |  | $       |  |  |         | $ | 4,402,813 |         |  | $ | 44,429,233  |  |  | $ | 48,832,046  | 
|Senior secured second lien term loans |  |         |  |  |         |   |          |         |  |   | 28,905,110  |  |  |   | 28,905,110  | 
|Senior secured first lien term loans  |  |         |  |  |         |   |          |         |  |   | 15,681,090  |  |  |   | 15,681,090  | 
|Senior secured second lien notes      |  |         |  |  |         |   |          |         |  |   | 11,308,717  |  |  |   | 11,308,717  | 
|Warrants/Equity                       |  |         |  |  |         |   |          |         |  |   | 60,565      |  |  |   | 60,565      | 
|                                      |  |         |   |  |         |   |           |         |  |   |             |  |  |   |             | 
|Total                                 |  | $       |  |  |         | $ | 4,402,813 |         |  | $ | 100,384,715 |  |  | $ | 104,787,528 | 
|                                      |  |         |   |  |         |   |           |         |  |   |             |  |  |   |             | 



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##### Table of Contents

|                      |  |         |   |  |         |   |   |         |  |   |         |   |  |   |         |  
|--------------------- |  | ------- | - |  | ------- | - | - | ------- |  | - | ------- | - |  | - | ------- | -
|Derivative Instrument |  | Level 1 |   |  | Level 2 |   |   | Level 3 |  |   | Total   |  
|Liability             |  |         |   |  |         |   |   |         |  |   |         |   |  |   |         |  
|Total return swap     |  | $       |  |  |         | $ |  |         |  | $ | (32,400 | ) |  | $ | (32,400 | )
|                      |  |         |   |  |         |   |   |         |  |   |         |   |  |   |         |  

The following table presents the fair value measurements of the Companys investments, by major
class according to the fair value hierarchy, as of December 31, 2012:



|                                      |  |         |   |  |         |   |           |         |  |   |            |  |  |   |            | 
|------------------------------------- |  | ------- | - |  | ------- | - | --------- | ------- |  | - | ---------- |  |  | - | ---------- | 
|                                      |  | Level 1 |   |  | Level 2 |   |           | Level 3 |  |   | Total      | 
|Senior secured notes                  |  | $       |  |  |         | $ | 3,123,021 |         |  | $ | 22,551,198 |  |  | $ | 25,674,219 | 
|US Government Treasuries              |  |         |  |  |         |   | 6,003,000 |         |  |   |           |  |  |   | 6,003,000  | 
|Senior secured second lien term loans |  |         |  |  |         |   |          |         |  |   | 2,928,247  |  |  |   | 2,928,247  | 
|Senior secured first lien term loans  |  |         |  |  |         |   |          |         |  |   | 1,962,630  |  |  |   | 1,962,630  | 
|Warrants/Equity                       |  |         |  |  |         |   |          |         |  |   | 15,115     |  |  |   | 15,115     | 
|                                      |  |         |   |  |         |   |           |         |  |   |            |  |  |   |            | 
|Total                                 |  | $       |  |  |         | $ | 9,126,021 |         |  | $ | 27,457,190 |  |  | $ | 36,583,211 | 
|                                      |  |         |   |  |         |   |           |         |  |   |            |  |  |   |            | 

The following table provides a reconciliation of the beginning and ending balances for investments that
use Level 3 inputs for the nine months ended September 30, 2013 based off of fair value hierarchy at September 30, 2013:



|                                                                                                           |  |                               |            |   |                                |   |            |                                    |  |   |                                     |   |  |                 |            |   |                 |   |        |       |  |   |         |   |  |   |             |  
|---------------------------------------------------------------------------------------------------------- |  | ----------------------------- | ---------- | - | ------------------------------ | - | ---------- | ---------------------------------- |  | - | ----------------------------------- | - |  | --------------- | ---------- | - | --------------- | - | ------ | ----- |  | - | ------- | - |  | - | ----------- | -
|                                                                                                           |  | Senior SecuredFirst
LienNotes |            |   | Senior SecuredSecond LienNotes |   |            | Senior SecuredFirst LienTerm Loans |  |   | Senior SecuredSecond LienTerm Loans |   |  | Warrants/Equity |            |   | TotalReturnSwap |   |        | Total | 
|Balance, December 31, 2012                                                                                 |  | $                             | 18,214,286 |   |                                | $ | 4,336,912  |                                    |  | $ | 1,962,630                           |   |  | $               | 2,928,247  |   |                 | $ | 15,115 |       |  | $ |        |   |  | $ | 27,457,190  |  
|Purchases                                                                                                  |  |                               | 31,515,291 |   |                                |   | 8,413,823  |                                    |  |   | 15,305,409                          |   |  |                 | 27,693,371 |   |                 |   | 9,021  |       |  |   |        |   |  |   | 82,936,915  |  
|Sales                                                                                                      |  |                               | (5,445,370 | ) |                                |   | (1,770,313 | )                                  |  |   | (1,607,653                          | ) |  |                 | (1,850,000 | ) |                 |   |       |       |  |   |        |   |  |   | (10,673,336 | )
|Transfers in                                                                                               |  |                               |           |   |                                |   | 1,659,221  |                                    |  |   |                                    |   |  |                 |           |   |                 |   |       |       |  |   |        |   |  |   | 1,659,221   |  
|Transfers out                                                                                              |  |                               |           |   |                                |   | (1,508,330 | )                                  |  |   |                                    |   |  |                 |           |   |                 |   |       |       |  |   |        |   |  |   | (1,508,330  | )
|Amortization of discount/ (premium)                                                                        |  |                               | (57,877    | ) |                                |   | 9,785      |                                    |  |   | (2,238                              | ) |  |                 | (2,980     | ) |                 |   |       |       |  |   |        |   |  |   | (53,310     | )
|Paid-in-kind interest income                                                                               |  |                               |           |   |                                |   |           |                                    |  |   | 580                                 |   |  |                 |           |   |                 |   |       |       |  |   |        |   |  |   | 580         |  
|Net realized gains                                                                                         |  |                               | (421,615   | ) |                                |   | 133,764    |                                    |  |   | 9,524                               |   |  |                 | 12,132     |   |                 |   |       |       |  |   |        |   |  |   | (266,195    | )
|Net change in unrealized appreciation/ (depreciation)                                                      |  |                               | 624,518    |   |                                |   | 33,855     |                                    |  |   | 12,838                              |   |  |                 | 124,340    |   |                 |   | 36,429 |       |  |   | (32,400 | ) |  |   | 799,580     |  
|                                                                                                           |  |                               |            |   |                                |   |            |                                    |  |   |                                     |   |  |                 |            |   |                 |   |        |       |  |   |         |   |  |   |             |  
|Balance, September 30, 2013                                                                                |  | $                             | 44,429,233 |   |                                | $ | 11,308,717 |                                    |  | $ | 15,681,090                          |   |  | $               | 28,905,110 |   |                 | $ | 60,565 |       |  | $ | (32,400 | ) |  | $ | 100,352,315 |  
|                                                                                                           |  |                               |            |   |                                |   |            |                                    |  |   |                                     |   |  |                 |            |   |                 |   |        |       |  |   |         |   |  |   |             |  
|Change in net unrealized appreciation (depreciation) in investments still held as of September 30, 2013(1) |  | $                             | 780,355    |   |                                | $ | (29,398    | )                                  |  | $ | (4,554                              | ) |  | $               | 49,759     |   |                 | $ | 36,429 |       |  | $ |        |   |  | $ | 832,591     |  
|                                                                                                           |  |                               |            |   |                                |   |            |                                    |  |   |                                     |   |  |                 |            |   |                 |   |        |       |  |   |         |   |  |   |             |  



|(1) | Amount is included in the related amount on investments and derivative instruments in the condensed consolidated statements of operations.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------

During the nine months ended September 30, 2013, there were no transfers from Level 3 to Level 2 and
$1,659,221 in transfers from level 2 to level 3 due to a decrease in observable market data.



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##### Table of Contents

The following table provides a reconciliation of the beginning and ending balances for
investments that use Level 3 inputs for the nine months ended September 30, 2012 based off of fair value hierarchy at September 30, 2012:



|                                                      |  |                      |            |   |                      |   |            |                       |  |   |                 |   |  |       |        |  |  |   |            |  
|----------------------------------------------------- |  | -------------------- | ---------- | - | -------------------- | - | ---------- | --------------------- |  | - | --------------- | - |  | ----- | ------ |  |  | - | ---------- | -
|                                                      |  | SeniorSecured 
Notes |            |   | First LienTerm Loans |   |            | Second LienTerm Loans |  |   | Warrants/Equity |   |  | Total |       
|Balance, December 31, 2011                            |  | $                    |           |   |                      | $ |           |                       |  | $ |                |   |  | $     |       |  |  | $ |           |  
|Purchases                                             |  |                      | 11,995,516 |   |                      |   | 3,940,874  |                       |  |   | 1,465,000       |   |  |       | 20,086 |  |  |   | 17,421,476 |  
|Sales                                                 |  |                      | (1,007,500 | ) |                      |   | (1,977,848 | )                     |  |   |                |   |  |       |       |  |  |   | (2,985,348 | )
|Amortization of discount/ (premium)                   |  |                      | (14,936    | ) |                      |   | (842       | )                     |  |   | 2,012           |   |  |       |       |  |  |   | (13,766    | )
|Paid-in-kind interest income                          |  |                      |           |   |                      |   | 2,213      |                       |  |   |                |   |  |       |       |  |  |   | 2,213      |  
|Net realized gains                                    |  |                      | 22,500     |   |                      |   | 2,565      |                       |  |   |                |   |  |       |       |  |  |   | 25,065     |  
|Net change in unrealized appreciation/ (depreciation) |  |                      | 1,914      |   |                      |   | (22,908    | )                     |  |   | (6,417          | ) |  |       |       |  |  |   | (27,411    | )
|                                                      |  |                      |            |   |                      |   |            |                       |  |   |                 |   |  |       |        |  |  |   |            |  
|Balance, September 30, 2012                           |  | $                    | 10,997,494 |   |                      | $ | 1,944,054  |                       |  | $ | 1,460,595       |   |  | $     | 20,086 |  |  | $ | 14,422,229 |  
|                                                      |  |                      |            |   |                      |   |            |                       |  |   |                 |   |  |       |        |  |  |   |            |  

During the nine months ended September 30, 2012, there were no transfers from Level 3 to Level 2 or
from Level 2 to Level 3.

The following table presents the quantitative information about level 3 fair value measurements of
our investments, as of September 30, 2013:



|                                      |  |            |            |   |                      |                               |                    |                 |                          |  |                         | 
|------------------------------------- |  | ---------- | ---------- | - | -------------------- | ----------------------------- | ------------------ | --------------- | ------------------------ |  | ----------------------- | 
|                                      |  | Fair Value |            |   | Valuation techniques |                               | Unobservable input |                 | Range (weighted average) | 
|Senior secured first lien term loans  |  | $          | 15,681,090 |   |                      | Market approach               |                    | Market yield    |                          |  | 7.16%  10.57% (9.69%)  | 
|Senior secured second lien term loans |  | $          | 28,905,110 |   |                      | Market approach               |                    | Market yield    |                          |  | 8.84%  11.99% (10.33%) | 
|Senior secured first lien notes       |  | $          | 48,429,233 |   |                      | Market approach               |                    | Market yield    |                          |  | 6.17%  22.58% (9.79%)  | 
|Senior secured second lien notes      |  | $          | 11,308,717 |   |                      | Market approach               |                    | Market yield    |                          |  | 7.78%  10.90% (9.12%)  | 
|Warrants/Equity                       |  | $          | 60,565     |   |                      | Enterprise valuation analysis |                    | EBITDA multiple |                          |  | 2.90x  3.75x (3.34%)   | 
|Total return swap                     |  | $          | (32,400    | ) |                      | Market approach               |                    | Market yield    |                          |  | 8.84%  9.02% (8.95%)   | 

The following table presents the quantitative information about level 3 fair value measurements of our
investments, as of December 31, 2012:



|                                     |  |            |            |  |                      |                               |                    |                 |                          |  |                     | 
|------------------------------------ |  | ---------- | ---------- |  | -------------------- | ----------------------------- | ------------------ | --------------- | ------------------------ |  | ------------------- | 
|                                     |  | Fair Value |            |  | Valuation techniques |                               | Unobservable input |                 | Range (weighted average) | 
|Senior secured first lien term loan  |  | $          | 1,962,630  |  |                      | Market approach               |                    | Market yield    |                          |  | 8.8% 13.2% (10.8%) | 
|Senior secured second lien term loan |  | $          | 2,928,247  |  |                      | Market approach               |                    | Market yield    |                          |  | 8.9% 13.9% (10.5%) | 
|Senior secured notes                 |  | $          | 22,551,198 |  |                      | Market approach               |                    | Market yield    |                          |  | 4.2% 15.8% (12.0%) | 
|Warrants/Equity                      |  | $          | 15,115     |  |                      | Enterprise valuation analysis |                    | EBITDA multiple |                          |  | 1x                  | 

The significant unobservable inputs used in the fair value measurement of the Companys debt
investments are market yields. Significant increases in market yields would result in significantly lower fair value measurements.

The significant unobservable inputs used in the fair value measurement of the Companys warrants/equity investments are comparable company EBITDA multiples. Significant decreases in EBITDA multiples
in isolation would result in significantly lower fair value measurements.



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##### Table of Contents

Note 5. Total Return Swap

On August 27, 2013, the Company, through its wholly-owned financing subsidiary Arbor Funding LLC (Arbor), entered into a total return swap (TRS) with Citibank, N.A.
(Citibank).

The TRS with Citibank enables Arbor to obtain the economic benefit of the loans underlying the TRS,
despite the fact that such loans will not be directly held or otherwise owned by Arbor, in return for an interest-type payment to Citibank. Accordingly, the TRS is analogous to Arbor utilizing leverage to acquire loans and incurring an interest
expense to a lender.

SIC Advisors acts as the investment manager of Arbor and has discretion over the composition of the
basket of loans underlying the TRS. The terms of the TRS are governed by an ISDA 2002 Master Agreement, the Schedule thereto and Credit Support Annex to such Schedule, and the Confirmation exchanged thereunder, between Arbor and Citibank, which
collectively establish the TRS, and are collectively referred to herein as the TRS Agreement.

Pursuant to the
terms of the TRS Agreement, and subject to conditions customary for transactions of this nature, Arbor may select a portfolio of loans with a maximum market value (determined at the time each such loan becomes subject to the TRS) of $100,000,000,
which is also referred to as the maximum notional amount of the TRS. Each individual loan, and the portfolio of loans taken as a whole, must meet criteria described in the TRS Agreement. Arbor receives from Citibank a periodic payment on set dates
that is based upon any coupons, both earned and accrued, generated by the loans underlying the TRS as well as an amount equal to any appreciation in the value of the basket of loans, subject to limitations described in the TRS Agreement as well as
any fees associated with the loans included in the portfolio. Arbor pays to Citibank interest at a rate equal to one-month LIBOR + 1.3% per annum as well as an amount equal to any depreciation in value of the basket of loans. In addition, upon
the termination or repayment of any loan subject to the TRS, Arbor either receives from Citibank the appreciation in the value of such loan, or pays to Citibank any depreciation in the value of such loan.

