Michael Grisius
Analyst · Lucid Capital Markets. Your question, please
Thank you, Henri. Today, I'll focus on our perspective on the changes in the market since we last spoke with everyone in January and then comment on our current portfolio performance and investment strategy. Broader middle market deal volumes were showing signs of improvement until the recent tariff developments, which initially widened loan spreads and had a stifling effect on new debt issuances. Characteristic of the volatility resident in the larger loan markets, we've more recently observed spreads tightening again and new issuances picking up as concerns about the potential economic impact of tariffs have somewhat abated, at least for the time being. It's important to point out that the lower middle market in which we operate is generally not subject to such immediate volatility and tends to move in sync with medium-term macroeconomic variables. Thus, our market has remained relatively unchanged throughout this economic turmoil and we haven't experienced the roller coaster ride of the larger markets. Deal volumes in our market have remained down significantly over 2024 and down further still as compared to 2021 to 2023. We believe a number of factors are influencing the decline in lower middle market deal activity including a disconnect between where buyers and sellers are willing to transact, elevated interest rates making debt financing more expensive and the trend toward PE firms holding on to assets longer in order to meet their return expectations. The combination of historically low M&A volume and an abundant supply of capital is causing spreads to tighten and leverage to remain full as lenders compete to win deals, especially premium ones. We have experienced this over the course of this past year, with a little over half of our repayment activity resulting from loans being refinanced on more favorable terms. Notably, in about two-thirds of these cases, we had the opportunity to stay in the investments. Price alone was less of a determining factor. Rather, we weren't comfortable with either the new leverage profile or the structural features of the loan agreements. Despite the volatility in the broader macro environment, loan terms in our market remains stubbornly borrower-friendly, and we have not seen lenders revising their underwriting criteria, hiking spreads or cutting leverage. These dynamics could, of course, change if the macroeconomic outlook changes materially. The historically low deal volumes we're experiencing has made it more difficult to find quality new platform investments than in prior periods. This may naturally prompt the question of what is our approach to operating in this difficult asset deployment climate? First, the Saratoga management team has successfully managed through a number of credit cycles over many years, and that experience has made us particularly aware of being disciplined when making investment decisions and being proactive in managing our portfolio. We'll continue to invest in high-quality assets and will not lower our investment standards and take on more risk than we feel is prudent just because the market is presently difficult. We believe our shareholders will appreciate this approach in the long run. Second, we're greatly expanding our business development efforts and are investing in resources to provide greater bandwidth for our professionals to dedicate themselves to this effort. While we have developed a strong presence in the lower end of the middle market, the number of companies in our marketplace is vast compared to the traditional middle market and is occupied with hundreds of thousands of businesses. We believe the number of deal sources in our market that we have yet to build relationships with far exceeds the number that we have built relationships with. Further, our market benefits from a natural underpinning of deal flow, driven by business owners seeking to transition ownership as they age. We're in the early stages of our expanded business development initiatives but have already seen some positive results in our current pipeline and in the most recent portfolio company we closed in April. Third, our existing portfolio serves as a healthy source of deal flow. Our payoffs tend to be lumpy as our portfolio investments reach scale and maturity, while our new portfolio companies tend to be small initially and provide an embedded resource for asset deployment as we support their growth. Because of the nature of the way we invest our capital in this manner follow-on activity has exceeded our new portfolio company deployment in each of our past five fiscal years. In summary, the way we're approaching the currently challenging environment is to first stay disciplined on our asset selection, second, invest in and greatly expand our business development efforts in a market that is still largely under penetrated by us; and third, continue to support our existing healthy portfolio companies as they pursue growth. The relationships and overall presence we've built in the middle market in the marketplace, Combined with our ramped up business development initiatives, give us confidence in our ability to achieve healthy portfolio growth in a manner that we expect to be accretive to our shareholders in the long run. In the midst of these market conditions, we had $42 million gross and $26 million net asset growth this quarter. Before leaving this topic, I'll also point out that we continue to believe that the lower middle market is the best place in terms of capital deployment. As compared to the larger end of the middle market, the due diligence we're able to perform when evaluating an investment is much more robust. The capital structures are generally more conservative with less leverage and more equity. The legal protections and covenant features in our documents are considerably stronger and our ability to actively manage our portfolio. Ongoing interaction with management and ownership is greater. As a result, we continue to believe that the lower middle market offers the best risk-adjusted returns, and our track record of realized returns reflects this. Now, I'll move on to the subject of tariffs more directly. Although there natural remains much uncertainty around tariffs and the potential impact on small businesses, we believe we are relatively well positioned if tariffs conditions persist. A large majority of our portfolio companies are SaaS businesses or businesses that operate in the domestic services sector. With direct cost structures that should largely not be affected by tariffs. While we're still actively working with the management teams and ownership of each of our portfolio companies to fully assess the potential exposure. It appears that for the handful of companies with more direct tariff exposure, only a portion of their input costs would potentially be affected. Our underwriting bar remains high as usual, yet we continue to find