UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): November 4, 2026 |
BAIN CAPITAL SPECIALTY FINANCE, INC.
(Exact name of Registrant as Specified in Its Charter)
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Delaware |
814-01175 |
81-2878769 |
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
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200 Clarendon Street 37th Floor |
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Boston, Massachusetts |
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02116 |
(Address of Principal Executive Offices) |
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(Zip Code) |
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Registrant’s Telephone Number, Including Area Code: (617) 516-2000 |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s) |
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Name of each exchange on which registered
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Common Stock, par value $0.001 per share |
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BCSF |
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New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On November 9, 2026, Bain Capital Specialty Finance, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter ended September 30, 2026. A copy of the press release is attached hereto as Exhibit 99.1.
The information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed “filed” for any purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such Section. The information in this Current Report on Form 8-K shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 4, 2026, the Board of Directors (the “Board”) of the Company, on the recommendation of the Nominating and Corporate Governance Committee of the Board, appointed Amrit Kanwal, 61, as an independent Class III director of the Company. Effective upon the appointment of Mr. Kanwal as a director, the Board (i) amended and restated the Company’s bylaws (as amended, the “Amended and Restated Bylaws”) to increase the maximum number of authorized directors serving on the Board from eight to nine; and (ii) expanded the size of the Board from eight to nine members. The Board also appointed Mr. Kanwal to the Company’s Audit Committee, Nominating and Corporate Governance Committee and Compensation Committee. A copy of the press release issued on November 9, 2026, to announce Mr. Kanwal’s appointment is attached hereto as Exhibit 99.2.
Mr. Kanwal is an accomplished C-suite executive leader and board director with extensive financial and strategic expertise across financial services, mutual funds, and consumer goods. Effective November 4, 2026, Mr. Kanwal was also appointed as an independent trustee of Bain Capital Private Credit, a non-traded business development company that is externally managed by an affiliate of BCSF Advisors, LP, the Company’s investment adviser and a subsidiary of Bain Capital Credit, LP. Mr. Kanwal currently serves as an independent director for Columbia Threadneedle Investments and as a director of the Arete Newbury Fund. Mr. Kanwal previously held board positions at MFS Investment Management, Aditya Birla Sun Life Asset Management, Meridian Funds, PanAgora Asset Management, among others. Additionally, Mr. Kanwal previously served as Executive Vice President and Chief Financial Officer of MFS Investment Management and Chief Financial Officer of Putnam Investments.
Mr. Kanwal’s initial term as a Class III director will expire at the annual meeting of shareholders of the Company to be held in 2028. The Board has determined that Mr. Kanwal is independent within the meaning of the independence standards of the U.S. Securities and Exchange Commission and the New York Stock Exchange.
There are no arrangements or understandings between Mr. Kanwal and any other persons pursuant to which Mr. Kanwal was appointed as a director of the Company. There are no family relationships between Mr. Kanwal and any director or executive officer of the Company. There are no transactions in which Mr. Kanwal has an interest requiring disclosure under Item 404(a) of Regulation S-K. Mr. Kanwal will be entitled to the compensation received by the Company’s Independent Directors.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
As disclosed above, on November 4, 2026, the Board approved the Amended and Restated Bylaws to increase the maximum number of authorized directors serving on the Board from eight to nine. All of the other provisions of the Amended and Restated Bylaws remain in full force and effect.
The Amended and Restated Bylaws became effective immediately.
The foregoing description of the Amended and Restated Bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended and Restated Bylaws, which are attached hereto as Exhibit 3.1 and are incorporated herein by reference.
Item 8.01 Other Events.
On November 9, 2026, the Company issued a press release announcing the declaration of a fourth fiscal quarter 2026 dividend of $0.42 per share. The fourth fiscal quarter 2026 dividend of $0.42 per share is for stockholders of record as of December 15, 2026 and payable no later than the close of business on December 29, 2026. A copy of the press release is attached hereto as Exhibit 99.1.
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 hereunto duly authorized.
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BAIN CAPITAL SPECIALTY FINANCE, INC. |
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Date: |
November 9, 2026 |
By: |
/s/ Sabrina Rusnak-Carlson |
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Name: Sabrina Rusnak-Carlson Title: General Counsel |
Exhibit 99.1

Bain Capital Specialty Finance, Inc.
