Greetings and welcome to the Gladstone Capital third quarter 2010 earnings conference call. [Operator instructions.] It is now my pleasure to introduce your host Mr. David Gladstone, Chairman and CEO for Gladstone Capital. Thank you, Mr. Gladstone. You may begin.

Good morning and thank you Operator. Thank you all for calling in. This is David Gladstone, Chairman and this is the quarterly conference call for shareholders and analysts, that’s for Gladstone Capital, NASDAQ trading symbol is GLAD and again thank you all for calling in. We’re always so happy to speak with shareholders about our company and we wish we could do this more often. Once a month would be fine, but I guess nobody would call in once a month. We hope you all take the opportunity to visit our website, www.GladstoneCapital.com, where you can sign up for email notices so you can receive information about the timely information about our company. Please remember that if you’re in the Washington DC area you have an open-ended invitation to stop by here in McLean Virginia and visit us and say hello. You’ll see some of the finest people in the business. Now, I need to read that all-important statement about forward-looking statements. This conference call may include statements that may constitute forward-looking statements within the meaning of the Securities Act of 1933 and Securities Exchange Act of 1934, including statements with regard to the future performance of the company. These forward-looking statements inherently involve certain risks and uncertainties, and even though they are based on our current plans, and we certainly believe those plans are reasonable, there are many factors that may cause our actual results to be materially different from any future results that are expressed or implied by these forward-looking statements, including those factors listed under the caption risk factors in our 10-Ks and 10-Qs and in our prospectus that’s filed with the Securities & Exchange Commission and can be found on our web site at www.GladstoneCapital.com and at the SEC website. The company undertakes no obligation to publically update or revise any forward-looking statements whether as a result of new information, future events, or otherwise. Well, we’re much better off than we were in the past and we feel pretty good about it and we’ll start off with our president, Chip Stelljes. Chip is the Chief Investment Officer of all the Gladstone Companies and he’ll cover a lot of ground for Gladstone Capital. Chip, take it away.

Thanks David, and good morning. As most of you know, the difficult economic and small business lending climate continues. It is getting better, we are seeing new investment opportunities, and have a number of proposals out to companies. We hope to be telling you about some new investments soon. We closed one new investment during the quarter ended June 30 for a total commitment of $2 million, of which $400,000 was funded at closing. In addition, we funded $1.8 million in the existing portfolio companies in the form of additional investments that were draws on revolver facilities, for a total funding of $2.2 million. During the quarter we received repayments of approximately $18.5 million due to loan sales, payoffs, normal amortization, and paydowns of revolvers. So in total we had a net production decrease in our portfolio of about $16.3 million for the quarter. The net proceeds were used to pay down our line of credit. Since the end of the quarter we made about $2.4 million in additional investments in existing portfolio companies. Additionally, after the end of the quarter we received $8.7 million in payments. Currently, the amount we owe on our new two-year line of credit is $18.2 million. We continue to see new investment opportunities with pricing and structures that are attractive. We now have the availability on our line of credit and we’re actively seeking to make new investments. We continue to explore ways to increase the yield on our existing investment portfolio by refinancing our lower yielding senior loans with third-party lenders while trying to maintain the higher yield in junior debt. This next year should see an increase in the assets we expect to have on our books. At the end of the June quarter our investment portfolio was valued at approximately $270…

Okay, thank you Chip. That was a good report. I’m glad to see things are turning to the positive, and we all feel much more comfortable today than we did a year ago. And now we’ll turn from Chip to Gresford Gray, our chief financial officer. Gresford, go ahead.

Thanks David, and good morning. Before I go through the financials, I’d like to highlight a few key points for the quarter. First, as of June 30 we have investments in 40 companies, which decreased from 41 companies as of March 31. During the quarter we made one new investment and exited from two investments, of which one was a payoff and the other was a balance writeoff. Second, we entered into an equity distribution agreement with our agent, BB&T Capital Markets, under which we may issue and sell up to 2 million shares of our common stock. And third, at the time of this call, we have $18.2 million borrowed on our line, so the availability on our line of credit, coupled with the equity distribution agreement, gives us the ability and flexibility to deploy more capital for the right opportunity. Now for the details. I’ll start with the balance sheet. At the end of the March quarter, we had about $284 million in assets, consisting of $270 million in investments at fair value, and $14 million in cash and other assets. We borrowed about $29 million, cost basis, on our line of credit, and had about $248 million in net assets. Therefore, we are less than one-to-one leverage, and this is a very conservative balance sheet for finance companies, which are usually leveraged much higher. We believe our overall risk profile is very low. I’ll turn to the income statements for the June quarter, when investment income was about $4.4 million versus $5.4 million for the same quarter last year, a decrease of about 19%. The decrease was primarily due to a decline in investment income resulting from the cumulative sale and repayment of loans since June 30 of last year and lower transaction fees paid by the…

