Peter Reed
Analyst · B. Riley FBR. Your line is open
Thank you, Adam. Good morning and thank you everyone for joining us today. I'm joined this morning by our President and COO, Adam Kleinman; Portfolio Manager, Adam Yates; and SEC Reporting Manager, Keri Davis. Where relevant, in our prepared remarks, we will point you to the corresponding slide number in the deck that Adam referenced which is available on our website as well as through the webcast. Please turn to Slide 3 for an overview of GECC. GECC is an externally managed special situations-focused BDC. GECC seeks to generate both current income and capital appreciation from its portfolio of investments comprised of secured loans and bonds sourced in the secondary market as well as in originated transactions. As of December 31st, 2018, GECC had total assets of approximately $281.6 million, a portfolio fair value of $184.2 million, and a net asset value of $110.1 million equating to $10.34 per share. The weighted average current yield on our debt holdings is approximately 12%. GECC placed an $0.083 per share base monthly distribution that equates to approximately $1 per share on an annual basis. Importantly, greater than 20% of GECC's shares are held between Great Elm Capital Group Inc., Great Elm Capital Management Inc.'s employees, and GECC's Board of Directors creating a very clear alignment of interest between management and you, our shareholders. Let's turn to Slide 4 to go over a few highlights and recent achievements. I'm proud to report that GECC's net investment income has covered its declared distributions every quarter since inception in 2016. In total in 2018, GECC paid $1.24 in distributions. Based upon December 31st NAV and closing market price that equates to an annual distribution yield of 12% and almost 16% respectively. During the quarter, we deployed capital at a weighted average price of 92% of par and we monetized investments at a weighted average price of 99% of par. Additionally, GECC intends to employ leverage prudently and opportunistically. Slide 6 is an especially important slide for our team. This slide lists each and every fully realized investment in the GECC portfolio since inception. After almost two and a half years into our management of GECC, we now have a pool of more than 30 realized investments to analyze totaling approximately $188 million of capital deployed. While not all of these investments were successful, the overwhelming majority have been. In aggregate, the IRR of all realized positions since we began managing GECC is over 22%. While these investments have sometimes exhibited significant price volatility, we believe that the aggregate realized returns are quite compelling. On Slide 7, we break out the realized performance of the legacy Full Circle investments. To-date, we have monetized 73% of the Full Circle portfolio that the market clearly had viewed as challenged. We've realized an IRR of 18.2% and a total return of approximately 1.09 times on these investments. Turning to Slide 9, I'd like to review the individual investments we realized in full during both the fourth quarter of 2018 and the first quarter of 2019 to-date. Many of you are probably familiar with California Pizza Kitchen, a popular casual dining restaurant chain and provider of prepared foods. CPK has a secured loan with a LIBOR plus 600 basis point coupon that matures in 2022. We purchased $2 million par value of the loan at circa $0.98 on the $1 in the third quarter of 2018. CPK had been outperforming peers, generating relatively substantial free cash flow. While we liked and still like this loan, it happened to be one of the lower-yielding investments in our portfolio. Consequently, after receiving a few months of accrued interest, we sold the position in order to fund a more attractive investment, resulting in a modest IRR of 6.7% and a cash-on-cash return of approximately 1.02 times our initial investment. On slide 10, we highlight GEO Specialty Chemicals. GEO is a leading developer and manufacturer of specialty and performance chemicals. In the third quarter of 2017, we're able to source almost $11 million par value of a first lien revolver and term loan combined facility at a discount to par, when one of the lenders in the small syndicate group wanted to exit the deal. The loans were scheduled to mature in 2019 and the underlying business was performing very well. We believe that once the company hit a near term milestone, the loans would be refinanced prior to maturity. As a result, GEO refinanced both the revolver and the term loan at par in January and GECC was able to realize an IRR of 13.8% and a cash-on-cash return of 1.14 times over a short duration. On slide 11 we review our International Wire Group investment. ITWG is the largest independent bare copper wire and copper wire products manufacturer in the United States. Throughout 2017 and 2018, GECC purchased $17.5 million of ITWG's 10.75% secured notes of 2021 in the secondary market at an average price of approximately $0.93 on the $1. This position has historically exhibited price volatility and the fourth quarter of 2018 was no exception. It began in the quarter and marked at $0.9875 on the $1 and closed at $0.89 on the $1, despite the company reporting solid earnings in November. On March 8, the company announced that it had entered into a definitive merger agreement to be acquired consistent with GECC's original investment thesis. GECC sold the entirety of its investment at a price of approximately $1.02 on the $1 days ago, resulting in an IRR of approximately 18.6% and a cash-on-cash return of 