Form: NPORT-P

Monthly Portfolio Investments Report on Form N-PORT (Public)

May 30, 2024


Barings
Participation Investors
Report for the
Three Months Ended March 31, 2024
image_002.gif



Adviser
Barings LLC
300 S Tryon St., Suite 2500
Charlotte, NC 28202
Independent Registered Public Accounting Firm
KPMG LLP
Boston, Massachusetts 02110
Counsel to the Trust
Ropes & Gray LLP
Boston, Massachusetts 02111
Custodian
State Street Bank and Trust Company
Boston, Massachusetts 02110
 

Transfer Agent & Registrar
SS&C Global Investor & Distribution Solution, Inc., formerly known as DST System, Inc. ("SS&C GIDS")
P.O. Box 219086
Kansas City, Missouri 64121-9086
1-800-647-7374
Internet Website
https://www.barings.com/mpv
 
image_001.jpg
Barings Participation Investors
c/o Barings LLC
300 S Tryon St., Suite 2500
Charlotte, NC 28202                                           
1-866-399-1516
 
 
Investment Objective and Policy
Barings Participation Investors (the “Trust”) is a closed-end management investment company, first offered to the public in 1988, whose shares are traded on the New York Stock Exchange under the trading symbol “MPV”. The Trust’s share price can be found in the financial section of most newspapers under either the New York Stock Exchange listings or Closed-End Fund Listings.
The Trust’s investment objective is to maintain a portfolio of securities providing a current yield and, when available, an opportunity for capital gains. The Trust’s principal investments are privately placed, below-investment grade, long-term debt obligations including bank loans and mezzanine debt instruments. Such private placement securities may, in some cases, be accompanied by equity features such as common stock, preferred stock, warrants, conversion rights, or other equity features. The Trust typically purchases these investments, which are not publicly tradable, directly from their issuers in private placement transactions. These investments are typically made to small or middle market companies. In addition, the Trust may invest, subject to certain limitations, in marketable debt securities (including high yield and/or investment grade securities) and marketable common stocks. Below-investment grade or high yield securities have predominantly speculative characteristics with respect to the capacity of the issuer to pay interest and repay principal.
The Trust distributes substantially all of its net income to shareholders each year. Accordingly, the Trust pays dividends to shareholders four times per year. The Trust pays dividends to its shareholders in cash, unless the shareholder elects to participate in the Dividend Reinvestment and Share Purchase Plan.
Form N-PORT
The Trust files its complete schedule of portfolio holdings with the U.S. Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on part F of Form N-PORT. This information is available (i) on the SEC’s website at http://www.sec.gov; and (ii) at the SEC’s Public Reference Room in Washington, DC (which information on their operation may be obtained by calling 1-800-SEC-0330). A complete schedule of portfolio holdings as of each quarter-end is available upon request by calling, toll-free, 866-399-1516.

Proxy Voting Policies & Procedures; Proxy Voting Record
The Trustees of the Trust have delegated proxy voting responsibilities relating to the voting of securities held by the Trust to Barings LLC (“Barings”). A description of Barings’ proxy voting policies and procedures is available (1) without charge, upon request, by calling, toll-free 866-399-1516; (2) on the Trust’s website at https://www.barings.com/mpv; and (3) on the SEC’s website at http://www.sec.gov. Information regarding how the Trust voted proxies relating to portfolio securities during the most recent 12-month period ended March 31, 2024 is available (1) on the Trust’s website at https://www.barings.com/mpv; and (2) on the SEC’s website at http://www.sec.gov.
Legal Matters
The Trust has entered into contractual arrangements with an investment adviser, transfer agent and custodian (collectively “service providers”) who each provide services to the Trust. Shareholders are not parties to, or intended beneficiaries of, these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the Trust.
Under the Trust’s Bylaws, any claims asserted against or on behalf of the Trust, including claims against Trustees and officers must be brought in courts located within the Commonwealth of Massachusetts.
The Trust’s registration statement and this shareholder report are not contracts between the Trust and its shareholders and do not give rise to any contractual rights or obligations or any shareholder rights other than any rights conferred explicitly by federal or state securities laws that may not be waived.
 







image_0021.jpg


Barings Participation Investors
TO OUR SHAREHOLDERS
April 30, 2023
We are pleased to present the March 31, 2024, Quarterly Report of Barings Participation Investors (the “Trust”).

PORTFOLIO PERFORMANCE

The Board of Trustees declared a quarterly dividend of $0.36 per share, payable on June 14, 2024, to shareholders of record on May 31, 2024. This represents an increase of $0.01 per share or 2.9% over the previous dividend of $0.35 per share and the seventh consecutive quarterly increase. The Trust earned $0.36 per share of net investment income, net of taxes, for the first quarter of 2024, compared to $0.33 per share in the previous quarter. The increase in net investment income was predominantly related to $0.04 per share of excise tax expense in the fourth quarter, while core earnings were flat as base rates leveled off in the first quarter.
March 31, 2023(1)(2)
December 31, 2023(1)
% Change
Quarterly Dividend per share(3)
0.36(3)
$ 0.35  2.9  %
Net Investment Income(4)
$ 3,803,025  $ 3,529,750  7.7  %
Net Assets $ 168,705,696  $ 163,366,715  3.3  %
Net Assets per share(5)
$ 15.88  $ 15.41  3.0  %
Share Price $ 16.12  $ 15.60  3.3  %
Dividend Yield at Share Price 8.9  % 9.0  % (1.1) %
(Discount) / Premium 1.5  % 1.2  %
(1) Past performance is no guarantee of future results
(2) Figures are unaudited
(3) Payable on June 14, 2024
(4) Figures are shown net of excise tax
(5) Based on shares outstanding at the end of the period of 10,601,700 as of 12/31/2023 and 10,622,422 as of 3/31/2024, respectively.

Quarterly total returns at March 31, 2024, and December 31, 2023, were 3.1% and 2.7%, respectively. Longer term, the Trust returned 11.6%, 10.7%, 10.2%, 9.6%, and 11.0% for the 1, 3, 5, 10, and 25-year periods, respectively, based on the change in the Trust’s net assets assuming the reinvestment of all dividends
The Trust’s average quarter-end discount for the 1, 3, 5 and 10-year periods was (7.1)%, (11.5)%, (6.5)% and (1.7)%, respectively
U.S. fixed income markets, as approximated by the Bloomberg Barclays U.S. Corporate High Yield Index and the Credit Suisse Leveraged Loan Index, returned 1.5% and 2.5% for the quarter, respectively

PORTFOLIO BENEFITS

We believe the Trust benefits from being part of the larger Barings North American Private Finance (“NAPF”) platform, which as of March 31, 2024, has over 30 years of experience and had commitments of over $26 billion to private credit.
The NAPF platform has provided two primary benefits to the Trust: Direct deal origination and credit underwriting. NAPF has served as the Lead or Co-Lead on over 80% of its originated transactions and has a senior loan loss rate of 0.03% since inception. The benefit of being the Lead or Co-Lead lender is the ability to lead negotiations on terms and have influence over the credit agreement.
The Trust has continued to benefit from NAPF’s strong origination relationships with private equity sponsors. Every private placement investment in the portfolio was directly originated by Barings via a sponsor (without a financial intermediary), where one hundred percent of the economics are passed through to investors.
The Trust has consistently generated a stable dividend yield for investors, which to date has been paid exclusively from investment income and capital gains – no return of capital, all while employing a limited amount of leverage 0.10x.
The Trust continues to invest in what we believe are high-quality companies in defensive sectors and remains well diversified with 33 different industries across 155 assets, where over 65% of those investments are first lien senior secured loans that we believe provide strong risk adjusted returns. The Trust continues to invest in senior subordinated debt when we believe the risk
1


adjusted return is appropriate. Approximately 13% of the market value of the Trust was equity, generating ~$10.5 million ($0.99 per share) in unrealized appreciation as of March 31, 2024.
(Continued)
PORTFOLIO ACTIVITY

Consistent with the stated investment objective of the Trust, we continued to search for relative value across the capital structure of potential investments that provide current yield with an opportunity for capital gains. The Trust closed eight new private placement investments and add-on investments to 28 existing portfolio companies during the first quarter of 2024. The total amount invested by the Trust in these transactions was $10.7 million.
PORTFOLIO LIQUIDITY

The Trust maintained a liquidity position comprised of a combination of its available cash balance and short-term investments of $4.0 million or 2.1% of total assets, in addition to a low leverage profile at 0.10x as of March 31, 2024. Given the migration of the portfolio towards more senior secured investments, the Trust increased its revolving credit facility with MassMutual to a total commitment of $22.5 million (See Note 4). This increased facility coupled with the current cash balance provides liquidity to support our current portfolio companies as well as invest in new portfolio companies. As always, the Trust continues to benefit from strong relationships with our carefully chosen financial sponsor partners. These relationships provide clear benefits to the portfolio companies including potential access to additional capital if needed and strategic thinking to compliment a company’s management team. High-quality and timely information about portfolio companies, which is only available in a private market setting, allows us to work constructively with financial sponsors and maximize the portfolio companies’ long-term health and value.

The Trust’s recently announced dividend of $0.36 per share is the seventh consecutive quarterly dividend increase. With more than 65% of the Trust in first lien floating rate loans, the Trust's net investment income has increased as interest rates have risen. We believe the increase in interest rates coupled with the overall strong credit quality of the Trusts supports the increase in the quarterly dividend. In determining the quarterly dividend, the Board of Trustees seeks to ensure that the Trust will be able to pay sustainable dividends over the long term.

Thank you for your continued interest in and support of Barings Participation Investors.

Sincerely,
image_6.jpg
Christina Emery
President
















2




Portfolio Composition as of 03/31/24*
 
chart-430142174742440ea01.jpg chart-1fe48aade31c40b2998.jpg
* Based on market value of total investments
Cautionary Notice: Certain statements contained in this report may be “forward looking” statements. Investors are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date on which they are made and which reflect management’s current estimates, projections, expectations or beliefs, and which are subject to risks and uncertainties that may cause actual results to differ materially. These statements are subject to change at any time based upon economic, market or other conditions and may not be relied upon as investment advice or an indication of the Trust’s trading intent. References to specific securities are not recommendations of such securities, and may not be representative of the Trust’s current or future investments. We undertake no obligation to publicly update forward looking statements, whether as a result of new information, future events, or otherwise.
3



 
chart-2c8af4f16f5d478d8ca.jpg
 
Average Annual Returns March 31, 2024
1 Year 5 Year 10 Year
Barings Participation Investors 38.31  % 8.56  % 10.06  %
Bloomberg Barclays U.S. Corporate High Yield Index 11.15  % 4.21  % 4.44  %
Data for Barings Participation Investors (the “Trust”) represents returns based on the change in the Trust’s market price assuming the reinvestment of all dividends and distributions. Past performance is no guarantee of future results.
The graph and table do not reflect the deduction of taxes that a shareholder would pay on distributions from the Trust or the sale of shares.

4

CONSOLIDATED STATEMENT OF ASSETS AND LIABILITIES Barings Participation Investors
March 31, 2024
(Unaudited)
 

 
Assets:
Investments
(See Consolidated Schedule of Investments)
Corporate restricted securities - private placement investments at fair value $ 173,828,287
(Cost - $ 165,971,201)
Corporate restricted securities - rule 144A securities at fair value 5,242,655
(Cost - $ 5,439,310)
Corporate public securities at fair value 1,824,582
(Cost - $ 2,184,028)
Total investments (Cost - $ 173,594,539)
180,895,524
Cash 4,005,134
Foreign currencies (Cost - $ 6,830)
6,381
Dividend and interest receivable 2,008,796
Receivable for investments sold 407,943
Other assets 193,635
Total assets 187,517,413
Liabilities:
Note payable 15,000,000
Credit facility (net of deferred financing fees) 2,832,421
Deferred tax liability 334,789
Investment advisory fee payable 379,588
Interest payable 65,332
Accrued expenses 199,587
Total liabilities 18,811,717
Commitments and Contingencies (See Note 7)
Total net assets $ 168,705,696
Net Assets:
Common shares, par value $0.01 per share
$ 106,224
Additional paid-in capital 144,491,153
Total distributable earnings 24,108,319
Total net assets $ 168,705,696
Common shares issued and outstanding (14,787,750 authorized)
10,622,422
Net asset value per share $ 15.88
 

 
See Notes to Consolidated Financial Statements 5

CONSOLIDATED STATEMENT OF OPERATIONS Barings Participation Investors
For the three months ended March 31, 2024
(Unaudited)
 
Investment Income:
Interest $ 4,816,370
Dividends 21,012
Other 56,346
Total investment income 4,893,728
Expenses:
Interest and other financing fees 440,427
Investment advisory fees 379,588
Professional fees 131,965
Trustees’ fees and expenses 69,000
Reports to shareholders 42,000
Custodian fees 6,000
Other 21,723
Total expenses 1,090,703
Investment income - net 3,803,025
Income tax, including excise tax expense
Net investment income after taxes 3,803,025
Net realized and unrealized gain on investments and foreign currency:
Net realized gain on investments before taxes 895,020
Income tax benefit 2,786
Net realized gain on investments after taxes 897,806
Net increase in unrealized appreciation of investments before taxes 369,978
Net decrease in unrealized appreciation of foreign currency translation before taxes (168)
Deferred income tax benefit (expense) (52,015)
Net increase in unrealized appreciation of investments and foreign currency transactions after taxes 317,795
Net gain on investments and foreign currency 1,215,601
Net increase in net assets resulting from operations $ 5,018,626
 

 
See Notes to Consolidated Financial Statements 6

CONSOLIDATED STATEMENT OF CASH FLOWS Barings Participation Investors
For the three months ended March 31, 2024
(Unaudited)
 
Net decrease in cash & foreign currencies:
Cash flows from operating activities:
Purchases of portfolio securities $ (12,351,391)
Proceeds from disposition of portfolio securities 13,705,543
Interest, dividends and other income received 5,291,636
Interest expenses paid (603,326)
Operating expenses paid (937,347)
Income taxes paid (447,214)
Net cash provided by operating activities 4,657,901
Cash flows from financing activities:
Repayments under credit facility (3,750,000)
Receipts for shares issued on reinvestment of dividends 320,355
Cash dividends paid from net investment income (3,710,595)
Net cash used for financing activities (7,131,364)
Net decrease in cash & foreign currencies (2,473,463)
Cash & foreign currencies - beginning of period 6,485,146
Effects of foreign currency exchange rate changes on cash and cash equivalents (168)
Cash & foreign currencies - end of period $ 4,011,515
Reconciliation of net increase in net assets to
net cash provided by operating activities:
Net increase in net assets resulting from operations $ 5,018,626
  Increase in investments (2,031,257)
  Decrease in interest receivable 779,499
  Increase in receivable for investments sold (7,429)
  Decrease in payment-in-kind non-cash income received 1,274,687
  Decrease in amortization 437,022
  Decrease in other assets 34,540
  Increase in deferred tax liability 52,015
  Decrease in investment advisory fee payable (362,010)
  Decrease in interest payable (162,899)
  Increase in accrued expenses 74,939
  Decrease in tax payable (450,000)
Total adjustments to net assets from operations (360,893)
Effects of foreign currency exchange rate changes on cash and cash equivalents 168
Net cash provided by operating activities $ 4,657,901
 

 
See Notes to Consolidated Financial Statements 7

CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS Barings Participation Investors
 
For the three months ended
03/31/2024
(Unaudited)
For the
year ended
12/31/2023
Increase in net assets:
Operations:
  Investment income - net $ 3,803,025 $ 15,877,015
  Net realized gain / (loss) on investments and foreign currency after taxes 897,806 (333,114)
  Net change in unrealized appreciation / (depreciation) of investments and foreign currency after taxes 317,795 2,575,432
Net increase in net assets resulting from operations 5,018,626 18,119,333
  Increase from common shares issued on reinvestment of dividends
320,355
Dividends to shareholders from:
  Distributable earnings to Common Stock Shareholders
(13,676,193)
Total increase / (decrease) in net assets 5,338,981 4,443,140
Net assets, beginning of period/year 163,366,715 158,923,575
Net assets, end of period/year $ 168,705,696 $ 163,366,715
 

