EX-99.1 2 gecc-ex991_119.htm EX-99.1 gecc-ex991_119.htm

Exhibit 99.1

 

Great Elm Capital Corp. Announces SECOND Quarter 2019 Financial Results; SECOND Quarter Net Investment Income of $0.29 Per Share; BOARD SET FOURTH QUARTER 2019 DISTRIBUTION OF $0.083 PER SHARE PER MONTH; ISSUED NEW SENIOR UNSECURED NOTES

 

WALTHAM, MA, August 13, 2019 – Great Elm Capital Corp. (“we,” “us,” “our” or “GECC”), (NASDAQ: GECC), today announced its financial results for the quarter ended June 30, 2019.

 

FINANCIAL HIGHLIGHTS(1)

 

 

Net investment income (“NII”) for the quarter ended June 30, 2019 was approximately $3.0 million, or $0.29 per share, equating to 1.2x distribution coverage for the quarter.

 

In August 2019, the Board of Directors (the “Board”) set monthly distributions of $0.083 per share for the fourth quarter of 2019, representing a yield of approximately 9.7% on June 30, 2019 net asset value (“NAV”).

 

Net assets on June 30, 2019 were approximately $103.6 million. NAV per share on June 30, 2019 was $10.30, as compared to NAV per share of $10.89 on March 31, 2019, driven primarily by unrealized losses in certain of our investments in Avanti Communications Group, plc

 

We had approximately $0.4 million of net realized gains during the quarter ended June 30, 2019, or approximately $0.04 per share, and net unrealized depreciation of approximately $7.8 million, or approximately $0.76 per share.

 

Unrealized depreciation in the Avanti Communications Group, plc investments accounted for $6.7 million of the $7.8 million net unrealized loss during the quarter

 

During the quarter ended June 30, 2019, we invested approximately $61.7 million across 15 investments(2), including three new issuers. During the quarter ended June 30, 2019, we monetized (in part or in full) approximately $36.6 million across 16 investments(3).

 

Strong performance from our investment in the equity interests of Prestige Capital Corporation led to significant NII generation in our first full quarter of ownership

 

We issued $45 million of 6.50% senior unsecured bonds due June 2024 during the second and third quarter (NASDAQ: GECCN).

 

We repurchased 397,719 GECC shares in the open market during the quarter ended June 30, 2019

 

“I’m pleased to report that NII covered our base distribution by such a wide margin this quarter,” remarked Peter A. Reed, GECC’s Chief Executive Officer. “Our team continues to be encouraged by the portfolio’s performance, outlook and increasing diversity.”

1

 


 

PORTFOLIO AND INVESTMENT ACTIVITY

 

As of June 30, 2019, we held 27 debt investments, totaling approximately $173.2 million and representing 84.8% of the fair market value of our total investments. First lien and/or secured debt investments comprised 100.0% of the fair market value of our debt investments. As of the same date, we held seven equity investments, totaling approximately $31.0 million and representing 15.2% of the fair market value of our total investments.

 

As of June 30, 2019, the weighted average current yield on our debt portfolio was 11.4%. Floating rate instruments comprised approximately 74.4% of the fair market value of debt investments.

 

During the quarter ended June 30, 2019, we deployed approximately $61.7 million into 15 investments (which included investments in three new companies and 10 existing portfolio companies)(2). The weighted average price of the debt deployment activity was 98% of par, carrying a weighted average current yield of 10.9%.

 

During the quarter ended June 30, 2019, we monetized, in part or in full, 16 investments for approximately $36.6 million(3), at a weighted average current yield of 10.8%. Our weighted average realized price was par.

 

LEGACY FULL CIRCLE PORTFOLIO

 

Since the Full Circle Capital Corporation (“Full Circle”) merger closed in November 2016, we have been diligently focused on monetizing the legacy portfolio. To date, we have exited 24 positions across 16 portfolio companies, realizing an aggregate total return of $5.1 million. These realized gains represents 109% of NAV, a significant achievement given the market’s previous assessment of this portfolio.

 

CONSOLIDATED RESULTS OF OPERATIONS

 

Total investment income for the quarter ended June 30, 2019 was approximately $6.7 million, or $0.66 per share. Total expenses for the quarter ended June 30, 2019 were approximately $3.7 million, or $0.36 per share.  

 

Net realized gains for the quarter ended June 30, 2019 were approximately $0.4 million, or $0.04 per share. Net unrealized depreciation from investments for the quarter ended June 30, 2019 was approximately $7.8 million, or $0.76 per share.