Okay Gresford, that was a good presentation. For more details, of course, on these financials, I hope the listeners will read our press release. Also obtain a copy of the quarterly report called a 10-Q, which was filed yesterday at the SEC. You can access the press release and the 10-Q at Gladstonecapital.com or on the SEC web site as far as the 10-Q is concerned. I think the big news this quarter is that we’re really back from all the destructive action of the recession. We’re actively looking for new investments. I feel, and I think the whole team feels, very confident, enough to begin putting a lot of new investments on our books and building our income so that we can look forward to increasing our dividends. Of course, I have no guarantee that we’re going to be able to do that, but we do have a nice-looking backlog and I think we have an opportunity to increase the asset base that we have today. We have plenty of room on our line of credit to make new loans with our three lenders. We feel confident that they are behind us. We’re going to go out and put some new deals on the books. Also, we continue to make progress with our portfolio companies as they continue to work their way out of this difficult recession, and we’re much more optimistic today for this company than I have been for the past two years, maybe even three years now. Our goal for the fiscal year that ends September 30, 2011 is to have a good increase in the dividends. Again, no guarantee, but that’s what we’re pushing for, is to make the year ending 2011 be a great one for this company. Even though we have a nice…

Thank you. Ladies and gentlemen we will be now be conducting a question and answer session. [Operator instructions.] Our first question is coming from Troy Ward of Stifel Nicolaus. Jonathan – Stifel Nicolaus: Good morning, this is Jonathan filling in for Troy. David, one quick question. Could you talk about how you envision using the 2 million share aftermarket offering announced in the 10-Q, particularly when you have some significant investment capacity on your credit facility today?

Yeah, we just put that in place in case we use a lot of our credit facility and don’t have any long term debt at the end of that. We obviously won’t be selling any shares at this price and there’s no reason. We don’t need the cash. So we would use our line of credit, which is about $127 million. We’ve borrowed $18 million on it, so we have plenty of running room to put three, four, five deals on it before we’ll need to consider either selling some shares or having some long-term debt in place. So no immediate need to do that. We just always put these thing in place in case you do need them somewhere down the road. Jonathan – Stifel Nicolaus: Okay great. Thank you. And then could you speak to portfolio growth over the next few quarters? This is certainly important to us and your investors, and where do you envision this really going, and what type of assets are you currently looking at in your investment pipeline today?

Chip, why don’t you take that one?

Yeah, I think it’s always hard to forecast. It’s very dependent on what opportunities we see come in that we feel comfortable with. We’re interested in situations, again, that are at the lower end of the middle market, sub-$15 million EBITA deals that are less competitive than at the larger end. We’re going to continue to look at the kind of companies that we’ve looked at in the past: manufacturing, distribution, business services, etc. But you know, the pipeline looks pretty good but the marketplace changes. It’s changed a lot in the last six or 12 months as the availability of capital – and so I think we’re in a good position. We have our offices open, our Dallas, Chicago, Atlanta, New York, and then obviously here in Washington. So we’ve got regional feel on the street. But it’s just hard to tell what’s going to happen, whether we’re going to be able to find all the deals we’d like to find. I feel pretty good about it, but there are no guarantees. We’re obviously anxious to put the money to work in good quality deals that won’t cause any problems in the future. But we’ve got proposals out, probably the best pipeline we’ve had in 9 months, or longer, and so we feel pretty good about it but until we get a couple of signed term sheets right now there are just proposals out. Jonathan – Stifel Nicolaus: And Chip, maybe could you quantify the amount of proposals that you’ve sent out by dollar amount or dollar range?

Yeah, I don’t have it and I don’t know that I’d feel comfortable even telling you exactly what they are, but there’s more than seven proposals outstanding now. I don’t know whether any of those will end up being deals for us, but we’re out making proposals and visiting companies and meeting management teams. Jonathan – Stifel Nicolaus: And then the last question then I’ll hope back in the queue. I had noticed that KNBQ recently was placed on non-accrual. Could you just give us some color on what happened there and what the prospects are going forward?