 
See Notes to Consolidated Financial Statements 8

CONSOLIDATED SELECTED FINANCIAL HIGHLIGHTS Barings Participation Investors

Selected data for each share of beneficial interest outstanding:
 
For the three months ended
03/31/2024
(Unaudited)
For the years ended December 31,
2023 2022 2021 2020 2019
Net asset value: Beginning of period/year $ 15.41 $ 14.99 $ 15.19 $ 13.60 $ 13.80 $ 13.18
Net investment income (a) 0.36 1.50 0.97 0.86 1.00 1.00
Net realized and unrealized gain / (loss) on investments 0.11 0.21 (0.31) 1.53 (0.40) 0.69
Total from investment operations 0.47 1.71 0.66 2.39 0.60 1.69
Dividends from net investment income to common shareholders (1.29) (0.83) (0.80) (0.80) (1.08)
Dividends from realized gain on investments to common shareholders (0.03)
Increase from dividends reinvested 0.00 (b) 0.00 (b) 0.01
Total dividends (1.29) (0.86) (0.80) (0.80) (1.07)
Net asset value: End of period/year $ 15.88 $ 15.41 $ 14.99 $ 15.19 $ 13.60 $ 13.80
Per share market value: End of period/year $ 16.12 $ 15.60 $ 12.32 $ 14.80 $ 11.88 $ 16.13
Total investment return
Net asset value (c) 3.05% 12.46% 4.42% 17.84% 4.66% 13.21%
Market value (c) 3.33% 38.51% (10.57%) 32.09% (21.11%) 14.72%
Net assets (in millions): End of period/year $ 168.71 $ 163.37 $ 158.92 $ 161.08 $ 144.18 $ 146.08
Ratio of total expenses to average net assets (d) 2.64% (e) 2.66% 2.35% 2.66% 1.47% 2.26%
Ratio of operating expenses to average net assets 1.58% (e) 1.56% 1.46% 1.46% 1.38% 1.45%
Ratio of interest expense to average net assets 1.07% (e) 0.76% 0.63% 0.41% 0.43% 0.42%
Ratio of income tax expense to average net assets (0.01)% (e) 0.34% 0.26% 0.79% (0.34)% 0.39%
Ratio of net investment income to average net assets 9.23% (e) 9.69% 6.39% 5.99% 7.52% 7.30%
Portfolio turnover 7% 12% 12% 43% 34% 22%
(a)    Calculated using average shares.
(b)    Rounds to less than $0.01 per share.
(c)    Net asset value return represents portfolio returns based on change in the Trust’s net asset value assuming the reinvestment of all dividends and distributions which differs from the total investment return based on the Trust’s market value due to the difference distributions which differs from the total investment return based on the Trust’s market value due to the difference between the Trust’s net asset value and the market value of its shares outstanding; past performance is no guarantee of future results.
(d)    Total expenses include income tax expense.
(e)    Annualized.

For the three months ended
03/31/2024
(Unaudited)
For the years ended December 31,
Senior borrowings: 2023 2022 2021 2020 2019
Total principal amount (in millions) $ 18 $ 22 $ 24 $ 21 $ 15 $ 15
Asset coverage per $1,000 of indebtedness $ 10,373 $ 8,511 $ 7,763 $ 8,670 $ 10,612 $ 10,739
 
See Notes to Consolidated Financial Statements 9

Consolidated Schedule of Investments Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
1WorldSync, Inc.
A product information sharing platform that connects manufacturers/suppliers and key retailers via the Global Data Synchronization Network.
10.18% Term Loan due 06/24/2025 (SOFR + 4.750%) $ 2,384,283  * $ 2,373,248  $ 2,384,282 
* 07/01/19 and 12/09/20.
Accurus Aerospace
A supplier of highly engineered metallic parts, kits and assemblies, and processing services.
10.72% First Lien Term Loan due 03/31/2028 (SOFR + 5.250%) (G) $ 485,953  04/05/22 468,889  461,122 
Limited Liability Company Unit (B)  8,752 uts. 10/14/21 8,752  8,577 
477,641  469,699 
AdaCore Inc
AdaCore is a provider of a software development toolkit that helps software developers to write code for embedded systems using a number of programming languages, including Ada, C/C++, Rust, and SPARK.
11.56% First Lien Term Loan due 03/13/2030 (SOFR + 6.250%) (G) $ 1,173,376  03/13/24  766,864  766,609
Advanced Manufacturing Enterprises LLC
A designer and manufacturer of large, custom gearing products for a number of critical customer applications.
Limited Liability Company Unit (B)  1,945 uts. * 207,911  — 
* 12/07/12, 07/11/13 and 06/30/15.
Advantage Software
A provider of enterprise resource planning (ERP) software built for advertising and marketing agencies.
Limited Liability Company Unit Class A (B) (F)  766 uts. 10/01/21 24,353  61,231 
Limited Liability Company Unit Class A (B) (F)  197 uts. 10/01/21 6,320  15,793 
Limited Liability Company Unit Class B (B) (F)  766 uts. 10/01/21 784  — 
Limited Liability Company Unit Class B (B) (F)  197 uts. 10/01/21 202  — 
31,659  77,024 
AIT Worldwide Logistics, Inc.
A provider of domestic and international third-party logistics services.
12.93% Second Lien Term Loan due 04/06/2029 (SOFR+ 7.500%) $ 1,669,355  04/06/21 1,645,818  1,659,840 
Limited Liability Company Unit (B)  56 uts. 04/06/21 55,645  85,754 
1,701,463  1,745,594 
Americo Chemical Products
A provider of customized specialty chemical solutions and services for pretreatment of metal surfaces and related applications.
10.83% First Lien Term Loan due 04/28/2029 (SOFR + 5.500%) (G) $ 612,489  04/28/23 479,504  492,448 
Limited Liability Company Unit (B) (F)  22,480 uts. 04/28/23 22,480  23,829 
501,984  516,277 
See Notes to Consolidated Financial Statements 10

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
AMS Holding LLC
A leading multi-channel direct marketer of high-value collectible coins and proprietary-branded jewelry and watches.
Limited Liability Company Unit Class A
Preferred (B) (F)
 114 uts. 10/04/12 $ 113,636  $ 211,506 
Amtech Software
A provider of enterprise resource planning software and technology solutions for packaging manufacturers.
11.06% First Lien Term Loan due 11/02/2027 (SOFR + 5.750%) (G) $ 993,182  11/02/21 523,442  528,134 
Applied Aerospace Structures Corp.
A leading provider of specialized large-scale composite and metal-bonded structures for platforms in the aircraft, space, and land/sea end markets.
11.59% Term Loan due 11/22/2028 (SOFR + 6.250%) (G) $ 191,452.00  12/01/22 161,182  167,302 
Limited Liability Company Unit (B)  8 uts. 12/01/22 8,000  10,856 
169,182  178,158 
ASC Communications, LLC (Becker's Healthcare)
An operator of trade shows and controlled circulation publications targeting the healthcare market.
10.18% Term Loan due 07/15/2027 (SOFR + 4.750%) (G) $ 390,448  07/15/22 363,652  367,783 
Limited Liability Company Unit (B) (F)  535 uts. 07/15/22 11,221  15,661 
374,873  383,444 
ASC Holdings, Inc.
A manufacturer of capital equipment used by corrugated box manufacturers.
13.00% (1.00% PIK) Senior Subordinated Note due 12/31/2024 $ 911,281  11/19/15 911,178  829,266 
Limited Liability Company Unit (B)  111,100 uts. 11/18/15 111,100  15,554 
1,022,278  844,820 
Audio Precision
A provider of high-end audio test and measurement sensing instrumentation software and accessories.
11.46% Term Loan due 10/31/2024 (SOFR + 6.000%) $ 1,705,500  10/30/18 1,702,185  1,654,335 
Aurora Parts & Accessories LLC (d.b.a Hoosier)
A distributor of aftermarket over-the-road semi-trailer parts and accessories sold to customers across North America.
Preferred Stock (B)  210 shs. 08/17/15 209,390  209,390 
Common Stock (B)  210 shs. 08/17/15 210  264,377 
209,600  473,767 
BBB Industries LLC - DBA (GC EOS Buyer Inc.)
A supplier of remanufactured and new parts to the North American automotive aftermarket.
14.31% Second Lien Term Loan due 07/25/2030 (SOFR + 9.000%) $ 454,545  07/25/22 440,182  448,182 
Limited Liability Company Unit (B)  45 uts. 07/25/22 45,000  48,012 
485,182  496,194 
See Notes to Consolidated Financial Statements 11

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
Best Lawyers (Azalea Investment Holdings, LLC)
A global digital media company that provides ranking and marketing services to the legal community.
10.69% First Lien Term Loan due 11/19/2027 (SOFR + 5.250%) (G) $ 1,367,223  11/30/21 $ 1,091,828  $ 1,108,473 
12.00% HoldCo PIK Note due 05/19/2028 $ 381,476  11/30/21 377,774  374,228 
Limited Liability Company Unit (B)  44,231 uts. 11/30/21 44,231  69,000 
1,513,833  1,551,701 
Blue Wave Products, Inc.
A distributor of pool supplies.
Common Stock (B)  51,064 shs. 10/12/12 51,064  60,766 
Warrant, exercisable until 2024, to purchase common stock at $.01 per share (B)  20,216 shs. 10/12/12 20,216  23,855 
71,280  84,621 
Bridger Aerospace
A provider of comprehensive solutions to combat wildfires in the United States including fire suppression, air attack and unmanned aircraft systems.
Series C Convertible Preferred Equity (7.00% PIK) (B)  183 shs. 08/12/22 194,454  177,462 
BrightSign
A provider of digital signage hardware and software solutions, serving a variety of end markets, including retail, restaurants, government, sports, and entertainment.
11.21% Term Loan due 10/14/2027 (SOFR + 5.750%) (G) $ 1,398,769  10/14/21 1,363,668  1,359,340 
Limited Liability Company Unit (B) (F)  111,835 uts. 10/14/21 111,835  101,770 
1,475,503  1,461,110 
Brown Machine LLC
A designer and manufacturer of thermoforming equipment used in the production of plastic packaging containers within the food and beverage industry.
11.08% Term Loan due 10/04/2024 (SOFR + 5.750%) $ 784,104  10/03/18 781,756  773,127 
Cadence, Inc.
A full-service contract manufacturer (“CMO”) and supplier of advanced products, technologies, and services to medical device, life science, and industrial companies.
10.21% First Lien Term Loan due 04/30/2025 (SOFR+ 4.750%) $ 858,986  5/14/2018 854,393  843,524 
10.72% Incremental Term Loan due 05/26/2026 (LIBOR + 5.250%) $ 366,151  10/2/2023 358,729  363,221 
1,213,122  1,206,745 
CAi Software
A vendor of mission-critical, production-oriented software to niche manufacturing and distribution sectors.
11.82% Term Loan due 12/10/2028 (SOFR + 6.250%) (G) $ 2,454,715  12/13/21 2,186,021  2,169,874 
See Notes to Consolidated Financial Statements 12

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
California Custom Fruits & Flavors
Develops and manufactures value-added, custom-formulated processed fruit and flavor bases for various customers across the Private Label, Branded, Direct Grocery, and Food-Service channels.
10.75% First Lien Term Loan due 02/11/2030 (SOFR + 5.750% (G) $ 440,741  02/26/24 $ 193,333  $ 193,191 
Limited Liability Company Unit (B) (F)  12 uts. 02/26/24 12,000  12,000 
205,333  205,191 
Cascade Services
A residential services platform that provides HVAC repair and replacement work for single-family homes in southern geographies.
10.58% First Lien Term Loan due 09/30/2029 (SOFR + 5.250%) (G) $ 998,658  10/04/23 607,804  628,720 
Cash Flow Management
A software provider that integrates core banking systems with branch technology and creates modern retail banking experiences for financial institutions.
11.65% Term Loan due 12/27/2027 (LIBOR + 6.000%) (G) $ 977,843  12/28/21 910,146  896,269 
Limited Liability Company Unit (B) (F)  24,016 uts. 25,331  24,857 
935,477  921,126 
CJS Global
A janitorial services provider focused on high end restaurants in NYC, Florida, and Texas.
11.16% Term Loan due 03/10/2029 (SOFR + 5.500%) (G) $ 848,485  03/20/23 580,746  580,606 
Limited Liability Company Unit Common (B) 303,180 uts. 03/20/23 147,469  147,560 
728,215  728,166 
Cleaver-Brooks, Inc.
A manufacturer of full suite boiler room solutions.
10.83% Term Loan due 07/14/2028 (SOFR + 5.500%) (G) $ 624,395  07/18/22 544,177  545,636 
11.00% HoldCo PIK Note due 07/14/2029 128095  07/18/22 125,696  125,888 
669,873  671,524 
Cloudbreak
A language translation and interpretation services provider to approximately 970 hospitals and outpatient clinics across the U.S.
11.07% Term Loan due 03/15/2030 (SOFR + 5.750%) (G) $ 952,381  03/15/24 611,296  611,111 
Limited Liability Company Unit Class A (B) (F)  59 uts. 03/15/24 59,000  59,000 
Limited Liability Company Unit Class B (B) (F) (I)  59 uts. 03/15/24 —  — 
670,296  670,111 
CloudWave
A provider of managed cloud hosting and IT services for hospitals.
10.96% Term Loan due 01/04/2027 (SOFR + 6.000%) $ 1,619,274  01/29/21 1,602,097  1,619,274 
Limited Liability Company Unit (B) (F)  55,645 uts. 01/29/21 55,645  102,387 
1,657,742  1,721,661 
See Notes to Consolidated Financial Statements 13

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
Cogency Global
A provider of statutory representation and compliance services for corporate and professional services clients.
10.66% Term Loan due 12/28/2027 (SOFR + 5.250%) (G) $ 872,002  02/14/22 $ 778,107  $ 771,561 
10.66% Term Loan due 02/14/2028 (SOFR + 5.250%) (G) $ 765,069  09/13/23 748,241  749,461 
Preferred Stock (B)  33 shs. 02/14/22 36,108  62,195 
1,562,456  1,583,217 
Command Alkon
A vertical-market software and technology provider to the heavy building materials industry delivering purpose-built, mission critical products that serve as the core operating & production systems for ready-mix concrete producers, asphalt producers, and aggregate suppliers.
12.08% Term Loan due 04/17/2027 (SOFR + 6.750%) $ 2,011,782  * 1,984,995  1,998,907 
Limited Liability Company Unit Class B (B) (I)  6,629 uts. 04/23/20 —  35,264 
* 04/23/20, 10/30/20 and 11/18/20.     1,984,995  2,034,171 
Compass Precision
A manufacturer of custom metal precision components.
11.00% (1.00% PIK) Senior Subordinated Note due 10/16/2025 $ 1,319,076  04/15/22 1,307,660  1,272,909 
Limited Liability Company Unit (B) (F)  158,995 uts. 10/14/21 431,250  500,835 
1,738,910  1,773,744 
Comply365
A provider of proprietary enterprise SaaS and mobile solutions for content management and document distribution in highly regulated industries, including Aviation and Rail.
10.43% Term Loan due 04/19/2028 (SOFR + 5.000%) (G) $ 685,187  04/15/22 623,192  619,968 
Concept Machine Tool Sales, LLC
A full-service distributor of high-end machine tools and metrology equipment, exclusively representing a variety of global manufacturers in the Upper Midwest.
10.54% Term Loan due 01/31/2025 (LIBOR + 5.000%) $ 578,137  01/30/20 573,890  556,746 
Limited Liability Company Unit (B) (F)  1,237 shs. * 49,559  14,671 
* 01/30/20 and 03/05/21 623,449  571,417 
CTS Engines
A provider of maintenance, repair and overhaul services within the aerospace & defense market.
11.07% Term Loan due 12/22/2026 (SOFR + 5.750%) (G) $ 1,448,352  12/22/20 1,390,745  1,329,434 
DataServ
A managed IT services provider serving Ohio’s state, local, and education (“SLED”) market (79% of FY21 Revenue), as well as small and medium-sized businesses (“SMB”, 8%) and enterprise clients (13%).
10.97% First Lien Term Loan due 09/30/2028 (SOFR + 5.500%) (G) $ 237,488  11/02/22 185,398  186,585 
Preferred Stock (B)  9,615 shs. 11/02/22 9,615  9,712 
195,013  196,297 
See Notes to Consolidated Financial Statements 14