opportunities to deploy capital. As seen on Slide 16, our more recent performance has been characterized by continued asset deployment to existing portfolio companies as demonstrated with 40 follow-ons in calendar year 2024. While we invested in two new platform investments last calendar year, we focus much of our time and resources towards supporting our portfolio and managing a discrete few challenged credits. More recently, during calendar Q1, we have closed two new platform companies and a third one in April as our business development efforts continue to ramp up despite these low volume markets. Overall, our deal flow remains steady and our consistent ability to generate new investments over the long term despite ever-changing and increasingly competitive market dynamics is a strength of ours. A portfolio management continues to be critically important, and we remain actively engaged with our portfolio companies and in close contact with our management teams. There remain two portfolio companies that we are actively managing as discussed in previous quarters, and I will touch on them shortly. But in general, our portfolio companies are healthy. Notably, the fair value of our core BDC portfolio is 1.6% above its cost. 88% of our portfolio is in first lien debt and generally supported by strong enterprise values in industries that have historically performed well in stressed situations. We have no direct energy or commodities exposure. In addition, the majority of our portfolio is comprised of businesses that produce a high degree of recurring revenue and have historically demonstrated strong revenue retention. We have the same two investments on nonaccrual namely Pepper Palace and Zollege consistent with last quarter. We continue to hold them on nonaccrual following their restructurings, but their combined remaining fair value, including equity is just $5.5 million. Looking at leverage on the same slide, you can see that industry debt multiples increased slightly for senior debt. Total leverage for our overall portfolio decreased slightly to 5.35x excluding Pepper Palace and Zollege, reflecting lower leverage across our several portfolio companies. Slide 17 provides more data on our deal flow. As you can see, the top of our deal pipeline is up from the end of the year despite the current M&A activity in the lower middle market remaining low. This recent increase is as a result of recent business development initiatives. Overall, the significant progress we've made in building broader and deeper relationships in the marketplace is noteworthy because it strengthens the dependability of our deal flow and reinforces our ability to remain highly selective as we rigorously screen opportunities to execute on the best investments. As you can see on Slide 18, our overall portfolio credit quality and returns remain solid. As demonstrated by the actions taken and outcomes achieved on the nonaccrual and watch list credits we had over the past year, our team remains focused on deploying capital and strong business models where we are confident that under all reasonable scenarios, the enterprise value of the businesses will sustainably exceed the last dollar of our investments. Our approach and underwriting strategy has always been focused on being thorough and cautious at the same time. Since our management team began working together almost 15 years ago, we've invested $2.28 billion in 120 portfolio companies and have had just three realized economic losses on these investments. Over that same time frame, we've successfully exited 78 of those investments, achieving gross unlevered realized returns of 15.1% on $1.2 billion of realizations. Even taking into account the recent write-downs of a few discrete credits, our combined realized and unrealized returns on all capital invested equals 13.5%. We think this performance profile is particularly attractive for a portfolio predominantly constructed with first lien senior debt. Consistent with the previous couple of quarters, we have only two investments on non-accrual. Although Pepper Palace and Zollege been restructured, we are still classifying Pepper Palace is red and Zollege is yellow with a combined fair value of $5.5 million, including equity. We continue to have majority control over Pepper Palace with the turnaround specialist we have been working with in the role of CEO and owning significant equity in the business. Management of the company by us continues as we explore avenues to expand the business. The total fair value of the remaining investment is $1.5 million. Zollege continues to show positive signs of improvement and profitability. The previous owner has invested meaningful dollars in the business, is leading the enterprise, and has reassembled some of the former senior leadership. He and the management team are working in partnership with us with the immediate goal of returning the business to its former profitability levels and the ultimate objective of exceeding those levels. Many of the initiatives management has undertaken have resulted in improved key performance indicators for the business. We have equity in a first lien term loan in the company with a current fair value of $3.9 million with the equity marked up this quarter to reflect the recent positive financial performance of the company. In addition, during the year, we recognized $3.4 million net realized depreciation in our core non-CLO portfolio, including Pepper Palace and Zollege. About half of this depreciation represents adjustments to market multiples and prepayment premiums, while the other half is a $1.5 million markdown to our stretch on investment, reflecting slower than projected sales growth combined with increased investment in corporate management team. Company management and ownership are undertaking initiatives to address these trends and the sponsor has provided meaningful credit support to the business. The CLO and JV had $2.7 million of unrealized depreciation this quarter, reflecting primarily markdowns due to individual credits in these vehicles. most notably in the investment in the first CLO's note. And importantly, we recognized net realized gains of $7.2 million on the equity sales of our modern campus, Norcon [ph] and Vector investments this quarter, continuing our history of healthy realized gains. Our overall investment approach has yielded exceptional realized returns and recovery of our invested capital and our long-term performance remains strong as seen by our track record on this slide. Now, moving on to slide 19. You can see our second SBIC license is fully funded and deployed, although there is cash available there to invest in follow-ons, and we are currently ramping up our new SBIC 3 license with $136 million of lower cost, undrawn debentures available, allowing us to continue to support US small businesses, both new and existing. This concludes my review of the market, and I'd like to turn the call back over to our CEO. Chris?