Citibank may terminate the TRS on or after the second anniversary of the effectiveness of the TRS. SIC Advisors may terminate the TRS on
behalf of Arbor at any time upon providing 10 days prior notice to Citibank. Any termination by SIC Advisors on behalf of Arbor prior to the second anniversary of the effectiveness of the TRS will result in payment of an early termination fee to
Citibank. The early termination fee shall equal the present value of the following two cash flows: (a) interest payments at a rate equal 1.30% based on 70% of the maximum notional amount of $100,000,000, payable from the later of the first
anniversary of the effectiveness of the TRS or the termination date until the second anniversary of the effectiveness of the TRS and (b) interest payments at a rate equal to 0.15% based on the maximum notional amount of $100,000,000, payable
from the later of the first anniversary of the effectiveness of the TRS or the termination date until the second anniversary of the effectiveness of the TRS.

Arbor is required to pay a minimum usage fee in connection with the TRS of 1.3% on the amount equal to 85% of the average daily unused portion of the maximum amount permitted under the TRS. Such minimum
usage fee will not apply during the first 365 days and last 60 days of the term of the TRS. Arbor will also pay Citibank customary fees in connection with the establishment and maintenance of the TRS.

Arbor is required to initially cash collateralize a specified percentage of each loan (generally 25% of the market value of such loan)
included under the TRS in accordance with margin requirements described in the TRS Agreement. Arbor may be required to post additional collateral from time to time as a result of a decline in the mark-to-market value of the portfolio of loans
subject to the TRS. The obligations of Arbor under the TRS Agreement are non-recourse to the Company and the Companys exposure under the TRS Agreement is limited to the value of the Companys investment in Arbor, which generally equals
the value of cash collateral provided by Arbor under the TRS Agreement.



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##### Table of Contents

In connection with the TRS, Arbor has made customary representations and warranties and is
required to comply with various covenants, reporting requirements and other customary requirements for similar transactions. In addition to customary events of default and termination events included in the form ISDA 2002 Master Agreement, the TRS
Agreement contains the following termination events: (a) a failure to satisfy the portfolio criteria for at least 30 days; (b) a failure to post initial cash collateral or additional collateral as required by the TRS Agreement; (c) a
default by Arbor or the Company with respect to indebtedness in an amount equal to or greater than the lesser of $10,000,000 and 2% of the Companys net asset value at such time; (d) a merger of Arbor or the Company meeting certain
criteria; (e) the Company or Arbor amending their respective constituent documents to alter their investment strategy in a manner that has or could reasonably be expected to have a material adverse effect; and (f) SIC Advisors ceasing to
be the investment manager of Arbor or to have authority to enter into transactions under the TRS Agreement on behalf of Arbor, and not being replaced by an entity reasonably acceptable to Citibank.

The Companys maximum derivative risk exposure as of September 30, 2013 is $2,209,000, which is recorded on the consolidated
statement of assets and liabilities as cash collateral on total return swap.

The Companys derivative liability due to
Citibank, net of amounts available for offset under a master netting agreement as of September 30, 2013 was $32,400, which is recorded on the consolidated statement of assets and liabilities as unrealized depreciation on total return swap. The
Company does not offset collateral posted in relation to the TRS with any unrealized appreciation or depreciation outstanding in the consolidated statement of assets and liabilities as of September 30, 2013.

Transactions in total return swap contracts during the nine months ended September 30, 2013 were $0 in realized gains/(losses) and
$32,400 in unrealized losses, which is recorded on the consolidated statement of operations as net change in unrealized appreciation/(depreciation) on total return swap.

For the nine months ended September 30, 2013, the average notional par amount of total return swap contracts was $781,111.

The following is a summary of the TRS reference assets as of September 30, 2013 (unaudited):



|                               |  |                                                  |  |                                      |  |                                 |  |          |           |  |           |  |           |                       |  |   |                       |  |  |                                      |           |  |  |   |         |  
|------------------------------ |  | ------------------------------------------------ |  | ------------------------------------ |  | ------------------------------- |  | -------- | --------- |  | --------- |  | --------- | --------------------- |  | - | --------------------- |  |  | ------------------------------------ | --------- |  |  | - | ------- | -
|Company(3)                     |  | Industry                                         |  | Type of Investment                   |  |                                 |  | Maturity |           |  | ParAmount |  |           | InitialNotionalAmount |  |   | CurrentNotionalAmount |  |  | UnrealizedAppreciation(Depreciation) |          
|AMF Bowling Worldwide, Inc.    |  | Leisure, Amusement,Motion Pictures,Entertainment |  | Senior SecuredFirst Lien Term
Loans  |  | LIBOR +7.500%,1.250%Floor(2)    |  |          | 6/29/2018 |  |           |  | 3,000,000 |                       |  | $ | 2,985,000             |  |  | $                                    | 2,970,000 |  |  | $ | (15,000 | )
|                               |  |                                                  |  |                                      |  |                                 |  |          |           |  |           |  |           |                       |  |   |                       |  |  |                                      |           |  |  |   |         |  
|                               |  |                                                  |  |                                      |  |                                 |  |          |           |  |           |  | 3,000,000 |                       |  |   | 2,985,000             |  |  |                                      | 2,970,000 |  |  |   | (15,000 | )
|Livingston International, Inc. |  | Cargo Transport                                  |  | Senior SecuredSecond Lien Term Loans |  | LIBOR +7.750%,1.250%Floor(1)(2) |  |          | 4/18/2020 |  |           |  | 2,000,000 |                       |  |   | 2,015,000             |  |  |                                      | 2,015,000 |  |  |   |        |  
|                               |  |                                                  |  |                                      |  |                                 |  |          |           |  |           |  |           |                       |  |   |                       |  |  |                                      |           |  |  |   |         |  
|                               |  |                                                  |  |                                      |  |                                 |  |          |           |  |           |  | 2,000,000 |                       |  |   | 2,015,000             |  |  |                                      | 2,015,000 |  |  |   |        |  
|McGraw-Hill Companies, Inc.    |  | Printing andPublishing                           |  | Senior SecuredFirst Lien TermLoans   |  | LIBOR +7.750%,1.250%Floor(2)    |  |          | 3/22/2019 |  |           |  | 2,000,000 |                       |  |   | 2,030,000             |  |  |                                      | 2,012,600 |  |  |   | (17,400 | )
|                               |  |                                                  |  |                                      |  |                                 |  |          |           |  |           |  |           |                       |  |   |                       |  |  |                                      |           |  |  |   |         |  
|                               |  |                                                  |  |                                      |  |                                 |  |          |           |  |           |  | 2,000,000 |                       |  |   | 2,030,000             |  |  |                                      | 2,012,600 |  |  |   | (17,400 | )
|Total                          |  |                                                  |  |                                      |  |                                 |  |          |           |  |           |  |           |                       |  | $ | 7,030,000             |  |  | $                                    | 6,997,600 |  |  | $ | (32,400 | )
|                               |  |                                                  |  |                                      |  |                                 |  |          |           |  |           |  |           |                       |  |   |                       |  |  |                                      |           |  |  |   |         |  



|(1) | The investment is not a qualifying asset under the Investment Company Act of
1940, as amended.
|--- | ----------------------------------------------------------------------------------------------

|(2) | The referenced asset or portion thereof is unsettled as of September 30,
2013.
|--- | ------------------------------------------------------------------------------

|(3) | All investments are domiciled in the United States except for Livingston
International, Inc., which is domiciled in the Netherlands.
|--- | ------------------------------------------------------------------------------------------------------------------------------------



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##### Table of Contents

Note 6. Borrowings

As a BDC, the Company is only allowed to employ leverage to the extent that its asset coverage, as defined in the 1940 Act, equals at least 200% after giving effect to such leverage. The amount of
leverage that the Company employs at any time depends on its assessment of the market and other factors at the time of any proposed borrowing.

The fair value of the Companys debt obligation is determined in accordance with ASC 820, which defines fair value in terms of the price that would be paid to transfer a liability in an orderly
transaction between market participants at the measurement date under current market conditions. The fair value of the Companys margin borrowings are estimated based upon market interest rates for its own borrowings or entities with similar
credit risk, adjusted for nonperformance risk, if any. The Companys debt obligation is recorded at its carrying value, which approximates fair value.

Prime Brokerage Agreement

The Company maintains a prime brokerage
account and margin borrowing facility (the Margin Facility) with Barclays Capital Inc. (Barclays) for investment purposes that is based on the fair value of investments held at Barclays as determined by Barclays. As of
September 30, 2013, the Companys borrowings under the Margin Facility totaled $17,196,550 and were recorded as due to prime broker on the Companys consolidated statements of assets and liabilities. The Companys average
outstanding borrowings for the nine months ended September 30, 2013 was $14,695,275. The interest rate charged is variable and ranges from one month LIBOR plus 0.25% to one month LIBOR plus 2.00%. The Companys weighted average interest
rate on borrowings for the nine months ended September 30, 2013 was 0.96%.

Note 7. Agreements

Investment Advisory Agreement

On April 16, 2012, the Company entered into an investment advisory agreement (IAA) with SIC Advisors to manage the Companys investment activities. Pursuant to the IAA, SIC Advisors
implements the Companys business strategy on a day-to-day basis and performs certain services for the Company, subject to oversight by the Companys board of directors. SIC Advisors is responsible for, among other duties, determining
investment criteria, sourcing, analyzing and executing investment transactions, asset sales, financings and performing asset management duties. Under the IAA, the Company has agreed to pay SIC Advisors a management fee for investment advisory and
management services consisting of a base management fee and an incentive fee.

The base management fee is calculated at an
annual rate of 1.75% of the Companys gross assets payable quarterly in arrears. For purposes of calculating the base management fee, the term gross assets includes any assets acquired with the proceeds of leverage. For the first
quarter of the Companys operations, the base management fee was calculated based on the initial value of the Companys gross assets. Subsequently, the base management fee is calculated based on the gross assets at the end of each
completed calendar quarter. Base management fees for any partial quarter are appropriately prorated. For the three and nine months ended September 30, 2013, the Company recorded an expense for base management fees of $487,843 and $1,091,731, of
which $487,843 and $171,317 were payable at September 30, 2013 and December 31, 2012, respectively.

The incentive
fee consists of the following two parts:

An incentive fee on net investment income (subordinated incentive fee on
income) is calculated and payable quarterly in arrears and is based upon pre-incentive fee net investment income for the immediately preceding quarter. No subordinated incentive fee on income is payable in any calendar quarter in which
pre-incentive fee net investment income does not exceed a quarterly return to stockholders of 1.75% per quarter on the Companys net assets at the end of the immediately preceding fiscal quarter, (the preferred quarterly
return.) All pre-incentive fee net investment income, if any, that exceeds the quarterly preferred return, but is less than or equal to 2.1875% of net assets at the end of the immediately preceding fiscal quarter in any quarter, will be
payable to SIC Advisors. The Company refers to this portion of its subordinated incentive fee on income as the catch up. It is intended to provide an incentive fee of 20% on pre-incentive fee net investment income



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when pre-incentive fee net investment income exceeds 2.1875% of net assets at the end of the immediately preceding quarter in any quarter. For any quarter in which the Companys
pre-incentive fee net investment income exceeds 2.1875% of net assets at the end of the immediately preceding quarter, the subordinated incentive fee on income shall equal 20% of the amount of pre-incentive fee net investment income, because the
preferred return and catch up will have been achieved.

A capital gains incentive fee will be earned on realized investments
and shall be payable in arrears as of the end of each calendar year during which the IAA is in effect. If the IAA is terminated, the fee will also become payable as of the effective date of such termination. The fee equals 20% of the realized
capital gains, less the aggregate amount of any previously paid capital gains incentive fees. Incentive fee on capital gains is equal to realized capital gains on a cumulative basis from inception, computed net of all realized capital losses and
unrealized capital depreciation on a cumulative basis.

Under GAAP, the Company calculates capital gains incentive fees as if
the Company had realized all assets at their fair values and liabilities at their settlement amounts as of the reporting date. GAAP requires that the capital gains incentive fee accrual assume the cumulative aggregate unrealized capital appreciation
is realized, even though such unrealized capital appreciation is not payable under the IAA. Accordingly, the Company accrues a provisional capital gains incentive fee taking into account any unrealized gains or losses. There can be no assurance that
such unrealized capital appreciation will be realized in the future and that the provisional capital gains incentive fee will become payable.

For the three and nine months ended September 30, 2013, the Company recorded a provisional capital gains incentive fee of $(34,108), and $0, respectively. The $(34,108) represents a reversal of a
portion of provisional capital gains incentive fee accrued in prior periods. As of September 30, 2013, there was no provisional incentive fee recorded on the consolidated statements of assets and liabilities. For the three and nine months ended
September 30, 2012, the Company recorded a provisional capital gains incentive fee of $13,125 and $14,485, respectively.

Under the terms of the IAA, SIC Advisors bears all organization and offering expenses on behalf of the Company. Upon such time that the
Company has either raised $300,000,000 in gross proceeds in connection with the sale of shares of its common stock or the offering period has expired, SIC Advisors shall no longer be obligated to bear, pay or otherwise be responsible for any ongoing
organization and offering expenses on behalf of the Company, and the Company will be responsible for paying or otherwise incurring all such organization and offering expenses.

Pursuant to the terms of the IAA, the Company has agreed to reimburse SIC Advisors for any such organizational and offering expenses incurred by SIC Advisors not to exceed 1.25% of the gross subscriptions
raised by the Company over the course of the offering period, which is currently scheduled to terminate two years from the initial offering date, unless extended.

In the event that other organizational and offering expenses exceed 5.25% of the gross proceeds from the sale of shares of the Companys common stock pursuant to its public offering or one or more
private offerings at the time of the completion of the offering or other organizational and offering expenses, together with selling commissions, dealer manager fees and any discounts paid to members of the Financial Industry Regulatory Authority,
exceed 15% of the gross proceeds from the sale of shares of the Companys common stock pursuant to its public offering or one or more private offerings at the time of the completion of the offering, then SIC Advisors shall be required to pay
without reimbursement from the Company, or, if already paid by the Company, reimburse the Company, for amounts exceeding such 5.25% and 15% limit, as appropriate.

