Ladies and gentlemen, thank you for standing by, and welcome to the TCG BDC Incorporated Fourth Quarter 2019 Earnings Conference Call. At this time, all participant lines are in a listen-only mode. After the speakers’ presentation, there will be a question-and-answer session. [Operator Instructions] Please be advised that today’s conference may be recorded. [Operator Instructions] I would now like to hand the conference over to your speaker today, Mr. Daniel Harris, Head of Investor Relations. Thank you. Please go ahead, sir.

Thank you, Daniel. Good morning and welcome to TCG BDC’s fourth quarter 2019 earnings call. Last night, we issued an earnings press release and detailed earnings presentation with our quarterly results. A copy of which is available on TCG BDC’s Investor Relations website. Following our remarks today, we will hold a question-and-answer session for analysts and institutional investors. This call is being webcast and the replay will be available on our website. Any forward-looking statements made today, do not guarantee future performance and undue reliance should not be placed on them. These statements are based on current management expectations and involve inherent risks and uncertainties, including those identified in the Risk Factors section of our Annual Report on Form 10-K that could cause actual results to differ materially from those indicated. TCG BDC assumes no obligation to update any forward-looking statements at any time. And with that, I’ll turn the call over to our Chief Executive Officer, Linda Pace.

Thanks, Dan. Good morning, everyone. Thank you for joining us on our call this morning to discuss our fourth quarter 2019 results. Joining me on the call today is our Chief Investment Officer, Taylor Boswell; and our Chief Financial Officer, Tom Hennigan. I’d like to focus my remarks today across 3 areas: first, highlighting the strength and momentum of our business as we exit 2019 and begin 2020; second, summarizing our financial results for the quarter; and third, a brief discussion on our capital position and dividend. I’ll start by discussing the strength of our platform. 2019 was a year of change for our company and as we enter 2020, we are well positioned to capitalize on the opportunities ahead of us. While I formally assumed the role of Chief Executive Officer of our BDC on January 1, our company’s entire Senior Leadership Team has been extremely active over the past few quarters, working to optimize our portfolio, ensure that we have the right team in place to drive our investment process and continue to wisely manage our capital position. Taylor and I, along with our entire team have evaluated every part of our investment process. Taylor will go into more detail, but we quickly identified a small piece of our loan portfolio that had accounted for an outsized amount of our losses and we moved rapidly to minimize that risk. We sit here today, having largely eliminated that exposure in a relatively short period of time. Our goal is to deliver stable NAV and sustainable earnings coverage for our regular dividend. Disciplined underwriting standards, prudent usage of portfolio leverage and active portfolio management will help us achieve that goal. Our investment philosophy is anchored in 3 core tenets: directly originating investment opportunities from sponsors with whom we have deep…

Thank you, Linda, and thanks to everyone on the call this morning for their interest in and support of CGBD. As usual, I’ll start by briefly sharing an update on Carlyle’s current read of economic and credit market conditions. I will spend most of my time on the topic of credit performance and the reasons why we expect it to improve in the coming quarters as compared to the experience of 2019. On the economic front, at the time of our last report there was concern, which Carlyle did not share, of entering a recessionary environment. Since then, Carlyle have seen clear signs of stabilization in the global economy and continued growth in our portfolio companies. The easing of trade tensions should provide further support in 2020. As everyone here knows, the emerging economic risk is coronavirus. The impact of which we are closely monitoring across our global footprint, while early our view is that this is likely to flatten or postpone, but not reverse the pickup we expected this year. That said, we expect impacts from coronavirus on our portfolio will be relatively limited due to our strong overweight and non-cyclical domestic demand driven activities. All in all, we judge the current environment to be supportive of the continued performance of CGBD’s portfolio. Meanwhile, levered corporate credit markets are currently experiencing a period of strong technical demand. As fixed income asset classes suffer yield compression alongside rates markets. The dislocated conditions and traditional leverage finance markets of the fall of 2019 feel like a distant memory, and repricing activity has been heavy over the past several months. In private credit markets, where nearly all of our investing is conducted, competition remains stiff, putting a premium on breadth and quality of one’s direct origination footprint. Our broad platform positions us…