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
Decks Direct
An eCommerce direct-to-consumer seller of specialty residential decking products in the United States.
11.68% Term Loan due 12/28/2026 (SOFR + 6.250%) (G) $ 1,484,624  12/29/21 $ 1,283,857  $ 1,270,202 
11.68% Term Loan due 12/28/2026 (SOFR + 6.250%) $ 118,373  07/31/23 115,996  115,958 
11.68% Term Loan due 12/28/2026 (SOFR + 6.250%) $ 290,220  12/21/23 284,289  284,300 
Limited Liability Company Unit (B)  2,209 uts. 12/29/21 94,091  82,145 
Del Real LLC
A manufacturer and distributor of fully-prepared fresh refrigerated Hispanic entrees as well as side dishes that are typically sold on a heat-and-serve basis at retail grocers.
Limited Liability Company Unit (B) (F)  368,799 uts. * 368,928  346,671 
* 10/07/16, 07/25/18, 03/13/19 and 06/17/19.
DistroKid (IVP XII DKCo-Invest,LP)
A subscription-based music distribution platform that allows artists to easily distribute, promote, and monetize their music across digital service providers, such as Spotify and Apple Music.
10.96% Term Loan due 09/30/2027 (SOFR + 5.500%) $ 1,610,306  10/01/21 1,591,526  1,607,085 
Limited Liability Company Unit (B) (F)  73,333 uts. 10/01/21 73,404  69,666 
1,664,930  1,676,751 
Dwyer Instruments, Inc.
A designer and manufacturer of precision measurement and control products for use with solids, liquids and gases.
11.15% Term Loan due 07/01/2027 (SOFR + 5.750%) $ 1,700,741  07/20/21 1,680,539  1,700,741 
Echo Logistics
A provider of tech-enabled freight brokerage across various modes including Truckload, Less-than-Truckload, Parcel, and Intermodal, as well as managed (contracted) transportation services.
12.43% Second Lien Term Loan due 11/05/2029 (SOFR + 7.000%) $ 1,679,204  11/22/21 1,658,473  1,640,582 
Limited Liability Company Unit (B)  46 uts. 11/22/21 45,796  40,999 
1,704,269  1,681,581 
EFC International
A St. Louis-based global distributor (40% of revenue ex-US) of branded, highly engineered fasteners and specialty components.
11.00% (2.5% PIK) Term Loan due 02/28/2030 $ 982,264  03/01/23 957,898  963,404 
Limited Liability Company Unit (B) (F)  205 uts. 03/01/23 288,462  423,934 
1,246,360  1,387,338 
EFI Productivity Software
A provider of ERP software solutions purpose-built for the print and packaging industry.
10.94% Term Loan due 12/30/2027 (SOFR + 5.500%) (G) $ 979,143  12/30/21 912,157  919,488 
Electric Power Systems International, Inc.
A provider of electrical testing services for apparatus equipment and protection & controls infrastructure.
11.21% Term Loan due 04/19/2028 (SOFR + 5.750%) (G) $ 1,173,249  04/19/21 1,159,676  1,132,185 
See Notes to Consolidated Financial Statements 15

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
Elite Sportswear Holding, LLC
A designer and manufacturer of gymnastics, competitive cheerleading and swimwear apparel in the U.S. and internationally.
Limited Liability Company Unit (B) (F)  1,218,266 uts. 10/14/16 $ 159,722  $ 328,932 
Ellkay
A provider of data interoperability solutions for labs, hospitals and healthcare providers.
12.96% Term Loan due 09/14/2027 (SOFR + 7.250%) $ 689,751  09/14/21 681,779  614,568 
ENTACT Environmental Services, Inc.
A provider of environmental remediation and geotechnical services for blue-chip companies with regulatory-driven liability enforcement needs.
11.07% Term Loan due 12/15/2025 (SOFR + 5.500%) $ 1,077,639  02/09/21 1,072,055  1,064,708 
eShipping
An asset-life third party logistics Company that serves a broad variety of end markets and offers service across all major transportation modes.
10.44% Term Loan due 11/05/2027 (SOFR + 5.000%) (G) $ 1,189,339  11/05/21 $ 1,035,292  $ 1,049,547 
E.S.P. Associates, P.A.
A professional services firm providing engineering, surveying and planning services to infrastructure projects.
Limited Liability Company Unit (B)  273 uts. * 295,518  294,601 
* 06/29/18 and 12/29/20.
F G I Equity LLC
A manufacturer of a broad range of filters and related products that are used in commercial, light industrial, healthcare, gas turbine, nuclear, laboratory, clean room, hotel, educational system, and food processing settings.
Limited Liability Company Unit Class B-1 (B)  49,342 uts. 12/15/10 42,343  601,476 
Five Star Holding, LLC
A fully integrated platform of specialty packaging brands that manufactures flexible packaging solutions.
12.54% Second Lien Term Loan due 04/27/2030 (SOFR + 7.250%) $ 476,190  05/04/22 468,945  470,000 
Limited Liability Company Unit Common (B) (F)  34 uts. 10/14/21 33,631  26,942 
502,576  496,942 
Follett School Solutions
A provider of software for K-12 school libraries.
11.08% First Lien Term Loan due 08/31/2028 (SOFR + 5.750%) $ 1,671,338  08/31/21 1,650,251  1,671,338 
LP Units (B) (F)  881 uts. 08/30/21 8,805  11,112 
LP Interest (B) (F)  200 shs. 08/30/21 2,003  2,527 
1,661,059  1,684,977 
See Notes to Consolidated Financial Statements 16

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
Fortis Payments, LLC
A payment service provider operating in the payments industry.
11.15% First Lien Term Loan due 05/31/2026 (SOFR + 5.750%) $ 495,068  10/31/22 $ 489,280  $ 485,166 
13.25% First Lien Term Loan due 02/13/2026 (SOFR + 4.750%) (G) $ 754,094  01/31/24 608,005  606,768 
1,097,285  1,091,934 
FragilePAK
A provider of third-party logistics services focused on the full delivery life-cycle for big and bulky products.
11.32% Term Loan due 05/24/2027 (SOFR + 5.750%) $ 1,051,172  05/21/21 1,035,998  956,566 
Limited Liability Company Unit (B) (F)  108 uts. 05/21/21 107,813  47,398 
1,143,811  1,003,964 
GD Dental Services LLC
A provider of convenient "onestop" general, specialty, and cosmetic dental services with 21 offices located throughout South and Central Florida.
Limited Liability Company Unit Preferred (B)  76 uts. 10/05/12 75,920  107,066 
Limited Liability Company Unit Common (B)  767 uts. 10/05/12 767  — 
76,687  107,066 
gloProfessional Holdings, Inc.
A marketer and distributor of premium mineral-based cosmetics, cosmeceuticals and professional hair care products to the professional spa and physician's office channels.
Preferred Stock (B)  650 shs. 03/29/19 649,606  530,754 
Common Stock (B)  1,181 shs. 03/27/13 118,110  — 
767,716  530,754 
Gojo Industries
A manufacturer of hand hygiene and skin health products.
10.33% Term Loan due 10/20/2028 (SOFR + 5.000%) $ 628,862  10/24/23 611,897  611,632 
GraphPad Software, Inc.
A provider of data analysis, statistics and graphing software solution for scientific research applications, with a focus on the life sciences and academic end-markets.
11.32% Term Loan due 04/27/2027 (SOFR + 6.000%) $ 2,341,184  * 2,325,829  2,341,183 
11.19% Term Loan due 04/27/2027 (SOFR + 5.500%) $ 82,412  04/27/21 81,569  82,206 
Preferred Stock (B) (F) 3,737 shs. 04/27/21 103,147  151,133 
* 12/19/17 and 04/16/19. 2,510,545  2,574,522 
Handi Quilter Holding Company (Premier Needle Arts)
A designer and manufacturer of long-arm quilting machines and related components for the consumer quilting market.
Limited Liability Company Unit Preferred (B)  372 uts. * 371,644  145,401 
Limited Liability Company Unit Common Class A (B) (I)  3,716 uts. 12/19/14 —  — 
*12/19/14 and 04/29/16. 371,644  145,401 
See Notes to Consolidated Financial Statements 17

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
Heartland Veterinary Partners
A veterinary support organization that provides a comprehensive set of general veterinary services as well as ancillary services such as boarding and grooming.
11.00% Opco PIK Note due 11/09/2028 (G) $ 2,163,154  11/17/21 $ 2,134,656  $ 1,944,676 
HemaSource, Inc.
A technology-enabled distributor of consumable medical products to plasma collection centers.
11.31% Term Loan due 08/31/2029 (SOFR + 6.000%) (G) $ 1,017,435  08/31/23 827,525  840,303 
Limited Liability Company Unit Common (B)  11,337 uts. 08/31/23 11,337  11,904 
838,862  852,207 
Home Care Assistance, LLC
A provider of private pay non-medical home care assistance services.
10.41% Term Loan due 03/30/2027 (SOFR + 5.000%) $ 833,751  03/26/21 825,433  762,883 
HOP Entertainment LLC
A provider of post production equipment and services to producers of television shows and motion pictures.
Limited Liability Company Unit Class F (B) (F)  47 uts. 10/14/11 —  — 
Limited Liability Company Unit Class G (B) (F)  114 uts. 10/14/11 —  — 
Limited Liability Company Unit Class H (B) (F)  47 uts. 10/14/11 —  — 
Limited Liability Company Unit Class I (B) (F)  47 uts. 10/14/11 —  — 
—  — 
HTI Technology & Industries Inc.
A designer and manufacturer of powered motion solutions to industrial customers.
13.94% Term Loan due 07/07/2025 (SOFR + 8.500%) (G) $ 896,408  07/27/22 718,670  707,127 
13.94% Term Loan due 07/27/2025 (SOFR + 8.500%) $ 97,063  02/15/23 95,492  95,025 
814,162  802,152 
Ice House America
A manufacturer and operator of automated ice and water vending units with an installed base of 4,200+ units in service (including Company-owned fleet of 165 units) primarily located in the Southeastern United States.
10.83% Term Loan due 12/28/2029 (SOFR + 5.500%) (G) $ 945,946  01/12/24 818,173  817,477 
Limited Liability Company Unit (B) (F)  541 uts. 01/12/24 54,100  54,100 
872,273  871,577 
Illumifin
A leading provider of third-party administrator (“TPA”) services and software for life and annuity insurance providers.
12.57% Term Loan due 02/04/2028 (SOFR + 1.000% Cash, 5.000% PIK) $ 402,305  04/05/22 397,265  344,374 
ISTO Biologics
In the orthobioligic space, providing solutions in autologous therapies and bone grafts for spine, orthopedics and sports medicine.
11.56% Term Loan due 10/17/2028 (SOFR + 6.250%) (G) $ 639,730  10/18/23 564,258  565,236 
See Notes to Consolidated Financial Statements 18

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
JF Petroleum Group
A provider of repair, maintenance, installation and projection management services to the US fueling infrastructure industry.
10.91% Term Loan due 04/20/2026 (SOFR + 5.500%) $ 667,661  05/04/21 $ 659,292  $ 646,296 
Jones Fish
A provider of lake management services, fish stocking and pond aeration sales and services.
10.99% First Lien Term Loan due 12/20/2027 (SOFR + 5.500%) (G) $ 1,559,551  02/28/22 1,112,859  1,116,890 
10.86% First Lien Term Loan due 02/28/2029 (SOFR + 5.600%) $ 274,262  03/16/23 267,478  270,971 
10.82% First Lien Term Loan due 02/28/2028 (SOFR + 5.500%) $ 143,646  04/28/23 140,744  141,922 
10.83% First Lien Term Loan due 02/28/2028 (SOFR + 5.500%) $ 35,053  09/29/23 34,277  34,632 
Common Stock (B) (F)  401 shs. 02/28/22 41,971  95,494 
1,597,329  1,659,909 
Kano Laboratories LLC
A producer of industrial strength penetrating oils and lubricants.
10.47% Term Loan due 09/30/2026 (SOFR + 5.000%) (G) $ 1,225,791  11/18/20 1,215,341  1,201,275 
10.47% First Lien Term Loan due 10/31/2027 (SOFR + 5.000%) (G) $ 438,992  11/08/21 433,995  430,213 
Limited Liability Company Unit Class (B)  20 uts. 11/19/20 19,757  21,066 
1,669,093  1,652,554 
Kings III
A provider of emergency phones and monitoring services.
11.34% First Lien Term Loan due 07/07/2028 (SOFR + 6.000%) (G) $ 496,265  08/31/22 399,984  402,307 
11.33% First Lien Term Loan due 08/31/2028 (SOFR + 6.000%) (G) $ 503,735  02/16/24 373,260  373,078 
773,244  775,385 
LeadsOnline
A nationwide provider of data, technology and intelligence tools used by law enforcement agencies, investigators, and businesses.
10.82% Term Loan due 12/23/2027 (SOFR + 5.500%) (G) $ 1,695,358  02/07/22 1,451,995  1,453,893 
Limited Liability Company Unit (B) (F)  7,050 uts. 02/07/22 7,302  14,876 
1,459,297  1,468,769 
LYNX Franchising
A global franchisor of B2B services including commercial janitorial services, shared office space solutions, and textile and electronics restoration services.
12.23% Incremental Term Loan due 12/18/2026 (SOFR + 6.750%) $ 2,432,972  * 2,409,959  2,425,672 
* 12/22/20 and 09/09/21
See Notes to Consolidated Financial Statements 19

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
Madison Indoor Air Solutions
A manufacturer and distributor of heating, dehumidification and other air quality solutions.
Limited Liability Company Unit (B)  726,845 uts. 02/20/19 $ 2,298,574  $ 12,625,302 
Magnolia Wash Holdings (Express Wash Acquisition Company, LLC)
An express car wash consolidator primarily in the Southeastern US.
12.09% Term Loan due 07/08/2028 (SOFR + 6.500%) (G) $ 533,253  07/14/22 516,393  526,571 
Marshall Excelsior Co.
A designer, manufacturer and supplier of mission critical, highly engineered flow control products used in the transportation, storage and consumption of liquified petroleum gas, liquified anhydrous ammonia, refined industrial and cryogenic gases.
10.95% Term Loan due 02/18/2028 (SOFR + 5.500%) (G) $ 622,349  02/24/22 607,064  611,934 
Master Cutlery LLC
A designer and marketer of a wide assortment of knives and swords.
13.00% Senior Subordinated Note due 07/20/2022 (D) $ 868,102  04/17/15 867,581  — 
Limited Liability Company Unit (B)  5 uts. 04/17/15 678,329  — 
1,545,910  — 
Media Recovery, Inc.
A global manufacturer and developer of shock, temperature, vibration, and other condition indicators and monitors for in-transit and storage applications.
11.56% First Lien Term Loan due 11/22/2025 (SOFR + 6.000%) $ 477,457  11/25/19 474,786  464,566 
Mission Microwave
A leading provider of high-performance solid-state power amplifiers and block upconverters to support ground-based, maritime, airborne, and space-based satellite communication applications.
10.58% Senior Lien Term Loan due 01/15/2030 (SOFR + 5.250%) (G) $ 728,444  03/01/24 614,352  614,141 
Limited Liability Company Unit (B)  307 uts. 03/01/24 30,700  30,700 
645,052  644,841 
MNS Engineers, Inc.
A consulting firm that provides civil engineering, construction management and land surveying services.
10.93% First Lien Term Loan due 07/30/2027 (SOFR + 5.500%) $ 1,170,000  08/09/21 1,156,940  1,170,000 
Limited Liability Company Unit (B)  100,000 uts. 08/09/21 100,000  114,000 
1,256,940  1,284,000 
Mobile Pro Systems
A manufacturer of creative mobile surveillance systems for real-time monitoring in nearly any environment.
11.00% Second Lien Term Loan due 06/23/2027 $ 609,612  06/27/22 603,071  604,553 
Common Stock (B) (F)  4,118 shs. 02/28/22 411,765  593,889 
1,014,836  1,198,442 
See Notes to Consolidated Financial Statements 20