For the nine months ended September 30, 2013 and for the period from June 13, 2011 (inception) through December 31, 2012, SIC Advisors incurred organizational and offering costs of $835,452
and $2,984,676, respectively. Of the total $3,820,128 organizational and offering costs incurred from inception through September 30, 2013, $272,205 was reimbursed to SIC Advisors during the year ended December 31, 2012. For



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the nine months ended September 30, 2013, $956,436 was reimbursed to SIC Advisors, of which $55,927 relates to expense reimbursements incurred and payable as of December 31, 2012 and,
of which $15,702 has been accrued and is reflected in the consolidated statements of assets and liabilities as due to affiliate. The remaining unreimbursed amount will be eligible for reimbursement to the extent the Company receives subscriptions
until April 16, 2014, which is the currently scheduled date that the offering period ends, unless it is extended. Organizational and offering expenses paid for by SIC Advisors and reimbursed by the Company will be expensed on the Companys
consolidated statements of operations.

Administration Agreement

On April 5, 2012, the Company entered into an administration agreement with Medley Capital LLC, pursuant to which Medley Capital LLC
furnishes the Company with administrative services necessary to conduct its day-to-day operations. Medley Capital LLC is reimbursed for administrative expenses it incurs on the Companys behalf in performing its obligations. Such costs are
reasonably allocated to the Company on the basis of assets, revenues, time records or other reasonable methods. The Company does not reimburse Medley Capital LLC for any services for which it receives a separate fee or for rent, depreciation,
utilities, capital equipment or other administrative items allocated to a controlling person of Medley Capital LLC. Medley Capital LLC is an affiliate of SIC Advisors. For the three and nine months ended September 30, 2013, the Company recorded
an expense of $143,509 and $440,423, respectively, relating to administrator expenses. For the three and nine months ended September 30, 2012, the Company recorded an expense of $141,456 and $247,217, respectively, relating to administrator expense.

Expense Support and Reimbursement Agreement

On June 29, 2012, the Company entered into an Expense Support and Reimbursement Agreement (the Expense Support Agreement) with SIC Advisors. Pursuant to the Expense Support Agreement, SIC
Advisors has agreed to reimburse the Company for operating expenses in an amount equal to the difference between distributions paid to the Companys stockholders in each month, less the sum of the Companys net investment income, the
Companys net realized capital gains and dividends paid to the Company from its portfolio companies during such period (Expense Support Payment). To the extent that no dividends or other distributions are paid to the Companys
stockholders in any given month, then the Expense Support Payment for such month shall be equal to such amount necessary in order for Available Operating Funds for the month to equal zero. The terms of the Expense Support Agreement commenced as of
the date that the Companys registration statement was declared effective by the SEC and continued monthly thereafter until December 31, 2012. Subsequently, the Companys board of directors approved amendments to the Expense Support
Agreement that extended the term from December 31, 2012 to June 30, 2014.

Pursuant to the Expense Support
Agreement, the Company has a conditional obligation to reimburse SIC Advisors for any amounts funded by SIC Advisors under the Expense Support Agreement if (and only to the extent that), during any fiscal quarter occurring within three years of the
date on which SIC Advisors incurred a liability for such amount, the sum of the Companys net investment income, the Companys net capital gains and the amount of any dividends and other distributions paid to the Company from its portfolio
companies (to the extent not included in net investment income or net capital gains for tax purposes) exceeds the distributions paid by the Company to stockholders. The purpose of the Expense Support Agreement is to avoid such distributions being
characterized as returns of capital for GAAP purposes and to reduce operating expenses until the Company has raised sufficient capital to be able to absorb such expenses.

Pursuant to the Expense Support Agreement, the Company will reimburse SIC Advisors for expense support payments it previously made following any calendar quarter in which the Company received net
investment income, net capital gains and dividends from its portfolio companies in excess of the distributions paid to the Companys stockholders during such calendar quarter (the Excess Operating Funds). Any such reimbursement will
be made within three years of the date that the expense support payment obligation was incurred by SIC



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Advisors, subject to the conditions described below. The amount of the reimbursement during any calendar quarter will equal the lesser of (i) the Excess Operating Funds received during the
quarter and (ii) the aggregate amount of all expense payments made by SIC Advisors that have not yet been reimbursed. In addition, the Company will only make reimbursement payments if its operating expense ratio (as described in
footnote 1 to the table below) is equal to or less than its operating expense ratio at the time the corresponding expense payment was incurred and if the annualized rate of its regular cash distributions to the Companys stockholders is equal
to or greater than the annualized rate of the Companys regular cash distributions to stockholders at the time the corresponding expense payment was incurred.

As of September 30, 2013, the Company recorded $1,965,938 in its consolidated statements of assets and liabilities as due from affiliate relating to the Expense Support and Reimbursement Agreement.
For the three and nine months ended September 30, 2013, the Company recorded expense support reimbursements of $1,262,848 and $2,680,676, respectively, on the consolidated statements of operations, included in which was $125,000 that SIC
Advisors elected to reimburse on June 27, 2013 related to expenses from prior periods. Reimbursements of Expense Support Payments to SIC Advisors will be accrued as they become probable and estimable. For the three and nine months ended
September 30, 2012, the Company recorded expense reimbursements of $437,303 and $893,537, respectively, on the consolidated statements of operations. For the three and nine months ended September 30, 2012 and 2013, the Company did not record
any reimbursement of Expense Support Payments to SIC Advisors.

The following table provides information regarding Expenses
Support Payments incurred by SIC Advisors pursuant to the Expense Support Agreement as well as other information relating to the Companys ability to reimburse SIC advisors for such payments:



|                   |  |                                   |           |  |                          |  |      |                                |  |  |                                  |   |  |                   
|------------------ |  | --------------------------------- | --------- |  | ------------------------ |  | ---- | ------------------------------ |  |  | -------------------------------- | - |  | ------------------
|Quarter Ended      |  | Amount ofExpensePaymentObligation |           |  | OperatingExpenseRatio(1) |  |      | AnnualizedDistribution
Rate(2) |  |  | Eligible forReimbursementThrough
|June 30, 2012      |  | $                                 | 454,874   |  |                          |  | 6.13 | %                              |  |  | 8.00                             | % |  | June 30, 2015     
|September 30, 2012 |  |                                   | 437,303   |  |                          |  | 4.05 | %                              |  |  | 8.00                             | % |  | September 30, 2015
|December 31, 2012  |  |                                   | 573,733   |  |                          |  | 3.91 | %                              |  |  | 8.00                             | % |  | December 31, 2015 
|March 31, 2013     |  |                                   | 685,404   |  |                          |  | 1.71 | %                              |  |  | 8.00                             | % |  | March 31, 2016    
|June 30, 2013      |  |                                   | 732,425   |  |                          |  | 1.00 | %                              |  |  | 7.84                             | % |  | June 30, 2016     
|September 30, 2013 |  |                                   | 1,277,853 |  |                          |  | 0.83 | %                              |  |  | 7.84                             | % |  | September 30, 2016



|(1) | Operating Expense Ratio is as of the date the expense support payment obligation was incurred by our Advisor and includes all expenses
borne by the Company, except for organizational and offering expenses, base management and incentive fees owed to SIC Advisors, and interest expense.
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(2) | Annualized Distribution Rate equals the annualized rate of distributions paid to stockholders based on the amount of the regular cash
distribution paid immediately prior to the date the expense support payment obligation was incurred by SIC Advisors. Annualized Distribution Rate does not include special cash or stock distributions paid to stockholders.
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Note 8. Related Party Transactions

On October 19, 2011, SIC Advisors entered into a subscription agreement to purchase 110.80 shares of common stock for cash consideration of $1,000. The consideration represents $9.025 per share.

On March 31, 2012, SIC Advisors entered into a subscription agreement to purchase 1,108,033.24 shares of common stock
for cash consideration of $10,000,000. The purchase was made on April 17, 2012. The consideration represents $9.025 per share.

Due from affiliate relates to Expense Support Payments as discussed in Note 7.

Due to affiliate relates to reimbursements of organizational and offering expenses paid to the Advisor as discussed in Note 7.

An affiliate of the Companys dealer manager has an ownership interest in SIC Advisors.



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Note 9. Directors Fees

The Companys independent directors receive an annual retainer fee of $30,000 and further receive a fee of $2,500 ($1,000 for telephonic attendance) for each regularly scheduled board meeting and a
fee of $1,000 for each special board meeting and all committee meetings as well as reimbursement of reasonable and documented out-of-pocket expenses incurred in connection with attending each board or committee meeting. In addition, the chairman of
the audit committee receives an annual retainer of $10,000, while the chairman of any other committee receives an annual retainer of $2,500. For the three and nine months ended September 30, 2013, the Company recorded directors fees
expenses of $41,646 and $127,286, respectively, of which $62,994 was payable at September 30, 2013. For the three and nine months ended September 30, 2013, the Company recorded directors fees expenses of $40,112 and $111,242,
respectively.

Note 10. Earnings Per Share

In accordance with the provisions of ASC Topic 260  Earnings per Share (ASC 260), basic earnings per share is computed by dividing earnings available to common shareholders by the
weighted average number of shares outstanding during the period. Other potentially dilutive common shares, and the related impact to earnings, are considered when calculating earnings per share on a diluted basis.

The following table sets forth the computation of the weighted average basic and diluted net increase in net assets per share from
operations for the three and nine months ended September 30:



|                                                      |  |                                         |           |  |                                        |   |           |      |  |   |           |  |  |   |         | 
|----------------------------------------------------- |  | --------------------------------------- | --------- |  | -------------------------------------- | - | --------- | ---- |  | - | --------- |  |  | - | ------- | 
|                                                      |  | For the three monthsended
September 30, |           |  | For the nine months endedSeptember 30, |  
|Basic and diluted                                     |  | 2013                                    |           |  | 2012                                   |   |           | 2013 |  |   | 2012      | 
|Net increase/(decrease) in net assets from operations |  | $                                       | 1,444,156 |  |                                        | $ | 312,197   |      |  | $ | 3,325,346 |  |  | $ | 168,931 | 
|Weighted average common shares outstanding            |  |                                         | 7,896,446 |  |                                        |   | 1,231,625 |      |  |   | 5,441,473 |  |  |   | 721,389 | 
|Earnings per common share-basic and diluted           |  | $                                       | 0.18      |  |                                        | $ | 0.25      |      |  | $ | 0.61      |  |  | $ | 0.23    | 

Note 11. Commitments and Contingencies

As of September 30, 2013, the Company had no unfunded commitments under loan and financing agreements.

Note 12. Distributions and Share Repurchase Plan

Distributions

Dividends and distributions to common stockholders are recorded on the ex-dividend date. The amount to be paid out as a dividend is
determined by the Companys board of directors.

The Company has adopted an opt in distribution reinvestment
plan (DRIP) pursuant to which the Companys common stockholders may elect to have the full amount of any cash distributions reinvested in additional shares of the Companys common stock. As a result, if the Company declares a
cash dividend or other distribution, each stockholder that has opted in to the Companys reinvestment plan will have their distributions automatically reinvested in additional shares of the Companys common stock rather than
receiving cash distributions. Stockholders who receive distributions in the form of shares of common stock will be subject to the same federal, state and local tax consequences as if they received cash distributions. For the nine months ended
September 30, 2013, the Company distributed a total of $3,299,596, of which, $2,291,620 was in cash and $1,007,976 was in the form of common shares associated with the DRIP. For the nine months ended September 30, 2012, the Company
distributed a total of $153,884, of which, $150,622 was in cash and $3,262 was in the form of common shares associated with the DRIP.



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The following table reflects the cash distributions per share that the Company declared or
paid to its stockholders since it commenced operations in April 2012. Stockholders of record as of each respective record date were entitled to receive the distribution.



|                          |  |              |                    |  |                 |   |         | 
|------------------------- |  | ------------ | ------------------ |  | --------------- | - | ------- | 
|Record Date               |  | Payment Date |                    |  | Amountper share |  
|July 13 and 31, 2012      |  |              | August 1, 2012     |  |                 | $ | 0.03333 | 
|August 15 and 31, 2012    |  |              | September 4, 2012  |  |                 |   | 0.03333 | 
|September 14 and 28, 2012 |  |              | October 1, 2012    |  |                 |   | 0.03333 | 
|October 15 and 30, 2012   |  |              | October 31, 2012   |  |                 |   | 0.03333 | 
|November 15 and 29, 2012  |  |              | November 30, 2012  |  |                 |   | 0.03333 | 
|December 14 and 28, 2012  |  |              | December 31, 2012  |  |                 |   | 0.03333 | 
|January 15 and 31, 2013   |  |              | January 31, 2013   |  |                 |   | 0.03333 | 
|February 15 and 28, 2013  |  |              | February 28, 2013  |  |                 |   | 0.03333 | 
|March 15 and 29, 2013     |  |              | March 29, 2013     |  |                 |   | 0.03333 | 
|April 15 and 30, 2013     |  |              | April 30, 2013     |  |                 |   | 0.03333 | 
|May 15 and 31, 2013       |  |              | May 31, 2013       |  |                 |   | 0.03333 | 
|June 14 and 28, 2013      |  |              | June 28, 2013      |  |                 |   | 0.03333 | 
|July 15 and 31, 2013      |  |              | July 31, 2013      |  |                 |   | 0.03333 | 
|August 15 and 30, 2013    |  |              | August 30, 2013    |  |                 |   | 0.03333 | 
|September 13 and 30, 2013 |  |              | September 30, 2013 |  |                 |   | 0.03333 | 
|October 15 and 31, 2013   |  |              | October 31, 2013   |  |                 |   | 0.03333 | 
|November 15 and 29, 2013  |  |              | November 29, 2013  |  |                 |   | 0.03333 | 
|December 13 and 31, 2013  |  |              | December 31, 2013  |  |                 |   | 0.03333 | 

The Companys distributions may be funded from offering proceeds or borrowings, which may constitute
a return of capital and reduce the amount of capital available to the Company for investment. Any capital returned to stockholders through distributions will be distributed after payment of fees and expenses.

The Companys previous distributions to stockholders were funded from temporary Expense Support Payments that are subject to
repayment to SIC Advisors. These distributions were not based on our investment performance and may not continue in the future. If SIC Advisors had not agreed to make Expense Support Payments, these distributions would have come from paid in
capital. The reimbursement of these payments owed to SIC Advisors will reduce the future distributions to which stockholders would otherwise be entitled.

The determination of the tax attributes (i.e., paid from ordinary income, paid from net capital gains on the sale of securities, and/or a return of paid-in-capital surplus which is a nontaxable
distribution) of distributions is made annually as of the end of the Companys fiscal year based upon its taxable income for the full year and distributions paid for the full year.

Share Repurchase Program

In June 2013, the Company commenced a share
repurchase program pursuant to which it intends to conduct quarterly share repurchases, of approximately 2.5% of the weighted average number of outstanding shares in any 3-month period or 10% of the weighted average number of outstanding shares in
any 12-month period. The purpose of the share repurchase program is to allow stockholders to sell their shares back to the Company at a price equal to the most recently disclosed net asset value per share of the Companys common stock
immediately prior to the date of repurchase. Shares will be purchased from stockholder participating in the program on a pro rata basis. Unless the Companys board of directors determines otherwise, the number of shares to be repurchased during
any calendar year will be limited to the proceeds received in association with the sale of shares of common stock under the distribution reinvestment plan.