 

LIQUIDITY AND CAPITAL RESOURCES

 

As of June 30, 2019, available liquidity from cash and money market investments was approximately $52.8 million, exclusive of our holdings of United States Treasury Bills. Total debt outstanding as of June 30, 2019 was $121.5 million, comprised of our 6.50% senior notes due September 2022 (NASDAQ: GECCL), our 6.75% senior notes due January 2025 (NASDAQ: GECCM) and our newly issued 6.50%


senior notes due June 2024 (NASDAQ: GECCN). Our asset coverage ratio was approximately 185.6% and our debt-to-equity ratio was 1.17x.

 

SELECT SUBSEQUENT ACTIVITY

 

PE Facility Solutions, LLC

 

On May 10, 2019, PE Facility Solutions, LLC (“PEFS”), a majority-owned subsidiary of GECC, entered into an asset purchase agreement to sell substantially all of its assets to Kellermeyer Bergensons Services, LLC for $23.75 million. The sale was completed on July 31, 2019. In connection with this sale, GECC’s Revolving Loan and Term Loan A to PEFS were repaid at par plus accrued interest and GECC received a partial repayment of its Term Loan B.  We anticipate that the remaining balance of the Term Loan B will be repaid over time from collections of account receivables and the release of escrowed purchase price.

Distributions

In August 2019, our Board set the monthly distributions for the fourth quarter of 2019 at a rate of $0.083 per share, representing an annualized base distribution yield of 9.7% on June 30, 2019 NAV.

Our distribution policy has been designed to set an annual base distribution rate that is covered by NII. From time to time, as catalyst-driven investments are realized or when we out-earn our declared distributions, we may supplement monthly distributions with special distributions from NII generated in excess of the declared distributions(4).

 

CONFERENCE CALL AND WEBCAST

 

Great Elm Capital Corp. will host a conference call and webcast on Tuesday, August 13, 2019 at 10:00 a.m. Eastern Time to discuss its first 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 5665734 when asked. For a copy of the slide presentation that will be referenced during the course of our conference call, please visit: http://www.investor.greatelmcc.com/events-and-presentations/presentations.

 

The conference call will be webcast simultaneously at:

https://edge.media-server.com/m6/p/oqxawux9.

 

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 targets special situations and catalyst-driven investments as it seeks to generate attractive, risk-adjusted returns through both current income and capital appreciation.


 

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,” “continue,” “upside,” “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: conditions in the credit markets, the price of GECC common stock and the performance of GECC’s portfolio and investment manager. Information concerning these and other factors can be found in GECC’s Annual Report on 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.

 

This press release does not constitute an offer of any securities for sale.

 

 

Endnotes:

 

(1) The per share figures are based on a weighted average of shares outstanding for the three months ended June 30, 2019, except where such amounts need to be adjusted to be consistent with the financial highlights of our consolidated financial statements.

(2) This includes new deals, additional fundings (inclusive of those on revolving credit facilities), refinancings and capitalized PIK income. Amounts included herein do not include investments in short-term securities, including United States Treasury Bills and money market mutual funds.

(3) This includes scheduled principal payments, prepayments, sales and repayments (inclusive of those on revolving credit facilities). Amounts included herein do not include investments in short-term securities, including United States Treasury Bills and money market mutual funds.

(4) There can be no assurance that any such supplemental amounts will be received or realized, or even if received and realized, distributed or available for distribution. Past distributions are not indicative of future distributions. Distributions are declared by the Board out of the funds legally available therefor.

 


Great Elm Capital Corp.

Consolidated Statements of Assets and Liabilities

Dollar amounts in thousands (except per share amounts)

 

 

June 30, 2019

 

 

December 31, 2018

 

Assets

 

 

 

 

 

 

 

 

Investments

 

 

 

 

 

 

 

 

Non-affiliated, non-controlled investments, at fair value

   (amortized cost of $144,040 and $137,852, respectively)

 

$

135,222

 

 

$

128,318

 

Non-affiliated, non-controlled short-term investments, at fair value

   (amortized cost of $124,914 and $78,093, respectively)

 

 

124,908

 

 

 

78,085

 

Affiliated investments, at fair value

   (amortized cost of $97,833 and $89,854, respectively)

 

 

40,074

 

 

 

35,665

 

Controlled investments, at fair value

   (amortized cost of $29,622 and $20,648, respectively)

 

 

28,922

 

 

 

20,203

 

Total investments

 

 

329,126

 

 

 

262,271

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

2,543

 

 

 

4,167

 

Receivable for investments sold

 

 

25

 

 

 

10,887

 

Interest receivable

 

 

2,190

 

 

 

3,255

 

Dividends receivable

 

 

57

 

 

 

9

 

Due from portfolio company

 

 

591

 

 

 

555

 

Due from affiliates

 

 

15

 

 

 

5

 

Prepaid expenses and other assets

 

 

10

 

 

 

414

 

Total assets

 

$

334,557

 

 

$

281,563

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

Notes payable 6.50% due September 18, 2022 (including unamortized discount

   of $994 and $1,141, respectively)

 