Bain Capital Specialty Finance, Inc. Announces September 30, 2026 Financial Results and Declares Fourth Quarter 2026 Dividend of $0.42 per Share
BOSTON – November 9, 2026 – Bain Capital Specialty Finance, Inc. (NYSE: BCSF, the “Company”, “our” or “we”) today announced financial results for the third quarter ended September 30, 2026, and that its Board of Directors (the “Board”) has declared a dividend of $0.42 per share for the fourth quarter of 2026.
“We delivered solid third quarter results, including a 10.3% annualized NII yield on equity, and our diversified portfolio of borrowers remains healthy,” said Michael Ewald, Chief Executive Officer of BCSF. “With yields beginning to move higher as floating rate loans reset, and new deals continuing to fund at attractive spreads, we see this environment creating compelling opportunities in the core middle market. Our longstanding and disciplined strategy positions us well to capitalize on them.”
Quarterly Highlights
•Net investment income (NII) per share was $0.43, equating to an annualized NII yield on book value of 10.3%(1);
•Net income per share was $0.26, equating to an annualized return on book value of 6.2%(1);
•Net asset value per share as of September 30, 2026 was $16.49, as compared to $16.65 as of June 30, 2026;
•Gross and net investment fundings were $121.5 million and $(81.6) million, respectively; ending net debt-to-equity was 1.18x, as compared to 1.22x as of June 30, 2026(2);
•Investments on non-accrual were relatively stable quarter-over-quarter, representing 3.3% and 2.2% of the total investment portfolio at amortized cost and fair value, respectively, as of September 30, 2026;
•During the quarter, the Company increased commitments under its senior secured revolving credit facility with Sumitomo Mitsui Banking Corporation as administrative agent (the "Sumitomo Credit Facility") to $955.0 million from $855.0 million; and
•Subsequent to quarter-end, the Company’s Board of Directors declared a dividend of $0.42 per share for the fourth quarter of 2026 payable to stockholders of record as of December 15, 2026(3).
Selected Financial Highlights
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($ in millions, unless otherwise noted) |
Q3 2026 |
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Q2 2026 |
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Net investment income per share |
$ |
0.43 |
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$ |
0.44 |
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Net investment income |
$ |
27.7 |
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$ |
28.6 |
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Earnings per share |
$ |
0.26 |
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$ |
0.22 |
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Regular dividends per share declared and payable |
$ |
0.42 |
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$ |
0.42 |
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($ in millions, unless otherwise noted) |
As of September 30, 2026 |
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As of June 30, 2026 |
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Total fair value of investments |
$ |
2,270.3 |
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$ |
2,363.6 |
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Total assets |
$ |
2,427.4 |
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$ |
2,620.1 |
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Total net assets |
$ |
1,069.8 |
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$ |
1,080.4 |
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Net asset value per share |
$ |
16.49 |
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$ |
16.65 |
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Portfolio and Investment Activity
For the three months ended September 30, 2026, the Company invested $121.5 million in 120 portfolio companies, including $47.9 million in 5 new companies and $73.6 million in 115 existing companies. The Company had $203.1 million of principal repayments and sales in the quarter, resulting in net investment fundings of $(81.6) million.
Investment Activity for the Quarter Ended September 30, 2026:
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($ in millions) |
Q3 2026 |
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Q2 2026 |
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Investment Fundings |
$ |
121.5 |
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$ |
182.0 |
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Sales and Repayments |
$ |
203.1 |
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$ |
277.2 |
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Net Investment Activity |
$ |
(81.6 |
) |
$ |
(95.2 |
) |
As of September 30, 2026, the Company’s investment portfolio had a fair value of $2,270.3 million, comprised of investments in 215 portfolio companies operating across 30 different industries.
Investment Portfolio at Fair Value as of September 30, 2026:
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Investment Type |
$ in Millions |
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% of Total |
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First Lien Senior Secured Loan |
$ |
1,412.7 |
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62.3 |
% |
Second Lien Senior Secured Loan |
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21.3 |
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0.9 |
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Subordinated Debt |
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90.6 |
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4.0 |
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Preferred Equity |
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177.8 |
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7.8 |
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Equity Interest |
185.9 |
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8.2 |
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Warrants |
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0.7 |
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0.0 |
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Investment Vehicles |
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381.3 |
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16.8 |
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Subordinated Note in ISLP |
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190.7 |
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8.4 |
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Equity Interest in ISLP |
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26.7 |
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1.2 |
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Subordinated Note in SLP |
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162.1 |
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7.1 |
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Preferred and Equity Interest in SLP |
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1.8 |
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0.1 |
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Total |
$ |
2,270.3 |
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100.0 |
% |
As of September 30, 2026, the weighted average yield on the investment portfolio at amortized cost and fair value were 11.2% and 10.7%, respectively, as compared to 10.8% and 10.4%, respectively, as of June 30, 2026(4)(5). 94.1% of the Company’s debt investments at fair value were in floating rate securities.