On June 4, 2013, the Company offered to repurchase up to 16,652 shares at a price per share of $9.18, which represented the Companys net asset value per share as of March 31, 2013. No stockholders
elected to participate in this quarterly repurchase, therefore the Company did not purchase any shares.



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On August 8, 2013, the Company offered to repurchase up to 32,627 shares at a price per
share of $9.13, which represented the Companys net asset value per share as of June 30, 2013. On September 27, 2013, the Company repurchased 3,642 shares. As of September 30, 2013, the Company recorded a liability of $33,253 on the
consolidated statement of assets and liabilities related to the repurchase plan.

Note 13. Financial Highlights

The following is a schedule of financial highlights of the Company for the nine months ended September 30:



|                                                                                |  |      |            |   |      |   |            |  
|------------------------------------------------------------------------------- |  | ---- | ---------- | - | ---- | - | ---------- | -
|                                                                                |  | 2013 |            |   | 2012 |  
|Per Share Data:(1)                                                              |  |      |            |   |      |   |            |  
|Net asset value at beginning of period                                          |  | $    | 8.96       |   |      | $ | 9.03       |  
|Net investment income/(loss)                                                    |  |      | 0.61       |   |      |   | 0.07       |  
|Net realized gains/(losses) on investments                                      |  |      | (0.11      | ) |      |   | 0.03       |  
|Net unrealized appreciation/(depreciation) on investments and total return swap |  |      | 0.11       |   |      |   | 0.03       |  
|                                                                                |  |      |            |   |      |   |            |  
|Net increase/(decrease) in net assets                                           |  |      | 0.61       |   |      |   | 0.13       |  
|Distributions declared from net investment income(2)                            |  |      | (0.58      | ) |      |   | (0.13      | )
|Distributions from net realized capital gains                                   |  |      | (0.02      | ) |      |   |           |  
|Distributions from return of capital                                            |  |      |           |   |      |   | (0.07      | )
|                                                                                |  |      |            |   |      |   |            |  
|Total distributions to stockholders                                             |  |      | (0.60      | ) |      |   | (0.20      | )
|Issuance of common stock above net asset value(6)                               |  |      | 0.17       |   |      |   | 0.01       |  
|                                                                                |  |     
|Net asset value at end of period                                                |  |      | 9.14       |   |      |   | 8.97       |  
|Total return based on net asset value(3)(4)                                     |  |      | 8.86       | % |      |   | 1.17       | %
|Portfolio turnover rate                                                         |  |      | 33.94      | % |      |   | 25.30      | %
|Shares outstanding at end of period                                             |  |      | 9,862,017  |   |      |   | 1,447,861  |  
|Net assets at end of period                                                     |  |      | 90,146,527 |   |      |   | 12,990,065 |  
|                                                                                |  |     
|Ratio/Supplemental Data (annualized):                                           |  |      |            |   |      |   |            |  
|Ratio of net investment income/(loss) to average net assets(4)                  |  |      | 8.82       | % |      |   | 2.26       | %
|Ratio of net expenses to average net assets(4)                                  |  |      | 3.46       | % |      |   | 10.88      | %
|                                                                                |  |     
|Supplemental data (annualized):                                                 |  |      |            |   |      |   |            |  
|Ratio of operating expenses to average net assets(5)                            |  |      | 5.29       | % |      |   | 10.06      | %
|Ratio of incentive fees to average net assets                                   |  |      | 0.00       | % |      |   | 0.19       | %
|Ratio of interest and financing expenses to average net assets                  |  |      | 0.29       | % |      |   | 0.48       | %



|(1) | The per share data
was derived by using the shares outstanding at September 30, 2012, which was 721,389 and weighted average shares outstanding for the nine months ended September 30, 2013, which was 5,441,473.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(2) | The per share data
for distributions is the actual amount of paid distributions per share during the period.
|--- | ------------------------------------------------------------------------------------------------------------

|(3) | Total annual
return is historical and assumes reinvestments of all dividends and distributions at prices obtained under the Companys dividend reinvestment plan, and no sales charge.
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(4) | Total return,
ratio of net investment income/(loss), and ratio of net expenses to average net assets for the nine months ended September 30, 2012 and 2013 prior to the effect of the Expense Support and Reimbursement Agreement were as follows: total return
(5.79%) and 5.49%, ratio of net investment income/(loss): (19.85%) and 1.70% and ratio of net expenses to average net assets: 33.81% and 10.97%, respectively.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(5) | Operating Expenses include professional fees, administrator expenses, general and administrative expenses, directors fees, interest and
financing expenses, and insurance expense paid to the effect of the expense support reimbursement.
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(6) | Shares issued under the DRIP (see Note 12) as well as the continuous issuance of shares of common stock may cause an incremental increase/decrease
in net asset value per share due to the effect of issuing shares at amounts that differ from the prevailing net asset value at each issuance date.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



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Note 14. Subsequent Events

Management has evaluated subsequent events through the date of issuance of the financial statements included herein. There have been no subsequent events that occurred during such period that would
require disclosure in this Form 10-Q or would be required to be recognized in the financial statements as of and for the period ended September 30, 2013, except as disclosed below.

The Company issued common shares and received gross proceeds of approximately $25.5 million subsequent to September 30, 2013.



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

Some of the statements in this quarterly report on Form 10-Q constitute forward-looking
statements, which relate to future events or our performance or financial condition. The forward-looking statements contained in this quarterly report on Form 10-Q involve risks and uncertainties, including, but not limited to, statements as to:



| |  |  | our future operating results;
| | - |  | -----------------------------



| |  |  | our business prospects and the prospects of our portfolio companies;
| | - |  | --------------------------------------------------------------------



| |  |  | changes in the economy;
| | - |  | -----------------------



| |  |  | risk associated with possible disruptions in our operations or the economy generally;
| | - |  | -------------------------------------------------------------------------------------



| |  |  | the effect of investments that we expect to make;
| | - |  | -------------------------------------------------



| |  |  | our contractual arrangements and relationships with third parties;
| | - |  | ------------------------------------------------------------------



| |  |  | actual and potential conflicts of interest with SIC Advisors and its affiliates;
| | - |  | --------------------------------------------------------------------------------



| |  |  | the dependence of our future success on the general economy and its effect on the industries in which we invest;
| | - |  | ----------------------------------------------------------------------------------------------------------------



| |  |  | the ability of our portfolio companies to achieve their objectives;
| | - |  | -------------------------------------------------------------------



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



| |  |  | the adequacy of our financing sources and working capital;
| | - |  | ----------------------------------------------------------



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



| |  |  | the ability of SIC Advisors to locate suitable investments for us and to monitor and administer our investments;
| | - |  | ----------------------------------------------------------------------------------------------------------------



| |  |  | the ability of SIC Advisors and its affiliates to attract and retain highly talented professionals;
| | - |  | ---------------------------------------------------------------------------------------------------



| |  |  | our ability to maintain our qualification as a RIC and as a BDC; and
| | - |  | --------------------------------------------------------------------



| |  |  | the effect of changes in laws or regulations affecting our operations or to tax legislation and our tax position.
| | - |  | -----------------------------------------------------------------------------------------------------------------

Such forward-looking statements may include statements preceded by, followed by or that otherwise include the words trend,
opportunity, pipeline, believe, comfortable, expect, anticipate, current, intention, estimate, position, assume,
potential, outlook, continue, remain, maintain, sustain, seek, achieve, and similar expressions, or future or conditional verbs such as will,
would, should, could, may, or similar expressions. The forward looking statements contained in this annual report involve risks and uncertainties. Our actual results could differ materially from those
implied or expressed in the forward-looking statements for any reason, including the factors set forth as Risk Factors in this annual report on Form 10-K.

We have based the forward-looking statements included in this report on information available to us on the date of this report, and we assume no obligation to update any such forward-looking statements.
Actual results could differ materially from those anticipated in our forward-looking statements, and future results could differ materially from historical performance. Although we undertake no obligation to revise or update any forward-looking
statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we have filed or in the future may file with the SEC,
including quarterly reports on Form 10-Q, annual reports on Form 10-K, and current reports on Form 8-K.



1



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##### Table of Contents

Overview

We are an externally managed non-diversified closed-end management investment company that has elected to be treated as a BDC under the 1940 Act. We are externally managed by SIC Advisors which is a
registered investment adviser under the Advisers Act. SIC Advisors is responsible for sourcing potential investments, conducting due diligence on prospective investments, analyzing investment opportunities, structuring investments and monitoring our
portfolio on an ongoing basis. In addition, we have elected and intend to qualify to be treated, for U.S. federal income tax purposes, as a RIC under subchapter M of the Code.

On April 17, 2012 we successfully reached the minimum escrow requirement and officially commenced operations by receiving gross
proceeds of $10 million in exchange for 1,108,033.24 shares of our common stock sold to SIC Advisors.

Our investment
objective is generate current income and, to a lesser extent, long-term capital appreciation. We intend to meet our investment objective by investing primarily in the debt of privately owned U.S. companies with a focus on senior secured debt, second
lien debt and, to a lesser extent, subordinated debt. We will originate transactions sourced through SIC Advisors network, and expect to acquire debt securities through the secondary market. Our debt investments may take the form of corporate
loans or bonds, may be secured or unsecured and may, in some cases, be accompanied by warrants, options or other forms of equity participation. We may separately purchase common or preferred equity interests in transactions.

The level of our investment activity depends on many factors, including the amount of debt and equity capital available to prospective
portfolio companies, the level of merger, acquisition and refinancing activity for such companies, the availability of credit to finance transactions, the general economic environment and the competitive environment for the types of investments we
make. Based on prevailing market conditions, we anticipate that we will invest the proceeds from each subscription closing generally within 30-90 days. The precise timing will depend on the availability of investment opportunities that are
consistent with our investment objective and strategies. Any distributions we make during such period may be substantially lower than the distributions that we expect to pay when our portfolio is fully invested.

As a BDC, we are required to comply with certain regulatory requirements. For instance, we generally have to invest at least 70% of our
total assets in qualifying assets, including securities of private or thinly traded public U.S. companies, cash, cash equivalents, U.S. government securities and high-quality debt investments that mature in one year or less. In addition,
we are only allowed to borrow money such that our asset coverage, as defined in the 1940 Act, equals at least 200% after such borrowing, with certain limited exceptions. To obtain and maintain our RIC status, we must meet specified source-of-income
and asset diversification requirements. To be eligible for tax treatment under Subchapter M for U.S. federal income tax purposes, we must distribute at least 90% of our net ordinary income and realized net short-term capital gains in excess of
realized net long-term capital losses, if any, for the taxable year.

Revenues

We generate revenue in the form of interest on the debt securities that we hold and distributions and capital gains on other interests
that we acquire in our portfolio companies. We expect that the senior debt we invest in will generally have stated terms of three to ten years and that the subordinated debt we invest in will generally have stated terms of five to ten years. Our
senior and subordinated debt investments bear interest at a fixed or floating rate. Interest on debt securities is generally payable monthly, quarterly or semiannually. In addition, some of our investments provide for deferred interest payments or
PIK interest. The principal amount of the debt securities and any accrued but unpaid interest generally will become due at the maturity date. In addition, we may generate revenue in the form of commitment and other fees in connection with
transactions. Original issue discounts and market discounts or premiums will be capitalized, and we will accrete or amortize such amounts as interest income. We will record prepayment premiums on loans and debt securities as interest income.
Dividend income, if any, will be recognized on an accrual basis to the extent that we expect to collect such amounts.



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##### Table of Contents

Expenses

Our primary annual operating expenses consist of the payment of advisory fees and the reimbursement of expenses under our Investment Advisory Agreement with SIC Advisors and our Administration Agreement
with Medley Capital LLC. We bear other expenses, which include, among other things:



| |  |  | corporate, organizational and offering expenses relating to offerings of our common stock, subject to limitations included in our Investment Advisory
Agreement;
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | the cost of calculating our net asset value, including the related fees and cost of any third-party valuation services;
| | - |  | -----------------------------------------------------------------------------------------------------------------------



| |  |  | the cost of effecting sales and repurchases of shares of our common stock and other securities;
| | - |  | -----------------------------------------------------------------------------------------------



| |  |  | fees payable to third parties relating to, or associated with, monitoring our financial and legal affairs, making investments, and valuing investments,
including fees and expenses associated with performing due diligence reviews of prospective investments;
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | interest payable on debt, if any, incurred to finance our investments;
| | - |  | ----------------------------------------------------------------------



| |  |  | transfer agent and custodial fees;
| | - |  | ----------------------------------



| |  |  | fees and expenses associated with marketing efforts;
| | - |  | ----------------------------------------------------



| |  |  | federal and state registration fees and any stock exchange listing fees;
| | - |  | ------------------------------------------------------------------------



| |  |  | federal, state and local taxes;
| | - |  | -------------------------------



| |  |  | independent directors fees and expenses, including travel expenses;
| | - |  | --------------------------------------------------------------------



| |  |  | costs of director and stockholder meetings, proxy statements, stockholders reports and notices;
| | - |  | ------------------------------------------------------------------------------------------------



| |  |  | costs of fidelity bonds, directors and officers/errors and omissions liability insurance and other types of insurance;
| | - |  | ----------------------------------------------------------------------------------------------------------------------



| |  |  | direct costs, including those relating to printing of stockholder reports and advertising or sales materials, mailing, long distance telephone and
staff;
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | fees and expenses associated with independent audits and outside legal costs, including compliance with the Sarbanes-Oxley Act of 2002, the 1940 Act
and applicable federal and state securities laws;
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | brokerage commissions for our investments;
| | - |  | ------------------------------------------



| |  |  | all other expenses incurred by us or the Advisor in connection with administering our investment portfolio, including expenses incurred by our Advisor
in performing certain of its obligations under the Investment Advisory Agreement; and
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | the reimbursement of the compensation of our chief financial officer and chief compliance officer, whose salary is paid by Medley, to the extent that
each such reimbursement amount is annually approved by our independent director committee and subject to the limitations included in our Administration Agreement.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Reimbursement of Medley Capital LLC for Administrative Services

We
reimburse Medley Capital LLC for the administrative expenses necessary for its performance of services to us. However, such reimbursement is made at an amount equal to the lower of Medley Capital LLCs actual costs or the amount that we would
be required to pay for comparable administrative services in the same geographic location. Also, such costs will be reasonably allocated to us on the basis of assets, revenues, time records or other reasonable methods. We will not reimburse Medley
Capital LLC for any services for which it receives a separate fee or for rent, depreciation, utilities, capital equipment or other administrative items allocated to a controlling person of Medley Capital LLC.