Thank you, Taylor. As Linda previewed, we had another solid quarter of total income generation. Total investment income for the fourth quarter was $53 million, down from $56 million in the prior quarter. The decrease was primarily due to lower interest income on the core investment book, driven by repayments of higher yielding investments, the decline in LIBOR, and one addition to non-accrual. This was partially offset by higher OID acceleration from an elevated level of repayments during the fourth quarter and higher total income from the JV. Total expenses were $28 million in the quarter, down from $29 million last quarter, driven by lower interest expense primarily from lower LIBOR, and lower management and incentive fees. This resulted a net investment income for the quarter of $25 million or $0.43 per share, which is in line with the average since our June 2017 IPO. On February 24, our Board of Directors declared a regular dividend for the first quarter of 2020, at the same $0.37 per share and that’s payable to shareholders of record as of the close of business on March 31. Expanding in some of our earlier comments on yield compression. As of 12/31, the yield on our core loan portfolio based on costs was 8.2%, down about 65 basis points from the prior quarter. The largest component was repayments of higher priced assets, but as Taylor noted, we have a strong pipeline of second lien investments that will allow us to recapture about 20 basis points of that decline. As we look forward to the impact of lower yields on 2020 earnings, LIBOR continues to be a headwind. But no surprise to us as we’ve highlighted this in the past few quarters. When combined with lower OID acceleration in the first quarter of 2020, we see…

Thank you, Tom. Before turning to your questions, I’d like to conclude by reinforcing that 2019 was a year of considerable change and progress for our company. We have taken advantage of being part of the Carlyle Group, to grow and enhance our underwriting team, our investment process and our origination capability. At this point, we have the resources firmly in place to execute on delivering attractive returns for our shareholders in 2020 and beyond. With that, I’ll turn the call back over to Daniel, our operator, for questions.

[Operator Instructions] Our first question comes from Finian O’Shea with Wells Fargo Securities. Your line is now open. Finian O’Shea: Hi, good morning. Thanks for having me on and congratulations on the quarter. First one on derm associates, so I appreciate your commentary on the hopeful recovery, but can you help reconcile that it was placed on nonaccrual, implying that you don’t expect full recovery. But the valuation was up, so I would think that either it should have been on nonaccrual last quarter or the valuation would be down. Just any context you could give as to those conflating movements?

Hey, good morning, Finney. It’s Tom. What I do is I bifurcate two different discrete decisions is what the right valuation is in a nonaccrual valuation again a mark to market, based on our view at the particular point in time, not necessarily indicative of what we ultimately think we’re going to recover, but we think the right fair value is at any point in time. Nonaccrual related to getting our interest income payable at the current moment in time. So really one is cash flow based, one is fair value market based. So that’s why you see one, I would say, valuation stable, and obviously, the nonaccrual, what we do consider negative viewpoint, fourth quarter versus third quarter on current income receipts. Finian O’Shea: Okay, that’s helpful. Thank you. And also, Tom, well, have you – on just a question on the unitranche, appreciating that you all identified that as a source of stress. And it looks like there is a major rotation out of that this quarter. The first thing that comes to mind is, I assume that was a good source of your top-line, given that’s effectively second-lien, although the loan yields are harder for us to read and they moved quarter to quarter. But I assume you get what I’m asking on replacing that income of – do you have another similar strategy or will this kind of just migrate to first lien through a more conservative posture?

Sure. Hey, Fin. It’s Taylor speaking. I think that what you should expect is for that CUP exposure to be replaced with 2 things. One, incremental investments in our large borrower second-lien portfolio, which we’ve conducted for a long time and have a good track record in. In fact, we’ve already booked a couple of those assets in the fourth quarter that closed in the first quarter, which will help us drive some incremental yield in the portfolio. And then, secondly, I think you heard from us over the course of the last couple of quarters that we’re more proactively using some of the other strategies available to us around the platform, which do offer us incremental yield versus that core U.S. middle market sponsor finance asset class. So between those 2 levers, we think we’re pretty well positioned to replace the income that we rotated out of, and confident, and are well on our way to doing that already. Finian O’Shea: Okay. Thank you. And just one more on the – to similar regard, the credit fund investment are very good return, top and bottom line for you, but pretty stable at I think 10%-ish of the portfolio. Can you remind me – us, if – was that the target or are you trying to make this more of a 15%, 20% item or higher?

It’s Tom. We’ve always stated that our target return is in the mid-teen, so I put that 13% to 15%. So we’re certainly towards the bottom end of that range we’ve been historically. But, I’d say, we’re – we see that 13% relatively stable level right now. Our aspirations right now are that that will not be a 15%, 20% number. Finian O’Shea: Sorry, Tom. I meant to say size of the portfolio, will you have more – will you grow the fund?

I think we’re looking at relative stability there too, relative stability there too. Finian O’Shea: Okay, that’s…

[Income and] [ph] size. Finian O’Shea: Okay, that’s all for me. Thank you so much.

Thanks Fin.

Thank you. Our next question comes from Ryan Lynch with KBW. Your line is now open.

Hey, good morning. Thanks for taking my questions. The first one had to do with the exit of the CUP loans, the last-out loans this quarter. There is a significant exiting of that portfolio. Was that normal course run-off or were you guys selling those loans to other parties to kind of accelerate those exits this quarter?