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
Music Reports, Inc.
An administrator of comprehensive offering of rights and royalties solutions for music and cue sheet copyrights to music and entertainment customers.
11.48% Incremental Term Loan due 08/21/2026 (SOFR + 6.000%) $ 783,584  11/05/21 $ 775,775  $ 750,673 
11.48% Term Loan due 08/21/2026 (SOFR + 6.000%) $ 548,682  08/25/20 543,195  525,637 
1,318,970  1,276,310 
Narda-MITEQ (JFL-Narda Partners, LLC)
A manufacturer of radio frequency and microwave components and assemblies.
10.41% First Lien Term Loan due 11/30/2027 (SOFR + 5.000%) $ 503,278  12/06/21 497,885  503,278 
10.41% Incremental Term Loan due 12/06/2027 (SOFR + 5.000%) (G) $ 1,063,944  12/28/21 844,740  856,263 
Limited Liability Company Unit Class A Preferred (B)  790 uts. 12/06/21 79,043  94,037 
Limited Liability Company Unit Class B Common (B)  88 uts. 12/06/21 8,783  56,846 
1,430,451  1,510,424 
Navia Benefit Solutions, Inc.
A third-party administrator of employee-directed healthcare benefits.
10.33% Term Loan due 02/01/2026 (SOFR + 5.000%) $ 1,149,892  02/10/21 1,140,285  1,139,083 
7.43% Incremental Term Loan due 02/01/2027 (SOFR + 2.250%) $ 511,031  11/14/22 502,543  503,059 
1,642,828  1,642,142 
Net at Work
An SMB-focused IT service provider specializing in software sales, implementation, managed services and hosting services.
11.07% Term Loan due 09/13/2029 (SOFR + 5.750%) (G) $ 1,696,250  09/13/23 1,017,395  1,043,385 
Limited Liability Company Unit Class (B) (F)  32,603 uts. 09/13/23 32,603  29,669 
1,049,998  1,073,054 
Newforma
A leader in Project Information Management software for the construction industry.
11.81% Term Loan due 04/02/2029 (SOFR + 6.500%) (G) $ 743,605  03/31/23 636,636  648,882 
Limited Liability Company Unit (B)  81,722 shs. * 84,194  92,346 
720,830  741,228 
Northstar Recycling
A managed service provider for waste and recycling services, primarily targeting food and beverage end markets.
10.11% Term Loan due 09/30/2027 (SOFR + 4.650%) $ 732,453  10/01/21 723,908  732,453 
Ocelot Holdco
An electric power services provider that focuses on construction and maintenance services, installing electrical distribution systems and substation infrastructure.
10.00% Takeback Term Loan due 10/20/2027 $ 217,651  10/24/23 217,651  217,651 
Preferred Stock (B)  15 shs. 10/24/23 97,615  128,316 
Common Stock (B) (I)  12 shs. 10/24/23  -  -
Office Ally (OA TOPCO, LP)
315,266  345,967 
See Notes to Consolidated Financial Statements 21

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
Office Ally (OA TOPCO, LP)
A provider of medical claims clearinghouse software to office-based physician providers and healthcare insurance payers.
11.19% Term Loan due 12/10/2028 (SOFR + 5.500%) (G) $ 966,175  12/20/21 $ 837,796  $ 850,800 
10.83% Term Loan due 12/20/2028 (SOFR + 5.500%) (G) $ 111,670  04/29/22 110,079  111,670 
Limited Liability Company Unit (B)  21,092 uts. 12/20/21 21,092  31,849 
968,967  994,319 
Omega Holdings
A distributor of aftermarket automotive air conditioning products.
10.32% Term Loan due 03/31/2029 (SOFR + 5.000%) (G) $ 638,673  03/31/22 490,707  490,714 
Options Technology Ltd
A provider of vertically focused financial technology managed services and IT infrastructure products for the financial services industry.
10.47% Term Loan due 12/18/2025 (SOFR + 4.750%) $ 1,550,738  12/23/19 1,541,768  1,544,690 
PANOS Brands LLC
A marketer and distributor of branded consumer foods in the specialty, natural, better-for-you, “free from” healthy and gluten-free categories.
12.00% (1.00% PIK) Senior Subordinated Note due 06/30/2025 $ 1,902,180  02/17/17 1,609,039  1,902,180 
Common Stock Class A (B)  380,545 shs. * 380,545  449,043 
* 01/29/16 and 02/17/17. 1,989,584  2,351,223 
Parkview Dental Partners
A dental service organization focused in the southwest Florida market.
13.61% Term Loan due 10/12/2029 (SOFR + 8.300%) (G) $ 933,333  10/20/23 594,568  596,247 
Limited Liability Company Unit (B) (F)  29,166 10/20/23 291,660  286,702 
886,228  882,949 
Pearl Holding Group
A managing general agent that originates, underwrites, and administers non-standard auto insurance policies for carriers in Florida.
11.61% First Lien Term Loan due 12/16/2026 (SOFR + 6.000%) $ 1,872,846  12/20/21 $ 1,847,271  $ 1,845,128 
Warrant-Class A, to purchase common stock at $.01 per share (B)  924 shs. 12/22/21 —  46,911 
Warrant-Class B, to purchase common stock at $.01 per share (B)  312 shs. 12/22/21 —  15,840 
Warrant-Class CC, to purchase common stock at $.01 per share (B)  32 shs. 12/22/21 —  — 
Warrant-Class D, to purchase common stock at $.01 per share (B)  89 shs. 12/22/21 —  4,519 
1,847,271  1,912,398 
See Notes to Consolidated Financial Statements 22

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
Pegasus Transtech Corporation
A provider of end-to-end document, driver and logistics management solutions, which enable its customers (carriers, brokers, and drivers) to operate more efficiently, reduce manual overhead, enhance compliance, and shorten cash conversion cycles.
11.33% Term Loan due 11/17/2024 (SOFR + 6.000%) $ 1,440,404  11/14/17 $ 1,429,887  $ 1,440,404 
11.33% Term Loan due 08/31/2026 (SOFR + 6.000%) $ 290,754  09/29/20 286,598  290,754 
1,716,485  1,731,158 
Polara (VSC Polara LLC)
A manufacturer of pedestrian traffic management and safety systems, including accessible pedestrian signals, “push to walk” buttons, and related “traffic” control units.
10.18% First Lien Term Loan due 12/03/2027 (SOFR + 4.750%) (G) $ 864,362  12/03/21 745,516  756,096 
Limited Liability Company Unit (B) (F)  1,471 uts. 12/03/21 147,110  240,216 
892,626  996,312 
Polytex Holdings LLC
A manufacturer of water based inks and related products serving primarily the wall covering market.
13.90% (7.90% PIK) Senior Subordinated Note due 12/31/2024 (D) $ 2,303,571  07/31/14 1,064,183  624,268 
Limited Liability Company Unit (B)  148,096 uts. 07/31/14 148,096  — 
Limited Liability Company Unit Class F (B)  36,976 uts. * 24,802  — 
* 09/28/17 and 02/15/18. 1,237,081  624,268 
Portfolio Group
A provider of professional finance and insurance products to automobile dealerships, delivering a suite of offerings that supplement earnings derived from vehicle transactions.
11.46% First Lien Term Loan due 12/02/2025 (SOFR + 6.000%) (G) $ 1,283,659  11/15/21 1,273,033  1,237,447 
Process Insights Acquisition, Inc.
A designer and assembler of highly engineered, mission critical instruments and sensors that provide compositional analyses to measure contaminants and impurities within gases and liquids.
11.57% Term Loan due 06/30/2029 (SOFR + 6.250%) (G) $ 822,606  07/18/23 601,645  606,874 
Limited Liability Company Unit (B)  32 shs. 07/18/23 32,000  56,567 
633,645  663,441 
PB Holdings, LLC
Specializes in the design, manufacturing, installation, maintenance and repair of parts and equipment for blue chip industrial customers in the Southern US.
10.56% Term Loan due 03/06/2025 (SOFR +5.250%) $ 698,506  03/06/19 696,346  690,823 
ProfitOptics
A software development and consulting company that delivers solutions via its proprietary software development platform, Catalyst.
11.18% Term Loan due 02/15/2028 (SOFR + 5.750%) (G) $ 843,871  03/15/22 797,286  808,388 
8.00% Senior Subordinated Note due 02/15/2029 $ 32,258  03/15/22 32,258  29,194 
Limited Liability Company Unit (B)  96,774 uts. 03/15/22 64,516  88,065 
894,060  925,647 
See Notes to Consolidated Financial Statements 23

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
Randy's Worldwide
A designer and distributor of automotive aftermarket parts serving the repair/replacement, off-road and racing/performance segments.
11.82% First Lien Term Loan due 10/31/2028 (SOFR + 6.500%) (G) $ 193,657  11/01/22 $ 136,658  $ 140,048 
Limited Liability Company Unit Class A (B)  54 uts. 11/01/22 5,400  5,408 
142,058  145,456 
Recovery Point Systems, Inc.
A provider of IT infrastructure, colocation and cloud based resiliency services.
11.98% Term Loan due 07/31/2026 (SOFR + 6.500%) $ 1,309,036  08/12/20 1,298,724  1,309,036 
Limited Liability Company Unit (B) (F)  21,532 uts. 03/05/21 21,532  11,197 
1,320,256  1,320,233 
RedSail Technologies
A provider of pharmacy management software solutions for independent pharmacies and long-term care facilities.
10.06% Term Loan due 10/27/2026 (SOFR + 4.750%) $ 1,522,357  12/09/20  1,502,277  1,499,521
Renovation Brands (Renovation Parent Holdings, LLC)
A portfolio of seven proprietary brands that sell various home improvement products primarily through the e-Commerce channel.
10.95% Term Loan due 08/16/2027 (SOFR + 5.500%) $ 951,456  11/15/21 937,502  838,233 
Limited Liability Company Unit (B)  39,474 uts. 09/29/17 39,474  11,842 
976,976  850,075 
Resonetics, LLC
A provider of laser micro-machining manufacturing services for medical device and diagnostic companies.
12.59% Second Lien Term Loan due 04/28/2029 (SOFR + 7.000%) $ 1,725,000  04/28/21 1,703,122  1,725,000 
12.59% Incremental Second Lien Term Loan due 04/28/2029 (SOFR + 7.000%) $ 552,000  11/15/21 544,482  552,000 
2,247,604  2,277,000 
RoadOne IntermodaLogistics
A provider of intermodal logistics and solutions including drayage (moving containers at port/rail locations), dedicated trucking services, warehousing, storage, and transloading (unloading, storing, and repackaging freight), among other services.
11.72% First Lien Term Loan due 12/30/2028 (SOFR + 6.250%) (G) $ 744,414  12/30/22 543,340  566,397 
Rock Labor
A provider of live entertainment event labor in the United States.
12.66% Term Loan due 09/14/2029 (SOFR + 7.500%) (G) $ 403,335  09/14/23 334,471  335,545 
Limited Liability Company Unit (B) (F)  12,266 uts. 09/14/23 65,676  64,274 
400,147  399,819 
See Notes to Consolidated Financial Statements 24

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
Rock-it Cargo
A provider of specialized international logistics solutions to the music touring, performing arts, live events, fine art and specialty industries.
10.52% Term Loan due 07/31/2026 (SOFR + 5.000%) $ 2,421,609  07/30/18 $ 2,418,376  $ 2,385,284 
ROI Solutions
Call center outsourcing and end user engagement services provider.
10.32% Term Loan due 07/31/2024 (SOFR + 5.000%) $ 500,164  07/31/18 498,259  500,164 
RPX Corp
A provider of subscription services that help member companies mitigate the risk of patent disputes and reduce the cost of patent litigation.
10.83% Term Loan due 10/23/2025 (SOFR + 5.500%) $ 2,058,036  * 2,042,396  2,058,036 
* 10/22/20 and 09/28/21.
Ruffalo Noel Levitz
A provider of enrollment management, student retention and career services, and fundraising management for colleges and universities.
11.31% Term Loan due 05/29/2024 (SOFR + 6.000%) $ 1,234,732  01/08/19 1,231,050  1,090,269 
Safety Products Holdings, Inc.
A manufacturer of highly engineered safety cutting tools.
11.49% Term Loan due 12/15/2026 (SOFR+ 6.000%) $ 1,645,089  12/15/20 1,628,390  1,626,993 
Common Stock (B)  30 shs. 12/16/20 29,900  35,581 
1,658,290  1,662,574 
Sandvine Corporation
A provider of active network intelligence solutions.
10.06% First Lien Term Loan due 11/02/2025 (SOFR + 4.5000%) (D) $ 33,931  01/31/24 28,332  24,881 
13.36% Second Lien Term Loan due 11/02/2026 (SOFR + 8.0000%) (D) $ 1,706,986  11/01/18 1,692,887  1,000,294 
1,721,219  1,025,175 
Sara Lee Frozen Foods
A provider of frozen bakery products, desserts and sweet baked goods.
9.96% First Lien Term Loan due 07/30/2025 (SOFR + 4.500%) $ 1,456,624  07/27/18 1,450,407  1,376,509 
SBP Holdings
A specialty product distribution platform which provides mission-critical products, services, and technical expertise across industrial rubber and fluid power segments.
12.06% First Lien Term Loan due 01/31/2028 (SOFR + 6.750%) (G) $ 743,655  03/27/23 687,433  715,067 
See Notes to Consolidated Financial Statements 25

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
Scaled Agile, Inc.
A provider of training and certifications for IT professionals focused on software development.
10.91% Term Loan due 12/15/2027 (SOFR + 5.500%) (G) $ 1,471,851  12/16/21 $ 1,259,210  $ 1,221,352 
SEKO Worldwide, LLC
A third-party logistics provider of ground, ocean, air and home delivery forwarding services.
10.46% Term Loan due 12/30/2026 (SOFR + 5.000%) $ 1,674,316  12/30/20 1,654,756  1,625,760 
Smart Bear
A provider of web-based tools for software development, testing and monitoring.
12.91% Second Lien Term Loan due 11/10/2028 (SOFR + 7.500%) $ 1,725,000  03/02/21 1,695,538  1,725,000 
Smartling, Inc.
A provider in SaaS-based translation management systems and related translation services.
9.93% Term Loan due 10/26/2027 (SOFR + 4.500%) (G) $ 1,691,007.00  11/03/21 1,569,294  1,582,942 
smartShift Technologies
A provider of technology-enabled services for the SAP ERP ecosystem.
11.59% First Lien Term Loan due 09/30/2029 (SOFR + 5.750%) $ 1,493,221  09/01/23 943,820  988,431 
Common Stock (B)  29 shs. 09/01/23 29,000  41,336 
972,820  1,029,767 
Spatco
A provider of mission-critical services to maintain, test, inspect, certify, and install fueling station infrastructure.
12.00% (1.00% PIK) Term Loan due 11/30/2028 $ 500,000.00  11/08/23 490,784  491,300 
Springbrook Software
A provider of vertical-market enterprise resource planning software and payments platforms focused on the local government end-market.
10.91% Term Loan due 12/20/2026 (SOFR + 5.500%) $ 1,301,688  12/23/19 1,292,815  1,278,908 
11.91% Incremental Term Loan due 12/23/2026 (SOFR + 6.500%) $ 402,332  12/28/22 396,827  402,332 
1,689,642  1,681,240 
Stackline
An e-commerce data company that tracks products sold through online retailers.
12.07% Term Loan due 07/30/2028 (SOFR + 6.500%) $ 2,204,555  07/29/21 2,183,744  2,158,259 
Common Stock (B)  1,340 shs. 07/30/21 42,078  63,864 
2,225,822  2,222,123 
Standard Elevator Systems
A scaled manufacturer of elevator components combining four elevator companies, Standard Elevator Systems, EMI Porta, Texacone, and ZZIPCO.
11.25% First Lien Term Loan due 12/02/2027 (SOFR + 5.750%) (G) $ 1,243,241 12/02/21 1,225,110  1,174,426 
See Notes to Consolidated Financial Statements 26

