DELAWARE | 814-00794 | 27-2326940 | ||||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02. Results of Operations and Financial Condition. |
Item 9.01. Financial Statements and Exhibits. |
(d) | Exhibits. |
Press release of Golub Capital BDC, Inc., dated as of November 20, 2017 |
SIGNATURES |
GOLUB CAPITAL BDC, INC. | ||
Date: November 20, 2017 | By: /s/ Ross A. Teune | |
Name: Ross A. Teune | ||
Title: Chief Financial Officer |
SELECTED FINANCIAL HIGHLIGHTS | |||||||
(in thousands, expect per share data) | |||||||
September 30, 2017 | June 30, 2017 | ||||||
Investment portfolio, at fair value | $ | 1,685,015 | $ | 1,801,808 | |||
Total assets | $ | 1,754,176 | $ | 1,855,039 | |||
Net asset value per share | $ | 16.08 | $ | 16.01 | |||
Quarter Ended | |||||||
September 30, 2017 | June 30, 2017 | ||||||
Investment income | $ | 34,950 | $ | 35,408 | |||
Net investment income | $ | 18,238 | $ | 17,808 | |||
Net gain (loss) on investments and secured borrowings | $ | 4,215 | $ | 2,303 | |||
Net increase in net assets resulting from operations | $ | 22,453 | $ | 20,111 | |||
Earnings per share | $ | 0.38 | $ | 0.35 | |||
Net gain (loss) on investments and secured borrowings per share | $ | 0.07 | $ | 0.04 | |||
Net investment income per share | $ | 0.31 | $ | 0.31 | |||
Accrual for capital gain incentive fee per share | $ | 0.01 | $ | 0.01 | |||
Net investment income before capital gain incentive fee accrual per share (1) | $ | 0.32 | $ | 0.32 | |||
(1) As a supplement to U.S. generally accepted accounting principles ("GAAP") financial measures, the Company has provided this non-GAAP financial measure. The Company believes that this non-GAAP financial measure is useful as it excludes the accrual of the capital gain incentive fee, which is not contractually payable under the terms of the Company's investment advisory agreement with GC Advisors. |
• | Net increase in net assets resulting from operations for the quarter ended September 30, 2017 was $22.5 million, or $0.38 per share, as compared to $20.1 million, or $0.35 per share, for the quarter ended June 30, 2017; |
• | Net investment income for the quarter ended September 30, 2017, was $18.3 million, or $0.31 per share, as compared to $17.8 million, or $0.31 per share, for the quarter ended June 30, 2017; |
• | Net investment income for the quarter ended September 30, 2017, excluding a $0.8 million accrual for the capital gain incentive fee under GAAP, was $19.1 million, or $0.32 per share, as compared to $18.4 million, or $0.32 per share, excluding a $0.6 million accrual for the capital gain incentive fee under GAAP, for the quarter ended June 30, 2017; |
• | Net gain on investments and secured borrowings for the quarter ended September 30, 2017 was $4.2 million, or $0.07 per share, as compared to a net gain of $2.3 million, or $0.04 per share, for the quarter ended June 30, 2017; and |
• | Our board of directors declared on November 17, 2017 a quarterly distribution of $0.32 per share and a special distribution of $0.08 per share both of which are payable on December 28, 2017 to stockholders of record as of December 12, 2017. |
As of September 30, 2017 | As of June 30, 2017 | |||||||||||||
Investments | Percentage of | Investments | Percentage of | |||||||||||
Investment | at Fair Value | Total | at Fair Value | Total | ||||||||||
Type | (In thousands) | Investments | (In thousands) | Investments | ||||||||||
Senior secured | $ | 195,029 | 11.6 | % | $ | 192,123 | 10.7 | % | ||||||
One stop | 1,334,084 | 79.2 | 1,429,917 | 79.4 | ||||||||||
Second lien | 9,434 | 0.6 | 9,434 | 0.5 | ||||||||||
Subordinated debt | 59 | 0.0 | * | 58 | 0.0 | * | ||||||||
LLC equity interests in SLF | 95,015 | 5.6 | 108,879 | 6.0 | ||||||||||
Equity | 51,394 | 3.0 | 61,397 | 3.4 | ||||||||||
Total | $ | 1,685,015 | 100.0 | % | $ | 1,801,808 | 100.0 | % | ||||||
* | Represents an amount less than 0.1%. |
For the three months ended September 30, 2017 | ||||||
New Investment | ||||||
Commitments | Percentage of | |||||
(In thousands) | Commitments | |||||
Senior secured | $ | 18,120 | 14.0 | % | ||
One stop | 109,234 | 84.8 | ||||
Equity securities | 1,514 | 1.2 | ||||
Total new investment commitments | $ | 128,868 | 100.0 | % | ||
Internal Performance Ratings | ||
Rating | Definition | |
5 | Involves the least amount of risk in our portfolio. The borrower is performing above expectations, and the trends and risk factors are generally favorable. | |
4 | Involves an acceptable level of risk that is similar to the risk at the time of origination. The borrower is generally performing as expected, and the risk factors are neutral to favorable. | |
3 | Involves a borrower performing below expectations and indicates that the loan’s risk has increased somewhat since origination. The borrower may be out of compliance with debt covenants; however, loan payments are generally not past due. | |
