Daniel Pietrzak
Analyst · RBC Capital Markets
Thank you, Michael, and thank you, everyone, for joining our call. It is an important call for FSK and we have a lot to walk through. So I'm going to take a different approach with my comments this more. I'm going to begin by walking through the strategic actions we are announcing today. Following that, I'm going to address a handful of key questions and concerns that we think are on the minds of investors, including some additional information on the portfolio. Hopefully, at the end of the conclusion of my remarks, everyone will gain a better appreciation for why after a great deal of thought and consideration, we are announcing these various strategic actions. Before getting into specifics, I would like to say that we are disappointed by our recent performance. We will get into more in the portfolio section of my remarks, but during our ongoing monitoring of the portfolio and our regular quarterly review process, we invested time stress testing the portfolio against a number of future potential downside scenarios, including certain macroeconomic pressures and idiosyncratic named specific events. As a result, we and KKR are announcing strategic actions that we think will benefit shareholders. This ongoing analysis helps support our view of a disconnect in the trading price of FSK versus its intrinsic value. First, KKR announced that it intends to commence a $150 million fixed price tender for FSK stock at a price per share of $11. The tender price represents a premium to Friday's closing price as KKR believes the stock is undervalued at that level. The purpose of the tender is to express that view through direct action by providing liquidity to shareholders. Second, KKR is making $150 million investment into FSK through a cumulative convertible petrol preferred security with an initial conversion price of $18.83, the March 31, 2026 NAV per share. The convertible preferred stock has a starting dividend of 5% in cash or 7% PIK at FSK's option and is redeemable at FSK's option in cash or in certain circumstances in shares. It's redeemable at KKR's option after 6 years, which is outside the maturity date of all FSK's existing indebtedness. After 6 months at the option of the holder, it is convertible into FSA common stock as the conversion price then in effect. Additional details surrounding the convertible preferred stock can be found in our earnings release and also on our earnings supplement on our website. The third component is a share repurchase program. FSK is announcing a $300 million share repurchase authorization, which reflects our conviction that buybacks are an efficient use of capital with strong ROE characteristics. The program will be implemented following the tender offer period, and we expect the program will repurchase shares on a time line commensurate with investment repayments the fund receives while simultaneously being mindful of the fund's total leverage level. During the period when the fund is repurchasing shares, we will reduce the fund's new investment originations while focusing primarily on portfolio construction, supporting existing portfolio companies, reducing leverage and repurchasing stock. And finally, beginning with the second quarter of this year to help support net investment income and in turn, our quarterly distribution begin waving its portion of the subordinate income incentive fee earned as joint owner of the adviser. To be clear, this waiver applies to 50% of the subordinated income incentive fee that otherwise would be paid. The income in [indiscernible] waiver will continue for 4 quarters. After which time, the Board and the adviser will review the fund's overall fee agreement consistent with their obligations under the Investment Company Act. Take care of the adviser are focused on taking immediate and impactful actions with regards to supporting FSK during this period of transition toward more diversified investments focused on first lien securities, asset-based finance and other accretive investments, all sourced using the broad KKR origination footprint. During this period, FSK intends to utilize proceeds from the convertible preferred issuance for additional liquidity and to fund a portion of the $300 million stock buyback plan. FSK intends to continue to offer shareholders a competitive quarterly distribution, aided by the income incentive fee waiver, and FSK will focus on operating within its target leverage ratio. These actions demonstrate our conviction in the long-term value of the platform, and we believe they create strong alignment with shareholders as we execute on improving performance. Today's announcement should be viewed as part of a large effort to drive value for shareholders. We will continue to be focused on our stock price, especially if it continues to trade at a wide discount to net asset value. Turning to our results in the portfolio. I'm going to focus my comments on 3 areas: First, details related to the quarterly NAV decline at FSK; second, an update on our software exposure. And third, the current state of the portfolio beyond just the quarterly results. beginning with the quarterly NAV decline. Overall, the NAV decline during the quarter was driven by company-specific credit events, which we consider to be more permanent in nature, and credit spreads and other mark-to-market moves that we believe would not be considered permanent impairment. These include moves on software and services names. The name specific credit events, which includes several 2021 and 2022 vintage loans are being impacted by the combination of the lingering effects of the higher inflationary and higher interest rate environment. which reduced free cash flow levels for many companies and created issues specific to certain portfolio companies, including labor rates and changing customer behavior. These factors have continued to impact specific legacy investments, including ATX and Production Resource Group, which together represent approximately 15% of the total NAV decline as well as current adviser investments. including Medallia, Cuba Corp and Affordable Care, which together represent approximately 33% of the total NAV decline. We are taking proactive actions together with other lenders where applicable, to support these businesses through capital infusions or providing operational resources and oversight, including bringing in new management teams to drive stability and