BOSTON, March 29, 2017 (GLOBE NEWSWIRE) -- Great Elm Capital Corp. (“we”, “us”, “our” or “GECC”), (NASDAQ:GECC),
today announced its financial results for the quarter ended December 31, 2016 and filed its annual report on Form 10-K with the
U.S. Securities and Exchange Commission.
FINANCIAL HIGHLIGHTS
- Net investment income (“NII”) for the period ended December 31, 2016 was $5,000. Excluding one-time merger and formation
transaction-related professional fees, NII for the period ended December 31, 2016 was $3.5 million, or $0.28 per share, which was
significantly in excess of our declared distribution of $0.166 per share for the same period (approximately 1.7x distribution
coverage).
- Beginning in January 2017, monthly distributions were declared at $0.083 per share for the first quarter. In March, the Board
of Directors declared a monthly distribution of $0.083 per share for the second quarter of 2017.
- Net assets on December 31, 2016 were approximately $173.0 million. Net asset value (“NAV”) per share at December 31, 2016 was
$13.52 as compared to $14.41 per share on November 3, 2016, the day of the merger closing. The decrease in NAV per share is
primarily driven by unrealized mark-to-market adjustments of the carrying value of the portfolio. We had a $0.3 million realized
net gain on portfolio investments that were monetized during the period ended December 31, 2016 and net unrealized depreciation
of investments of approximately $13.5 million, or approximately ($1.05) per share.
- During the period ended December 31, 2016, we purchased 98,172 shares of our stock through our stock buyback program at an
average price of $10.73, utilizing $1.1 million of our $50.0 million buyback program. From the commencement of the stock buyback
program through March 24, 2017, we purchased 338,306 shares at a weighted average price of $11.18 per share, resulting in $3.8
million of cumulative cash paid to repurchase shares.
- During the period ended December 31, 2016, we invested $42.5 million across eight portfolio companies (1), including three
new portfolio investments. During the period ended December 31, 2016, we monetized $41.7 million across 16 portfolio companies
(2) (in part or in full), including the complete exit of six of the legacy Full Circle portfolio investments at a net gain.
“In reflecting on our first quarter managing GECC, we are pleased with the current state of our portfolio, with the
investments we have made and with our ability to monetize the legacy Full Circle portfolio at a much quicker rate than we had
anticipated. Furthermore, we see significant upside potential in the portfolio today across a number of catalyst-driven
investments, which we believe will allow us to grow both NAV per share and our distributions,” said Peter A. Reed, Chief Executive
Officer of GECC.
PORTFOLIO AND INVESTMENT ACTIVITY
As of December 31, 2016, we had investments in debt instruments of 21 companies, totaling $154.2 million. Debt
investments represented 99.7% of invested capital, as of December 31, 2016, with 91.8% of invested capital allocated to first lien
and/or senior secured debt instruments and 7.9% of invested capital in unsecured debt obligations. We also had equity investments
in five companies, totaling approximately $0.5 million.
As of December 31, 2016, the weighted average current yield on our debt portfolio was approximately 12.76% with
approximately 38% of invested capital in floating rate debt instruments.
During the period ended December 31, 2016, we deployed approximately $42.5 million into new and existing
investments across eight companies (three new, five existing). The weighted average price of the new debt investments was $0.9255,
carrying a weighted average current yield of 12.18%. All of these instruments are characterized as first lien and / or senior
secured investments.
During the period ended December 31, 2016, we monetized sixteen investments, in part or in full, for approximately
$41.7 million, at a weighted average current yield of 10.54%, including the complete exit of six investments acquired from Full
Circle in the merger, which were sold at a net gain. The weighted average price we received for the investments was
$0.9852.
CONSOLIDATED RESULTS OF OPERATIONS
Total investment income for the period ended December 31, 2016 was approximately $5.8 million, or $0.45 per share.
Net expenses for the period ended December 31, 2016 were approximately $5.8 million, or $0.45 per share. Included in this quarter’s
operating expenses was $3.5 million, or $0.27 per share, of professional fees associated with the Full Circle/Great Elm merger and
formation transactions that are one-time in nature.