2 | Involves a borrower performing materially below expectations and indicates that the loan’s risk has increased materially since origination. In addition to the borrower being generally out of compliance with debt covenants, loan payments may be past due (but generally not more than 180 days past due). | |
1 | Involves a borrower performing substantially below expectations and indicates that the loan’s risk has substantially increased since origination. Most or all of the debt covenants are out of compliance and payments are substantially delinquent. Loans rated 1 are not anticipated to be repaid in full and we will reduce the fair market value of the loan to the amount we anticipate will be recovered. |
September 30, 2017 | June 30, 2017 | |||||||||||||
Internal | Investments | Percentage of | Investments | Percentage of | ||||||||||
Performance | at Fair Value | Total | at Fair Value | Total | ||||||||||
Rating | (In thousands) | Investments | (In thousands) | Investments | ||||||||||
5 | $ | 91,525 | 5.5 | % | $ | 212,063 | 11.8 | % | ||||||
4 | 1,378,316 | 81.8 | 1,377,526 | 76.5 | ||||||||||
3 | 212,629 | 12.6 | 209,231 | 11.6 | ||||||||||
2 | 249 | 0.0 | * | 240 | 0.0 | * | ||||||||
1 | 2,296 | 0.1 | 2,748 | 0.1 | ||||||||||
Total | $ | 1,685,015 | 100.0 | % | $ | 1,801,808 | 100.0 | % |
* | Represents an amount less than 0.1%. |
Golub Capital BDC, Inc. and Subsidiaries | |||||||
Consolidated Statements of Financial Condition | |||||||
(In thousands, except share and per share data) | |||||||
September 30, 2017 | June 30, 2017 | ||||||
Assets | (audited) | (unaudited) | |||||
Investments, at fair value (cost of $1,671,239 and $1,781,227, respectively) | $ | 1,685,015 | $ | 1,801,808 | |||
Cash and cash equivalents | 3,988 | 12,827 | |||||
Restricted cash and cash equivalents | 58,570 | 33,042 | |||||
Interest receivable | 6,271 | 5,871 | |||||
Receivable from investments sold | — | 1,317 | |||||
Other assets | 332 | 174 | |||||
Total Assets | $ | 1,754,176 | $ | 1,855,039 | |||
Liabilities | |||||||
Debt | $ | 781,100 | $ | 883,400 | |||
Less unamortized debt issuance costs | 4,273 | 4,284 | |||||
Debt less unamortized debt issuance costs | 776,827 | 879,116 | |||||
Secured borrowings, at fair value (proceeds of $0 and $403, respectively) | — | 406 | |||||
Interest payable | 3,800 | 6,274 | |||||
Management and incentive fees payable | 13,215 | 13,404 | |||||
Accounts payable and accrued expenses | 2,312 | 2,264 | |||||
Payable for open trades | — | 5,294 | |||||
Accrued trustee fees | 76 | 62 | |||||
Total Liabilities | 796,230 | 906,820 | |||||
Net Assets | |||||||
Preferred stock, par value $0.001 per share, 1,000,000 shares authorized, zero shares issued and outstanding as of September 30, 2017 and June 30, 2017 | — | — | |||||
Common stock, par value $0.001 per share, 100,000,000 shares authorized, 59,577,293 and 59,235,174 shares issued and outstanding as of September 30, 2017 and June 30, 2017, respectively | 60 | 59 | |||||
Paid in capital in excess of par | 939,269 | 932,970 | |||||
Undistributed net investment income | 3,074 | 3,862 | |||||
Net unrealized appreciation (depreciation) on investments and secured borrowings | 16,444 | 23,247 | |||||
Net realized gain (loss) on investments | (901 | ) | (11,919 | ) | |||
Total Net Assets | 957,946 | 948,219 | |||||
Total Liabilities and Total Net Assets | $ | 1,754,176 | $ | 1,855,039 | |||
Number of common shares outstanding | 59,577,293 | 59,235,174 | |||||
Net asset value per common share | $ | 16.08 | $ | 16.01 | |||
Golub Capital BDC, Inc. and Subsidiaries | ||||||||
Consolidated Statements of Operations | ||||||||
(In thousands, except share and per share data) | ||||||||
Three months ended | ||||||||
September 30, 2017 | June 30, 2017 | |||||||
(unaudited) | (unaudited) | |||||||
Investment income | ||||||||
Interest income | $ | 33,549 | $ | 33,249 | ||||
Dividend income | 1,066 | 1,169 | ||||||
Fee income | 335 | 990 | ||||||
Total investment income | 34,950 | 35,408 | ||||||
Expenses | ||||||||
Interest and other debt financing expenses | 8,155 | 8,099 | ||||||
Base management fee | 6,072 | 6,059 | ||||||
Incentive fee | 1,285 | 2,073 | ||||||
Professional fees | 461 | 638 | ||||||
Administrative service fee | 620 | 595 | ||||||
General and administrative expenses | 119 | 136 | ||||||
Total expenses | 16,712 | 17,600 | ||||||
Net investment income | 18,238 | 17,808 | ||||||
Net gain (loss) on investments and secured borrowings | ||||||||
Net realized gain (loss) on investments | 11,018 | (3,209 | ) | |||||
Net change in unrealized appreciation (depreciation) on investments and secured borrowings | (6,803 | ) | 5,512 | |||||
Net gain (loss) on investments and secured borrowings | 4,215 | 2,303 | ||||||
Net increase in net assets resulting from operations | $ | 22,453 | $ | 20,111 | ||||
Per Common Share Data | ||||||||
Basic and diluted earnings per common share | $ | 0.38 | $ | 0.35 | ||||
Dividends and distributions declared per common share | $ | 0.32 | $ | 0.32 | ||||
Basic and diluted weighted average common shares outstanding | 59,448,470 | 57,719,505 |