Yeah, KNBQ is a radio station group out in Alaska and the company was actually, just was not performing the way it needed to perform and they were continuing to have problems in meeting debt service requirements. The business itself is probably a good business, but we needed to take control of that business through receivership, which we did, and so we put it on non-accrual. The business, we think has some pretty easy fixes to it and can be profitable. So I would hope that we can get that one back on accrual fairly quickly. But we need to put it on non-accrual as we put it into receivership at our receiver appointed by the court. The radio stations are operating. We’re looking at alternatives to what to do with the assets and whether we’ll continue to operate them or sell them, etc. But that’s the reason we put that one on non-accrual.

All the advertising business went through tremendous problems during the recession, obviously. Actually, sales are up at this radio station and we think the turnaround will be complete by the time the Christmas ads come through, which should perform much better. Next question please?

Thank you. [Operator instructions.] We’ll take a follow up question coming from Troy Ward of Stifel Nicolaus. Troy Ward – Stifel Nicolaus: That was quick. This is Troy actually. I saw in the 10-Q where there was a footnote where a couple of the investments – it said something along the lines of fair value was based on what looked like to be a pending sale and I think the $8 million you announced subsequent was one of those two investments. The other one would be Doe & Ingalls. Have you, or do you still expect a repayment of that in the third quarter?

Gresford’s going to take that one.

Yes, we do expect a payment. We actually expected those to come in prior to filing the Q but we expect them over the next few weeks or at least during the September quarter.

And I assume that the $8 million you have, was that the first one that did come in?

What’s that one you’re referring to please?

I don’t remember the name offhand, but it was the other one that had the footnote – Doe & Ingalls and another investment for $8 million?

Yeah, Anatox and Doe & Ingalls. That’s correct.

Did the Anatox already come in?

No. Those have not come in yet but we expect the payments to come in shortly.

Okay, so based on that, that could be another, call it $15 million of repayments in the quarter. Is it probably from a modeling perspective thinking that you’re going to have negative portfolio growth at least in the third quarter just because of those repayments?

Well, we’ve got a couple of deals that could close, but at this point in time it’s hard to say. Next question?

Thank you. Our next question is coming from J.T. Rogers of Janney Montgomery Scott.

Just wanted to get a sense of what kind of yields and internal rates of return you’re expecting on the new investments for the several proposals you have out right now?

Chip, why don’t you take that?

Yeah, the proposals out now are mostly junior debt proposals which would incorporate our model of continued use, floating rate LIBOR days, to floors that are in the 12% type range. We may do something a little lower than that, but that’s where we’re headed with it, with the deferred pieces. As you know we tend to use success fees rather than pick interest, but it generates a fee that is paid at the end when the company is sold. And then we’re proposing more positions where it’s appropriate, and if we can get – we continue to focus on high teens type returns. It’ll sort of depend on what our friends in the business decide they want to propose on these deals as to whether that ends up being reality. But that’s where we are today and that’s where we’re finding debt management teams and sponsors are saying okay, we understand.

It depends on the strength of the company too. If the company is very strong you’re probably looking at senior debt that’s a stretch senior debt piece that incorporates some lower amount that – All in you’re probably talking about 10%, 11%. On the other hand, if you’re doing mostly junior debt, you’re probably talking about a current pay of 12% with some additional on the back end.

Okay, great. There’s been a lot of talk about a coming M&A wave. Are you seeing any of this in terms of your pipeline and if so do you have any indication about what this might mean for 2011, calendar 2011?

I would say that 2011 is going to be one of the strongest years around for M&A for the simple reason that the LBO funds still have an enormous amount of equity capital that they haven’t invested in. 2011 is probably one of the last years that some of them will have to deploy the capital, so as a result they’re going to deploy it. They’re not going to give it back to their limited partners. So my guess is that 2011 will be one of the strongest M&A years out there. Now a lot of those people have had trouble raising new funds, so as a result 2012 may be a slack year. But it’s hard to judge when all of those partnerships are going to have their invest up period, and a lot of the limiteds are very nice to say "why don’t you add another year. We know that there’s a recession." So it may go a little bit longer than I’m saying now. But my guess is that from now until next year this time and certainly until the end of 2011 is going to be a very [unintelligible] year for M&A at the middle market and lower middle market.

Okay, great. And then in terms of leverage, I know you have a $125 million line of credit right now. If you see more availability on senior debt what sort of leverage level would you be comfortable with for the portfolio?