As of September 30, 2026, four portfolio companies were on non-accrual status, representing 3.3% and 2.2% of the total investment portfolio at amortized cost and fair value, respectively.
As of September 30, 2026, ISLP’s investment portfolio had an aggregate fair value of $696.9 million, comprised of investments in 38 portfolio companies operating across 15 different industries. The investment portfolio on a fair value basis was comprised of 93.8% first lien senior secured loans, 0.7% second lien senior secured loans and 5.5% equity interests. 100% of ISLP’s debt investments at fair value were in floating rate securities.
As of September 30, 2026, SLP’s investment portfolio had an aggregate fair value of $1,617.7 million, comprised of investments in 110 portfolio companies operating across 26 different industries. The investment portfolio on a fair value basis was comprised of 99.2% first lien senior secured loans, 0.3% second lien senior secured loans, and 0.5% equity interests. 100.0% of SLP’s debt investments at fair value were in floating rate securities.
Results of Operations
For the three months ended September 30, 2026 and June 30, 2026, total investment income was $59.9 million and $62.3 million, respectively.
Total expenses (before taxes) for the three months ended September 30, 2026 and June 30, 2026 were $31.4 million and $33.0 million, respectively.
Net investment income for the three months ended September 30, 2026 and June 30, 2026 was $27.7 million or $0.43 per share and $28.6 million or $0.44 per share, respectively.
During the three months ended September 30, 2026, the Company had net realized and unrealized losses of $11.0 million.
Net increase in net assets resulting from operations for the three months ended September 30, 2026 was $16.7 million, or $0.26 per share.
Capital and Liquidity
As of September 30, 2026, the Company had total principal debt outstanding of $1,340.0 million, including $68.0 million outstanding in the Company’s Sumitomo Credit Facility, $272.0 million outstanding of the debt issued through
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Bain Capital Specialty Finance, Inc. |
BCC Middle Market CLO 2019-1 LLC, $300.0 million outstanding in the Company’s senior unsecured notes due October 2026, $350.0 million outstanding in the Company's senior unsecured notes due March 2030, and $350.0 million outstanding in the Company's senior unsecured notes due March 2031.
For the three months ended September 30, 2026, the weighted average interest rate on debt outstanding was 5.0%, as compared to 5.0% for the three months ended June 30, 2026.
As of September 30, 2026, the Company had cash and cash equivalents (including foreign cash) of $28.5 million, restricted cash and cash equivalents of $30.1 million, $16.2 million of unsettled trades, net of receivables and payables of investments, and $887.0 million of capacity under its Sumitomo Credit Facility. As of September 30, 2026, the Company had $435.5 million of undrawn investment commitments.
As of September 30, 2026, the Company’s debt-to-equity and net debt-to-equity ratios were 1.25x and 1.18x, respectively, as compared to 1.41x and 1.22x, respectively, as of June 30, 2026(2).
Endnotes
(1)Net investment income yields and net income returns are calculated on average net assets, or book value, for the respective periods shown.
(2)Net debt-to-equity represents principal debt outstanding less cash and cash equivalents and unsettled trades, net of receivables and payables of investments.
(3)The fourth quarter dividend is payable on December 29, 2026 to stockholders of record as of December 15, 2026.
(4)The weighted average yield is computed as (a) the annual stated interest rate or yield earned on the relevant accruing debt and other income producing securities plus amortization of fees and discounts on the performing debt and other income producing investments, divided by (b) the total relevant investments at amortized cost or fair value. The weighted average yield does not represent the total return to our stockholders.
(5)For non-stated rate income producing investments, computed based on (a) the dividend or interest income earned for the respective trailing twelve months ended on the measurement date, divided by (b) the ending amortized cost or fair value, as applicable. In instances where historical dividend or interest income data is not available or not representative for the trailing twelve months ended, the dividend or interest income is annualized.