1.24 times on one of our largest positions. On slide 12 we detail our Sungard investment. Sungard provides custom enterprise cloud and technology services. Our Sungard investment was comprised of two pari passu secured term loans. The first carries a LIBOR plus 700 basis point coupon and matures in 2021, while the second carries a LIBOR plus 1,000 basis point coupon and matures in 2022. We bought greater than $16 million par value of the combined position at a weighted average price of approximately 95% of par throughout 2017 and 2018. We believe that certain of Sungard's business lines were worth more than the sum of the company's secured debt. During the fourth quarter, however, we became slightly concerned about the recent trends in the company's financial results. Post quarter-end we became less confident in the company's liquidity profile and we chose to exit the position. We realized gains over the fourth quarter of 2018 and the first quarter of 2019, resulting in an IRR of 6.7% and a cash-on-cash return of 1.05 times. On slide 13, let's go over one part of GECC's TRU Taj investment. TRU Taj, a subsidiary of Toys"R"Us, is a leading global retailer of toys and juvenile products. TRU Taj is focused predominantly in Asia where the performance and growth of stores has far exceeded that of the United States. TRU Taj had a secured debtor in possession note that carried a LIBOR plus 1,100 basis point coupon and matured in January of this year. GECC purchased a little more than $6 million par value of this note in the secondary market at approximately 104% of par in 2018. The company's growing business and a bankruptcy process that appeared to be nearing conclusion led us to believe these notes would be refinanced upon emergence. The notes were indeed repaid in full at maturity in January resulted in a modest 6% IRR for GECC and a 1.03 times cash-on-cash return. Slide 14 is an interesting one for us. Viasat is one of the world's leading providers of high-speed satellite broadband services. Avanti Communications had an approximate $2 million of Viasat receivable on its books that it chose to factor. GECC stepped in to purchase the receivable at 85% of face value in October 2018. Receivables of this nature tend to have very short durations. This receivable matured in the first quarter of 2019. And a little more than one month from our acquisition the receivable is repaid in full, representing an IRR to GECC of more than 538% and a cash-on-cash return of 1.18 times. For obvious reasons, we seek to factor more short-term receivables with creditworthy counterparties. On slide 16, we highlight a few high-level characteristics of the portfolio. The weighted average current yield on our debt holdings, which comprise almost 97% of the fair value of the portfolio and are entirely secured, is approximately 12%. To put that metric into perspective the high-yield bond and leverage loan markets are currently yielding circa 6% to 7% on average. Our team is frequently uncovering overlooked and under-followed middle market loans and bonds in the secondary markets at a discount to par. The weighted average price of the debt investments in our portfolio is approximately 88% of par, providing for significant potential capital appreciation. Also, as we monetized legacy positions that we inherited from Full Circle Capital Corp. in connection with our formation and we redeployed proceeds into new and existing Great Elm investments, the portfolio better represents our investing style and approach. As of December 31, roughly 82% of the portfolio was comprised of investments that are representative of the manner in which we intend to invest going forward. Slide 17 describes additional portfolio characteristics. The portfolio contains 30 investments, 26 of which are secured debt and four are equity. The 26 debt investments account for $178 million of fair value and the four equity investments account for approximately $6.2 million of fair value. Of our total debt holdings, roughly 58% are floating-rate instruments and 42% accrue at fixed rates. Please turn to slide 18 to review our capital activity during the fourth quarter. We deployed almost $35 million into one new investment and nine existing investments at a weighted average price of 92% of par and a weighted average current yield of greater than 11%. We monetized in part or in full 19 investments at a weighted average dollar price of 99% of par and a weighted average current yield also of greater than 11%. Turning to slide 19. Of the roughly $35 million of capital deployed during the fourth quarter, almost $15 million we would characterize as investments purchased. We purchased investments in one new and three existing portfolio companies during the quarter. The new investment was an approximately $2 million Viasat receivable that Avanti chose to factor. We were able to purchase the receivable for $0.85 on the dollar and the receivable was repaid in full the following month. We also purchased $3 million face value of Commercial Barge Line's secured term loan of 2020 at approximately $0.73 on the dollar. The loan carries a LIBOR plus 875 basis point coupon. We purchased $8 million face value of Finastra's, formerly known as Misys and Almonde secured term loan of 2025 in the secondary market at a price of approximately $0.93 on the dollar. This loan carries a LIBOR plus 725 basis point coupon. Lastly, we purchased roughly $5.8 million face value of PFS Holdings Corp.'s or Phillips Pet Food and Supplies', secured term loan of 2021 in the secondary market at a price of approximately $0.60 on the dollar. This