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##### Table of Contents

Portfolio and Investment Activity

As of September 30, 2013, our portfolio consisted of investments in 48 portfolio companies with a fair value of $104.8 million, and
was comprised of 15.0% Senior Secured first lien term loans, 27.5% Senior Secured second lien term loans, 46.6% Senior Secured first lien notes, 10.8% Senior Secured second lien notes and 0.1% warrants.

As of December 31, 2012, our portfolio consisted of investments in 31 portfolio companies with a fair value of $30.6 million, and
was comprised of 6.4% Senior Secured first lien term loans, 9.6% Senior Secured second lien term loans, and 84.0% senior secured notes.

As of September 30, 2013, our income-bearing investment portfolio, which represented 99.9% of our total portfolio, had a weighted average yield based upon the cost of our portfolio investments of
approximately 10.1%, and 57.4% of our income-bearing portfolio bore interest based on fixed rates, and 42.6% of our income-bearing portfolio bore interest on floating rates, such as LIBOR.

As of December 31, 2012, our income-bearing investment portfolio, which represented 100.0% of our total portfolio, had a weighted
average yield based upon the cost of our portfolio investments of approximately 11.0%, and 84.0% of our income-bearing portfolio bore interest based on fixed rates, and 16.0% of our income-bearing portfolio bore interest on floating rates, such as
LIBOR.

The following table summarizes the amortized cost and the fair value of investments as of September 30, 2013:



|                                      |  |               |             |  |                    |  |       |            |  |   |                    |  |  |  |       |  
|------------------------------------- |  | ------------- | ----------- |  | ------------------ |  | ----- | ---------- |  | - | ------------------ |  |  |  | ----- | -
|                                      |  | AmortizedCost |             |  | Percentageof Total |  |       | Fair Value |  |   | Percentageof Total | 
|Senior Secured First Lien Notes       |  | $             | 48,433,373  |  |                    |  | 46.5  | %          |  | $ | 48,832,046         |  |  |  | 46.6  | %
|Senior Secured Second Lien Term Loans |  |               | 28,756,421  |  |                    |  | 27.6  |            |  |   | 28,905,110         |  |  |  | 27.5  |  
|Senior Secured First Lien Term Loans  |  |               | 15,668,252  |  |                    |  | 15.0  |            |  |   | 15,681,090         |  |  |  | 15.0  |  
|Senior Secured Second Lien Notes      |  |               | 11,270,226  |  |                    |  | 10.9  |            |  |   | 11,308,717         |  |  |  | 10.8  |  
|Equity/Warrants                       |  |               | 29,173      |  |                    |  | 0.0   |            |  |   | 60,565             |  |  |  | 0.1   |  
|                                      |  |               |             |  |                    |  |       |            |  |   |                    |  |  |  |       |  
|Total                                 |  | $             | 104,157,445 |  |                    |  | 100.0 | %          |  | $ | 104,787,528        |  |  |  | 100.0 | %
|                                      |  |               |             |  |                    |  |       |            |  |   |                    |  |  |  |       |  

The following table summarizes the amortized cost and the fair value of investments, not including cash
and cash equivalents as of December 31, 2012:



|                                      |  |               |            |  |                    |  |       |            |  |   |                    |  |  |  |       |  
|------------------------------------- |  | ------------- | ---------- |  | ------------------ |  | ----- | ---------- |  | - | ------------------ |  |  |  | ----- | -
|                                      |  | AmortizedCost |            |  | Percentageof Total |  |       | Fair Value |  |   | Percentageof Total | 
|Senior Secured Notes(1)               |  | $             | 25,712,669 |  |                    |  | 84.0  | %          |  | $ | 25,674,219         |  |  |  | 84.0  | %
|Senior Secured Second Lien Term Loans |  |               | 2,903,898  |  |                    |  | 9.5   |            |  |   | 2,928,247          |  |  |  | 9.6   |  
|Senior Secured First Lien Term Loans  |  |               | 1,692,630  |  |                    |  | 6.4   |            |  |   | 1,962,630          |  |  |  | 6.4   |  
|Equity/Warrants                       |  |               | 20,152     |  |                    |  | 0.1   |            |  |   | 15,115             |  |  |  | 0.0   |  
|                                      |  |               |            |  |                    |  |       |            |  |   |                    |  |  |  |       |  
|Total                                 |  | $             | 30,599,349 |  |                    |  | 100.0 | %          |  | $ | 30,580,211         |  |  |  | 100.0 | %
|                                      |  |               |            |  |                    |  |       |            |  |   |                    |  |  |  |       |  



|1 | As of December 31, 2012, all of our Senior secured notes are either first or second lien positions.
|- | ---------------------------------------------------------------------------------------------------



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##### Table of Contents

Our portfolio composition, based on fair value, including the value of the TRS underlying
loans, at September 30, 2013 was as follows:



|                                      |  |                                |       |   |                                                  |  |      |                                 |  |  |                                                   |   |  |                                                        |     |   |                                                                          |  |       |   |  |  |      |  
|------------------------------------- |  | ------------------------------ | ----- | - | ------------------------------------------------ |  | ---- | ------------------------------- |  |  | ------------------------------------------------- | - |  | ------------------------------------------------------ | --- | - | ------------------------------------------------------------------------ |  | ----- | - |  |  | ---- | -
|                                      |  | Percentageof TotalPortfolio(1) |       |   | WeightedAverageCurrentYield forTotalPortfolio(1) |  |      | Percentageof TRSUnderlyingLoans |  |  | WeightedAverageCurrentYield forTRSUnderlyingLoans |   |  | Percentageof TotalPortfolioIncludingTRSUnderlyingLoans |     |   | WeightedAverageCurrentYield
forTotalPortfolioIncludingTRSUnderlyingLoans | 
|Senior Secured First Lien Term Loans  |  |                                | 15.0  | % |                                                  |  | 9.7  | %                               |  |  | 71.3                                              | % |  |                                                        | 9.0 | % |                                                                          |  | 18.5  | % |  |  | 9.5  | %
|Senior Secured Second Lien Term Loans |  |                                | 27.5  |   |                                                  |  | 10.3 |                                 |  |  | 28.7                                              |   |  |                                                        | 9.0 |   |                                                                          |  | 27.7  |   |  |  | 10.2 |  
|Senior Secured First Lien Notes       |  |                                | 46.6  |   |                                                  |  | 9.8  |                                 |  |  |                                                  |   |  |                                                        |    |   |                                                                          |  | 43.7  |   |  |  | 9.8  |  
|Senior Secured Second Lien Notes      |  |                                | 10.8  |   |                                                  |  | 9.1  |                                 |  |  |                                                  |   |  |                                                        |    |   |                                                                          |  | 10.1  |   |  |  | 9.1  |  
|Equity/Warrants                       |  |                                | 0.1   |   |                                                  |  |     |                                 |  |  |                                                  |   |  |                                                        |    |   |                                                                          |  | 0.0   |   |  |  |     |  
|                                      |  |                                |       |   |                                                  |  |      |                                 |  |  |                                                   |   |  |                                                        |     |   |                                                                          |  |       |   |  |  |      |  
|Total                                 |  |                                | 100.0 | % |                                                  |  | 9.9  | %                               |  |  | 100.0                                             | % |  |                                                        | 9.0 | % |                                                                          |  | 100.0 | % |  |  | 9.8  | %
|                                      |  |                                |       |   |                                                  |  |      |                                 |  |  |                                                   |   |  |                                                        |     |   |                                                                          |  |       |   |  |  |      |  



|(1) | Does not include TRS underlying loans
|--- | -------------------------------------

The following table shows the portfolio composition by industry grouping, including the TRS underlying loans, based on fair value at September 30, 2013:



|                                                               |  |                            |             |  |                                |  |       |                            |  |   |                                 |  |  |                                                                       |      |   |                                                                    |   |             |  |  |  |       |  
|-------------------------------------------------------------- |  | -------------------------- | ----------- |  | ------------------------------ |  | ----- | -------------------------- |  | - | ------------------------------- |  |  | --------------------------------------------------------------------- | ---- | - | ------------------------------------------------------------------ | - | ----------- |  |  |  | ----- | -
|                                                               |  | Investmentsat
FairValue(1) |             |  | Percentageof
TotalPortfolio(1) |  |       | Value ofTRSUnderlyingLoans |  |   | Percentageof TRSUnderlyingLoans |  |  | TotalInvestmentsat Fair
Valueincluding thevalue of TRSUnderlyingLoans |      |   | Percentageof TotalPortfolioIncludingthe valueof
TRSUnderlyingLoans |  
|Oil and Gas                                                    |  | $                          | 17,866,662  |  |                                |  | 17.1  | %                          |  | $ |                                |  |  |                                                                       |     | % |                                                                    | $ | 17,886,662  |  |  |  | 16.1  | %
|Telecommunications                                             |  |                            | 11,073,545  |  |                                |  | 10.6  |                            |  |   |                                |  |  |                                                                       |     |   |                                                                    |   | 11,073,545  |  |  |  | 9.9   |  
|Chemicals, Plastics, and Rubber                                |  |                            | 11,045,360  |  |                                |  | 10.5  |                            |  |   |                                |  |  |                                                                       |     |   |                                                                    |   | 11,045,360  |  |  |  | 9.9   |  
|Personal and Nondurable Consumer Products (Manufacturing Only) |  |                            | 9,106,473   |  |                                |  | 8.7   |                            |  |   |                                |  |  |                                                                       |     |   |                                                                    |   | 9,106,473   |  |  |  | 8.2   |  
|Electronics                                                    |  |                            | 6,970,894   |  |                                |  | 6.6   |                            |  |   |                                |  |  |                                                                       |     |   |                                                                    |   | 6,970,894   |  |  |  | 6.2   |  
|Automobile                                                     |  |                            | 6,077,280   |  |                                |  | 5.8   |                            |  |   |                                |  |  |                                                                       |     |   |                                                                    |   | 6,077,280   |  |  |  | 5.4   |  
|Finance                                                        |  |                            | 5,835,750   |  |                                |  | 5.6   |                            |  |   |                                |  |  |                                                                       |     |   |                                                                    |   | 5,835,750   |  |  |  | 5.2   |  
|Beverage, Food, and Tobacco                                    |  |                            | 5,742,138   |  |                                |  | 5.5   |                            |  |   |                                |  |  |                                                                       |     |   |                                                                    |   | 5,742,138   |  |  |  | 5.1   |  
|Minging, Steel, Iron, and Nonprecious Metals                   |  |                            | 5,270,133   |  |                                |  | 5.0   |                            |  |   |                                |  |  |                                                                       |     |   |                                                                    |   | 5,270,133   |  |  |  | 4.7   |  
|Leisure, Amusement, Motion Pictures, Entertainment             |  |                            | 1,987,340   |  |                                |  | 1.9   |                            |  |   | 2,970,000                       |  |  |                                                                       | 42.4 |   |                                                                    |   | 4,957,340   |  |  |  | 4.4   |  
|Retail Stores                                                  |  |                            | 4,779,093   |  |                                |  | 4.5   |                            |  |   |                                |  |  |                                                                       |     |   |                                                                    |   | 4,779,093   |  |  |  | 4.3   |  
|Cargo Transport                                                |  |                            | 2,740,400   |  |                                |  | 2.6   |                            |  |   | 2,015,000                       |  |  |                                                                       | 28.8 |   |                                                                    |   | 4,755,400   |  |  |  | 4.3   |  
|Healthcare, Education, and Childcare                           |  |                            | 4,473,862   |  |                                |  | 4.3   |                            |  |   |                                |  |  |                                                                       |     |   |                                                                    |   | 4,473,862   |  |  |  | 4.0   |  
|Hotels, Motels, Inns, and Gaming                               |  |                            | 4,171,250   |  |                                |  | 4.0   |                            |  |   |                                |  |  |                                                                       |     |   |                                                                    |   | 4,171,250   |  |  |  | 3.7   |  
|Aerospace and Defense                                          |  |                            | 2,421,499   |  |                                |  | 2.3   |                            |  |   |                                |  |  |                                                                       |     |   |                                                                    |   | 2,421,499   |  |  |  | 2.2   |  
|Broadcasting and Entertainment                                 |  |                            | 2,289,555   |  |                                |  | 2.2   |                            |  |   |                                |  |  |                                                                       |     |   |                                                                    |   | 2,289,555   |  |  |  | 2.0   |  
|Printing and Publishing                                        |  |                            |            |  |                                |  |      |                            |  |   | 2,012,600                       |  |  |                                                                       | 28.8 |   |                                                                    |   | 2,012,600   |  |  |  | 1.8   |  
|Containers, Plastics, and Glass                                |  |                            | 1,970,000   |  |                                |  | 1.9   |                            |  |   |                                |  |  |                                                                       |     |   |                                                                    |   | 1,970,000   |  |  |  | 1.8   |  
|Grocery                                                        |  |                            | 946,294     |  |                                |  | 0.9   |                            |  |   |                                |  |  |                                                                       |     |   |                                                                    |   | 946,294     |  |  |  | 0.8   |  
|                                                               |  |                            |             |  |                                |  |       |                            |  |   |                                 |  |  |                                                                       |      |   |                                                                    |   |             |  |  |  |       |  
|Total                                                          |  | $                          | 104,787,528 |  |                                |  | 100.0 | %                          |  | $ | 6,997,600                       |  |  |                                                                       | 100  | % |                                                                    | $ | 111,785,128 |  |  |  | 100.0 | %
|                                                               |  |                            |             |  |                                |  |       |                            |  |   |                                 |  |  |                                                                       |      |   |                                                                    |   |             |  |  |  |       |  



|(1) | Does not include TRS underlying loans
|--- | -------------------------------------



5



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##### Table of Contents

SIC Advisors regularly assesses the risk profile of each of our investments and rates each
of them based on the following categories, which we refer to as SIC Advisors investment credit rating:



|              |  |                                                                                                                                                                  
|------------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------
|Credit Rating |  | Definition                                                                                                                                                       
|1             |  | Investments that are performing above expectations.                                                                                                              
|              | 
|2             |  | Investments that are performing within expectations, with risks that are neutral or favorable compared to risks at the time of origination or purchase.          
|              | 
|              |  | All new loans are rated 2.                                                                                                                                     
|              | 
|3             |  | Investments that are performing below expectations and that require closer monitoring, but where no loss of interest, dividend or principal is expected.         
|              | 
|              |  | Companies rated 3 may be out of compliance with financial covenants, however, loan payments are generally not past due.                                        
|              | 
|4             |  | Investments that are performing below expectations and for which risk has increased materially since origination or purchase.                                    
|              | 
|              |  | Some loss of interest or dividend is expected, but no loss of principal.                                                                                         
|              | 
|              |  | In addition to the borrower being generally out of compliance with debt covenants, loan payments may be past due (but generally not more than 180 days past due).
|              | 
|5             |  | Investments that are performing substantially below expectations and whose risks have increased substantially since origination or purchase.                     
|              | 
|              |  | Most or all of the debt covenants are out of compliance and payments are substantially delinquent.                                                               
|              | 
|              |  | Some loss of principal is expected.                                                                                                                              