growth. Each company faces challenges and additional risk factors which will take time to work through. Individual names could deteriorate further. Separate from the names mentioned above, we believe a meaningful amount of the remaining portfolio markdowns would relate to credit spreads and other mark-to-market moves that are not considered permanent impairment. Looking back at our collective body of work. Since April 2018, we have invested approximately $34.5 billion in new transactions. at an unlevered IRR of approximately 8.7%, and we have put together a well-balanced liability structure. But with the benefit of hindsight, let me review the path we have taken. While we have maintained healthy portfolio diversification, we are focused on diversifying our portfolio and our top 20 investments. In 2021, we invested in what we believe to be high-quality second lien and junior debt deals. Unfortunately, some of these investments have underperformed. We avoided ARR loans generally as we do not like the risk profile, but we did invest in Medallia considering the strength of the business at the time and the outsized equity check. This name has underperformed, and it was placed on nonaccrual during the quarter. For reference, [indiscernible] was marked down to $0.54 in the quarter. For the second topic, I'd like to provide additional color on our assessment of AI risk in our total portfolio and more detail on our software and services exposure. Our AI risk assessment was completed across our entire portfolio and used the 19 metric framework developed in partnership with KKR's private equity team. Based on our latest review, we believe that approximately 86% of our portfolio reflects low AI risk, 11% medium risk and 3% high risk. Our software and services portfolio currently represents 16% of our investment portfolio and is diversified across 52 issuers. Based on our current assessment, we believe our software and services portfolio remains defensively positioned, typically falling within 3 categories, which we believe carry low near-term risk of AI disruption. The first is businesses where the data utilized is proprietary, sensitive or the industry is highly regulated. The second is businesses where the software solution is deeply embedded or mission-critical with low to zero tolerance for error. And third, our businesses which have a substantial competitive moat, including high customer retention rates and advantage in deploying AI themselves. Our exposure also is focused on larger businesses with meaningful cash equity value support with average and median EBITDA levels of approximately $165 million and $118 million, respectively. And a median LTV of approximately 38%. Finally, our overall software and services portfolio continues to experience both average and median EBITDA growth on a quarter-over-quarter basis. While we remain comfortable with these credit metrics, we are mindful of slowing growth and lower-than-expected valuation multiples in the coming years for the space. And while we recognize these issues, likely will impact equity holders more than credit providers. They generally will extend hold periods and potentially require additional capital to delever lenders in advance of any maturity extension or refinancing. Finally, we are continuing to update our AI risk framework across all sectors, recognizing that this technology is evolving rapidly, and has the potential to affect businesses across multiple industries, even businesses we might consider to be low risk today. Let's move to the third point, the current state of the portfolio more generally. We segmented our portfolio to understand where incremental risk may reside. When we analyze our first lien investments currently marked above -- at 90 and above alongside our asset-based finance portfolio and our joint venture. These assets collectively total approximately 81% of the portfolio. We believe these investments are better positioned and then much of the forward potential downside risk is more likely to be concentrated elsewhere in the portfolio. Although to be fair, forward events could create downside in this part of the portfolio as well versus current fair market value. The remaining approximately 19% of the portfolio are First lien loans marked below 90. Second, nonfirst lien loans and restructured names. This bucket would include names like athenahealth, which is performing and is 3.2% of the portfolio. and third, all legacy names, regardless of current performance. This includes names such as JWA and Global Jet, where current performance has been strong. These total 3.3% of the portfolio. We believe this helps support our view of a disconnect in FSK's current stock price. Over the next 12 to 18 months, the adviser with the assistance of the KKR Credit team will be focusing on the following: reducing new portfolio company investments, reducing leverage levels and maintaining sufficient liquidity for the existing portfolio companies. Next, supporting the share repurchase program while continuing to appropriately manage the liability side of the balance sheet. Rotating certain assets, including portions of larger sized positions certain lower-yielding assets and certain asset-based finance exposures. And last, continuing to pursue the strategic sale of certain individual portfolio companies where we maintain meaningful influence, these are generally minority PE positions where the goals are simple: maximize value, but at the same time, be focused on rotating the names into income-producing investments. We look forward to keeping you updated on future calls as it relates to the progress on all these fronts. Turning briefly to the investing environment. During the first quarter of 2026, we originated approximately $499 million of new investments. Almost all of these new investments related to deals committed during 2025 or our add-on financings to existing portfolio company names usually through delayed draw term loans. Our new investments, combined with $710 million of net sales and repayments, equated to a net portfolio decrease of $211 million during the quarter. As of March 31, nonaccruals represented 8.1% of our portfolio on a cost basis. and 4.2% of our portfolio on a fair value basis. This compares to 5.5% of our portfolio on a cost basis and 3.4% of our portfolio on a fair value basis as of December 31. And with that, I'll turn the call over to Steven to go through our financial results.