investment offers greater potential for principal appreciation and carries a lower coupon of LIBOR plus 350 basis points. Please turn to slide 20 to break down the quarter-end portfolio by asset and interest rate type. Approximately 96.6% of the fair value of the portfolio is invested in secured debt with the balance in equity investments. That's roughly $178 million of debt and $6.2 million of equity. Of the $178 million of debt holdings, roughly $103.2 million is invested in floating-rate debt with a weighted average current yield of 11.7%. Roughly $74.8 million is invested in fixed-rate debt with a weighted average current yield of 12.4%. On slide 21, we highlight how the composition of the portfolio is changing over time. Today, the portfolio has no unsecured debt, as we continue to source and purchase attractive secured opportunities. Turning to slide 22, I'd like to note that floating-rate debt is encompassing growing percentage of our portfolio quarter after quarter. Specifically, our team has been focused on the leverage loan opportunities they're uncovering in the secondary market and those tend to offer LIBOR-based interest rates. Recently, we have found that the leverage loan market's opacity has spread greater opportunity than that which we found in the more transparent high-yield bond market. As such, it wouldn't surprise me to see the above trend continue. On slide 23, we break down the portfolio by industry. Wireless Telecommunications Services and Building, Cleaning and Maintenance Services comprised of Avanti and PE Facility Solutions respectively are still the largest industry weightings. We continue to maintain a diversified portfolio of investments as indicated by the 18 different industries represented. There are a few points to note on slide 24. First, despite volatility in the secondary markets, temporarily depressing the fair value of certain of our larger holdings in the fourth quarter, the long-term trend in portfolio growth is clear. In the little more than two years since we formed GECC, we have managed to grow the fair value of investments by greater than 19%. As such in the ordinary course of business, we have deployed more capital than we have monetized from existing investments. In the fourth quarter, however, refinancing opportunities in the capital market and monetization opportunities in the secondary market together outweighed the $34.8 million of capital deployed into the previously discussed investments. Please turn to slide 25 to take a historical look at GECC's portfolio rotation. During each of the past nine quarters since inception, we have monetized higher dollar priced investments and deployed capital into lower dollar priced investments contributing to GECC's total return. Most recently in the fourth quarter, we deployed capital at a weighted average price of approximately 92% of par and we realized investments at a weighted average price of approximately 99% of par. Again substantially all of the capital deployed was invested in secured debt. Turning to slide 26. We get a more granular picture of what GECC's investment activity looks like quarter-over-quarter. We've been able to find interesting debt investment opportunities at lower average prices in the most recent two quarters than we have historically. Note the $0.89 weighted average price of new debt investments in the third quarter of 2018 and the $0.92 price highlighted earlier in the most recent quarter. This past quarter we were also able to invest capital at an 11.2% average current yield toward the higher end of our historical range. Monetization activity has been very consistent with the average price of realized investments circa par quarter-after-quarter. Please turn to slide 27 for an update on Avanti. When we formed GECC, Avanti was a company with a greater than $1 billion network struggling to monetize the capacity of that network. As Avanti encountered financial difficulty, we worked with other key creditors to improve the company through deleveraging its balance sheet; launching its biggest satellite yet; and identifying and recruiting new board members who brought stability and strategic insight to the company. These improvements paved the way to hire Kyle Whitehill as the new CEO in April of 2018. Since Kyle's start, he has dramatically overhauled sales and marketing, resulting in large contract wins, which have led to rapidly growing recurring core bandwidth revenue. Despite all of this progress, our Avanti investments are marked $55 million lower than when we formed GECC. Based upon the trajectory that we observed in Avanti's business, we expect the following in 2019; continued rapid revenue growth coupled with a significant reduction in operating expenses, culminating in a rate of EBITDA growth exceeding the rate of revenue growth. On this trajectory, we expect that Avanti will have visibility into generating positive unleveraged free cash flow. On slides 29 and 30, we list all of our activities since quarter end. I'll point you to the specifics of the Tru Taj restructuring; our successful monetization of our large International Wire Group investment, and perhaps most notably our purchase of 80% of the equity interest in Prestige Capital Corporation for aggregate cash consideration of approximately $7.4 million. Please turn to slide 31 for a more detailed description of GECC's investment in Prestige Capital Corporation. Headquartered in Fort Lee, New Jersey, PCC specializes in factoring for early stage and smaller businesses. To put our acquisition in context, in 2017, PCC generated revenue of approximately $6.4 million