The following table shows the distribution of our investments, not including cash and cash equivalents,
on the 1 to 5 investment performance rating scale at fair value as of September 30, 2013:



|                              |  |                          |             |  |                   |  |       |                          |  |   |            |  |  |  |       |  
|----------------------------- |  | ------------------------ | ----------- |  | ----------------- |  | ----- | ------------------------ |  | - | ---------- |  |  |  | ----- | -
|                              |  | September 30, 2013       |             |  | December 31, 2012 | 
|Investment Performance Rating |  | Investments atFair Value |             |  | Percentage        |  |       | Investments atFair Value |  |   | Percentage | 
|1                             |  | $                        | 4,472,807   |  |                   |  | 4.3   | %                        |  | $ |           |  |  |  |      | %
|2                             |  |                          | 99,713,280  |  |                   |  | 95.1  |                          |  |   | 29,517,711 |  |  |  | 96.5  |  
|3                             |  |                          | 601,441     |  |                   |  | 0.6   |                          |  |   | 1,062,500  |  |  |  | 3.5   |  
|4                             |  |                          |            |  |                   |  |      |                          |  |   |           |  |  |  |      |  
|5                             |  |                          |            |  |                   |  |      |                          |  |   |           |  |  |  |      |  
|                              |  |                          |             |  |                   |  |       |                          |  |   |            |  |  |  |       |  
|Total                         |  | $                        | 104,787,528 |  |                   |  | 100.0 | %                        |  | $ | 30,580,211 |  |  |  | 100.0 | %
|                              |  |                          |             |  |                   |  |       |                          |  |   |            |  |  |  |       |  

Results of Operations

Operating results for the three and nine months ended September 30, 2013 and 2012 are as follows:



|                                                                |  |                                         |           |   |                                        |   |         |      |  |   |           |   |  |   |         | 
|--------------------------------------------------------------- |  | --------------------------------------- | --------- | - | -------------------------------------- | - | ------- | ---- |  | - | --------- | - |  | - | ------- | 
|                                                                |  | For the three months ended September 30 |           |   | For the nine months ended September 30 |  
|                                                                |  | 2013                                    |           |   | 2012                                   |   |         | 2013 |  |   | 2012      |  
|Total investment income                                         |  | $                                       | 2,029,631 |   |                                        | $ | 393,916 |      |  | $ | 4,613,992 |   |  | $ | 560,832 | 
|Total expenses, net                                             |  |                                         | 404,023   |   |                                        |   | 147,342 |      |  |   | 1,300,032 |   |  |   | 464,323 | 
|Net investment income/(loss)                                    |  |                                         | 1,625,608 |   |                                        |   | 246,574 |      |  |   | 3,313,960 |   |  |   | 96,509  | 
|Net realized gain/(loss) from investments                       |  |                                         | (714,665  | ) |                                        |   |        |      |  |   | (605,457  | ) |  |   | 25,065  | 
|Net unrealized gain/(loss) on investments and total return swap |  |                                         | 533,213   |   |                                        |   | 65,623  |      |  |   | 616,843   |   |  |   | 47,357  | 
|                                                                |  |                                         |           |   |                                        |   |         |      |  |   |           |   |  |   |         | 
|Net increase/(decrease) in net assets resulting from operations |  | $                                       | 1,444,156 |   |                                        | $ | 312,197 |      |  | $ | 3,325,346 |   |  | $ | 168,931 | 
|                                                                |  |                                         |           |   |                                        |   |         |      |  |   |           |   |  |   |         | 



6



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##### Table of Contents

Investment Income

For the three months ended September 30, 2013, investment income totaled $2,029,631, of which $2,008,108 was attributable to portfolio interest and $21,523 was attributable to other fee income. For
the three months ended September 30, 2012, investment income totaled $393,916, of which $393,867 was attributable to portfolio interest and $49 was attributable to interest earned on cash and cash equivalents.

For the nine months ended September 30, 2013, investment income totaled $4,613,992, of which $4,462,568 was attributable to
portfolio interest, $150,983 was attributable to other fee income, and $441 was attributable to interest earned on cash and cash equivalents. For the nine months ended September 30, 2012, investment income totaled $560,832, of which $560,584
was attributable to portfolio interest and $248 was attributable to interest earned on cash and cash equivalents.

Operating Expenses

Operating expenses for the three and nine months ended September, 2013 and 2012 were as follows:



|                                                             |  |                                         |           |   |                                        |   |         |      |  |   |           |  |  |   |           | 
|------------------------------------------------------------ |  | --------------------------------------- | --------- | - | -------------------------------------- | - | ------- | ---- |  | - | --------- |  |  | - | --------- | 
|                                                             |  | For the three months ended September 30 |           |   | For the nine months ended September 30 |  
|                                                             |  | 2013                                    |           |   | 2012                                   |   |         | 2013 |  |   | 2012      | 
|Base management fees                                         |  | $                                       | 487,843   |   |                                        | $ | 111,770 |      |  | $ | 1,091,731 |  |  | $ | 148,212   | 
|Provisional incentive fees                                   |  |                                         | (34,108   | ) |                                        |   | 13,125  |      |  |   |          |  |  |   | 14,485    | 
|Administrator expenses                                       |  |                                         | 143,509   |   |                                        |   | 141,456 |      |  |   | 440,423   |  |  |   | 247,217   | 
|Professional fees                                            |  |                                         | 337,806   |   |                                        |   | 170,142 |      |  |   | 826,031   |  |  |   | 416,564   | 
|Interest and financing expenses                              |  |                                         | 41,960    |   |                                        |   | 16,407  |      |  |   | 107,455   |  |  |   | 20,390    | 
|Insurance expense                                            |  |                                         | 36,720    |   |                                        |   | 35,396  |      |  |   | 95,051    |  |  |   | 71,141    | 
|Directors fees                                               |  |                                         | 41,646    |   |                                        |   | 40,112  |      |  |   | 127,286   |  |  |   | 111,242   | 
|Organizational and offering costs reimbursed to an affiliate |  |                                         | 441,989   |   |                                        |   | 41,143  |      |  |   | 900,509   |  |  |   | 167,143   | 
|General and administrative expenses                          |  |                                         | 169,506   |   |                                        |   | 15,094  |      |  |   | 392,222   |  |  |   | 161,466   | 
|                                                             |  |                                         |           |   |                                        |   |         |      |  |   |           |  |  |   |           | 
|Expenses before expense reimbursement                        |  | $                                       | 1,666,871 |   |                                        | $ | 584,645 |      |  | $ | 3,980,708 |  |  | $ | 1,357,860 | 
|                                                             |  |                                         |           |   |                                        |   |         |      |  |   |           |  |  |   |           | 

For the three and nine months ended September 30, 2013, total expense reimbursement from SIC
Advisors pursuant to the Expense Support and Reimbursement Agreement was $1,262,848 and $2,680,676, respectively. For the three and nine months ended September 30, 2012, total expense reimbursement from SIC Advisors pursuant to the Expense
Support and Reimbursement Agreement was $437,303 and $893,537, respectively.

Expense Support and Reimbursement Agreement

On June 29, 2012, we entered into an Expense Support and Reimbursement Agreement (the Expense Support
Agreement) with SIC Advisors. Pursuant to the Expense Support Agreement, SIC Advisors has agreed to reimburse us for operating expenses in an amount equal to the difference between our distributions paid to stockholders in each month, less the
sum of our net investment income, our net realized capital gains and dividends paid to us from our portfolio companies during such period. The terms of the Expense Support Agreement commenced as of the date that our registration statement was
declared effective by the SEC and continued monthly thereafter until December 31, 2012. Subsequently, the board of directors approved amendments to the Expense Support Agreement that extended the term from December 31, 2012 to
June 30, 2014.

Pursuant to the Expense Support Agreement, we have a conditional obligation to reimburse SIC Advisors for
any amounts funded by SIC Advisors under the Expense Support Agreement if (and only to the extent that),



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during any fiscal quarter occurring within three years of the date on which SIC Advisors incurred a liability for such amount, the sum of our net investment income, net capital gains and the
amount of any dividends and other distributions paid to us from our portfolio companies (to the extent not included in net investment income or net capital gains for tax purposes) exceeds the distributions paid by us to stockholders. The purpose of
the Expense Support Agreement is to cover distributions to stockholders so as to ensure that the distributions do not constitute a return of capital for GAAP purposes and to reduce operating expenses until we have raised sufficient capital to be
able to absorb such expenses.

Pursuant to the Expense Support Agreement, we will reimburse SIC Advisors for expense support
payments it previously made following any calendar quarter in which we received net investment income, net capital gains and dividends from our portfolio companies in excess of the distributions paid to stockholders during such calendar quarter (the
Excess Operating Funds). Any such reimbursement will be made within three years of the date that the expense support payment obligation was incurred by SIC Advisors, subject to the conditions described below. The amount of the
reimbursement during any calendar quarter will equal the lesser of (i) the Excess Operating Funds received during the quarter and (ii) the aggregate amount of all expense payments made by SIC Advisors that have not yet been reimbursed. In
addition, we will only make reimbursement payments if our operating expense ratio is equal to or less than our operating expense ratio at the time the corresponding expense payment was incurred and if the annualized rate of our regular
cash distributions to stockholders is equal to or greater than the annualized rate of our regular cash distributions to stockholders at the time the corresponding expense payment was incurred.

As of September 30, 2013, we recorded $1,965,938 in our statement of assets and liabilities as due from affiliate relating to the
Expense Support Agreement. For the three and nine months ended September 30, 2013, we recorded an expense reimbursement of $1,262,848 and $2,680,676, respectively, on the statement of operations. Expense reimbursements to SIC Advisors will be
accrued as they become probable and estimable. For the three and nine months ended September 30, 2013, we did not record any expense reimbursements to SIC Advisors. As of December 31, 2012, we recorded $814,814 in our statement of assets
and liabilities as due from affiliate relating to the Expense Support Agreement. For the three and nine months ended September 30, 2012, we recorded an expense reimbursement of $437,303 and $893,537, respectively on the statement of operations.
For the three and nine months ended September 30, 2013 and September 30, 2012, we did not record any expense reimbursements to SIC Advisors.

For the three and nine months ended September 30, 2013, net expenses after taking into account the expense reimbursement from SIC Advisors were $404,023 and $1,300,032, respectively. For the three
and nine months ended September 30, 2012, net expenses after taking into account the expense reimbursement from SIC Advisors were $147,342 and $464,323, respectively.

Net Realized Gains/Losses from Investments

We measure realized
gains or losses by the difference between the net proceeds from the disposition and the amortized cost basis of an investment, without regard to unrealized gains or losses previously recognized.

During the three and nine months ended September 30, 2013, we recognized net realized losses of $714,665 and $605,457, respectively,
on our portfolio investments.

During the three and nine months ended September 30, 2012, we recognized net realized
gains of $0 and $25,065, respectively, on our portfolio investments.

Net Unrealized Appreciation/Depreciation on Investments

Net change in unrealized appreciation on investments reflects the net change in the fair value of our investment
portfolio. For the three and nine months ended September 30, 2013, we had net unrealized



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appreciation of $533,213 and $616,843, respectively, on our portfolio investments. For the three and nine months ended September 30, 2012, we had net unrealized appreciation of $65,623 and
$47,357, respectively, on our portfolio investments.

Changes in Net Assets from Operations

For the three and nine months ended September 30, 2013, we recorded a net increase in net assets resulting from operations of
$1,444,156 and $3,325,346, respectively. Based on 7,896,446 weighted average common shares outstanding for the three months ended September 30, 2013, our per share basic and diluted earnings was $0.18. Based on 5,441,473 weighted average common
shares outstanding for the nine months ended September 30, 2013, our per share basic and diluted earnings was $0.61.

For
the three and nine months ended September 30, 2012, we recorded a net increase in net assets resulting from operations of $312,197 and $168,931, respectively. Based on 1,231,625 weighted average common shares outstanding for the three months
ended September 30, 2012, our per share basic and diluted earnings was $0.25. Based on 721,389 weighted average common shares outstanding for the nine months ended September 30, 2012, our per share basic and diluted earnings was $0.23.

Financial Condition, Liquidity and Capital Resources

As a BDC, we distribute substantially all of our net income to our stockholders and have an ongoing need to raise additional capital for investment purposes. To fund growth, we have a number of
alternatives available to increase capital; including raising equity, increasing debt, and funding from operational cash flow.

Our liquidity and capital resources have been generated primarily from the net proceeds of our public offering of common stock and
borrowings pursuant to the prime brokerage account we have with Barclays Capital, Inc.

As of September 30, 2013, we had
$616,832 in cash and cash equivalents. In the future, we may generate cash from future offerings of securities, future borrowings and cash flows from operations, including interest earned from the temporary investment of cash in U.S. government
securities and other high-quality debt investments that mature in one year or less. Our primary use of funds is investments in our targeted asset classes, cash distributions to our stockholders, and other general corporate purposes.

In order to satisfy the Code requirements applicable to a RIC, we intend to distribute to our stockholders substantially all of our
taxable income, but we may also elect to periodically spillover certain excess undistributed taxable income from one tax year into the next tax year. In addition, as a BDC, we generally are required to meet a coverage ratio of total assets to total
senior securities, which include borrowings and any preferred stock we may issue in the future, of at least 200%. This requirement limits the amount that we may borrow.

On April 24, 2012, we entered into a prime brokerage services agreement (PBSA) with Barclays Capital Inc. (Barclays) whereby Barclays provides financing for a portion of our
investment portfolio. Under the terms of the PBSA, we are required to post a specified amount of collateral, in accordance with the margin requirements described in the agreement, generally between 20% and 50% of the market value of each Senior
secured note as determined by Barclays. To secure the performance of our obligations under the PBSA, Barclays has been granted a first priority security interest and lien on all of the assets covered by the PBSA. Neither the cash collateral posted
as margin nor our other assets covered by the PBSA are available to pay our debts. As of September 30, 2013, our borrowings under the Margin Facility totaled $17,196,550 and were recorded as due to broker on our consolidated statements of
assets and liabilities. Our average outstanding borrowings for the three and nine months ended September 30, 2013 were $16,843,505 and $14,695,275, respectively. The rate is variable and ranges from LIBOR plus 0.25% to LIBOR plus 2.00%. We may
use leverage that increases the effect of any investment fair value changes on capital.



