Bob Marcotte
Analyst · Troy Ward from KBW. Your line is open, sir
Good morning, everyone. As many of you know, Gladstone Capital is the lending fund of the Gladstone Companies. We provide cash flow based loans to privately held U.S. based businesses in the lower middle market, which we define as $20 million to $100 million dollars of revenue and $3 million to $15 million in earnings before interest, taxes and depreciation. Our loans are used to fund private equity buyouts, make acquisitions, meet growth capital needs and to recapitalize and refinance existing capital structure. Gladstone Capital was one of the first BDCs focused on lending to the lower middle market, established in 2001 and today that dedication, experience and consistency are a core part of our value proposition. We approach the market with an equity perspective and strive to deliver market oriented capital solutions to support each business's unique capital and growth profile. The majority of our loans today are businesses backed by private equity sponsors and include a combination of senior or subordinated loans and may include an equity coinvestment. We target to make investments of $8 million to $20 million, but will consider smaller positions in broadly syndicated loans from time to time. With that introduction, let's review how the strategy is working and our results for the December 31 quarter and our outlook the markets in which we operate. We are pleased to report that for our first fiscal quarter of 2015, ended December 31, we experienced a nice pickup in deal flow, which resulted in a record level of investment originations for the fund. New proprietary deals, follow-on investments and attractive broadly syndicated opportunities combined to generate $61.5 million of originations for the quarter. In addition, we received $4.5 million during the quarter in scheduled and unscheduled repayments, resulting in net investment activity of $57 million on the quarter. The four proprietary deals closed in the quarter were mostly private equity sponsored and restructured as modestly leveraged unitranche facilities. The average leverage for these deals was 3.5 turns and the weighted average expected yield on these transactions is 10.8%. The details include a $15 million senior term debt and equity investment in Circuitronics, which is a premier electronic manufacturing services company focused on the design and production of specialized printed circuit board assemblies and related services for industrial applications. There was $11 million senior debt investment in Vision Government Solutions, which is a leading provider of land parcel management software and appraisal services to local government organizations. We participated with our affiliated fund, Gladstone Investment in making an $8.4 million senior term debt and equity coinvestment in B+T holdings, which is a full-service provider of structural engineering, construction and technical services to the wireless tower industry. And lastly, we made $11.1 million follow-on senior debt investment in support of WadeCo, strategic acquisition of another chemical distribution company servicing the production driven chemical needs of the independent oil producer market. Additionally, we had $2.4 million of follow-on investments in existing portfolio companies and closed $16.5 million of syndicated investments during the quarter. With respect to the repayments, we had two deals that we discussed in our last call, which paid off during the quarter, North American Aircraft Services paid off, resulting in a realized gain of $1.6 million and a success fee of $0.6 million for an internal rate of return of 18%. We also exited Midwest Metal Distribution for net proceeds of $6.1 million, which resulted in a realized loss of $14.5 million. While we are disappointed in this latter outcome, the continuing CapEx requirements, the commodity driven price swings of the business and the lack of a competitive scale of the business did not fit our long-term portfolio investment objectives. Our net investment growth in the quarter resulted in a 16.3% increase in fair value of our investment portfolio compared to the prior quarter end. We expect this positive investment momentum to continue into the current quarter with two deals already in the process of closing. In terms of portfolio quality, on the whole, the fair value of the portfolio was up on the quarter, rising to $326.6 million, or 84.6% of cost as of December 31, 2014, compared to 80.5% of cost at September 30, 2014. The net unrealized appreciation for the quarter ended December totaled $4.6 million excluding the reversal of $13.4 million of unrealized net depreciation related to the two exits outlined earlier. Material valuation moves included increases with a very strong operating performance at Defiance and Funko, which totaled $5 million. However, negative swings were driven by two troubled credits, GFRC and Saunders, which dropped $3 million and 1.5 million, respectively. In addition, the year-end sell-off in the syndicated loan market accounted for $2.9 million of the valuation depreciation. And lastly, there was $1.8 million of unrealized depreciation for the quarter associated with our oil and gas related investments, as determined largely based on our external third-party valuations provider. With respect to our oil and gas exposure, while it might be slightly larger than some of the other BDCs at $55.2 million or 16.9% of our portfolio at fair value, we consider it to be very conservatively constructed, considering 61% of the exposures are related to downstream services which are not directly impacted by crude prices. In addition, the weighted average leverage on the portfolio is only 2.6 turns of EBITDA and the average interest coverage is just under eight times the interest applicable to its underlying business, which provides ample cushion to absorb any margin or volume pressures that maybe experienced by these companies. Despite some successes on the quarter, our nonaccrual investments and underperforming assets are still higher than we consider acceptable. This quarter we were able to exit our nonaccrual investment in the Midwest Metals generating $6.1 million of net proceeds. We have stepped up our posture related to the exit of a number of our remaining older vintage assets and should have some additional exits to discuss in the near future. As we have reported in the past, our