After deducting those one-time charges, net investment income for the period ended December 31, 2016 was
$5,000.
Net realized gains for the period ended December 31, 2016 were $0.3 million, or approximately $0.02 per share. Net
unrealized depreciation from investments for the period ended December 31, 2016 was approximately $13.5 million, or approximately
($1.05) per share.
LIQUIDITY AND CAPITAL RESOURCES
As of December 31, 2016, available liquidity from cash and cash equivalents was approximately $66.8 million,
comprised of cash and investments in money market mutual funds.
Total debt outstanding as of December 31, 2016 was approximately $33.7 million, comprised entirely of the 8.25%
notes due June 30, 2020. (NASDAQ:FULLL).
RECENT DEVELOPMENTS
Distributions:
Our board of directors declared the monthly distributions for the second quarter of 2017 at $0.083 per month. The
schedule of distribution payments is as follows:
|
Month |
Rate |
Record Date |
Payable Date |
|
April |
$ |
0.083 |
April 28, 2017 |
May 15, 2017 |
|
May |
$ |
0.083 |
May 31, 2017 |
June 15, 2017 |
|
June |
$ |
0.083 |
June 30, 2017 |
July 14, 2017 |
Our distribution policy has been designed to set a base distribution rate that is well-covered by NII that will be supplemented by
special distributions from the realization of catalyst-driven investments. We currently have approximately $1.8 million, or
approximately $0.14 per share, of spillback income that we will be required to distribute during the first nine months of 2017.
Portfolio Investments:
On January 27, 2017, Avanti Communications Group plc announced the completion of its previously announced
refinancing, with the settlement of its (1) consent solicitation to permit, among other things, the incurrence of up to $132.5
million in super senior PIK Toggle Notes and the payment of PIK interest on the Existing Notes in lieu of cash for certain future
interest payments due on the Existing Notes, (2) the New Money Offer and (3) offer to holders participating in the New Money Offer
to exchange a portion of their Existing Notes for additional PIK Toggle Notes. Holders who elected to backstop the New Money
Offer also received their pro rata share of additional common equity issued by Avanti in an aggregate amount equal to 9.09% of
Avanti’s total outstanding shares. Through completion of the consent solicitation and the New Money Offer, Avanti received $80.0
million of new cash funding, with an additional $50.0 million of funding available on a delayed draw basis, and will have the
ability to defer up to $112.0 million of future interest payments through April 2018. We took part in the refinancing,
exchanging $22.9 million of Existing Notes for new PIK Toggle Notes and purchasing an additional $9.2 million of PIK Toggle Notes
for $8.9 million. We continue to hold $47.2 million of Existing Notes.
In January 2017, we purchased an aggregate of $8.0 million face value of Nana Development Corp bonds. These
senior secured bonds have a coupon of 9.50% and mature March 15, 2019.
In January and February 2017, we sold all of our holdings in Trilogy International Partners, LLC at an average
price of 102.9% of par, resulting in a realized gain of approximately $0.3 million.
In February 2017, we sold our loan to JN Medical Corporation for total consideration, including payment for
expenses due under the loan agreement, of $3.0 million. We recognized approximately $1.0 million of gain on the sale.
In February 2017, our loans to RiceBran Technologies Corporation were paid off at par plus accrued interest and
fees.
In February 2017, certain assets of Pristine Environments were acquired by our newly-formed, wholly owned
subsidiary, PE Facility Solutions LLC. The proceeds of the asset acquisition were used by Pristine Environments to repay all
but $0.5 million of our outstanding credit facility.
In March 2017, our holdings in the 12.50% Senior Secured Notes of Optima Specialty Steel were refinanced at par
plus accrued interest of approximately $15.3 million following bankruptcy court approval of Optima’s debtor-in-possession
financing, resulting in the reversal of the unrealized loss of approximately $1.2 million at December 31, 2016. We received an
approximately $12.7 million allocation of such debtor-in-possession facility.
Capitalization:
We are separately announcing today a stock buyback through a self tender offer for shares of our common stock.