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Contractual Obligations and Off-Balance Sheet Arrangements

We have entered into certain contracts under which we have material future commitments. On April 5, 2012, we entered into the
Investment Advisory Agreement with SIC Advisors in accordance with the 1940 Act. The Investment Advisory Agreement became effective as of April 17, 2012, the date that we met the minimum offering requirement. SIC Advisors serves as our
investment advisor in accordance with the terms of the Investment Advisory Agreement. Payments under our Investment Advisory Agreement in each reporting period consist of (i) a management fee equal to a percentage of the value of our gross
assets and (ii) an incentive fee based on our performance.

On April 5, 2012, we entered into the administration
agreement with Medley Capital LLC pursuant to which Medley Capital LLC furnishes us with administrative services necessary to conduct our day-to-day operations. Medley Capital LLC is reimbursed for administrative expenses it incurs on our behalf in
performing its obligations. Such costs are reasonably allocated to us on the basis of assets, revenues, time records or other reasonable methods. We do not reimburse Medley Capital LLC for any services for which it receives a separate fee or for
rent, depreciation, utilities, capital equipment or other administrative items allocated to a controlling person of Medley Capital LLC.

If any of our contractual obligations discussed above are terminated, our costs may increase under any new agreements that we enter into as replacements. We would also likely incur expenses in locating
alternative parties to provide the services we expect to receive under the investment advisory agreement and administration agreement. Any new investment advisory agreement would also be subject to approval by our stockholders.

Off-Balance Sheet Arrangements

On August 27, 2013, Arbor Funding LLC (Arbor), a newly-formed, wholly-owned financing subsidiary of the Company, entered into a total return swap (TRS) with Citibank, N.A.
(Citibank).

The TRS with Citibank enables Arbor to obtain the economic benefit of the loans underlying the TRS,
despite the fact that such loans will not be directly held or otherwise owned by Arbor, in return for an interest-type payment to Citibank. Accordingly, the TRS is analogous to Arbor utilizing leverage to acquire loans and incurring an interest
expense to a lender.

SIC Advisors acts as the investment manager of Arbor and has discretion over the composition of the
basket of loans underlying the TRS. The terms of the TRS are governed by an ISDA 2002 Master Agreement, the Schedule thereto and Credit Support Annex to such Schedule, and the Confirmation exchanged thereunder, between Arbor and Citibank, which
collectively establish the TRS, and are collectively referred to herein as the TRS Agreement.

Our derivative
liability due to Citibank, net of amounts available for offset under a master netting agreement and net of collateral received by us, as of September 30, 2013 was $32,400.

Transactions in total return swap contracts during the nine months ended September 30, 2013 resulted in no realized gains/(losses)
and $32,400 in unrealized losses.

For the nine months ended September 30, 2013, the average notional par amount of total
return swap contracts was $781,111.

Distributions

We have elected and intend to qualify to be treated, for U.S. federal income tax purposes, as a RIC under subchapter M of the Code. To obtain and maintain RIC tax treatment, we must, among others things,
distribute at least 90% of our net ordinary income and net short-term capital gains in excess of net long-term capital losses, if any, to our stockholders. In order to avoid certain excise taxes imposed on RICs, we must distribute during each



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calendar year an amount at least equal to the sum of: (i) 98% of our ordinary income for the calendar year, (ii) 98.2% of our capital gains in excess of capital losses for the one-year
period generally ending on October 31 of the calendar year (unless an election is made by us to use our taxable year) and (iii) any ordinary income and net capital gains for preceding years that were not distributed during such years and
on which we paid no federal income tax.

While we intend to distribute any income and capital gains in the manner necessary to
minimize imposition of the 4% U.S. federal excise tax, sufficient amounts of our taxable income and capital gains may not be distributed to avoid entirely the imposition of the tax. In that event, we will be liable for the tax only on the amount by
which we do not meet the foregoing distribution requirement.

We currently intend 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, we may decide in the future to retain such capital gains for
investment and elect to treat such gains as deemed distributions to you. If this happens, you will be treated for U.S. federal income tax purposes as if you had received an actual distribution of the capital gains that we retain and reinvested the
net after tax proceeds in us. In this situation, you would be eligible to claim a tax credit (or, in certain circumstances, a tax refund) equal to your allocable share of the tax we paid on the capital gains deemed distributed to you. We can offer
no assurance that we will continue to achieve results that will permit the payment of any cash distributions and, if we issue senior securities, we may be prohibited from making distributions if doing so causes us to fail to maintain the asset
coverage ratios stipulated by the 1940 Act or if distributions are limited by the terms of any of our borrowings.

Subject to
our board of directors discretion and applicable legal restrictions, we expect to authorize and pay monthly distributions to our stockholders. Any distributions to our stockholders will be declared out of assets legally available for
distribution. We expect to continue making monthly distributions unless our results of operations, our general financial condition, general economic conditions, or other factors prohibit us from doing so. From time to time, but not less than
quarterly, we will review our accounts to determine whether distributions to our stockholders are appropriate. We have not established limits on the amount of funds we may use from available sources to make distributions. We expect that for a
significant time after the commencement of this offering, substantially all of our distributions will result from expense support payments made by SIC Advisors that may be subject to repayment by us within three years. The purpose of this
arrangement is to avoid such distributions being characterized as returns of capital for GAAP purposes. We may still have distributions which could be characterized as a return of capital for tax purposes. Such distributions are not based on our
investment performance and can only be sustained if we achieve positive investment performance in future periods and/or SIC Advisors continues to make Expense Support Payments under the Expense Support Agreement. Any future reimbursements to SIC
Advisors will reduce the distributions that may otherwise be available for distribution to stockholders. There can be no assurance that we will achieve the performance necessary to sustain our distributions or that we will be able to pay
distributions at all. SIC Advisors has no obligation to make Expense Support Payments pursuant to the Expense Support Agreement after December 31, 2013, unless the Expense Support Agreement is extended. For the three and nine months ended
September 30, 2013, if Expense Support Payments of $1,262,848 and $2,680,676, respectively were not made by SIC Advisors, 100% percent of the distributions would have been a return of capital.

Our distributions may exceed our earnings, which we refer to as a return of capital, especially during the period before we have invested
substantially all of the proceeds of this offering. As a result, a portion of the distributions we make may represent a return of capital for tax purposes. Our use of the term return of capital merely means distributions in excess of our
earnings and as such may constitute a return on your individual investments and does not mean a return on capital. Therefore stockholders are advised that they should be aware of the differences with our use of the term return of capital
and return on capital.



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The following table reflects the cash distributions per share that we have declared or paid
to our stockholders since we commenced operations in April 2012. Stockholders of record as of each respective record date were entitled to receive the distribution.



|                          |  |                    |  |                  |         | 
|------------------------- |  | ------------------ |  | ---------------- | ------- | 
|Record Date               |  | Payment Date       |  | Amount per share |        
|July 13 and 31, 2012      |  | August 1, 2012     |  | $                | 0.03333 | 
|August 15 and 31, 2012    |  | September 4, 2012  |  |                  | 0.03333 | 
|September 14 and 28, 2012 |  | October 1, 2012    |  |                  | 0.03333 | 
|October 15 and 30, 2012   |  | October 31, 2012   |  |                  | 0.03333 | 
|November 15 and 29, 2012  |  | November 30, 2012  |  |                  | 0.03333 | 
|December 14 and 28, 2012  |  | December 31, 2012  |  |                  | 0.03333 | 
|January 15 and 31, 2013   |  | January 31, 2013   |  |                  | 0.03333 | 
|February 15 and 28, 2013  |  | February 28, 2013  |  |                  | 0.03333 | 
|March 15 and 29, 2013     |  | March 29, 2013     |  |                  | 0.03333 | 
|April 15 and 30, 2013     |  | April 30, 2013     |  |                  | 0.03333 | 
|May 15 and 31, 2013       |  | May 31, 2013       |  |                  | 0.03333 | 
|June 14 and 28, 2013      |  | June 28, 2013      |  |                  | 0.03333 | 
|July 15 and 31, 2013      |  | July 31, 2013      |  |                  | 0.03333 | 
|August 15 and 30, 2013    |  | August 30, 2013    |  |                  | 0.03333 | 
|September 13 and 30, 2013 |  | September 30, 2013 |  |                  | 0.03333 | 
|October 15 and 31, 2013   |  | October 31, 2013   |  |                  | 0.03333 | 
|November 15 and 29, 2013  |  | November 30, 2013  |  |                  | 0.03333 | 
|December 13 and 31, 2013  |  | December 31, 2013  |  |                  | 0.03333 | 

We have adopted an opt in distribution reinvestment plan pursuant to which our common
stockholders may elect to have the full amount of any cash distributions reinvested in additional shares of our common stock. As a result, if we declare a cash distribution, stockholders that have opted in to our distribution
reinvestment plan will have their distribution automatically reinvested in additional shares of our common stock rather than receiving cash dividends. Stockholders who receive distributions in the form of shares of common stock will be subject to
the same federal, state and local tax consequences as if they received cash distributions.

Each year a statement on Internal
Revenue Service Form 1099-DIV (or such successor form) identifying the source of the distribution (i.e., paid from ordinary income, paid from net capital gain on the sale of securities, or a return of capital) will be mailed to our
stockholders. The tax basis of shares must be reduced by the amount of any return of capital distributions, which will result in an increase in the amount of any taxable gain (or a reduction in any deductible loss) on the sale of shares.

Related Party Transactions

On October 19, 2011, SIC Advisors entered into a subscription agreement to purchase 110.80 shares of common stock for cash consideration of $1,000. The consideration represents $9.025 per share.

On April 17, 2012, SIC Advisors purchased 1,108,033.24 shares of our common stock for aggregate gross proceeds of
$10,000,000. The consideration represents $9.025 per share.

We have entered into an Investment Advisory Agreement and Expense
Support and Reimbursement Agreement with SIC Advisors in which our senior management holds an equity interest. Members of our senior management also serve as principals of other investment managers affiliated with SIC Advisors that do, and may in
the future, manage investment funds, accounts or other investment vehicles with investment objectives similar to ours.

We
have entered into a dealer manager agreement with SC Distributors, LLC and pay them a dealer manager fee of up to 2.75% of gross proceeds raised in the offering. An affiliated entity of SC Distributors, LLC



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owns an equity interest in SIC Advisors, which provides the right to receive a fixed percentage of the management fees received by SIC Advisors.

We have entered into a license agreement with SIC Advisors under which SIC Advisors has agreed to grant us a non-exclusive, royalty-free
license to use the name Sierra for specified purposes in our business. Under this agreement, we will have a right to use the Sierra name, subject to certain conditions, for so long as SIC Advisors or one of its affiliates
remains our investment advisor. Other than with respect to this limited license, we will have no legal right to the Sierra name.

Management Fee

We pay
SIC Advisors a fee for its services under the Investment Advisory Agreement. The fee consists of two components: a base management fee and an incentive fee.

The base management fee is calculated at an annual rate of 1.75% of our gross assets and is payable quarterly in arrears. The incentive fee consists of:



| |  |  | An incentive fee on net investment income (subordinated incentive fee on income) is calculated and payable quarterly in arrears and is
based upon pre-incentive fee net investment income for the immediately preceding quarter. No subordinated incentive fee on income is payable in any calendar quarter in which pre-incentive fee net investment income does not exceed a quarterly return
to stockholders of 1.75% per quarter on the Companys net assets at the end of the immediately preceding fiscal quarter, or the preferred quarterly return. All pre-incentive fee net investment income, if any, that exceeds the quarterly
preferred return, but is less than or equal to 2.1875% of net assets at the end of the immediately preceding fiscal quarter in any quarter, will be payable to SIC Advisors. The Company refers to this portion of its subordinated incentive fee on
income as the catch up. It is intended to provide an incentive fee of 20% on pre-incentive fee net investment income when pre-incentive fee net investment income exceeds 2.1875% of net assets at the end of the immediately preceding quarter in any
quarter. For any quarter in which the Companys pre-incentive fee net investment income exceeds 2.1875% of net assets at the end of the immediately preceding quarter, the subordinated incentive fee on income shall equal 20% of the amount of
pre-incentive fee net investment income, because the preferred return and catch up will have been achieved.
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | A capital gains incentive fee will be earned on realized investments and shall be payable in arrears as of the end of each calendar year during which
the IAA is in effect. If the IAA is terminated, the fee will become payable as of the effective date of such termination. The capital gains incentive fee is based on our realized capital gains on a cumulative basis from inception, computed net of
all realized capital losses and unrealized capital depreciation on a cumulative basis, which we refer to as net realized capital gains. The capital gains incentive fee equals 20% of net realized capital gains, less the aggregate
amount of any previously paid capital gains incentive fee.
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Under the terms of the Investment Advisory
Agreement, SIC Advisors bears all organization and offering expenses on our behalf. Upon such time that we have raised $300 million in gross proceeds in connection with the sale of shares of our common stock, SIC Advisors shall no longer be
obligated to bear, pay or otherwise be responsible for any ongoing organization and offering expenses on our behalf, and we will be responsible for paying or otherwise incurring all such organization and offering expenses. Pursuant to the terms of
the Investment Advisory Agreement, we have agreed to reimburse SIC Advisors for any such organizational and offering expenses incurred by SIC Advisors not to exceed 1.25% of the gross subscriptions raised by us over the course of the offering
period, which is currently scheduled to terminate two years from the initial offering date, unless extended. Notwithstanding the foregoing, in the event that organizational and offering expenses, together with sales commissions, the dealer manager
fee and any discounts paid to members of the Financial Industry Regulatory Authority, exceed 15% of the gross proceeds from the sale of shares of our common stock pursuant to our registration statement or otherwise at the time of the completion of
our offering, then SIC Advisors shall be required to pay or, if already paid by us, reimburse us for amounts exceeding such 15% limit.



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Critical Accounting Policies

This discussion of our expected operating plans is based upon our expected financial statements, which will be prepared in accordance with accounting principles generally accepted in the United States, or
GAAP. The preparation of these financial statements will require our management 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. In addition to the discussion below, we will describe our critical accounting policies in the notes to our future financial statements.

Valuation of Investments

The Company applies fair value accounting to all of its financial instruments in accordance with the 1940 Act and ASC Topic 820  Fair Value Measurements and Disclosures (ASC 820). ASC
820 defines fair value, establishes a framework used to measure fair value and requires disclosures for fair value measurements. In accordance with ASC 820, the Company has categorized its financial instruments carried at fair value, based on the
priority of the valuation technique, into a three-level fair value hierarchy as discussed in Note 4. Fair value is a market-based measure considered from the perspective of the market participant who holds the financial instrument rather than an
entity specific measure. Therefore, when market assumptions are not readily available, the Companys own assumptions are set to reflect those that management believes market participants would use in pricing the financial instrument at the
measurement date.