Conference Call Information
A conference call to discuss the Company’s financial results will be held live at 10:00 a.m. Eastern Time on November 10, 2026. Please visit BCSF’s webcast link located on the Events & Presentations page of the Investor Resources section of BCSF’s website at http://www.baincapitalspecialtyfinance.com for a slide presentation that complements the Earnings Conference Call.
Participants are also invited to access the conference call by dialing one of the following numbers:
•Domestic: 1-800-420-1459
•International: 1-203-518-9861
All participants will need to reference “Bain Capital Specialty Finance - Third Quarter Ended September 30, 2026 Earnings Conference Call” once connected with the operator. All participants are asked to dial in 10-15 minutes prior to the call.
Replay Information:
An archived replay will be available approximately three hours after the conference call concludes through November 24, 2026 via a webcast link located on the Investor Resources section of BCSF’s website, and via the dial-in numbers listed below:
•Domestic: 1-844-512-2921
•International: 1-412-317-6671
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Bain Capital Specialty Finance, Inc. |
Bain Capital Specialty Finance, Inc.
Consolidated Statements of Assets and Liabilities
(in thousands, except share and per share data)
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As of |
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As of |
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September 30, 2026 |
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December 31, 2025 |
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(Unaudited) |
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Assets |
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Investments at fair value: |
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Non-controlled/non-affiliate investments (amortized cost of $1,686,467 and $1,891,513, respectively) |
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$ |
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1,682,370 |
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$ |
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1,905,297 |
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Non-controlled/affiliate investments (amortized cost of $44,550 and $7,504, respectively) |
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56,832 |
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18,674 |
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Controlled affiliate investments (amortized cost of $553,204 and $603,650, respectively) |
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|
531,132 |
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|
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584,470 |
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Cash and cash equivalents |
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25,690 |
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|
|
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23,092 |
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Foreign cash (cost of $2,309 and $2,477, respectively) |
|
|
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2,854 |
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|
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3,151 |
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Restricted cash and cash equivalents |
|
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|
30,110 |
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32,667 |
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Collateral on derivatives |
|
|
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31,781 |
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10,993 |
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Deferred financing costs |
|
|
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5,432 |
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3,543 |
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Interest receivable on investments |
|
|
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36,526 |
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|
|
|
38,023 |
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Interest rate swap |
|
|
|
— |
|
|
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7,976 |
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Receivable for sales and paydowns of investments |
|
|
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16,878 |
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|
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28,856 |
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Prepaid insurance |
|
|
|
438 |
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|
|
489 |
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Unrealized appreciation on forward currency exchange contracts |
|
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3,462 |
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|
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— |
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Dividend receivable |
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|
|
3,866 |
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|
|
|
5,354 |
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Total Assets |
|
$ |
|
2,427,371 |
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|
$ |
|
2,662,585 |
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Liabilities |
|
|
|
|
|
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|
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Debt (net of unamortized debt issuance costs of $14,714 and $10,110, respectively) |
|
$ |
|
1,300,111 |
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|
$ |
|
1,470,796 |
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Interest rate swap |
|
|
|
24,873 |
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|
|
|
— |
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Interest payable |
|
|
|
10,502 |
|
|
|
|
12,376 |
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Payable for investments purchased |
|
|
|
700 |
|
|
|
|
2,110 |
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Collateral payable on derivatives |
|
|
|
— |
|
|
|
|
12,907 |
|
Unrealized depreciation on forward currency exchange contracts |
|
|
|
— |
|
|
|
|
9,061 |
|
Base management fee payable |
|
|
|
8,779 |
|
|
|
|
9,408 |
|
Incentive fee payable |
|
|
|
— |
|
|
|
|
5,877 |
|
Accounts payable and accrued expenses |
|
|
|
12,580 |
|
|
|
|
12,910 |
|
Distributions payable |
|
|
|
— |
|
|
|
|
9,730 |
|
Total Liabilities |
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|
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1,357,545 |
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|
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|
1,545,175 |
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Commitments and Contingencies (See Note 10) |
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Net Assets |
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Common stock, par value $0.001 per share, 100,000,000,000 and 100,000,000,000 shares authorized, 64,868,507 and 64,868,507 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively |
|
|
|
65 |
|
|
|
|
65 |
|
Paid in capital in excess of par value |
|
|
|
1,161,110 |
|
|
|
|
1,161,110 |
|
Total distributable loss |
|
|
|
(91,349 |
) |
|
|
|
(43,765 |
) |
Total Net Assets |
|
|
|
1,069,826 |
|
|
|
|
1,117,410 |
|
Total Liabilities and Total Net Assets |
|
$ |
|
2,427,371 |
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|
$ |
|
2,662,585 |
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Net asset value per share |
|
$ |
|
16.49 |
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|
$ |
|
17.23 |
|
See Notes to Consolidated Financial Statements
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Bain Capital Specialty Finance, Inc. |
Bain Capital Specialty Finance, Inc.