CONFERENCE CALL AND WEBCAST
Great Elm Capital Corp. will host a conference call and webcast on Thursday, March 30, 2017 at 10:00 a.m. Eastern
Time to discuss its fourth quarter financial results. All interested parties are invited to participate in the conference call by
dialing +1 (844) 820-8297; international callers should dial +1 (661) 378-9758. Participants should enter the Conference ID
97302217 when asked. For a copy of the slide presentation that will be referenced during the course of our conference call, please
visit http://www.greatelmcc.com/ under Investor Relations. Additionally, the conference call with be
webcast simultaneously at http://edge.media-server.com/m/p/b9prqagg.
About Great Elm Capital Corp.
Great Elm Capital Corp. is an externally managed, specialty finance company focused on investing in debt
instruments of middle market companies. GECC elected to be regulated as a business development company under the Investment Company
Act of 1940, as amended. GECC’s investment objective is to generate both current income and capital appreciation, while seeking to
protect against risk of permanent capital loss. GECC focuses on special situations and catalyst-driven investments as it seeks
attractive risk-adjusted returns.
Cautionary Statement Regarding Forward-Looking Statements
Statements in this communication that are not historical facts are “forward-looking” statements within the meaning
of the federal securities laws. These statements are often, but not always, made through the use of words or phrases such as
“expect,” “anticipate,” “should,” “will,” “estimate,” “designed,” “seek,” “potential,” “continue,” “upside,” and “potential,” and
similar expressions. All such forward-looking statements involve estimates and assumptions that are subject to risks, uncertainties
and other factors that could cause actual results to differ materially from the results expressed in the statements. Among the key
factors that could cause actual results to differ materially from those projected in the forward-looking statements are the
following: conditions in the credit markets, the price of GECC common stock, performance of GECC’s portfolio and investment
manager. Information concerning these and other factors can be found in GECC’s Form 10-K and other reports filed with the SEC. GECC
assumes no obligation to, and expressly disclaims any duty to, update any forward-looking statements contained in this
communication or to conform prior statements to actual results or revised expectations except as required by law. Readers are
cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.
Endnotes:
1) This includes new deals, additional fundings, refinancings and payment in kind “PIK” interest.
2) This includes scheduled principal payments, prepayments, sales and repayments (inclusive of those on revolving credit
facilities).
GREAT ELM CAPITAL CORP.
|
|
|
| CONSOLIDATED STATEMENT OF ASSETS AND LIABILITIES |
| DECEMBER 31, 2016 |
|
| Dollar amounts in thousands (except per share
amounts) |
|
| |
|
| Assets |
|
|
|
|
|
| Investments, at fair value (amortized cost of $168,132) |
|
$ |
154,677 |
|
|
| Cash and cash equivalents |
|
|
66,782 |
|
|
| Receivable for investments sold |
|
|
9,406 |
|
|
| Interest receivable |
|
|
4,338 |
|
|
| Principal receivable |
|
|
786 |
|
|
| Due from portfolio company |
|
|
312 |
|
|
| Deposit at broker |
|
|
56 |
|
|
| Due from affiliates |
|
|
80 |
|
|
| Prepaid expenses and other assets |
|
|
107 |
|
|
| Total assets |
|
$ |
236,544 |
|
|
| |
|
|
|
|
|
| Liabilities |
|
|
|
|
|
| Notes payable 8.25% due June 30, 2020 (including unamortized premium of $888) |
|
$ |
34,534 |
|
|