investment in Sunshine Media Holdings continues to improve. With the recent award of a major media contract, the company has generated sufficient liquidity and ongoing cash flow that we anticipated reinstituting interest accrual on a portion of our position in the current quarter. Heartland Communications, a small radio broadcaster was placed on nonaccrual in the March 2014 quarter. However, following a strong summer operating period, Heartland has managed to stay current on all interest obligations and we are working on a combination of asset sales and refinancing to achieve an exit for this underperforming assets. Sunshine Media and Heartland have a combined debt cost of $33.6 million or 9.4% of the cost basis of all debt investments in the portfolio and a combined fair value of $8.3 million or 2.8% of the fair value of all debt investments in the portfolio as of December 31. We expect this metric to improve significantly with the aforementioned reclassification of a portion of the Sunshine Media exposure. We have had some successes in turning around or exiting several of our nonaccrual investments and more challenge credits in the last year with favorable results. However, this does not mean we can do it again or that we will not place other companies on nonaccrual in the future. Moving over to our portfolio income profile. The weighted average yield on interest-bearing debt investments in our portfolio has remained consistent over the last several quarters and was 11.5% as of December 31, which excludes any success fee income, any reserves on interest receivables. Generally our floating rate investments have LIBOR floors and the weighted average floor on our variable rate loans was 1.9%, while the weighted average margin is 9.1% as of December 31. Our proprietary loans totaling 80% of portfolio cost had a weighted average all-in rate of 11.1% while our syndicated loans roughly 20% of the total portfolio at cost had a weighted average all-in rate of 10.5%. Our other income is significant at times over the last several quarters, which is primarily due to what we call success fees, which are fees generally due on change of control of the company and are recorded when received in cash. We received over $880,000 in success fees during the three months ended December 31, which is up from the prior quarter. As of December 31, the off-balance sheet success fee receivables totaled $10.8 million or about $0.51 per common share, if the payment would be triggered. Due to the contingent nature, there are no guarantees that we will be able to collect any of these success fees and they are excluded from our reported yields. Our total other income remained consistent quarter-over-quarter at $1.1 million or 12% of the total investment income of the portfolio. We expect other income in the next few quarters to be consistent with the level recorded this quarter. Net investment income was down $719,000 quarter-over-quarter as new investments were added towards the end of the quarter and as a result of the decrease in the voluntary incentive fee credit of $719,000. The decline in the incentive fee credit is a result of the adviser's voluntary election to determine the incentive fee credit on an annual basis at the end of the year rather than quarterly as done previously. Our fund has experienced significant income swings on investment exits or other income in the absence of a fee clawback feature, the quarterly credit determination is expected to generate greater than 100% coverage of the common distributions over the course of the year, as it did in fiscal 2014. The adviser remains committed to providing a credit of the incentive fee to achieve net investment income sufficient to cover 100% of the common distributions to shareholders as measured over the course of the year. With respect to the investment climate, the backlog of loan opportunities and outlook. The investment climate in which we operate, the middle-market environment is particularly active. Transaction volumes for 2014 were very healthy and all indications are that 2015 is setting up much the same. We are seeing a proliferation of smaller newly formed private equity funds looking to make growth investments and an increased emphasis on buildup in growth investment strategies. These trends are well-suited to our value proposition and focused on delivering senior and unitranche financing solutions to this marketplace. From a liquidity perspective, going the 2015, the competitive dynamics for middle market loans appears to have shifted and maybe tightening as a result of several factors. The cumulative impact of regulatory pressures on leverage lending by the banks, the outflow from the leverage loan from the second half of 2014, which triggered the sell off in the broadly syndicated market at the end of the year and the decline in the BDC stock prices to the point where many are trading below NAV may have lessened than the competitive pressure to book middle market loans. Consequently the downward pressure on investment yields appears to have abated and the more difficult higher leverage credits may be more difficult to get done. Competition continues to be most pronounced in the larger end of the middle-market with EBITDA of greater than $10 million where the commercial banks and the broadest array of non-bank lenders operate. In the face of this competitive profile, our strategy is to continue to leverage our long-standing reputation in the lower end of the middle market and investor oriented financing approach is gaining traction as demonstrated last quarter. We intend to continue to refine our coverage of the private equity sponsor community and expect to be able to continue to source attractively priced unitranche financing solution in the lower middle market. Our continuing priorities for the fiscal year ended September 30, 2015 will be manage our more challenging credits in the portfolio to an orderly liquidity where possible. In addition, we are working to expand investment capacity to support future portfolio growth by expanding our available credit facilities, monetizing select syndicated or lower yielding senior loans positions, to support asset and income growth of the coming quarters to enhance the bottomline for the benefit of shareholders. Now let's hear from our Chief Financial Officer, Melissa Morrison, who will provide a report on the fund for quarterly and year-end financial.