Hey, there. It’s Taylor again. It was 2 actions. It was sort of normal market activity, M&A activity, and then some proactive refinancing work by us, but no sales of the positions.

Okay. And then on that, I was very interested in your comments, you mentioned the CUP, the decision to exit the CUP loans, because they generate half of your realized losses that you had, which I think can make sense. But I was interested, that you said some of those CUP loans are higher yielding loans given that they’re last-out that you were going to replace those with large borrower second liens as well as some other yield enhancing strategies. But specifically on the large borrower second liens, I mean, I view last-out unitranche loans as basically synthetic second lien loans and those are loans you said have caused you meaningful realized losses over the last several years and now as you’re reasoning for exiting those. But then you’re going to replace them with just larger borrower standard second lien loans. So it seems like you’re not really changing your risk profile from exiting the last-out unitranche CUP loans, and then replacing those with standard second lien loans and can you help me reconcile those?

Yeah. The primary difference is the size of borrower. So we think one of the key problems with CUP’s historical performance was the smaller borrower orientation of that junior debt investment about $20 million average EBITDA size. When we talk about larger borrower second liens, we’ve been doing that in these portfolios since inception, and we have a really strong track record up in that marketplace, which is about $100 million of average EBITDA on our positions today. It’s also coming at a time in the marketplace, where there’s some structural changes in the way that market is working, where there is a technical gap and demand for second lien assets. So it’s actually a nice place to be right now from a technical demand perspective, risk reward perspective. And on the pure risk point, the scale of the borrowers and our proven track record in that space leave us a lot more confidence that will drive better performance out of that junior debt exposure.

And Ryan, this is Linda. I would just add to that. When you talk about a small borrower that has $20 million of EBITDA like we saw in the CUP program, inherently you are talking about borrowers that have less proven business plans and less tested management teams then you would with companies that have already been an existence and have grown and have $100 million plus of EBITDA. And – so you can have any view you wanted to where we are in the cycle or what some headwinds might be ahead of us. But we feel much more comfortable going through any periods of economic volatility or other types of risks with just larger companies that have more access to capital, more optionality within their business models and more proven management teams.

Okay. That’s helpful. And then over – around the last 12 months, there has been pretty significant management and high investor professional turnover at the BDC starting with the President, CEO, Head of Origination, Head of West Coast Origination. That’s more than I can remember in other BDCs and quite a bit. So can you just comment on that level of management turnover that BDCs experience over the last year and how investors can get comfortable with the current team running it and how they should feel that level of turnover?

Sure. Sure, Ryan, no problem. As you kind of heard, all of us over the recent quarter and Taylor today. We really weren’t pleased with the performance of the underlying portfolio for the BDC, and this is a very important business for us, obviously, and for the Carlyle Group overall. And we want to make sure that we’re putting the right resources, and the right number of resources towards this business. So in that end, it’s not so much necessary the change, but we’re really adding more senior investment professionals, both at the investment committee level, the underwriting level, the origination level. So really putting what Carlyle views as our best in most experience investment professionals at work on this BDC to make sure that our performance does not repeat itself as it did in 2019, but really goes in the right direction for both for Carlyle, but really more importantly for our shareholders.

Okay. I understood. Those are all my questions. I appreciate the time today.

Thanks, Ryan.

Thank you. Our next question comes from Arren Cyganovich with Citi. Your line is now open.

Yes. I just wanted to ask about the – had another question on the CUP. What I guess, strikes me is that I would assume that you had decision making ability in terms of improving loans, and it’s – the severity issues are what they are based on where you were in the capital stack, but nonetheless you choose to invest in those loans. And what’s to give investors a better feel that the default frequency is going to be better going forward?

Sure, Arren. Thanks for your question. I think it harks back really to the answer to Ryan’s question in that, and we put additional resources across the platform in place. We have more personnel, very highly skilled qualified experience investment professionals in place to really make sure that we’re not making decisions like that again. And you heard from Taylor that where our strategy lies. The strength of what we bring to the table and the – what are the main keys to our success going forward will be an utilizing, what we have across the Carlyle Global platform to help us source – differentiated investments that don’t look like the ones we had in the CUP program, but have – a much better risk profile to them. So we’ve – the proof will be in the pudding, obviously, and you can judge as that over the next number of quarters. But we feel very confident in the team we have in place, the process we have in place, and the fact that we’ve learnt from our mistakes.

Okay. Thank you.

Thank you. Ladies and gentlemen, this concludes today’s question-and-answer session. I’d now like to turn the call back over to Daniel Harris for any further remarks.

Thank you for your time and attention this morning. If you have any follow-up questions, feel free to reach out to Investor Relations after the call. We look forward to speaking with you again next quarter.

Ladies and gentlemen, this concludes today’s conference call. Thank you for participating. You may now disconnect.