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
Stratus Unlimited
A nationwide provider of brand implementation services, including exterior and interior signage, refresh and remodel, and facility maintenance and repair.
10.91% Term Loan due 06/08/2027 (SOFR + 5.500%) (G) $ 929,432  07/02/21 $ 860,690  $ 871,392 
Limited Liability Company Unit (B)  75 uts. 06/30/21 74,666  74,002 
935,356  945,394 
Sunvair Aerospace Group Inc.
An aerospace maintenance, repair, and overhaul provider servicing landing gears on narrow body aircraft.
12.75% (1.00% PIK) Senior Subordinated Note due 07/31/2025 $ 2,069,746  * 2,063,556  2,065,663 
Preferred Stock Series A (B)  28 shs. 12/21/20 71,176  92,287 
Common Stock (B)  68 shs. ** 104,986  240,505 
* 07/31/15 and 12/21/20. 2,239,718  2,398,455 
** 07/31/15 and 11/08/17.
SVI International, Inc.
A supplier of aftermarket repair parts and accessories for automotive lifts, automotive shop equipment, and other specialty equipment (hospital bed lifts, boat lifts, etc.).
12.07% Incremental Term Loan due 03/04/2030 (SOFR + 6.750%) (G) $ 1,188,119  03/04/24 941,888  941,584 
Limited Liability Company Unit (B) (F)  311,881 uts. 03/04/24 311,881  311,881 
1,253,769  1,253,465 
Syntax Systems Ltd.
A cloud management service provider.
10.93% Term Loan due 10/14/2028 (LIBOR + 5.500%) (G) $ 989,416  10/28/21 754,602  713,921 
Tank Holding
A manufacturer of proprietary rotational molded polyethylene and steel storage tanks and containers.
11.18% Term Loan due 03/31/2028 (SOFR + 5.750%) (G) $ 491,632  03/31/22 467,901  471,581 
11.43% Incremental Term Loan due 03/31/2028 (SOFR + 6.000%) (G)  225,738 05/22/23 182,626  184,594 
650,527  656,175 
Team Air (Swifty Holdings LLC)
A leading HVAC wholesale distributor headquartered in Nashville, Tennessee.
12.00% Senior Subordinated Note due 05/02/2030 $ 1,035,000  05/25/23 1,016,849  1,020,200 
Limited Liability Company Unit (B) (F)  690,000 uts. 05/25/23 690,000  731,400 
1,706,849  1,751,600 
Tencarva Machinery Company
A distributor of mission critical, engineered equipment, replacement parts and services in the industrial and municipal end-markets.
10.46% Term Loan due 12/20/2027 (LIBOR + 5.000%) (G) $ 1,957,431  12/20/21 1,632,943  1,640,264 
See Notes to Consolidated Financial Statements 27

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
Terrybear
A designer and wholesaler of cremation urns and memorial products for people and pets.
10.00% (4.00% PIK) Term Loan due 04/27/2028 $ 954,856  04/29/22 $ 942,843  $ 900,429 
Limited Liability Company Unit (B) (F)  84,038 uts. 10/14/21 823,577  358,004 
1,766,420  1,258,433 
The Caprock Group (aka TA/TCG Holdings, LLC)
A wealth manager focused on ultra-high-net-worth individuals, who have $25-30 million of investable assets on average.
13.29% Holdco PIK Note due 10/21/2028 (SOFR + 7.750%) $ 1,241,153  10/28/21 1,226,138  1,236,436 
9.66% Term Loan due 12/15/2027 (SOFR + 4.250%) (G) $ 446,174  12/21/21 334,993  340,193 
1,561,131  1,576,629 
The Hilb Group, LLC
An insurance brokerage platform that offers insurance and benefits programs to middle-market companies throughout the Eastern seaboard.
11.18% Term Loan due 12/02/2026 (SOFR + 5.750%) $ 1,666,561  * 1,650,338  1,656,896 
* 12/02/19 and 12/15/20.
The Octave Music Group, Inc. (fka TouchTunes)
A global provider of digital music and media and introduced the play-for-play digital jukebox in 1998.
12.81% Second Lien Term Loan due 03/31/2030 (SOFR + 7.500%) $ 161,976  04/01/22 159,547  161,976 
Limited Liability Company Unit (B)  25,641 uts. 04/01/22 25,641  81,538 
185,188  243,514 
Therma-Stor Holdings LLC
A designer and manufacturer of dehumidifiers and water damage restoration equipment for residential and commercial applications.
Limited Liability Company Unit (B) (I)  19,696 uts. 11/30/17 —  13,619 
Transit Technologies LLC
A software platform for the transportation market that offers end-to-end software solutions focused on operations, fleet management and telematics services.
10.08% Term Loan due 02/10/2025 (SOFR + 4.750%) $ 780,310  02/13/20 777,952  770,556 
Trident Maritime Systems
A leading provider of turnkey marine vessel systems and solutions for government and commercial new ship construction as well as repair, refurbishment, and retrofit markets worldwide.
10.96% Term Loan due 02/19/2026 (SOFR + 5.500%) $ 1,677,877  02/25/21 1,663,658  1,620,830 
10.96% Incremental Term Loan due 02/26/2027 (SOFR + 5.500%) $ 78,484  10/19/23 76,956  75,816 
1,740,614  1,696,646 
Trintech, Inc.
An international provider of core, cloud-based financial close software.
11.83% Term Loan due 07/25/2029 (SOFR + 6.500%) (G) $ 1,720,996  07/25/23 1,587,268  1,593,059 
See Notes to Consolidated Financial Statements 28

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
Trystar, Inc.
A niche manufacturer of temporary power distribution products for the power rental, industrial, commercial utility and back-up emergency markets.
Limited Liability Company Unit (B) (F)  56 uts. 09/28/18 $ 60,413  $ 144,303 
Turnberry Solutions, Inc.
A provider of technology consulting services.
11.18% Term Loan due 07/30/2026 (SOFR + 6.000%) $ 1,588,256  07/29/21 1,573,469  1,588,256 
U.S. Legal Support, Inc.
A provider of court reporting, record retrieval and other legal supplemental services.
11.21% Term Loan due 11/12/2024 (SOFR + 5.750%) $ 2,035,694  * 2,031,147  2,007,194 
* 11/29/18 and 03/25/19.
USA Industries
a manufacturer and supplier of piping isolation & testing products, tube plugs, flow measurement orifice plates, and heat exchanger tools which are sold or rented to customers.
12.75% Term Loan due 06/30/2029 $ 623,077  03/14/24 613,818  613,731 
VitalSource
A provider of digital fulfillment software for the higher education sector.
10.88% Term Loan due 06/01/2028 (SOFR + 5.500%) $ 1,617,187  06/01/21 1,597,936  1,617,187 
Limited Liability Company Unit (B) (F)  1,891 uts. 06/01/21 18,909  32,070 
1,616,845  1,649,257 
VP Holding Company
A provider of school transportation services for special-needs and homeless children in Massachusetts and Connecticut.
11.58% Term Loan due 05/22/2024 (LIBOR + 6.250%) $ 2,346,287  05/17/18 2,337,359  2,278,244 
Warner Pacific Insurance Services
A wholesale insurance broker focused on employee benefits.
11.56% Term Loan due 12/27/2027 (SOFR + 6.250%) (G) $ 858,446  08/01/23 413,623  428,188 
Westminster Acquisition LLC
A manufacturer of premium, all-natural oyster cracker products sold under the Westminster and Olde Cape Cod brands.
Limited Liability Company Unit (B) (F)  370,241 uts. 08/03/15 370,241  55,536 
Whitcraft Holdings, Inc.
A leading supplier of highly engineered components for commercial and military aircraft engines.
12.33% Term Loan due 02/15/2029 (SOFR + 7.000%) (G) $ 964,556  02/15/23 867,818  897,238 
Limited Liability Company Unit (B)  4,206 uts. 02/15/23 42,058  54,549 
909,876  951,787 
See Notes to Consolidated Financial Statements 29

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Principal Amount,
Shares, Units or
Ownership  Percentage
Acquisition
Date
Cost Fair Value
Private Placement Investments - 103.04%: (C)
Wolf-Gordon, Inc.
A designer and specialty distributor of wallcoverings and related building products, including textiles, paint, and writeable surfaces.
Common Stock (B)  157 shs. 01/22/16 $ 62,177  $ 351,912 
Woodland Foods, Inc.
A provider of specialty dry ingredients such as herbs & spices, rice & grains, mushrooms & truffles, chilies, and other ingredients to customers within the industrial, foodservice, and retail end-markets.
11.08% Term Loan due 11/30/2027 (SOFR + 5.750%) (G) $ 1,185,501  12/01/21 1,141,535  1,083,706 
Limited Liability Company Unit (B) (F)  146 uts. 09/29/17 145,803  92,945 
1,287,338  1,176,651 
World 50, Inc.
A provider of exclusive peer-to-peer networks for C-suite executives at leading corporations.
11.08% First Lien Term Loan due 03/22/2030 (SOFR + 5.750%) (G) $ 1,725,000  03/22/24 1,606,710  1,606,553 
Worldwide Electric Corporation
Develops, produces, and distributes electric motors, gear reducers, motor controls, generators, and frequency converters.
11.10% Term Loan due 10/03/2029 (SOFR + 5.750%) (G) $ 988,604  10/03/22 847,283  839,666 
Ziyad
An end-to-end importer, brand manager, value-added processor, and distributor of Middle Eastern and Mediterranean foods.
10.96% First Lien Term Loan due 02/09/2028 (SOFR + 5.500%) (G) $ 989,600  02/08/22 866,147  859,083 
10.96% Incremental Term Loan due 02/09/2028 (SOFR + 5.500%) (G)  683,159 08/31/23 570,917  570,598 
Limited Liability Company Unit (B) (F)  31 uts. 02/09/22 31,256  43,447 
1,468,320  1,473,128 
Total Private Placement Investments (E) $ 165,971,202  $ 173,828,287 



See Notes to Consolidated Financial Statements 30

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Restricted Securities - 106.15%: (A) Interest
Rate
Maturity
Date
Principal
Amount
Cost Market
Value
Rule 144A Securities - 3.11%: (H)
Bonds - 3.11%
AOC, LLC 6.625  10/15/2029 $ 70,000  $ 62,744  $ 63,031 
Carriage Purchaser Inc. 7.875  10/15/2029 750,000  590,188  666,360 
County of Gallatin MT 11.500  09/01/2027 340,000  340,000  349,800 
CSC Holdings LLC 5.000  11/15/2031 625,000  534,329  315,958 
Frontier Communications 8.750  05/15/2030 194,000  194,000  198,505 
LifePoint Health 11.000  10/15/2030 500,000  522,311  534,396 
Neptune Energy Bondco PLC 6.625  05/15/2025 500,000  498,125  499,994 
New Enterprise Stone & Lime Co Inc. 9.750  07/15/2028 505,000  488,581  516,653 
Prime Security Services, LLC 6.250  01/15/2028 885,000  817,772  866,926 
Scientific Games Holdings LP 6.625  03/01/2030 480,000  480,000  464,038 
Terrier Media Buyer, Inc. 8.875  12/15/2027 428,000  415,901  283,640 
Verscend Holding Corp 9.750  08/15/2026 482,000  495,359  483,354 
Total Bonds 5,439,310  5,242,655 
Common Stock - 0.00%
TherOX, Inc. (B) 2 shs —  — 
Touchstone Health Partnership (B) 292 shs —  — 
Total Common Stock    
Total Rule 144A Securities $ 5,439,310  $ 5,242,655 
Total Corporate Restricted Securities $ 171,410,512  $ 179,070,942 
 
See Notes to Consolidated Financial Statements 31

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Corporate Public Securities - 1.08%: (A)
Spread
Interest
Rate
Maturity
Date
Principal
Amount
Cost Market
Value
Bank Loans - 1.08%
Clear Channel Worldwide Holdings —  7.500 8/31/2027 $ 600,000  $ 600,000  $ 597,000  $ 594,029  $ 597,000 
Edelman Financial Services 6.750  12.195 6/8/2026 128,178  128,178  128,659  127,993  128,659 
Magenta Buyer LLC 8.250  13.824 5/3/2029 503,333  503,333  145,967  499,710  145,967 
Precisely 4.000  9.586 4/24/2028 748,082  748,082  747,012  741,166  747,012 
Syncsort Incorporated 7.250  12.836 4/23/2029 222,222  222,222  205,944  221,130  205,944 
Total Bank Loans 2,184,028  1,824,582 
 
Total Corporate Public Securities $ 2,184,028  $ 1,824,582 
Total Investments 107.23  $ 173,594,540  $ 180,895,524 
Other Assets 3.92  6,621,889 
Liabilities (11.15) (18,811,717)
Total Net Assets 100.00  % $ 168,705,696 
(A)    In each of the convertible note, warrant, convertible preferred and common stock investments, the issuer has agreed to provide certain registration rights.
(B)    Non-income producing security.
(C)    Security valued at fair value using methods determined in good faith by or under the direction of the Board of Trustees.
(D)    Defaulted security; interest not accrued.
(E)    Illiquid securities. As of March 31, 2024, the value of these securities amounted to $173,828,287 or 103.04% of net assets.
(F)    Held in PI Subsidiary Trust.
(G)    A portion of these securities contain unfunded commitments. As of March 31, 2024, total unfunded commitments amounted to $9,636,521 and had unrealized appreciation of $61,871 or 0.04% of net assets. See Note 7.
(H)    Security exempt from registration under Rule 144a of the Securities Act of 1933. These securities may only be resold in transactions exempt from registration, normally to qualified institutional buyers.
(I) Security received at zero cost through a restructuring of previously held debt or equity securities.


PIK    - Payment-in-kind
SOFR - Secure Overnight Financing Rate
PRIME - The interest rate that commercial banks charge their most creditworthy customers.
 
