UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report: May 13, 2013
(Date of earliest event reported)
Garrison Capital Inc.
(Exact name of Registrant as Specified in Its Charter)
| Delaware | 814-00878 | 90-0900145 | ||||
|
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||||
|
1350 Avenue of the Americas New York, New York
|
10019
|
||
| (Address of Principal Executive Offices) | (Zip Code) |
(212) 372-9590
(Registrant’s telephone number, including area code)
Not Applicable
(Former Name or Former Address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | 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. |
On May 13, 2013, Garrison Capital Inc. issued a press release announcing its financial results for the quarter ended March 31, 2013. A copy of this press release is attached hereto as Exhibit 99.1.
The information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed “filed” for any purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such Section. The information in this Current Report on Form 8-K shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Forward-Looking Statements
This Current Report on Form 8-K, including Exhibit 99.1 furnished herewith, may contain “forward-looking statements”
within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts
included in this Current Report on Form 8-K may constitute forward-looking statements and are not guarantees of future performance
or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking
statements as a result of a number of factors, including those described from time to time in filings with the Securities and Exchange
Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements
speak only as of the date of this Current Report on Form 8-K.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| 99.1 | Press release of Garrison Capital Inc., dated as of May 13, 2013 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Garrison Capital Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| GARRISON CAPITAL INC. | ||
| Date: May 13, 2013 | By: | /s/ Brian Chase |
| Name: | Brian Chase | |
| Title: | Chief Financial Officer | |
Garrison Capital Inc. Declares Second Quarter Distribution of $0.35 Per Share and Announces First Quarter Financial Results
NEW YORK, NEW YORK – May 13, 2013 – Garrison Capital Inc., a business development company (NASDAQ: GARS), today announced its financial results for the quarter ended March 31, 2013.
References to “we,” “us,” “our” and “Garrison Capital” refer to Garrison Capital Inc. and its consolidated subsidiaries.
First Quarter 2013 Highlights
| · | Net investment income for the quarter ended March 31, 2013 was $3.0 million, or $0.29 per share; |
| · | Net gain on investments for the quarter ended March 31, 2013 was $0.2 million, or $0.02 per share; |
| · |
Net increase in net assets resulting from operations for the quarter ended March 31, 2013 was $3.3 million, or $0.31 per share; | |
| · | On April 2, 2013, we closed our initial public offering (the “IPO”), selling 6,133,334 shares, including 800,000 shares pursuant to the underwriters’ exercise of the over-allotment option, at a public offering price of $15.00 per share; | |
| · | On April 2, 2013, concurrent with the IPO our directors, officers, employees and an affiliate of our investment adviser purchased an additional 126,901 shares through a private placement at a price of $15.00 per share; and |
| · | Our board of directors declared a second quarter distribution of $0.35 per share, payable on June 27, 2013 to stockholders of record as of June 13, 2013. | |
Consolidated operating results for the three months ended March 31, 2013 were as follows:
| Three Months Ended March 31, 2013 | ||||
| (unaudited) | ||||
| Total investment income | $ | 5,473,093 | ||
| Net investment income | 3,040,015 | |||
| Net gain on investments | 236,250 | |||
| Net increase in net assets resulting from operations | 3,276,265 | |||
Portfolio and Investment Activities
As of March 31, 2013, we held investments in 63 portfolio companies with a fair value of $278.9 million. As of March 31, 2013, our portfolio had an average investment size of approximately $4.3 million, a weighted average yield of 8.91% and a weighted average contractual maturity of 49 months.
Liquidity and Capital Resources
As of March 31, 2013, we had cash and cash equivalents of $13.8 million and cash and cash equivalents, restricted of $32.3 million.
On April 2, 2013, we closed our IPO, which included the sale of 6,133,334 shares of common stock, including 800,000 shares issued pursuant to the underwriters’ exercise of the over-allotment option, at a public offering price of $15.00 per share, raising approximately $92.0 million in gross proceeds. Total proceeds received were approximately $85.6 million, net of sales load and approximately $84.9 million, net of offering expenses of approximately $0.7 million. Concurrent with the IPO, our directors, officers, employees and an affiliate of our investment adviser purchased an additional 126,901 shares through a private placement at $15.00 per share, raising $1.9 million.
On April 1, 2013, we had additional borrowings under our revolving credit facility in the amount of $5.0 million. On April 26, 2013, we had additional borrowings under our revolving credit facility in the amount of $15.0 million. As of May 13, 2013, none of the amounts under our revolving credit facility remain undrawn.
Distributions
On May 9, 2013, our board of directors approved a distribution in the amount of approximately $5.9 million, or $0.35 a share, which will be paid on June 27, 2013 to stockholders of record as of June 13, 2013.
Distributions are paid from taxable earnings and may include return of capital and/or capital gains. The specific tax characteristics of the distributions will be reported to stockholders on Form 1099-DIV after the end of the calendar year and in our periodic reports filed with the Securities and Exchange Commission.
ABOUT GARRISON CAPITAL INC.
Garrison Capital Inc. is a business development company that primarily invests in loans to U.S. based middle-market companies. The company’s investment activities are managed by its investment adviser, Garrison Capital Advisers LLC, an affiliate of Garrison Investment Group LP (“Garrison Investment Group”). For more information go to http://www.garrisoncapitalbdc.com.
ABOUT GARRISON INVESTMENT GROUP
Garrison Investment Group is an alternative investment and asset management firm founded in March 2007 by Steven Stuart and Joseph Tansey. Garrison Investment Group invests opportunistically in the debt of middle-market companies, primarily in the areas of corporate finance, real estate finance and structured finance. For more information go to http://www.garrisoninv.com.
FORWARD-LOOKING STATEMENTS
This press release may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in filings with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.
Contact:
Garrison Capital Inc.
www.garrisoncapitalbdc.com
(212) 372-9590