For us, we are not heavy into leverage. As you know we levered up thinking that we could do securitization and ended up not being able to secure ties in time for the recession to pull us all down, so we’re not going to go through that method any more. We are talking with some long term lenders and we have gone pretty far along in terms of due diligence with one of them, and my guess that is some time before the end of this year we’ll get a proposal from them. As you know most of the long term lenders have not been active in the finance area. They’ve not been financing BDCs or any of the finance companies. They’ve stayed away from them. Insurance companies for example have probably put $6 billion to $8 billion to work in non-finance areas, but they’ve stayed away from the finance areas. At some point in time they’ll come back in and we’re seeing several of the folks that we’re talking to being very interested in our company. It’s just a wading back in at a slow pace. My guess is we could probably have $25 million, $35 million, maybe even $50 million worth of long term debt on the books before next year this time and have used that money to make new loans.

And then just one last question. In terms of credit trends for the companies that are not on non-accrual, the companies that are still performing, what kind of risk are you – what portion of the portfolio would you say is at risk and for the current non-accruals do you see any of them coming back on accruing status besides KNBQ?

Yes, we do see several of them coming back from non-accrual. Again we’ve had some companies that were in the advertising business, such as Yellow Pages or those kind of things, hit very hard to come back from a recession this strong and they’ve come back very slow. Each quarter, each year you get some movement back, but you don’t have the huge kind of upturn that you would have, say in 2001 when the Internet bubble burst and 18 months later everybody was back in pretty good shape. This has been the longest drawn out recession in my memory, and I remember very well the 1990, 91, 92 recession era. And so it’s very hard to predict right now, what’s going to happen. But we do see strength, for example, in some of the other companies that we have that are related to advertising. They’ve come back very nicely and as a result we feel very strong about them. It just takes time, and sometimes it’s just management. You’ve got to get a new management group in, as we did in KNBQ. We needed somebody in that was much more promotional and sales oriented rather than day to day operations oriented. I think that company will come back. I would expect that more than half of the companies that are on non-accrual today to not be on non-accrual in six to nine months. But that’s again just a guess. No guarantee. Next question please?

Thank you. Our next question is coming from David West with Davenport and Company David West – Davenport & Company: First a clarification. Earlier you talked about the possibility of this quarter getting some prepayments on Doe & Ingalls and Anatox. Would you expect, possibly, to get some success fees, recognized success fees, in relation to those transactions?

I don’t think there’s any in there, but there may be a small amount. It’s just not something we plan on booking this quarter.

Okay, very good. And then when you do get the pipeline more active and start making new loans again do you plan to make press releases around those events?

Well we haven’t done it in the past. I know we’ve been criticized over and over for not doing press releases when we do that, so it’s under consideration. I just hate to get in that mode. I sort of look like some of the other companies in this business that were dropping press releases about everything that went on. Other questions?

[Operator instructions.] Thank you Mr. Gladstone. There are no further questions. I’d like to hand the floor back over to you.

All right. Thank you all for calling in. Again, the mood is upbeat here and we’re feeling like going forward this is going to be a great year for us, and we thank you all for being so patient in letting us get everything back to the way we want it before we kick off everything. That’s the end of this conference call and we’ll see you next quarter. Copyright policy: All transcripts on this site are the copyright of Seeking Alpha. However, we view them as an important resource for bloggers and journalists, and are excited to contribute to the democratization of financial information on the Internet. (Until now investors have had to pay thousands of dollars in subscription fees for transcripts.) So our reproduction policy is as follows: You may quote up to 400 words of any transcript on the condition that you attribute the transcript to Seeking Alpha and either link to the original transcript or to www.SeekingAlpha.com. All other use is prohibited. THE INFORMATION CONTAINED HERE IS A TEXTUAL REPRESENTATION OF THE APPLICABLE COMPANY'S CONFERENCE CALL, CONFERENCE PRESENTATION OR OTHER AUDIO PRESENTATION, AND WHILE EFFORTS ARE MADE TO PROVIDE AN ACCURATE TRANSCRIPTION, THERE MAY BE MATERIAL ERRORS, OMISSIONS, OR INACCURACIES IN THE REPORTING OF THE SUBSTANCE OF THE AUDIO PRESENTATIONS. IN NO WAY DOES SEEKING ALPHA ASSUME ANY RESPONSIBILITY FOR ANY INVESTMENT OR OTHER DECISIONS MADE BASED UPON THE INFORMATION PROVIDED ON THIS WEB SITE OR IN ANY TRANSCRIPT. USERS ARE ADVISED TO REVIEW THE APPLICABLE COMPANY'S AUDIO PRESENTATION ITSELF AND THE APPLICABLE COMPANY'S SEC FILINGS BEFORE MAKING ANY INVESTMENT OR OTHER DECISIONS. If you have any additional questions about our online transcripts, please contact us at: transcripts@seekingalpha.com. Thank you!