See Notes to Consolidated Financial Statements 32

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Industry Classification: Fair Value/
Market Value
AEROSPACE & DEFENSE - 6.80%
Accurus Aerospace $ 469,699 
Applied Aerospace Structures Corp. 178,158 
Bridger Aerospace 527,262 
Compass Precision 1,773,744 
CTS Engines 1,329,434 
Mission Microwave 644,841 
Narda-MITEQ (JFL-Narda Partners, LLC) 1,510,424 
Sunvair Aerospace Group Inc. 2,398,455 
Trident Maritime Systems 1,696,646 
Whitcraft Holdings, Inc. 951,787 
11,480,450 
AIRLINES - 1.00%
Echo Logistics 1,681,581 
AUTOMOTIVE - 3.19%
Aurora Parts & Accessories LLC (d.b.a Hoosier) 473,767 
BBB Industries LLC - DBA (GC EOS Buyer Inc.) 496,194 
EFC International 1,387,338 
JF Petroleum Group 646,296 
Omega Holdings 490,714 
Randy's Worldwide 145,456 
Spatco 491,300 
SVI International, Inc. 1,253,465 
5,384,530 
BROKERAGE, ASSET MANAGERS & EXCHANGES - 1.92%
The Caprock Group 1,576,629 
The Hilb Group, LLC 1,656,896 
3,233,525 
BUILDING MATERIALS - 1.55%
Decks Direct, LLC 1,752,605 
New Enterprise Stone & Lime Co Inc. 516,653 
Wolf-Gordon, Inc. 351,912 
2,621,170 
CABLE & SATELLITE - 0.19%
CSC Holdings LLC 315,958 
CHEMICALS - 0.91%
Americo Chemical Products 516,277 
Kano Laboratories LLC 1,652,554 
Polytex Holdings LLC 624,268 
2,793,099 
Industry Classification: Fair Value/
Market Value
CONSUMER CYCLICAL SERVICES - 5.43%
CJS Global $ 832,576 
LYNX Franchising 2,425,672 
Mobile Pro Systems 1,198,442 
Prime Security Services, LLC 866,926 
ROI Solutions 500,164 
Team Air (Swifty Holdings LLC) 1,751,600 
Turnberry Solutions, Inc. 1,588,256 
9,163,636 
CONSUMER PRODUCTS - 3.76%
AMS Holding LLC 87,916 
Blue Wave Products, Inc. 84,621 
Elite Sportswear Holding, LLC 328,932 
gloProfessional Holdings, Inc. 530,754 
Handi Quilter Holding Company 145,401 
Ice House America 871,577 
Jones Fish 1,659,909 
Magnolia Wash Holdings (Express Wash Acquisition Company, LLC) 526,571 
Renovation Brands (Renovation Parent Holdings, LLC) 850,075 
Terrybear 1,258,433 
6,344,189 
DIVERSIFIED MANUFACTURING - 6.04%
AOC, LLC 63,031 
F G I Equity LLC 601,476 
HTI Technology & Industries Inc. 802,152 
MNS Engineers, Inc. 1,284,000 
Process Insights Acquisition, Inc. 663,441 
Resonetics, LLC 2,277,000 
Safety Products Holdings, Inc. 1,662,574 
Standard Elevator Systems 1,174,426 
Tank Holding 656,175 
Therma-Stor Holdings LLC 13,619 
Trystar, Inc. 144,303 
Worldwide Electric Corporation 839,666 
10,181,863 
ELECTRIC - 2.05%
Cascade Services 628,720 
Dwyer Instruments, Inc. 1,700,741 
Electric Power Systems International, Inc. 1,132,185 
3,461,646 
See Notes to Consolidated Financial Statements 33

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Industry Classification: Fair Value/
Market Value
ENVIRONMENTAL - 1.43%
ENTACT Environmental Services, Inc. $ 1,064,708 
Marshall Excelsior Co. 611,934 
Northstar Recycling 732,453 
2,409,095 
FINANCIAL COMPANIES - 0.73%
Portfolio Group 1,237,447 
FINANCIAL OTHER - 1.66%
Cogency Global 1,583,217 
Edelman Financial Services 128,659 
Fortis Payments, LLC 1,091,934 
2,803,810 
FOOD & BEVERAGE - 4.14%
California Custom Fruits & Flavors 205,191 
Del Real LLC 346,671 
PANOS Brands LLC 2,351,223 
Sara Lee Frozen Foods 1,376,509 
Westminster Acquisition LLC 55,536 
Woodland Foods, Inc. 1,176,651 
Ziyad 1,473,128 
6,984,909 
GAMING - 0.28%
Scientific Games Holdings LP 464,038 
HEALTHCARE - 7.77%
Cadence, Inc. 1,206,745 
Cloudbreak 670,111 
Ellkay 614,568 
GD Dental Services LLC 107,066 
Heartland Veterinary Partners 1,944,676 
HemaSource, Inc. 852,207 
Home Care Assistance, LLC 762,883 
ISTO Biologics 565,236 
LifePoint Health 534,396 
Illumifin 344,374 
Navia Benefit Solutions, Inc. 1,642,142 
Office Ally (OA TOPCO, LP) 994,319 
Parkview Dental Partners 882,949 
RedSail Technologies 1,499,521 
Verscend Holding Corp 483,354 
13,104,547 
HEALTH INSURANCE - 0.25%
Warner Pacific Insurance Services 428,188 
Industry Classification: Fair Value/
Market Value
INDUSTRIAL OTHER - 13.94%
Cleaver-Brooks, Inc. $ 625,587 
Concept Machine Tool Sales, LLC 585,115 
E.S.P. Associates, P.A. 294,601 
Gojo Industries 611,632 
Kings III 775,385 
Media Recovery, Inc. 464,566 
Ocelot Holdco 345,967 
ProcessBarron (Process Equipment, Inc. / PB Holdings, LLC) 690,823 
Polara (VSC Polara LLC) 996,312 
SBP Holdings 715,067 
Madison Indoor Air Solutions 12,625,302 
Stratus Unlimited 945,394 
Tencarva Machinery Company 1,613,963 
USA Industries 613,731 
World 50, Inc. 1,606,553 
23,509,998 
LOCAL AUTHORITY - 0.87%
LeadsOnline 1,468,769 
MEDIA & ENTERTAINMENT - 3.79%
Advantage Software 77,024 
ASC Communications, LLC (Becker's Healthcare) 383,444 
BrightSign 1,461,110 
Clear Channel Worldwide Holdings 597,000 
DistroKid (IVP XII DKCo-Invest, LP) 1,676,751 
HOP Entertainment LLC — 
Rock Labor 399,819 
Music Reports, Inc. 1,276,310 
Terrier Media Buyer, Inc. 283,640 
The Octave Music Group, Inc. (fka TouchTunes) 243,514 
6,398,612 
OIL FIELD SERVICES - 0.30%
Neptune Energy Bondco PLC 499,994 
PACKAGING - 1.25%
ASC Holdings, Inc. 844,820 
Brown Machine LLC 773,127 
Five Star Holding, LLC 496,942 
2,114,889 
PROPERTY & CASUALTY - 1.13%
Pearl Holding Group 1,912,398 
See Notes to Consolidated Financial Statements 34

Consolidated Schedule of Investments     (Continued) Barings Participation Investors
March 31, 2024
(Unaudited)
Industry Classification: Fair Value/
Market Value
TECHNOLOGY - 28.35%
1WorldSync, Inc. $ 2,384,282 
AdaCore Inc 766,609 
Amtech Software 1,531,644 
Audio Precision 1,654,335 
Best Lawyers (Azalea Investment Holdings, LLC) 1,551,701 
CAi Software 2,169,874 
Cash Flow Management 889,876 
CloudWave 1,721,661 
Command Alkon 2,034,171 
Comply365 619,968 
DataServ 196,297 
GraphPad Software, Inc. 2,574,522 
EFI Productivity Software 919,488 
Follett School Solutions 1,684,977 
Magenta Buyer LLC 145,967 
Net at Work 1,073,054 
Newforma 741,228 
Options Technology Ltd 1,544,690 
Precisely 747,012 
ProfitOptics 925,647 
Recovery Point Systems, Inc. 1,320,233 
RPX Corp 2,058,036 
Ruffalo Noel Levitz 1,090,269 
Sandvine Corporation 1,025,175 
Scaled Agile, Inc. 1,221,352 
Smart Bear 1,725,000 
Smartling, Inc. 1,582,942 
smartShift Technologies 1,029,767 
Springbrook Software 1,681,240 
Stackline 2,222,123 
Syncsort Incorporated 205,944 
Syntax Systems Ltd. 760,740 
Transit Technologies LLC 770,556 
Trintech, Inc. 1,593,059 
U.S. Legal Support, Inc. 2,007,194 
VitalSource 1,649,257 
47,819,890 
TELECOM - WIRELINE INTEGRATED & SERVICES - 0.12%
Frontier Communications 198,505 
TRANSPORTATION SERVICES - 7.63%
Industry Classification: Fair Value/
Market Value
AIT Worldwide Logistics, Inc. $ 1,745,594 
Carriage Purchaser Inc. 666,360 
eShipping 1,049,547 
FragilePAK 1,003,964 
Pegasus Transtech Corporation 1,731,158 
RoadOne IntermodaLogistics 566,397 
Rock-it Cargo 2,385,284 
SEKO Worldwide, LLC 1,625,760 
VP Holding Company 2,104,724 
12,878,788 
Total Investments - 107.23%
(Cost - $173,594,539) $ 180,895,524 



























See Notes to Consolidated Financial Statements 35

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Barings Participation Investors
(Unaudited)

1. History
Barings Participation Investors (the “Trust”) was organized as a Massachusetts business trust under the laws of the Commonwealth of Massachusetts pursuant to a Declaration of Trust dated April 7, 1988.
The Trust is a diversified closed-end management investment company. Barings LLC (“Barings”), a wholly-owned indirect subsidiary of Massachusetts Mutual Life Insurance Company (“MassMutual”), acts as its investment adviser. The Trust’s investment objective is to maintain a portfolio of securities providing a current yield and, when available, an opportunity for capital gains. The Trust’s principal investments are privately placed, below investment grade, long-term debt obligations including bank loans and mezzanine debt instruments. Such direct placement securities may, in some cases, be accompanied by equity features such as common stock, preferred stock, warrants, conversion rights, or other equity features. The Trust typically purchases these investments, which are not publicly tradable, directly from their issuers in private placement transactions. These investments are typically made to small or middle market companies. In addition, the Trust may invest, subject to certain limitations, in marketable debt securities (including high yield and/or investment grade securities) and marketable common stock. Below investment grade or high yield securities have predominantly speculative characteristics with respect to the capacity of the issuer to pay interest and repay capital.
On January 27, 1998, the Board of Trustees authorized the formation of a wholly-owned subsidiary of the Trust (“PI Subsidiary Trust”) for the purpose of holding certain investments. The results of the PI Subsidiary Trust are consolidated in the accompanying financial statements. Footnote 2.D below discusses the Federal tax consequences of the PI Subsidiary Trust.
2. Significant Accounting Policies
The following is a summary of significant accounting policies followed consistently by the Trust in the preparation of its consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
The Trustees have determined that the Trust is an investment company in accordance with Accounting Standards Codification (“ASC”) 946, Financial Services – Investment Companies, for the purpose of financial reporting.
A. Fair Value Measurements:
Under U.S. GAAP, fair value represents the price that should be received to sell an asset (exit price) in an orderly transaction between willing market participants at the measurement date.
Determination of Fair Value
The net asset value (“NAV”) of the Trust’s shares is determined as of the close of business on the last business day of each quarter, as of the date of any distribution, and at such other times as Barings, as the Trust’s valuation designee under Rule 2a-5 of the 1940 Act, shall determine the fair value of the Trust’s investments, subject to the general oversight of the Board. Barings has established a Pricing Committee which is responsible for setting the guidelines used in fair valuation following the procedures adopted by the Trustees and ensuring that those guidelines are being followed. Barings considers all relevant factors that are reasonably available, through either public information or information directly available to Barings, when determining the fair value of a security.
Barings reports to the Board each quarter regarding the valuation of each portfolio security in accordance with the procedures and guidelines referred to above, which include the relevant factors referred to below. The consolidated financial statements include private placement restricted securities valued at $173,828,287 (103.04% of net assets) as of March 31, 2024, the values of which have been estimated by Barings based on the process described above in the absence of readily ascertainable market values. Due to the inherent uncertainty of valuation, those estimated values may differ significantly from the values that would have been used had a ready market for the securities existed, and the differences could be material.
Independent Valuation Process
The fair value of bank loans and equity investments that are unsyndicated or for which market quotations are not readily available, including middle-market bank loans, will be submitted to an independent provider to perform an independent valuation on those bank loans and equity investments as of the end of each quarter. Such bank loans and equity investments will be held at cost until such time as they are sent to the valuation provider for an initial valuation subject to override by the Adviser should it determine that there have been material changes in interest rates and/or the credit quality of the issuer. The independent valuation provider applies various methods (synthetic rating analysis, discounting cash flows, and re-underwriting analysis) to establish the rate of return a market participant would require (the “discount rate”) as of the valuation date, given market conditions, prevailing lending standards and the perceived credit quality of the issuer. Future expected cash flows for each investment are discounted back to present value using these discount rates in the discounted cash flow analysis. A range of value will be provided by the valuation provider and the Adviser will
36

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Barings Participation Investors
(Unaudited)
determine the point within that range that it will use in making valuation determinations. The Adviser will use its internal valuation model as a comparison point to validate the price range provided by the valuation provider. If the Advisers’ Pricing Committee disagrees with the price range provided, it may make a fair value determination that is outside of the range provided by the independent valuation provider, such determination to be reported to the Trustees in the Adviser’s quarterly reporting to the Board. In certain instances, the Trust may determine that it is not cost-effective, and as a result is not in the shareholders’ best interests, to request the independent valuation firm to perform the Procedures on certain investments. Such instances include, but are not limited to, situations where the fair value of the investment in the portfolio company is determined to be insignificant relative to the total investment portfolio.
Following is a description of valuation methodologies used for assets recorded at fair value:
Corporate Public Securities at Fair Value – Bank Loans, Corporate Bonds, Preferred Stocks and Common Stocks
The Trust uses external independent third-party pricing services to determine the fair values of its Corporate Public Securities. At March 31, 2024, 100% of the carrying value of these investments was from external pricing services. In the event that the primary pricing service does not provide a price, the Trust utilizes the pricing provided by a secondary pricing service.
Public debt securities generally trade in the over-the-counter market rather than on a securities exchange. The Trust’s pricing services use multiple valuation techniques to determine fair value. In instances where significant market activity exists, the pricing services may utilize a market based approach through which quotes from market makers are used to determine fair value. In instances where significant market activity may not exist or is limited, the pricing services also utilize proprietary valuation models which may consider market characteristics such as benchmark yield curves, option adjusted spreads, credit spreads, estimated default rates, coupon rates, anticipated timing of principal underlying prepayments, collateral, and other unique security features in order to estimate the relevant cash flows, which are then discounted to calculate the fair value.
The Trust’s investments in bank loans are normally valued at the bid quotation obtained from dealers in loans by an independent pricing service in accordance with the Trust’s valuation policies and procedures approved by the Trustees.
Public equity securities listed on an exchange or on the NASDAQ National Market System are valued at the last quoted sales price of that day.
At least annually, Barings conducts reviews of the primary pricing vendors to validate that the inputs used in that vendors’ pricing process are deemed to be market observable as defined in the standard. While Barings is not provided access to proprietary models of the vendors, the reviews have included on-site walk-throughs of the pricing process, methodologies and control procedures for each asset class and level for which prices are provided. The reviews also include an examination of the underlying inputs and assumptions for a sample of individual securities across asset classes, credit rating levels and various durations. In addition, the pricing vendors have an established challenge process in place for all security valuations, which facilitates identification and resolution of prices that fall outside expected ranges. Barings believes that the prices received from the pricing vendors are representative of prices that would be received to sell the assets at the measurement date (exit prices) and are classified appropriately in the hierarchy.
Corporate Restricted Securities at Fair Value – Bank Loans, Corporate Bonds
The fair value of certain notes is determined using an internal model that discounts the anticipated cash flows of those notes using a specific discount rate. Changes to that discount rate are driven by changes in general interest rates, probabilities of default and credit adjustments. The discount rate used within the models to discount the future anticipated cash flows is considered a significant unobservable input. Increases/(decreases) in the discount rate would result in a (decrease)/increase to the notes’ fair value.
The fair value of certain distressed notes is based on an enterprise waterfall methodology which is discussed in the equity security valuation section below.
Corporate Restricted Securities at Fair Value – Common Stock, Preferred Stock and Partnerships & LLC’s
The fair value of equity securities is determined using an enterprise waterfall methodology. Under this methodology, the enterprise value of the company is first estimated and that value is then allocated to the company’s outstanding debt and equity securities based on the documented priority of each class of securities in the capital structure. Generally, the waterfall proceeds from senior debt, to senior and junior subordinated debt, to preferred stock, then finally common stock.
To estimate a company’s enterprise value, the company’s trailing twelve months earnings before interest, taxes, depreciation and amortization (“EBITDA”) is multiplied by a valuation multiple.
37

