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Before investing in a business development company (BDC), examine what it owns, how it finances those investments, what fees it charges, how its distributions are funded, and whether you can sell its shares when needed. Then compare reported net asset value (NAV) with the market price where shares trade publicly. A high distribution or a discount to NAV is not, by itself, evidence of a sound investment.
The review differs depending on whether a BDC is exchange-traded, retail-offered but non-traded, or privately offered. The U.S. Securities and Exchange Commission (SEC) explains the relevant differences in its publicly traded BDC bulletin and non-publicly traded BDC bulletin.
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Start by identifying the type of BDC
BDCs are closed-end funds that invest mainly in debt or equity issued by small and medium-sized private businesses, and sometimes smaller public businesses. Their strategies and holdings can differ substantially: one BDC may emphasize particular types of loans or borrowers, while another may take different credit or equity risks.
First establish how the shares are offered and sold. Exchange-traded BDC shares can be bought and sold on an exchange, but their market prices may differ from NAV. Retail-offered and privately offered BDC shares are not exchange-traded; opportunities to transfer or repurchase them may be limited. The SEC warns that investors in those non-publicly traded BDCs may not be able to sell when they want or need to. Check the offering documents for the actual restrictions and any repurchase terms.
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What does the BDC invest in?
Read the portfolio and investment-strategy disclosures in the latest prospectus or registration statement, where applicable, and in recent reports. Determine the kinds of businesses the BDC lends to or invests in, the kinds of loans it makes, and the credit quality and risks described by the issuer. Do not assume that two BDCs are comparable just because both use the same fund structure.
- Borrowers and industries: Identify the businesses and sectors represented in the portfolio and consider the risks the issuer associates with them.
- Loan types and quality: Find out what kinds of loans the BDC holds and whether the issuer describes them as higher quality or lower-rated.
- Disclosed credit risks: Note the risks described in the filings and how the stated strategy may expose the portfolio to them.
How much leverage does it use?
Borrowing can magnify both returns and losses, increase volatility, and raise financing costs when interest rates rise. The SEC’s 2024 investor bulletin says BDCs may, under certain conditions, borrow up to $2 for every $1 of investor equity. That is an illustrative description of borrowing capacity—not a target, a recommendation, or a figure for any particular BDC. Check the issuer’s current debt and asset-coverage disclosures instead.
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Compare the BDC’s debt level and borrowing costs with its investment portfolio and consider how changes in rates could affect financing expense and profits. For example, an increase in borrowing costs can reduce the income left after financing expenses; the degree of exposure depends on the fund’s own financing and investments.
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1Repair Windows errors before they cause bigger problems2Fix the driver behind crashes, sound loss and screen glitches3Clear out junk files and repair common Windows errorsHow should you assess fees and expenses?
Use the prospectus or offering documents to find upfront sales charges, ongoing management and operating expenses, and performance or incentive fees. Understand how each fee is calculated and what conditions apply. Fees reduce the return investors keep, so compare the full cost structure rather than looking only at the management fee.
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As broad context, the SEC’s 2024 bulletin describes advisory fees for publicly traded BDCs as typically 1.5%–2% of gross assets annually, plus incentive fees generally up to 20% of profits. These are general descriptions, not a quote for a specific fund; use the BDC’s own current fee table and agreements to determine what you would pay.
What do NAV and the share price tell you?
NAV is the reported value of a fund’s assets minus its liabilities, expressed per share. For an exchange-traded BDC, compare the current share price with reported NAV per share and examine how NAV has moved over time. The SEC notes that publicly traded BDC shares may trade above or below NAV.
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A premium or discount is a clue to investigate, not a decision rule. BDCs hold private investments whose valuations involve judgment; a market discount does not prove that the reported assets are worth more than the market price, and a premium does not establish that the shares are fairly valued. Read the issuer’s valuation disclosures and consider NAV trends alongside the portfolio and risks.
For non-traded BDCs, there is no exchange price to compare with NAV. Review how the issuer reports value and read the offering documents for transfer and repurchase restrictions; reported NAV is not a guarantee that you can sell at that amount.
Independent reader supportYour contribution helps us test, update, and keep practical guides available for everyone.Where do distributions come from?
Review the BDC’s distribution history and the disclosed sources of its payments. A distribution can come from investment income, capital gains, or return of capital. Return of capital means that some principal is being returned to investors, reducing assets available for investment. A high payout or a record of regular payments alone does not establish that future distributions are sustainable.
The SEC’s 2024 bulletin says most BDCs that elected a certain tax status must distribute 90% of taxable income each year. This tax-related figure is not a promised distribution rate, nor does it establish that a payment comes from investment income rather than another source. Check the issuer’s disclosures for the composition and history of distributions.
How to review a BDC’s filings
- Classify the offering. Determine whether the shares are exchange-traded, retail-offered non-traded, or privately offered. Use the applicable SEC guidance and the issuer’s offering documents to understand liquidity and disclosure.
- Find current disclosures. Review the latest registration statement or prospectus, where applicable, and recent Forms 10-K, 10-Q, and 8-K. Issuer filings are available through the SEC’s EDGAR company filings search.
- Record the portfolio and risks. Write down the strategy, borrower and loan types, stated credit quality, and disclosed risks so that you can compare like with like.
- Check leverage and financing. Note debt levels, borrowing costs, and relevant disclosures about how rates may affect expenses and profits.
- Extract the full fee structure. Record upfront charges, management fees, operating expenses, and incentive fees, including how performance fees are calculated and when they apply.
- Review value and liquidity. For exchange-traded shares, compare market price with NAV per share and review NAV trends and valuation disclosures. For non-traded shares, read transfer limits and any specific repurchase terms.
- Trace distributions. Review consistency and the disclosed sources—income, gains, or return of capital—without treating past payments as a guarantee of future income.
Compare BDCs on the same questions
Use the same current disclosures and time period for each candidate. This framework helps keep a high yield or a headline discount from dominating the decision.
| Area | What to compare | Why it matters |
|---|---|---|
| Portfolio and credit | Borrowers, industries, loan types, stated loan quality, strategy, and disclosed risks | BDCs may have materially different credit exposures and investment approaches. |
| Leverage and rates | Debt level, borrowing costs, and rate-related financing exposure | Borrowing can magnify gains and losses; higher rates can increase financing expense and reduce profits. |
| NAV and market pricing | NAV per share and its trend, valuation disclosures, and—if exchange-traded—market price relative to NAV | A premium or discount can add risk or present an opportunity, but neither is a standalone measure of value. |
| Fees and expenses | Upfront charges, management and operating costs, incentive-fee formulas, and applicable conditions | Costs affect the return investors retain, and fee structures may differ. |
| Distribution record | Payment history and disclosed sources of distributions | A payment may include return of capital, and a high payout alone does not establish sustainability. |
| Liquidity and information | Exchange listing or lack of one, transfer or repurchase terms, and available issuer disclosures | The ability to sell and the information available differ across BDC structures. |
What a filing review cannot guarantee
Filings and offering documents help explain a BDC’s strategy, costs, risks, reported value, and distribution sources; they do not guarantee investment results, realizable NAV, future distributions, or the ability to sell at a desired time. Valuations and terms can change, so use current issuer disclosures rather than assuming that figures in an older filing still apply.
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