Consolidated Statements of Operations
(in thousands, except share and per share data)
(Unaudited)
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For the Three Months Ended September 30, |
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For the Nine Months Ended September 30, |
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2026 |
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2025 |
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2026 |
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2025 |
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Income |
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Investment income from non-controlled/non-affiliate investments: |
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest from investments |
|
$ |
|
34,572 |
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|
$ |
|
43,677 |
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$ |
|
111,700 |
|
|
$ |
|
129,641 |
|
Dividend income |
|
|
|
841 |
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|
|
|
600 |
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|
|
|
2,114 |
|
|
|
|
5,265 |
|
PIK income |
|
|
|
7,499 |
|
|
|
|
7,462 |
|
|
|
|
23,735 |
|
|
|
|
21,569 |
|
Other income |
|
|
|
1,154 |
|
|
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1,538 |
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|
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|
4,397 |
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|
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|
8,529 |
|
Total investment income from non-controlled/non-affiliate investments |
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|
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44,066 |
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|
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53,277 |
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|
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|
141,946 |
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|
|
|
165,004 |
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|
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|
|
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|
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Investment income from non-controlled/affiliate investments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest from investments |
|
|
|
166 |
|
|
|
|
— |
|
|
|
|
204 |
|
|
|
|
135 |
|
PIK income |
|
|
|
395 |
|
|
|
|
— |
|
|
|
|
395 |
|
|
|
|
30 |
|
Other income |
|
|
|
26 |
|
|
|
|
67 |
|
|
|
|
91 |
|
|
|
|
109 |
|
Total investment income from non-controlled/affiliate investments |
|
|
|
587 |
|
|
|
|
67 |
|
|
|
|
690 |
|
|
|
|
274 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment income from controlled affiliate investments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest from investments |
|
|
|
10,270 |
|
|
|
|
10,273 |
|
|
|
|
27,639 |
|
|
|
|
29,228 |
|
Dividend income |
|
|
|
4,929 |
|
|
|
|
3,581 |
|
|
|
|
18,097 |
|
|
|
|
10,490 |
|
PIK income |
|
|
|
1 |
|
|
|
|
2 |
|
|
|
|
3 |
|
|
|
|
8 |
|
Total investment income from controlled affiliate investments |
|
|
|
15,200 |
|
|
|
|
13,856 |
|
|
|
|
45,739 |
|
|
|
|
39,726 |
|
Total investment income |
|
|
|
59,853 |
|
|
|
|
67,200 |
|
|
|
|
188,375 |
|
|
|
|
205,004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest and debt financing expenses |
|
|
|
20,140 |
|
|
|
|
20,310 |
|
|
|
|
61,056 |
|
|
|
|
60,986 |
|
Base management fee |
|
|
|
8,778 |
|
|
|
|
9,430 |
|
|
|
|
26,856 |
|
|
|
|
27,755 |
|
Incentive fee |
|
|
|
— |
|
|
|
|
4,599 |
|
|
|
|
6,419 |
|
|
|
|
12,267 |
|
Professional fees |
|
|
|
608 |
|
|
|
|
713 |
|
|
|
|
1,920 |
|
|
|
|
2,141 |
|
Directors fees |
|
|
|
180 |
|
|
|
|
182 |
|
|
|
|
540 |
|
|
|
|
538 |
|