and adjusted net income of $2 million. Management currently expects that the audited 2018 results will be equal to or higher than the comparable 2017 figures. The management team having worked together for almost two decades will maintain a 20% minority stake in the business. Looking forward, GECC believes that its PCC investment will be among the highest yielding investments in its portfolio. Not only will GECC receive dividends from its equity in PCC, but GECC also intends to participate directly in factoring transactions that PCC originates for an anticipated low to mid-teens annual yield. Finally, GECC may provide asset based loans to successful PCC clients who graduate to less expensive ABL financing from more expensive factor financing. Let's turn to slide 33 to review financial highlights from the quarter. Earnings per share was negative $1.18 in the fourth quarter. This was driven by unrealized losses per share of $1.46, which I'll describe in greater detail in a few moments. NII per share came in at just over $0.25, once again covering our $0.25 quarterly base distribution. In total, we paid or declared distributions of approximately $0.49 during the quarter. Net asset value or NAV was $10.34 per share at period-end. Turning to slide 34. For the first quarter in some time, the sum of monetization activity outweighs the sum of capital deployed. At period-end, total assets was $281.6 million, total fair value of investments was $184.2 million and our $10.34 per share NAV equated to an aggregate NAV of $110.1 million. The quarter-over-quarter reduction in NAV was driven by secondary market volatility that to-date has meaningfully reversed course. Total debt outstanding was unchanged at $79 million comprised of our two baby bonds tickers GECCL and GECCM. Cash and money market investments was $7.7 million at period-end. Slide 35 details select financial performance during the quarter. Total investment income was approximately $6.9 million or $0.65 per share. Net expenses were approximately $4.2 million or $0.40 per share. NII was approximately $2.7 million or $0.25 per share. Net realized gains were approximately $394,000 or $0.04 per share. Net unrealized depreciation of investments is $15.6 million or $1.46 per share. On slide 36, we provide a bit more detail on the drivers of our fourth quarter unrealized losses. The unrealized losses we experienced in the quarter were largely the result of Avanti's share price volatility and high-yield spreads widening, temporarily depressing valuations. Avanti's share price declined by more than 52% in the fourth quarter on seemingly no negative news from the company. The fair value of Avanti's secured notes was reduced largely due to high-yield bond spreads widening, reducing high-yield bond prices. Together the two new Avanti investments accounted for a little more than $9 million of this quarter's unrealized losses. Importantly, thus far in the first quarter of 2019 Avanti's share price has partially recovered and high-yield spreads have tightened significantly, partially reversing the unrealized losses. Turning to slide 37. Let's discuss the quarterly operating results. Total investment income of $6.9 million or $0.65 per share, compares to third quarter's $6.2 million or $0.58 per share. Net operating expenses of $4.2 million or $0.38 per share was higher than the third quarter's $3.5 million or $0.33 per share. NII of $2.7 million or $0.25 per share was marginally higher than the third quarter's equivalent figures. Turning to slide 39. Let's discuss GECC's distribution policy and declared distributions to date. GECC continues to pay an $0.083 per share monthly base distribution that sums to $1 per share per year. In December, we announced a special distribution of $0.24 per share, bringing 2018's total distributions to $1.24 per share. The total distributions represented a 12% dividend yield on the December 31, 2018, NAV and an approximate 15.7% distribution yield on the year-end market value. Slide 40 shows GECC's full distribution history and overlays what the annual distribution yield was as a percentage of the market price. In total, GECC has declared and set greater than 30 consecutive monthly base distributions. GECC's substantial special distributions, when combined with our monthly base distributions, have driven annual distribution yields well north of 10% in each full year since inception. Slide 41 illustrates our historical distribution coverage. Again, I feel it's important to emphasize that NII has covered the base distribution every quarter since inception. Finally, please turn to slide 43 for a GECC summary. Our board has already set the second quarter of 2019 distributions at $0.083 per share per month. Also importantly, GECC insiders own greater than 20% of GECC's outstanding shares fostering a true alignment of interest between insiders and other shareholders. Furthering that alignment of interest to-date GECC has repurchased approximately 17% of its initial share count. The weighted average current yield on our portfolio of secured loans and bonds is approximately 12% and the IRR on our growing pool of realized investments is a substantial 22.5%. Thank you all for joining us this morning. We continue to be excited about the upside potential in the portfolio as well as with the progress we have made monetizing legacy positions. We believe that we've created a significant alignment of interest with you our shareholders. Thank you again for the support and confidence that you've placed in us. With that, we will turn the call over to the operator to open for questions.