| Payable for investments purchased |
|
|
21,817 |
|
|
| Distributions payable |
|
|
2,123 |
|
|
| Due to affiliates |
|
|
3,423 |
|
|
| Accrued expenses and other liabilities |
|
|
1,663 |
|
|
| Total liabilities |
|
$ |
63,560 |
|
|
| |
|
|
|
|
|
| Commitments and contingencies (Note 6) |
|
$ |
— |
|
|
| |
|
|
|
|
|
| Net Assets |
|
|
|
|
|
| Common stock, par value $0.01 per share (100,000,000 shares authorized, 12,790,880
shares |
|
$ |
128 |
|
|
| issued and outstanding at December 31, 2016) |
|
| Additional paid-in capital |
|
|
219,317 |
|
|
| Accumulated net realized losses |
|
|
(34,341 |
) |
|
| Undistributed net investment income |
|
|
1,335 |
|
|
| Net unrealized depreciation on investments |
|
|
(13,455 |
) |
|
| Total net assets |
|
$ |
172,984 |
|
|
| Total liabilities and net assets |
|
$ |
236,544 |
|
|
| Net asset value per share |
|
$ |
13.52 |
|
|
| |
|
| GREAT ELM CAPITAL CORP. |
| CONSOLIDATED STATEMENT OF OPERATIONS |
| APRIL 22, 2016 DECEMBER 31, 2016 |
| Dollar amounts in thousands (except per share
amounts) |
| |
| Investment Income: |
|
|
|
|
|
| Interest income |
|
$ |
5,313 |
|
|
| Other income |
|
|
518 |
|
|
| Total investment income |
|
|
5,831 |
|
|
| |
|
|
|
|
|
| Expenses: |
|
|
|
|
|
| Management fees |
|
|
392 |
|
|
| Incentive fees |
|
|
863 |
|
|
| Administration fees |
|
|
224 |
|
|
| Custody fees |
|
|
10 |
|
|
| Directors’ fees |
|
|
38 |
|
|
| Professional services |
|
|
186 |
|
|
| Professional services related to the Merger and Formation transactions |
|
|
3,471 |
|
|
| Interest and credit facility expenses |
|
|
420 |
|
|
| Other expenses |
|
|
214 |
|
|
| Total expenses |
|
|
5,818 |
|
|
| Accrued administration fees waiver |
|
|
(80 |
) |
|
| Net expenses |
|
|
5,738 |
|
|
| Net investment income before taxes |
|
|
93 |
|
|
| Income tax, including excise tax |
|
|
88 |
|
|
| Net investment income |
|
|
5 |
|
|
| |
|
|
|
|
|
| Net realized and unrealized gains (losses) on investment
transactions: |
|
|
|
|
|
| Net realized gain/(loss) from: |
|
|
|
|
|
| Investments |
|
|
274 |
|
|
| Purchase Accounting |
|
|
(4,698 |
) |
|
| Net change in unrealized appreciation (depreciation) from: |
|
|
|
|
|
| Investments |
|
|
(13,455 |
) |
|
| Net realized and unrealized losses |
|
|
(17,879 |
) |
|
| Net decrease in net assets resulting from operations |
|
$ |
(17,874 |
) |
|
| |
|
|
|
|
|
| Net investment income per share (basic and diluted): |
|
$ |
0 |
|
(1) |
| Earnings per share (basic and diluted): |
|
$ |
(1.39 |
) |
|
| Weighted average shares outstanding: |
|
|
12,852,758 |
|
|
| |
|
(1) Rounds to less than 0.005
GREAT ELM CAPITAL CORP.
|
PER SHARE DARA
|
| |
| |
|
November 4, 2016 |
|
(Commencement
of Operations) to |
| December 31,
2016 |
| Per Share Data:(1) |
|
|
|
|
| Net asset value, beginning of period |
|
$ |
14.41 |
|
| Net investment income |
|
|
0.28 |
|
| Net realized gains |
|
|
0.02 |
|
| Net unrealized losses |
|
|
(1.05 |
) |
| Net decrease in net assets resulting from operations |
|
|
(0.75 |
) |
| Accretion from share buybacks |
|
|
0.03 |
|
| Distributions declared from net investment |
|
|
(0.17 |
) |
| income(2) |
| Distributions declared from net realized gains(2) |
|
|
— |
|
| Net decrease resulting from distributions to |
|
|
(0.17 |
) |
| common stockholders |
| Net asset value, end of period |
|
$ |
13.52 |
|
| |
|
|
|
|
(1) The per share data was derived by using the weighted average shares outstanding during the period.
(2) The per share data for distributions declared reflects the actual amount of distributions of record per
share for the period.
Media & Investor Contact: Meaghan K. Mahoney Senior Vice President +1 (617) 375-3006 investorrelations@greatelmcap.com