Other general and administrative expenses |
|
|
|
1,707 |
|
|
|
|
1,965 |
|
|
|
|
5,537 |
|
|
|
|
6,464 |
|
Total expenses, net of fee waivers |
|
|
|
31,413 |
|
|
|
|
37,199 |
|
|
|
|
102,328 |
|
|
|
|
110,151 |
|
Net investment income before taxes |
|
|
|
28,440 |
|
|
|
|
30,001 |
|
|
|
|
86,047 |
|
|
|
|
94,853 |
|
Income tax expense, including excise tax |
|
|
|
731 |
|
|
|
|
801 |
|
|
|
|
2,369 |
|
|
|
|
2,953 |
|
Net investment income |
|
|
|
27,709 |
|
|
|
|
29,200 |
|
|
|
|
83,678 |
|
|
|
|
91,900 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized and unrealized gains (losses) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gain (loss) on non-controlled/non-affiliate investments |
|
|
|
(10,004 |
) |
|
|
|
1,345 |
|
|
|
|
(13,412 |
) |
|
|
|
(14,780 |
) |
Net realized gain (loss) on non-controlled/affiliate investments |
|
|
|
(52 |
) |
|
|
|
(11,081 |
) |
|
|
|
(6,650 |
) |
|
|
|
(14,759 |
) |
Net realized gain (loss) on controlled affiliate investments |
|
|
|
(459 |
) |
|
|
|
— |
|
|
|
|
(13,984 |
) |
|
|
|
— |
|
Net realized gain (loss) on foreign currency transactions |
|
|
|
831 |
|
|
|
|
335 |
|
|
|
|
8 |
|
|
|
|
667 |
|
Net realized gain (loss) on forward currency exchange contracts |
|
|
|
(2,097 |
) |
|
|
|
(1,016 |
) |
|
|
|
(8,222 |
) |
|
|
|
(4,830 |
) |
Net change in unrealized appreciation on foreign currency translation |
|
|
|
233 |
|
|
|
|
(183 |
) |
|
|
|
(129 |
) |
|
|
|
1,736 |
|
Net change in unrealized appreciation on forward currency exchange contracts |
|
|
|
2,763 |
|
|
|
|
3,023 |
|
|
|
|
12,523 |
|
|
|
|
(14,124 |
) |
Net change in unrealized appreciation on non-controlled/non-affiliate investments |
|
|
|
3,234 |
|
|
|
|
(485 |
) |
|
|
|
(27,313 |
) |
|
|
|
31,015 |
|
Net change in unrealized appreciation on non-controlled/affiliate investments |
|
|
|
1,649 |
|
|
|
|
12,459 |
|
|
|
|
10,544 |
|
|
|
|
9,214 |
|
Net change in unrealized appreciation on controlled affiliate investments |
|
|
|
(7,101 |
) |
|
|
|
(14,894 |
) |
|
|
|
(2,892 |
) |
|
|
|
(15,067 |
) |
Total net loss |
|
|
|
(11,003 |
) |
|
|
|
(10,497 |
) |
|
|
|
(49,527 |
) |
|
|
|
(20,928 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase in net assets resulting from operations |
|
$ |
|
16,706 |
|
|
$ |
|
18,703 |
|
|
$ |
|
34,151 |
|
|
$ |
|
70,972 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted net investment income per share of common stock |
|
$ |
|
0.43 |
|
|
$ |
|
0.45 |
|
|
$ |
|
1.29 |
|
|
$ |
|
1.42 |
|
Basic and diluted increase in net assets resulting from operations per share of common stock |
|
$ |
|
0.26 |
|
|
$ |
|
0.29 |
|
|
$ |
|
0.53 |
|
|
$ |
|
1.10 |
|
Basic and diluted weighted average common stock outstanding |
|
|
|
64,868,507 |
|
|
|
|
64,868,507 |
|
|
|
|
64,868,507 |
|
|
|
|
64,805,106 |
|
See Notes to Consolidated Financial Statements
|
|

|
Bain Capital Specialty Finance, Inc. |
About Bain Capital Specialty Finance, Inc.
Bain Capital Specialty Finance, Inc. is an externally managed specialty finance company focused on lending to middle market companies. BCSF is managed by BCSF Advisors, LP, an SEC-registered investment adviser and a subsidiary of Bain Capital Credit, LP. Since commencing investment operations on October 13, 2016, and through September 30, 2026, BCSF has invested approximately $10,238.4 million in aggregate principal amount of debt and equity investments prior to any subsequent exits or repayments. BCSF’s investment objective is to generate current income and, to a lesser extent, capital appreciation through direct originations of secured debt, including first lien, first lien/last out, unitranche and second lien debt, investments in strategic joint ventures, equity investments and, to a lesser extent, corporate bonds. BCSF has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended.