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Barings Participation Investors
(Unaudited)
The EBITDA valuation multiple is the primary significant unobservable input. Increases/ (decreases) to the company’s EBITDA would result in increases/ (decreases) to the equity value.
 Short-Term Securities
Short-term securities with more than sixty days to maturity are valued at fair value, using external independent third-party services. Short-term securities, of sufficient credit quality, having a maturity of sixty days or less are valued at amortized cost, which approximates fair value.
New Accounting Pronouncement
In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update 2020-04 (“ASU 2020-04”) “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” This guidance provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. ASU 2020-04 is effective for all entities as of March 12, 2020 through December 31, 2022. The Trust expects that the adoption of this guidance will not have a material impact on the Trust’s financial position, result of operations or cash flows.
In June 2022, the FASB issued Accounting Standards Update, 2022-03, Fair Value Measurement (Topic 820), which affects all entities that have investments in equity securities measured at fair value that are subject to a contractual sale restriction ("ASU 2022-03"). The amendments in ASU 2022-03 clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring the fair value. The amendments also require additional disclosures for equity securities subject to contractual sale restrictions that are measured at fair value in accordance with Topic 820. The effective date for the amendments in ASU 2022-03 is for fiscal years beginning after December 15, 2023 and interim periods with n those fiscal years. At this time, management is evaluating the implications of these changes on the Trust’s financial statements.
Fair Value Hierarchy
The Trust categorizes its investments measured at fair value in three levels, based on the inputs and assumptions used to determine fair value. These levels are as follows:
Level 1 – quoted prices in active markets for identical securities
Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)
Level 3 – significant unobservable inputs (including the Trust’s own assumptions in determining the fair value of investments)
The following table summarizes the levels in the fair value hierarchy into which the Trust’s financial instruments are categorized as of March 31, 2024.
The fair values of the Trust’s investments disaggregated into the three levels of the fair value hierarchy based upon the lowest level of significant input used in the valuation as of March 31, 2024, are as follows:
 
Assets: Total Level 1 Level 2 Level 3
Restricted Securities
Corporate Bonds $ 10,664,031  $ —  $ 5,242,655  $ 5,421,376 
Bank Loans 144,797,526  —  —  144,797,526 
Common Stock - U.S. 2,740,918  —  —  2,740,918 
Preferred Stock 1,200,406  —  —  1,200,406 
Partnerships and LLCs 19,668,061  —  —  19,668,061 
Public Securities
Bank Loans 1,824,582  —  1,227,582  597,000 
Corporate Bonds —  —  —  — 
Total $ 180,895,524  $   $ 6,470,237  $ 174,425,287 
See information disaggregated by security type and industry classification in the Unaudited Consolidated Schedule of Investments.
38

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Barings Participation Investors
(Unaudited)
Quantitative Information about Level 3 Fair Value Measurements
The following table represents quantitative information about Level 3 fair value measurements as of March 31, 2024:
Fair Value Valuation
Technique
Unobservable
Inputs
Range Weighted*
Bank Loans $121,472,227 Income Approach Implied Spread 8.7% - 45.3% 11.9%
$2,158,259 Market Approach Revenue Multiple 9.3x 9.3x
Corporate Bonds $4,797,109 Income Approach Implied Spread 12.7% - 29.8% 16.2%
$624,268 Market Approach Revenue Multiple 0.2x 0.2x
Equity Securities** $23,032,150 Enterprise Value Waterfall Approach Valuation Multiple 4.0x - 34.0x 12.1x
$63,864 Market Approach Revenue Multiple 9.3x 9.3x
Certain of the Trust’s Level 3 equity securities investments may be valued using unadjusted inputs that have not been internally developed by the Trust, including recently purchased securities held at cost. As a result, fair value of assets of $22,277,410 have been excluded from the preceding table.
* The weighted averages disclosed in the table above were weighted by relative fair value
** Including partnerships and LLC’s
Following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:
Assets:
Beginning balance at
12/31/2023
Included in
earnings
Purchases Sales Prepayments Transfers
into
Level 3
Transfers
out of
Level 3
Ending
balance at
03/31/2024
Restricted Securities
Corporate Bonds
$ 5,314,582  $ 95,506  $ 11,288  $ —  $ —  $ —  $ —  $ 5,421,376 
Bank Loans
144,717,205  271,214  10,267,360  (326,016) (10,132,237) —  —  144,797,526 
Common Stock - U.S.
2,555,922  (31,163) 370,881  (154,722) —  —  —  2,740,918 
Preferred Stock
1,490,355  (171,989) —  (117,960) —  —  —  1,200,406 
Partnerships and LLCs
19,153,497  1,324,383  96,127  (905,946) —  —  —  19,668,061 
Public Securities
Bank Loans
—  3,000  594,000  —  —  —  —  597,000 
$ 173,231,561  $ 1,490,951  $ 11,339,656  $ (1,504,644) $ (10,132,237) $   $   $ 174,425,287 
* For the three months ended March 31, 2024, there were no transfers into or out of Level 3








39

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Barings Participation Investors
(Unaudited)
OID Amortization, Gains and Losses on Level 3 assets included in Net Increase in Net Assets resulting from Operations for the period are presented in the following accounts on the Statement of Operations:
Net Increase / (Decrease) in Net Assets Resulting from Operations Change in Unrealized Appreciation in Net Assets from assets still held
Interest - OID Amortization $ 150,582  -
Net realized gain (loss) on investments before taxes 881,418  -
Net change in unrealized appreciation of investments before taxes 458,951   1,263,524
B. Accounting for Investments:
Investment Income
Investment transactions are accounted for on the trade date. Interest income, including the amortization of premiums and accretion of discounts on bonds held using the yield-to-maturity method, is recorded on the accrual basis to the extent that such amounts are expected to be collected. Generally, when interest and/or principal payments on a loan become past due, or if the Trust otherwise does not expect the borrower to be able to service its debt and other obligations, the Trust will place the investment on non-accrual status and will cease recognizing interest income on that investment for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. The Trust writes off any previously accrued and uncollected interest when it is determined that interest is no longer considered collectible. As of March 31, 2024, the fair value of the Trust’s non-accrual assets was $1,649,443, or 0.9% of the total fair value of the Trust’s portfolio, and the cost of the Trust’s non-accrual assets was $3,652,983, or 2.1% of the total cost of the Trust’s portfolio.
Payment-in-Kind Interest
The Trust currently holds, and expects to hold in the future, some investments in its portfolio that contain Payment-in-Kind (“PIK”) interest provisions. The PIK interest, computed at the contractual rate specified in each loan agreement, is added to the principal balance of the investment, rather than being paid to the Trust in cash, and is recorded as interest income. Thus, the actual collection of PIK interest may be deferred until the time of debt principal repayment. PIK interest, which is a non-cash source of income at the time of recognition, is included in the Trust’s taxable income and therefore affects the amount the Trust is required to distribute to its stockholders to maintain its qualification as a “regulated investment company” for federal income tax purposes, even though the Trust has not yet collected the cash.
Generally, when current cash interest and/or principal payments on an investment become past due, or if the Trust otherwise does not expect the borrower to be able to service its debt and other obligations, the Trust will place the investment on PIK non-accrual status and will cease recognizing PIK interest income on that investment for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. The Trust writes off any accrued and uncollected PIK interest when it is determined that the PIK interest is no longer collectible. As of March 31, 2024, the Trust held no PIK non-accrual assets.
Realized Gain or Loss and Unrealized Appreciation or Depreciation of Portfolio Investments
Realized gains and losses on investment transactions and unrealized appreciation and depreciation of investments are reported for financial statement and Federal income tax purposes on the identified cost method.
C. Use of Estimates:
The preparation of financial statements in conformity with U.S. 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 and the differences could be material.
D. Federal Income Taxes:
The Trust has elected to be taxed as a “regulated investment company” under the Internal Revenue Code, and intends to maintain this qualification and to distribute substantially all of its net taxable income to its shareholders. In any year when net long-term capital gains are realized by the Trust, management, after evaluating the prevailing economic conditions, will recommend that the Trustees either designate the net realized long-term gains as undistributed and pay the Federal capital gains taxes thereon or distribute all or a portion of such net gains.
40

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Barings Participation Investors
(Unaudited)
The Trust is taxed as a regulated investment company and is therefore limited as to the amount of non-qualified income that it may receive as the result of operating a trade or business, e.g. the Trust’s pro rata share of income allocable to the Trust by a partnership operating company. The Trust’s violation of this limitation could result in the loss of its status as a regulated investment company, thereby subjecting all of its net income and capital gains to corporate taxes prior to distribution to its shareholders. The Trust, from time-to-time, identifies investment opportunities in the securities of entities that could cause such trade or business income to be allocable to the Trust. The PI Subsidiary Trust (described in Footnote 1 above) was formed in order to allow investment in such securities without adversely affecting the Trust’s status as a regulated investment company.
The PI Subsidiary Trust is not taxed as a regulated investment company. Accordingly, prior to the Trust receiving any distributions from the PI Subsidiary Trust, all of the PI Subsidiary Trust’s taxable income and realized gains, including non-qualified income and realized gains, is subject to taxation at prevailing corporate tax rates. As of March 31, 2024, the PI Subsidiary Trust has incurred income tax benefit of $2,786.
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of the existing assets and liabilities and their respective tax basis. As of March 31, 2024, the PI Subsidiary Trust has a deferred tax liability of $334,789.
E. Distributions to Shareholders:
The Trust records distributions to shareholders from net investment income and net realized gains, if any, on the ex-dividend date. The Trust’s net investment income dividend is declared four times per year. The Trust’s net realized capital gain distribution, if any, is declared in December.
3. Investment Services Contract
A. Services:
Under an Investment Services Contract (the “Contract”) with the Trust, Barings agrees to use its best efforts to present to the Trust a continuing and suitable investment program consistent with the investment objectives and policies of the Trust. Barings represents the Trust in any negotiations with issuers, investment banking firms, securities brokers or dealers and other institutions or investors relating to the Trust’s investments. Under the Contract, Barings also provides administration of the day-to-day operations of the Trust and provides the Trust with office space and office equipment, accounting and bookkeeping services, and necessary executive, clerical and secretarial personnel for the performance of the foregoing services.
B. Fee:
For its services under the Contract, Barings is paid a quarterly investment advisory fee equal to 0.225% of the value of the Trust’s net assets as of the last business day of each fiscal quarter, an amount approximately equivalent to 0.90% on an annual basis. A majority of the Trustees, including a majority of the Trustees who are not interested persons of the Trust or of Barings, approve the valuation of the Trust’s net assets as of such day.
4. Borrowings
Senior Secured Indebtedness
MassMutual holds the Trust’s $15,000,000 Senior Floating Rate Convertible Note (the “Note”) issued by the Trust on December 13, 2023. The Note is due December 13, 2033, and accrues interest at the rate of SOFR plus 2.20% per annum. MassMutual, at its option, can convert the principal amount of the Note into common shares. The dollar amount of principal would be converted into an equivalent dollar amount of common shares based upon the average price of the common shares for ten business days prior to the notice of conversion. For the three months ended three months ended March 31, 2024 the Trust incurred total interest expense on the Note of $284,625.
The Trust may redeem the Note, in whole or in part, at the principal amount proposed to be redeemed together with the accrued and unpaid interest thereon through the redemption date plus a Make Whole Premium. The Make Whole Premium equals the excess of (1) the present value of the scheduled payments of principal and interest which the Trust would have paid but for the proposed redemption, discounted at a rate which is equal to the lesser of (i) the interest rate applicable interest on the premium calculation date, and (ii) 0.50% plus the Treasury Constant Yield at such time, over (2) the principal of the Note proposed to be redeemed. If the amount designated in clause (1) above is equal to or less than the amount specified in clause (2) above, then the Make Whole Premium shall be 3.00%.
Credit Facility
41

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Barings Participation Investors
(Unaudited)
On July 22, 2021 (the “Effective Date”), MassMutual provided to the Trust, a five-year $15,000,000 committed revolving credit facility. Borrowings under the revolving credit facility bear interest, at the rate of LIBOR plus 2.25%. The Trust will also be responsible for paying a commitment fee of 0.50% on the unused amount. On December 13, 2023, the Trust amended the credit agreement with MassMutual to increase the aggregate commitment amount by $7,500,000 to a total aggregate commitment amount of $22,500,000, extend the maturity date to December 13, 2028, and set the interest accrual to a rate of SOFR plus 2.20% on the outstanding borrowings. Deferred financing fees in the amount of $167,579 has been netted against the credit facility balance as presented on the Consolidated Statement of Assets & Liabilities.
The average principal balance and interest rate for the period during which the credit facility was utilized for the three months ended March 31, 2024, was approximately $6,600,000 and 7.59%, respectively. As of March 31, 2024, the principal balance outstanding was $3,000,000 at an interest rate of 7.53%.
5. Purchases and Sales of Investments
 
For the three months ended 03/31/2024
Cost of Investments Acquired Proceeds from Sales or Maturities
Corporate restricted securities $ 11,638,198  $ 12,711,054 
Corporate public securities 713,193  1,001,918 
6. Risks
Investment Risks
In the normal course of its business, the Trust trades various financial instruments and enters into certain investment activities with investment risks. These risks include:
Below Investment Grade (high yield/junk bond) Instruments Risk
Below investment grade securities, commonly known as “junk” or “high yield” bonds, have speculative characteristics and involve greater volatility of price and yield, greater risk of loss of principal and interest, and generally reflect a greater possibility of an adverse change in financial condition that could affect an issuer’s ability to honor its obligations. Below investment grade debt instruments are considered to be predominantly speculative investments. In some cases, these obligations may be highly speculative and have poor prospects for reaching investment grade standing. Below investment grade debt instruments are subject to the increased risk of an issuer’s inability to meet principal and interest payment obligations. These instruments may be subject to greater price volatility due to such factors as specific corporate developments, interest rate sensitivity, negative perceptions of the financial markets generally and less secondary market liquidity. The prices of below investment grade debt instruments may be affected by legislative and regulatory developments. Because below investment grade debt instruments are difficult to value and are more likely to be fair valued, particularly during erratic markets, the values realized on their sale may differ from the values at which they are carried on the books of the Trust.
The Trust may invest in bonds and loans of corporate issuers that are, at the time of purchase, rated below investment grade by at least one credit rating agency or unrated but determined by Barings to be of comparable quality. The Trust may also invest in other below investment grade debt obligations. Barings consider both credit risk and market risk in making investment decisions for the Trust. If a default occurs with respect to any below investment grade debt instruments and the Trust sells or otherwise disposes of its exposure to such instruments, it is likely that the proceeds would be less than the unpaid principal and interest. Even if such instruments are held to maturity, recovery by the Trust of its initial investment and any anticipated income or appreciation would be uncertain and may not occur. Market trading volume for high yield instruments is generally lower and the secondary market for such instruments could contract under adverse market or economic conditions, independent of any specific adverse changes in the condition of a particular issuer.
Borrowing and Leverage Risk
The Trust may borrow, subject to certain limitations, to fund redemptions, post collateral for hedges or to purchase loans, bonds and structured products prior to settlement of pending sale transactions. Any such borrowings, as well as transactions such as when-issued, delayed-delivery, forward commitment purchases and loans of portfolio securities, can result in leverage. The use of leverage involves special risks, and makes the net asset value of the Trust and the yield to shareholders more volatile. There can be no assurance that the Trust’s leveraging strategies would be successful. In addition, the counterparties to the Trust’s leveraging transactions will have priority of payment over the Trust’s shareholders.
42

