TCW Direct Lending VII LLC

Company type and regulation

• Delaware limited liability company formed in 2017.
• Elected to be regulated as a Business Development Company (BDC) under the Investment Company Act of 1940 and intends to qualify as a Regulated Investment Company (RIC) under the Internal Revenue Code.
• Adviser: TCW Asset Management Company LLC, a Delaware LLC and subsidiary of The TCW Group, Inc., which provides investment advisory and management services under a long-standing Advisory Agreement.
• Subject to BDC asset coverage and other regulatory constraints and RIC distribution and diversification requirements.

Business overview

• Primary strategy: direct lending to U.S. middle-market companies, primarily investing in senior secured debt.
• May invest in unsecured debt or equity when appropriate.
• Typical investment size: $20 million to $150 million.
• Portfolio spans multiple industries and often includes highly leveraged mid-market borrowers.
• Investments may be made directly or via co-investments; new investments are approved by the Adviser’s Investment Committee.

Corporate governance and management

• Six wholly owned subsidiaries (each a Delaware LLC) as of December 31, 2025.
• Portfolio management provided by the Adviser’s Private Credit Group.
• Operations are provided under an Administration Agreement and the Advisory Agreement; executive officers are employees of the Adviser.
• Management fee accrues quarterly at 0.375% (1.50% annualized) of average gross assets (gross assets include portfolio investments at amortized cost plus leverage, net of impairment, excluding cash equivalents).
• Adviser receives an incentive (performance-based) fee subject to a hurdle and a 20% share of profits above specified thresholds, with a multi-step waterfall and a Reorganization Incentive Fee in certain scenarios.
• Adviser Return Obligation requires the Adviser to return excess incentive fees after final distributions.
• Company holds a license to use the “TCW” name from the Adviser and related entities.

Portfolio and investments (as of 12/31/2025)

• Total investments: 59 (42 debt investments and 17 equity investments).
• Asset mix: ~84.4% debt (mostly senior secured term loans) and ~15.6% equity (common stock, preferred stock, membership interests, warrants).
• Non-accruals: 4 debt investments on non-accrual (≈4.3% of portfolio fair value; 14.5% of cost).
• Industry concentration (by fair value): Textiles/Apparel/Luxury Goods ~19%, Household Durables ~15%, Software ~14%, Chemicals 12%, Hotels/Restaurants/Leisure 12%, Aerospace/Defense 9%.
• Level 3 investments (debt and equity without observable market prices) valued at approximately $645.2 million.
• Activity since inception includes follow-on investments and dispositions; portfolio is being wound down since the commitment period ended in May 2021.

Financial results (year ended December 31)

Revenue and income (selected)

• Total investment income: $89.233 million (2025); $137.519 million (2024); $148.430 million (2023).
• Interest income including PIK: ≈$89.0 million (2025); $137.2 million (2024); $148.1 million (2023).
• Other fee income: $0.2 million (2025); $0.3 million (2024); $0.3 million (2023).
• Net investment income: $87.116 million (2025); $142.235 million (2024); $95.873 million (2023).

Net gains/losses on investments

• Net realized loss on investments: $(101.643) million (2025); $(18.725) million (2024); $(1.483) million (2023).
• Net change in unrealized appreciation/depreciation: $(25.947) million (2025); $(76.496) million (2024); $(68.488) million (2023).
• Net realized gain on short-term investments: $3.730 million (2025); $1.977 million (2024); $0 (2023).

Selected expenses and capital metrics

• Net (decrease) increase in Members’ Capital from operations: $(36.744) million (2025); $48.991 million (2024); $25.902 million (2023).
• Incentive fees: $(35.680) million (2025); $(47.062) million (2024); $6.475 million (2023).
• Interest/credit facility expenses: $17.913 million (2025); $23.451 million (2024); $28.264 million (2023).
• Management fees: $13.390 million (2025); $14.103 million (2024); $15.063 million (2023).
• Net expenses after reimbursements: $2.117 million (2025); $(4.716) million (2024); $52.557 million (2023).

Financial condition highlights (12/31/2025)

• Total commitments: $1,373.401 million; undrawn commitments: $165.401 million; percentage funded: 88.0%; Units outstanding: 13,734,010.
• Asset coverage for borrowings: ~298.4%.
• Weighted average interest rate on credit facilities: 6.36% (2025).
• Portfolio financed with senior secured facilities and revolvers; revolving borrowings of approximately $219.6 million under Natixis (with $130.4 million available of a $350 million capacity as of 12/31/2025); PNC facilities used earlier were later refinanced or replaced.

Liquidity, capital structure, and financing

• Issued 13,734,010 Units for approximately $1.4 billion through 12/31/2025.
• Commitment Period ended May 16, 2021; follow-on investments capped at 10% of Commitments (2024 member action allows up to 10% for follow-ons in existing portfolio companies).
• Cash sources: capital draws from Commitments, investment cash flows, and borrowings.
• Cash uses: investments, operating costs (including management and incentive fees), debt service, and distributions to Unitholders.
• Credit facilities include Natixis and PNC revolving facilities; Natixis facility matured and was not available for new borrowings as of 11/04/2024; PNC facility was active with maturity extended and amended through 2025; as of 12/31/2025 Natixis showed a $350 million capacity with $219.6 million outstanding.

People and operations

• The Company has no employees; executive officers are employees of the Adviser.
• The Adviser and its affiliates manage and supervise investments and operations under the Advisory Agreement and related administration arrangements.

Units and market for units

• Units are not publicly listed and are not registered under the Securities Act; transfers require consent and compliance with the LLC Agreement and applicable securities laws.
• As of 4/3/2026, approximately 130 holders of record of the Common Shares.

Key risks and economics

• Business results are influenced by Adviser performance, leverage (subject to 1940 Act limits), and market conditions for private middle-market debt and equity.
• Revenues are primarily interest income, including paid-in-kind interest, and fees; PIK interest can affect cash distributions.
• Wind-down of the portfolio post-commitment period increases concentration risk and may affect liquidity and distributions.
• The Company remains subject to regulatory requirements for BDCs and RICs, including diversification, asset coverage, and annual distribution requirements.

Adviser context

• The Adviser managed approximately $206.2 billion in assets as of December 31, 2025 across TCW’s Private Credit Group and affiliated platforms.

Notes

• Figures are taken from the Company’s Form 10-K for the year ended December 31, 2025 and include comparative 2024 and 2023 amounts where provided.