Forward-Looking Statements
This press release or the webcast/conference call may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in filings with the U.S. Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein or on the webcast/conference call. All forward-looking statements speak only as of the date of this press release.
Investor Contact:
Katherine Schneider
Tel. (212) 803-9613
investors@baincapitalbdc.com
Media Contact:
Scott Lessne
Tel. +1 (212) 300-1800
slessne@apcoworldwide.com
|
|

|
Bain Capital Specialty Finance, Inc. |
Exhibit 99.2

Bain Capital Specialty Finance, Inc.
Bain Capital Specialty Finance Appoints Amrit Kanwal to its Board of Directors
BOSTON – November 9, 2026 – Bain Capital Specialty Finance, Inc. (“BCSF” or the “Company”) (NYSE: BCSF) today announced the appointment of Amrit Kanwal as an independent director to its Board of Directors (the “Board”), effective November 4, 2026. Mr. Kanwal will serve on the Audit, Nominating and Corporate Governance, and Compensation Committees. BCSF’s Board now includes nine members, including six independent directors.
Mr. Kanwal is an accomplished C-suite executive leader and board director with extensive financial and strategic expertise across financial services, mutual funds, and consumer goods. Effective November 4, 2026, Mr. Kanwal was also appointed as an independent director of Bain Capital Private Credit, a non-traded business development company that is externally managed by an affiliate of BCSF Advisors, LP, the Company’s investment adviser and a subsidiary of Bain Capital Credit, LP. Mr. Kanwal currently serves as an independent director for Columbia Threadneedle Investments and as a director of the Arete Newbury Fund. Mr. Kanwal previously held board positions at MFS Investment Management, Aditya Birla Sun Life Asset Management, Meridian Funds, PanAgora Asset Management, among others. Over a 16-year tenure as Executive Vice President and Chief Financial Officer of MFS Investment Management, he drove global expansion and grew enterprise earnings more than sixfold. Previously, Mr. Kanwal served as Chief Financial Officer of Putnam Investments, where he successfully led corporate turnaround and stabilization strategies, ultimately orchestrating the firm's sale to Great-West Lifeco Inc. in 2007.
“As a proven executive leader and global strategist, Amrit will further bolster our Board’s capabilities and composition, and we welcome him to BCSF,” said Michael Ewald, Chief Executive Officer of BCSF. “His breadth of expertise in finance, treasury, and strategy and deep governance background will be a valuable resource to the Board as we continue to deliver shareholder value.”
“I have long admired Bain Capital as a firm for its partnership approach and the rigor and discipline they bring to investing,” said Mr. Kanwal. “I am proud to join BCSF’s Board and look forward to collaborating closely with my fellow directors to continue to drive the Company’s long-term success.”
Earlier in his career, Mr. Kanwal worked in corporate development and finance roles at Miller Brewing, Pepsi-Cola, and Sequa Corporation. He holds a Bachelor of Business Administration degree from the University of Texas at Austin and a Master of Business Administration degree from the University of Southern California's Marshall School of Business. Mr. Kanwal is actively involved in youth development and sports philanthropy, currently serving on the board of the US Squash Foundation.
About Bain Capital Specialty Finance, Inc.
Bain Capital Specialty Finance, Inc. is an externally managed specialty finance company focused on lending to middle market companies. BCSF is managed by BCSF Advisors, LP, an SEC-registered investment adviser and a subsidiary of Bain Capital Credit, LP. Since commencing investment operations on October 13, 2016, and through September 30, 2026, BCSF has invested approximately $10,238.4 million in aggregate principal amount of debt and equity investments prior to any subsequent exits or repayments. BCSF’s investment objective is to generate current income and, to a lesser extent, capital appreciation through direct originations of secured debt, including first lien, first lien/last out, unitranche and second lien debt, investments in strategic joint ventures, equity investments and, to a lesser extent, corporate bonds. BCSF has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended.
Forward-Looking Statements
This press release may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in filings with the U.S. Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.
Investor Contact:
Katherine Schneider
Tel. (212) 803-9613
investors@baincapitalbdc.com
Media Contact:
Scott Lessne
Tel. +1 (212) 300-1800
slessne@apcoworldwide.com
Bain Capital Specialty Finance, Inc.