Investments for which market quotations are readily available are valued at such market quotations, which
are generally obtained from an independent pricing service or multiple broker-dealers or market makers. We weight the use of third-party broker quotes, if any, in determining fair value based on our understanding of the level of actual transactions
used by the broker to develop the quote and whether the quote was an indicative price or binding offer. However, debt investments with remaining maturities within 60 days that are not credit impaired are valued at cost plus accreted discount, or
minus amortized premium, which approximates fair value. Investments for which market quotations are not readily available are valued at fair value as determined by the Companys board of directors based upon input from management and third
party valuation firms. Because these investments are illiquid and because there may not be any directly comparable companies whose financial instruments have observable market values, these loans are valued using a fundamental valuation methodology,
consistent with traditional asset pricing standards, that is objective and consistently applied across all loans and through time.

The Company uses third-party valuation firms to assist the board of directors in the valuation of its portfolio investments. The valuation reports generated by the third-party valuation firms consider the
evaluation of financing and sale transactions with third parties, expected cash flows and market based information, including comparable transactions, performance multiples, and movement in yields of debt instruments, among other factors. Based on
market data obtained from the third-party valuation firms, the Company uses a combined market yield analysis and an enterprise model of valuation. In applying the market yield analysis, the value of the Companys loans is determined based upon
inputs such as the coupon rate, current market yield, interest rate spreads of similar securities, the stated value of the loan, and the length to maturity. In applying the enterprise model, the Company uses a waterfall analysis which takes into
account the specific capital structure of the borrower and the related seniority of the instruments within the borrowers capital structure into consideration. To estimate the enterprise value of the portfolio company, we weigh some or all of
the traditional market valuation methods and factors based on the individual circumstances of the portfolio company in order to estimate the enterprise value. The methodologies for performing investments may be based on, among other things:
valuations of comparable public companies, recent sales of private and public comparable companies, discounting the forecasted cash flows of the portfolio company, third party valuations of the portfolio company, considering offers from third
parties to buy the company, estimating the value to potential strategic buyers and considering the value of recent investments in the equity securities of the portfolio company. For non-performing investments, we may estimate the liquidation or
collateral value of the portfolio companys assets and liabilities



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using an expected recovery model. We may estimate the fair value of warrants based on a model such as the Black-Scholes model or simulation models or a combination thereof.

The Company undertakes a multi-step valuation process each quarter when valuing investments for which market quotations are not readily
available, as described below:



| |  |  | the Companys quarterly valuation process begins with each portfolio investment being initially valued by the investment professionals responsible
for monitoring the portfolio investment;
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | conclusions are then documented and discussed with senior management; and
| | - |  | -------------------------------------------------------------------------



| |  |  | an independent valuation firm engaged by the Companys board of directors prepares an independent valuation report for approximately one third of
the portfolio investments each quarter on a rotating quarterly basis on non fiscal year-end quarters, such that each of these investments will be valued by an independent valuation firm at least twice per annum when combined with the fiscal year-end
review of all the investments by independent valuation firms.
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

In addition, all of the Companys
investments are subject to the following valuation process:



| |  |  | management reviews preliminary valuations and their own independent assessment;
| | - |  | -------------------------------------------------------------------------------



| |  |  | the audit committee of the Companys board of directors reviews the preliminary valuations of senior management and independent valuation firms;
and
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | the Companys board of directors discusses valuations and determines the fair value of each investment in the Companys portfolio in good
faith based on the input of SIC Advisors, the respective independent valuation firms and the audit committee.
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair
value of the Companys investments may 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.

Revenue Recognition

We record interest income on an accrual basis to the extent that we expect to collect such amounts. For loans and debt securities with contractual PIK interest, which represents contractual interest
accrued and added to the principal balance, we generally will not accrue PIK interest for accounting purposes if the portfolio company valuation indicates that such PIK interest is not collectible. We do not accrue as a receivable interest on loans
and debt securities or accounting purposes if we have reason to doubt our ability to collect such interest. Original issue discounts, market discounts or premiums are accreted or amortized using the effective interest method as interest income. We
record prepayment premiums on loans and debt securities as interest income. Dividend income, if any, is recognized on an accrual basis to the extent that we expect to collect such amount.

Net Realized Gains or Losses and Net Change in Unrealized Appreciation or Depreciation

We measure net realized gains or losses by the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment, without regard to unrealized appreciation or
depreciation previously recognized, but considering unamortized upfront fees and prepayment penalties. Net change in unrealized appreciation or depreciation reflects the change in portfolio investment values during the reporting period, including
any reversal of previously recorded unrealized appreciation or depreciation, when gains or losses are realized.

Payment-in-Kind
Interest

We have investments in our portfolio that contain a PIK interest provision. Any PIK interest is added to the
principal balance of such investments and is recorded as income, if the portfolio company valuation indicates that



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such PIK interest is collectible. In order to maintain our status as a RIC, substantially all of this income must be paid out to stockholders in the form of dividends, even if we have not
collected any cash.

Organization and Offering Expenses

Organization and offering expenses are expensed by SIC Advisors, and we may be required to reimburse SIC Advisors for such expenses subject to the terms of the Investment Advisory Agreement. Until such
time that we raise $300 million in gross proceeds in connection with the sale of shares of our common stock, continuous offering expenses will be expensed by SIC Advisors. After such time, continuous offering expenses, excluding sales load, will be
capitalized on our balance sheet as deferred offering expenses and expensed to our statement of operations in the period incurred.

Federal Income Taxes

We have elected and intend to qualify to be treated, for U.S. federal tax purposes, as a RIC under Subchapter M of the Code. As a RIC, we generally will not have to pay corporate-level federal income
taxes on any ordinary income or capital gains that we distribute to our stockholders from our tax earnings and profits. To obtain and maintain our RIC tax treatment, we must, among other things, meet specified
source-of-income and asset diversification requirements and distribute annually at least 90% of our ordinary income and realized net short-term capital gains in excess of realized net long-term capital losses,
if any.

Recent Developments

We do not believe that any recently issued but not yet effective accounting pronouncements, if adopted, would have a material effect on our condensed financial statements.

Item 3: Quantitative and Qualitative Disclosures About Market Risk.

We are subject to financial market risks, including changes in interest rates. Pursuant to the Prime Brokerage Services Agreement, we post
a specified amount of collateral, in accordance with the margin requirements described in the agreement, generally between 20% and 50% of the market value of each secured bond investment as determined by Barclays, in exchange for Barclays agreeing
to provide financing for some portion of our senior secured note investments. As a result, our net investment income is dependent upon the difference between the rate at which we borrow funds and the rate at which we invest these funds. In periods
of rising interest rates, our cost of funds would increase, which may reduce our net investment income. As a result, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on our net
investment income.

In addition, any investments we make that are denominated in a foreign currency will be subject to risks
associated with changes in currency exchange rates. These risks include the possibility of significant fluctuations in the foreign currency markets, the imposition or modification of foreign exchange controls and potential illiquidity in the
secondary market. These risks will vary depending upon the currency or currencies involved.

Item 4:
Controls and Procedures.

Disclosure Controls

In accordance with Rules 13a-15(b) and 15d-15(b) of the Securities Exchange Act of 1934, as amended (the Exchange Act), we, under the supervision and with the participation of our Chief
Executive Officer 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
Quarterly Report on Form 10-Q and determined that the disclosure controls and procedures are effective.



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Change In Internal Control Over Financial Reporting

No change occurred in our internal control over financial reporting (as defined in Rule 13a-15(f) and
15d-15(f) of the Exchange Act) during the three months ended September 30, 2013 that has materially affected, or is reasonably likely to materially affect, our internal control over financial
reporting.

Part II  Other Information



|Item 1: | Legal Proceedings.
|------- | ------------------

We
are not currently subject to any legal proceedings, nor, to our knowledge, are any legal proceedings threatened against us or our subsidiaries.



|Item 1A: | Risk Factors.
|-------- | -------------

In
addition to other information set forth in this report, you should carefully consider the Risk Factors discussed in our annual report on Form 10-K for the fiscal year ended December 31, 2012, filed with the SEC on March 15,
2013, which could materially affect our business, financial condition and/or operating results. Except as set forth below, there have been no material changes during the nine months ended September 30, 2013 to the risk factors discussed in
Item 1A. Risk Factors of our annual report on Form 10-K. Additional risks or uncertainties not currently known to us or that we currently deem to be immaterial also may materially affect our business, financial condition and/or operating
results.

Risks Related to Our Business

It is unclear how increased regulatory oversight and changes in the method for determining LIBOR may affect the value of the financial obligations to be held or issued by us that are linked to
LIBOR, or how such changes could affect our results of operations or financial condition.

As a result of concerns
about the accuracy of the calculation of LIBOR, a number of British Bankers Association, or BBA, member banks entered into settlements with certain regulators and law enforcement agencies with respect to the alleged manipulation of LIBOR, and
there are ongoing investigations by regulators and governmental authorities in various jurisdictions. Following a review of LIBOR conducted at the request of the U.K. government, on September 28, 2012, recommendations for reforming the setting
and governing of LIBOR were released, which are referred to as the Wheatley Review. The Wheatley Review made a number of recommendations for changes with respect to LIBOR, including the introduction of S-5 statutory regulation of LIBOR, the transfer
of responsibility for LIBOR from the BBA to an independent administrator, changes to the method of the compilation of lending rates and new regulatory oversight and enforcement mechanisms for ratesetting and a reduction in the number of currencies
and tenors for which LIBOR is published. Based on the Wheatley Review and on a subsequent public and governmental consultation process, on March 25, 2013, the U.K. Financial Services Authority published final rules for the U.K. Financial
Conduct Authoritys regulation and supervision of LIBOR, which are referred to as the FCA Rules. In particular, the FCA Rules include requirements that (1) an independent LIBOR administrator monitor and survey LIBOR submissions to identify
breaches of practice standards and/or potentially manipulative behavior, and (2) firms submitting data to LIBOR establish and maintain a clear conflicts of interest policy and appropriate systems and controls. The FCA Rules took effect on
April 2, 2013. It is uncertain what additional regulatory changes or what changes, if any, in the method of determining LIBOR may be required or made by the U.K. government or other governmental or regulatory authorities. Accordingly,
uncertainty as to the nature of such changes may adversely affect the market for or value of any LIBOR-linked securities, loans, derivatives and other financial obligations or extensions of credit held by or due to us or on our overall financial
condition or results of operations. In addition, any further changes or reforms to the determination or supervision of LIBOR may result in a sudden or prolonged increase or decrease in reported LIBOR, which could have an adverse impact on the market
for or value of any LIBOR-



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linked securities, loans, derivatives and other financial obligations or extensions of credit held by or due to us or on our overall financial condition or results of operations.

We have entered into a total return swap agreement which exposes us to certain risks, including market risk, liquidity risk and other risks similar
to those associated with the use of leverage.

On August 27, 2013, we, through our wholly-owned subsidiary, Arbor,
entered into a TRS with Citi. A total return swap is a contract in which one party agrees to make periodic payments to another party based on the change in the market value of the assets underlying the total return swap, which may include a
specified security, basket of securities or securities indices during the specified period, in return for periodic payments based on a fixed or variable interest rate. The TRS effectively adds leverage to our portfolio by providing investment
exposure to a security or market without owning or taking physical custody of such security or investing directly in such market. The TRS enables us, through our ownership of Arbor, to obtain the economic benefit of owning the loans subject to the
terms of the TRS Agreement, without actually owning them, in return for an interest-type payment to Citi. The TRS is subject to market risk and liquidity risk.

The obligations under the TRS Agreement are non-recourse to us and our exposure is limited to the amount that we contribute to Arbor in connection with the TRS. Generally, that amount will be the amount
that Arbor is required to post as cash collateral for each loan (generally 25% of the market value of a loan at the time that such loan is purchased). Arbor may select a portfolio of loans with a maximum aggregate market value (determined at the
time such loans become subject to the TRS) of $100 million. The current price of any loan, from day to day, will be calculated by the calculation agent, Citi, as net cash proceeds that would be received from the sale on such date of determination,
less the related costs of assigning that obligation.

Arbor will pay interest to Citi for each loan at a rate equal to
one-month LIBOR plus 1.30% per annum. Upon the termination or repayment of any loan subject to the TRS, Arbor will either receive from Citi the appreciation in the value of such loan, or pay to Citi any depreciation in the value of such loan.

In addition to customary events of default and termination events included in the form ISDA 2002 Master Agreement, the TRS
Agreement contains the following and other customary termination events: (a) a failure to satisfy the portfolio criteria for at least 30 days; (b) a failure to post initial cash collateral or additional collateral as required by the TRS
Agreement; (c) a default by Arbor or the Company with respect to indebtedness in an amount equal to or greater than the lesser of $10,000,000 and 2% of the Companys net asset value at such time; (d) a merger of Arbor or the Company
meeting certain criteria; (e) the Company or Arbor amending their respective constituent documents to alter their investment strategy in a manner that has or could reasonably be expected to have a material adverse effect; and (f) SIC
Advisors ceasing to be the investment manager of Arbor or to have authority to enter into transactions under the TRS Agreement on behalf of Arbor, and not being replaced by an entity reasonably acceptable to Citi.

Citi may terminate TRS on or after the second anniversary of the effective date of the TRS. If at any time, any particular loan fails to
meet certain criteria set forth in the TRS Agreement, and such failure continues for 30 days, Citi will have the right to terminate that loan or the entire agreement with at least 10 days notice and Arbor would be required to pay certain
breakage costs to Citi. SIC Advisors may terminate the TRS Agreement at any time upon providing 10 days prior notice to Citi, but would be required to pay certain termination fees.



|Item 2: | Unregistered Sales of Equity Securities and Use of Proceeds.
|------- | ------------------------------------------------------------

None.



|Item 3: | Defaults Upon Senior Securities.
|------- | --------------------------------

None.



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|Item 4: | Mine Safety Disclosures.
|------- | ------------------------

None.



|Item 5: | Other Information.
|------- | ------------------

None.



|Item 6: | Exhibits.
|------- | ---------

EXHIBIT INDEX



|       |  |                                                                                                                                                       
|------ |  | ------------------------------------------------------------------------------------------------------------------------------------------------------
|Number |  | Description                                                                                                                                           
|       | 
|31.1   |  | Certification by Chief Executive Officer pursuant to Exchange Act Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|       | 
|31.2   |  | Certification by Chief Financial Officer pursuant to Exchange Act Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|       | 
|32.1   |  | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.                               



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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.



|                        |  |                            |  |                                                                                             
|----------------------- |  | -------------------------- |  | --------------------------------------------------------------------------------------------
|Dated: November 7, 2013 |  | Sierra Income Corporation.
|                        |  |                           
|                        |  | By                         |  | /s/ Seth Taube                                                                              
|                        |  |                            |  | Seth Taube Chief Executive
Officer (Principal Executive Officer)                            
|                        |  |                           
|Dated: November 7, 2013 |  | By                         |  | /s/ Richard T. Allorto, Jr.                                                                 
|                        |  |                            |  | Richard T. Allorto, Jr.
Chief Financial Officer (Principal Accounting
and Financial Officer)



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