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Barings Participation Investors
(Unaudited)
Credit Risk
Credit risk is the risk that one or more debt obligations in the Trust’s portfolio will decline in price, or fail to pay dividends, interest or principal when due because the issuer of the obligation experiences an actual or perceived decline in its financial status. Credit ratings issued by credit rating agencies are designed to evaluate the safety of principal and interest payments of rated instruments. They do not, however, evaluate the market value risk of below investment grade debt instruments and, therefore, may not fully reflect the true risks of an investment. In addition, credit rating agencies may or may not make timely changes in a rating to reflect changes in the economy or in the conditions of the issuer that affect the market value of the instruments. Consequently, credit ratings are used only as a preliminary indicator of investment quality. Investments in below investment grade and comparable unrated obligations will be more dependent on Barings’s credit analysis than would be the case with investments in investment grade instruments. Barings employ their own credit research and analysis, which includes a study of existing debt, capital structure, ability to service debt and to pay dividends, sensitivity to economic conditions, operating history and current earnings trends.
One or more debt obligations in the Trust’s portfolio may decline in price, or fail to pay dividends, interest or principal when due because the issuer of the obligation experiences an actual or perceived decline in its financial status or due to changes in the specific or general market, economic, industry, political, regulatory, public health or other conditions.
Duration Risk
The Trust may invest in investments of any duration or maturity. Although stated in years, duration is not simply a measure of time. Duration measures the time-weighted expected cash flows of a security, which can determine the security’s sensitivity to changes in the general level of interest rates (or yields). Securities with longer durations tend to be more sensitive to interest rate (or yield) changes than securities with shorter durations. Duration differs from maturity in that it considers potential changes to interest rates, and a security’s coupon payments, yield, price and par value and call features, in addition to the amount of time until the security matures. Various techniques may be used to shorten or lengthen the Trust’s duration. The duration of a security will be expected to change over time with changes in market factors and time to maturity.
Liquidity Risk
The Trust may, subject to certain limitations, invest in illiquid securities (i.e., securities that cannot be disposed of in current market conditions in seven calendar days or less without the disposition significantly changing the market value of the security). Illiquid securities may trade at a discount from comparable, more liquid investments, and may be subject to wide fluctuations in market value. Some securities may be subject to restrictions on resale. Illiquid securities may be difficult to value. Also, the Trust may not be able to dispose of illiquid securities at a favorable time or price when desired, and the Trust may suffer a loss if forced to sell such securities for cash needs. Below investment grade loans and other debt securities tend to be less liquid than higher-rated securities.
Loan Risk
The loans in which the Trust may invest are subject to a number of risks. Loans are subject to the risk of non-payment of scheduled interest or principal. Such non-payment would result in a reduction of income to the Trust, a reduction in the value of the investment and a potential decrease in the net asset value of the Trust. There can be no assurance that the liquidation of any collateral securing a loan would satisfy the borrower’s obligation in the event of non-payment of scheduled interest or principal payments, or that such collateral could be readily liquidated. In the event of bankruptcy of a borrower, the Trust could experience delays or limitations with respect to its ability to realize the benefits of the collateral securing a loan. Loan participations and assignments involve credit risk, interest rate risk, liquidity risk, and the risks of being a lender. Loans are not as easily purchased or sold as publicly traded securities and there can be no assurance that future levels of supply and demand in loan trading will provide the degree of liquidity which currently exists in the market. In addition, the terms of the loans may restrict their transferability without borrower consent.
These factors may have an adverse effect on the market price of the loan and the Trust’s ability to dispose of particular portfolio investments. A less liquid secondary market also may make it more difficult for the Trust to obtain precise valuations of the high yield loans in its portfolio. The settlement period (the period between the execution of the trade and the delivery of cash to the purchaser) for some loan transactions may be significantly longer than the settlement period for other investments, and in some cases longer than seven days. It is possible that sale proceeds from loan transactions will not be available to meet redemption obligations, in which case the Trust may be required to utilize cash balances or, if necessary, sell its more liquid investments or investments with shorter settlement periods. Some loans may not be considered “securities” for certain purposes under the federal securities laws, and purchasers, such as the Trust, therefore may not be entitled to rely on the anti-fraud protections of the federal securities laws.
Management Risk
43

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Barings Participation Investors
(Unaudited)
The Trust is subject to management risk because it is an actively managed portfolio. Barings apply investment techniques and risk analyses in making investment decisions for the Trust, but there can be no guarantee that such techniques and analyses will produce the desired results.
Market Risk
The value of the Trust’s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock and bond markets can decline significantly in response to issuer, market, economic, industry, political, regulatory, geopolitical, public health and other conditions, as well as investor perceptions of these conditions. Such conditions may include, but are not limited to, war, terrorism, natural and environmental disasters and epidemics or pandemics (including the recent coronavirus pandemic), which may be highly disruptive to economies and markets. Such conditions may also adversely affect the liquidity of the Trust’s securities. The Trust is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services.
Prepayment and Extension Risk
Prepayment and extension risk is the risk that a loan, bond or other investment might be called or otherwise converted, prepaid or redeemed before maturity. This risk is primarily associated with mortgage-backed and other asset-backed securities and floating rate loans. If the investment is converted, prepaid or redeemed before maturity, particularly during a time of declining interest rates or spreads, the Trust may not be able to invest the proceeds in other investments providing as high a level of income, resulting in a reduced yield to the Trust. Conversely, as interest rates rise or spreads widen, the likelihood of prepayment decreases and the maturity of the investment may extend. The Trust may be unable to capitalize on securities with higher interest rates or wider spreads because the Trust’s investments are locked in at a lower rate for a longer period of time.
7. Commitments and Contingencies
During the normal course of business, the Trust may enter into contracts and agreements that contain a variety of representations and warranties. The exposure, if any, to the Trust under these arrangements is unknown as this would involve future claims that may or may not be made against the Trust and which have not yet occurred. The Trust has no history of prior claims related to such contracts and agreements.

At March 31, 2024, the Trust had the following unfunded commitments:
Delayed Draw Term Loans Unfunded Amount Unfunded Value
AdaCore Inc $ 275,519  $ 275,459 
Best Lawyers 110,577  111,923 
Best Lawyers 148,173  150,865 
California Custom Fruits & Flavors 183,642  183,583 
Cascade Services 301,765  310,080 
Cash Flow Management 74,627  74,580 
Cloudbreak 198,413  198,374 
CTS Engines LLC 43,771  43,578 
Fortis Payments, LLC 69,549  69,415 
HTI Technology & Industries Inc. 102,273  100,784 
Ice House America 32,973  32,841 
ISTO Biologics 60,932  61,025 
Jones Fish 224,337  227,001 
Kings III 125,620  125,541 
Kings III 30,738  31,075 
Net at Work 522,727  530,413 
Parkview Dental Partners 321,500  322,129 
Process Insights Acquisition, Inc. 105,865  108,295 
Randy's Worldwide 38,830  39,576 
RoadOne IntermodaLogistics 84,100  88,330 
smartShift Technologies 350,028  359,049 
44

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Barings Participation Investors
(Unaudited)
Delayed Draw Term Loans Unfunded Amount Unfunded Value
Stratus Unlimited $ 58,040  $ 62,181 
SVI International, Inc. 111,386  111,358 
Tank Holding Corp 37,532  38,125 
Warner Pacific Insurance Services 430,258  437,558 
Ziyad 98,898  98,721 
  $ 4,142,073 $ 4,191,859 
 
Revolvers Unfunded Amount Unfunded Value
Accurus Aerospace International UK Buyer $ 12,196  $ 11,222 
AdaCore Inc 101,913  101,891 
Americo Chemical Products 120,041  122,578 
Amtech Software 158,856  158,121 
Applied Aerospace Structures Corp. 25,806  26,409 
ASC Communications, LLC 22,664  22,904 
BrightSign 26,841  26,425 
CAi Software 235,746  234,196 
California Custom Fruits & Flavors 55,093  55,075 
Cascade Services 66,176  67,562 
CJS Global 242,424  243,661 
Cleaver-Brooks, Inc. 69,197  70,187 
Cloudbreak 119,048  119,025 
Cogency Global 82,652  82,020 
Comply365 52,748  52,500 
DataServ 48,077  48,275 
Decks Direct, LLC 184,135  180,574 
EFI Productivity Software 54,759  55,305 
eShipping 139,792  141,841 
Fortis Payments, LLC 62,695  62,592 
HemaSource, Inc. 166,958  169,500 
HTI Technology & Industries Inc. 68,182  67,189 
Ice House America 76,577  76,510 
Jones Fish 199,610  200,093 
Kings III 58,257  58,524 
LeadsOnline - Weatherby Parent Holdings LLC 224,512  224,790 
Magnolia Wash Holdings 9,246  9,539 
Marshall Excelsior Co. 7,926  8,984 
Mission Microwave 99,734  99,705 
Narda-MITEQ (JFL-Narda Partners, LLC) 207,682  209,920 
Net at Work 117,614  120,580 
Newforma 88,392  91,152 
Office Ally (OA TOPCO, LP) 115,374  117,166 
Omega Holdings 139,018  138,898 
Polara (VSC Polara LLC) 108,266  109,591 
Process Insights Acquisition, Inc. 97,598  100,935 
ProfitOptics 35,484  38,016 
Randy's Worldwide 13,730  14,157 
45

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Barings Participation Investors
(Unaudited)
Revolvers Unfunded Amount Unfunded Value
RoadOne IntermodaLogistics $ 97,347  $ 99,665 
Rock Labor 57,867  58,021 
SBP Holdings 35,492  36,965 
Scaled Agile, Inc 193,097  186,923 
Smartling, Inc. 101,471  102,289 
smartShift Technologies 168,014  171,811 
Standard Elevator Systems 2,924  (3,036)
SVI International, Inc. 111,386  111,358 
Syntax Systems Ltd 28,313  28,834 
Tank Holding Corp 16,364  16,527 
Tencarva Machinery Company 297,534  296,298 
The Caprock Group 105,981  107,130 
Trintech Inc 88,010  88,425 
Whitcraft LLC 65,389  69,225 
Woodland Foods, Inc. 29,480  19,892 
World 50, Inc. 83,947  83,939 
Worldwide Electric Corporation 124,224  123,295 
Ziyad 110,724  109,489 
5,432,583  5,444,662 
Total Unfunded Commitments $ 9,574,656  $ 9,636,521 

As of March 31, 2024, unfunded commitments had unrealized appreciation of $61,871 or 0.04% of net assets.

8. Quarterly Results of Investment Operations (unaudited)
March 31, 2024
Amount Per Share
Investment income $ 4,893,728 
Net investment income (net of taxes) 3,803,025  $ 0.36 
Net realized and unrealized gain on investments (net of taxes) 1,215,601  0.11 


46


This privacy notice is being provided on behalf of Barings LLC and its affiliates: Barings Securities LLC; Barings Australia Pty Ltd; Barings Japan Limited; Barings Investment Advisers (Hong Kong) Limited; Barings Funds Trust; Barings Global Short Duration High Yield Fund; Barings BDC, Inc.; Barings Corporate Investors and Barings Participation Investors (together, for purposes of this privacy notice, “Barings”).
When you use Barings you entrust us not only with your hard-earned assets but also with your personal and financial data. We consider your data to be private and confidential, and protecting its confidentiality is important to us. Our policies and procedures regarding your personal information are summarized below.
We may collect non-public personal information about you from:
• Applications or other forms, interviews, or by other means;
• Consumer or other reporting agencies, government agencies, employers or others;
• Your transactions with us, our affiliates, or others; and
• Our Internet website.
We may share the financial information we collect with our financial service affiliates, such as insurance companies, investment companies and securities broker-dealers. Additionally, so that we may continue to offer you products and services that best meet your investment needs and to effect transactions that you request or authorize, we may disclose the information we collect, as described above, to companies that perform administrative or marketing services on our behalf, such as transfer agents, custodian banks, service providers or printers and mailers that assist us in the distribution of investor materials or that provide operational support to Barings. These companies are required to protect this information and will use this information only for the services for which we hire them, and are not permitted to use or share this information for any other purpose. Some of these companies may perform such services in jurisdictions other than the United States. We may share some or all of the information we collect with other financial institutions with whom we jointly market products. This may be done only if it is permitted by the state in which you live. Some disclosures may be limited to your name, contact and transaction information with us or our affiliates.
Any disclosures will be only to the extent permitted by federal and state law. Certain disclosures may require us to get an “opt-in” or “opt-out” from you. If this is required, we will do so before information is shared. Otherwise, we do not share any personal information about our customers or former customers unless authorized by the customer or as permitted by law.
We restrict access to personal information about you to those employees who need to know that information to provide products and services to you. We maintain physical, electronic and procedural safeguards that comply with legal standards to guard your personal information. As an added measure, we do not include personal or account information in non-secure e-mails that we send you via the Internet without your prior consent. We advise you not to send such information to us in non-secure e-mails.
This joint notice describes the privacy policies of Barings, the Funds and Barings Securities LLC. It applies to all Barings and the Funds accounts you presently have, or may open in the future, using your social security number or federal taxpayer identification number - whether or not you remain a shareholder of our Funds or as an advisory client of Barings. As mandated by rules issued by the Securities and Exchange Commission, we will be sending you this notice annually, as long as you own shares in the Funds or have an account with Barings.
Barings Securities LLC is a member of the Financial Industry Regulatory Authority (FINRA) and the Securities Investor Protection Corporation (SIPC). Investors may obtain information about SIPC including the SIPC brochure by contacting SIPC online at www.sipc.org or calling (202)-371-8300. Investors may obtain information about FINRA including the FINRA Investor Brochure by contacting FINRA online at www.finra.org or by calling (800) 289-9999.
April 2019
47




Members of the Board of
Trustees
 
Clifford M. Noreen
Chairman
 
Michael H. Brown*
 
Barbara M. Ginader*
 
Edward P. Grace III*
 
David M. Mihalick
 
Susan B. Sweeney*
 
Maleyne M. Syracuse*
 
*Member of the Audit Committee
 
Officers
Christina Emery
President
 
Christopher D. Hanscom
Chief Financial Officer
Treasurer
 
Ashlee Steinnerd
Chief Legal Officer
 
Robert Spengler, Jr.
Chief Compliance Officer
 
Andrea Nitzan
Principal Accounting Officer
 
Alexandra Pacini
Secretary
 
Sean Feeley
Vice President
 
Joseph Evanchick
Vice President 

Matthew Curtis
Tax Officer
DIVIDEND REINVESTMENT AND SHARE PURCHASE PLAN
Barings Participation Investors (the “Trust”) offers a Dividend Reinvestment and Cash Purchase Plan (the “Plan”). The Plan provides a simple and automatic way for shareholders to add to their holdings in the Trust through the receipt of dividend shares issued by the Trust or through the reinvestment of cash dividends in Trust shares purchased in the open market. The dividends of each shareholder will be automatically reinvested in the Trust by SS&C GIDS, the Transfer Agent, in accordance with the Plan, unless such shareholder elects not to participate by providing written notice to the Transfer Agent. A shareholder may terminate his or her participation by notifying the Transfer Agent in writing.

Participating shareholders may also make additional contributions to the Plan from their own funds. Such contributions may be made by personal check or other means in an amount not less than $100 nor more than $5,000 per quarter. Cash contributions must be received by the Transfer Agent at least five days (but no more then 30 days) before the payment date of a dividend or distribution.

Whenever the Trust declares a dividend payable in cash or shares, the Transfer Agent, acting on behalf of each participating shareholder, will take the dividend in shares only if the net asset value is lower than the market price plus an estimated brokerage commission as of the close of business on the valuation day. The valuation day is the last day preceding the day of dividend payment.

When the dividend is to be taken in shares, the number of shares to be received is determined by dividing the cash dividend by the net asset value as of the close of business on the valuation date or, if greater than net asset value, 95% of the closing share price. If the net asset value of the shares is higher than the market value plus an estimated commission, the Transfer Agent, consistent with obtaining the best price and execution, will buy shares on the open market at current prices promptly after the dividend payment date.

The reinvestment of dividends does not, in any way, relieve participating shareholders of any federal, state or local tax. For federal income tax purposes, the amount reportable in respect of a dividend received in newly-issued shares of the Trust will be the fair market value of the shares received, which will be reportable as ordinary income and/or capital gains.

As compensation for its services, the Transfer Agent receives a fee of 5% of any dividend and cash contribution (in no event in excess of $2.50 per distribution per shareholder.)

Any questions regarding the Plan should be addressed to SS&C GIDS, Transfer Agent for Barings Participation Investors’ Dividend Reinvestment and Cash Purchase Plan, P.O. Box 219086, Kansas City, MO 64121-9086.











image_003.gif
 Barings
 Participation Investors
CI6216