$

31,637

 

 

$

31,490

 

Notes payable 6.75% due January 31, 2025 (including unamortized discount

   of $1,452 and $1,588, respectively)

 

 

44,947

 

 

 

44,811

 

Notes payable 6.50% due June 30, 2024 (including unamortized discount

   of $2,200 and $0, respectively)

 

 

40,300

 

 

 

-

 

Payable for investments purchased

 

 

104,109

 

 

 

84,102

 

Interest payable

 

 

453

 

 

 

354

 

Distributions payable

 

 

835

 

 

 

3,441

 

Accrued incentive fees payable

 

 

6,867

 

 

 

5,422

 

Due to affiliates

 

 

957

 

 

 

1,069

 

Accrued expenses and other liabilities

 

 

812

 

 

 

758

 

Total liabilities

 

$

230,917

 

 

$

171,447

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies (Note 6)

 

$

-

 

 

$

-

 

 

 

 

 

 

 

 

 

 

Net Assets

 

 

 

 

 

 

 

 

Common stock, par value $0.01 per share (100,000,000 shares authorized,

   10,062,682 shares issued and outstanding and 10,652,401 shares issued and

   outstanding, respectively)

 

$

101

 

 

$

107

 

Additional paid-in capital

 

 

193,253

 

 

 

198,247

 

Accumulated losses

 

 

(89,714

)

 

 

(88,238

)

Total net assets

 

$

103,640

 

 

$

110,116

 

Total liabilities and net assets

 

$

334,557

 

 

$

281,563

 

Net asset value per share

 

$

10.30

 

 

$

10.34

 


Great Elm Capital Corp.

Consolidated Statements of OPERATIONS

Dollar amounts in thousands (except per share amounts)

 

 

For the Three Months Ended June 30,

 

 

For the Six Months Ended June 30,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

Investment Income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income from:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-affiliated, non-controlled investments

 

$

3,673

 

 

$

3,925

 

 

$

7,522

 

 

$

7,037

 

Non-affiliated, non-controlled investments (PIK)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Affiliated investments

 

 

213

 

 

 

777

 

 

 

411

 

 

 

1,198

 

Affiliated investments (PIK)

 

 

940

 

 

 

1,514

 

 

 

1,815

 

 

 

4,567

 

Controlled investments

 

 

539

 

 

 

555

 

 

 

1,053

 

 

 

1,110

 

Controlled investments (PIK)

 

 

299

 

 

 

211

 

 

 

583

 

 

 

435

 

Total interest income

 

 

5,664

 

 

 

6,982

 

 

 

11,384

 

 

 

14,347

 

Dividend income from:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-affiliated, non-controlled investments

 

 

138

 

 

 

49

 

 

 

211

 

 

 

155

 

Controlled investments

 

 

400

 

 

 

-

 

 

 

800

 

 

 

-

 

Total dividend income

 

 

538

 

 

 

49

 

 

 

1,011

 

 

 

155

 

Other income from:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-affiliated, non-controlled investments

 

 

32

 

 

 

29

 

 

 

132

 

 

 

42

 

Affiliated investments

 

 

2

 

 

 

87

 

 

 

2

 

 

 

90

 

Affiliated investments (PIK)

 

 

456

 

 

 

-

 

 

 

456

 

 

 

-

 

Controlled investments

 

 

19

 

 

 

15

 

 

 

39

 

 

 

26

 

Total other income

 

 

509

 

 

 

131

 

 

 

629

 

 

 

158

 

Total investment income

 

$

6,711

 

 

$

7,162

 

 

$

13,024

 

 

$

14,660

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Management fees

 

$

742

 

 

$

754

 

 

$

1,448

 

 

$

1,447

 

Incentive fees

 

 

749

 

 

 

(2,149

)

 

 

1,445

 

 

 

(1,183

)

Administration fees

 

 

241

 

 

 

487

 

 

 

452

 

 

 

797

 

Custody fees

 

 

15

 

 

 

15

 

 

 

30

 

 

 

29

 

Directors’ fees

 

 

49

 

 

 

50

 

 

 

99

 

 

 

99

 

Professional services

 

 

229

 

 

 

294

 

 

 

468

 

 

 

465

 

Interest expense

 

 

1,571

 

 

 

1,456

 

 

 

3,025

 

 

 

2,731

 

Other expenses

 

 

120

 

 

 

177

 

 

 

278

 

 

 

331

 

Total expenses

 

$

3,716

 

 

$

1,084

 

 

$

7,245

 

 

$

4,716

 

Net investment income

 

$

2,995

 

 

$

6,078

 

 

$

5,779

 

 

$

9,944

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net realized and unrealized gains (losses) on investment transactions:

 

 

 

 

 

 

 

 

 

Net realized gain (loss) from:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-affiliated, non-controlled investments

 

$

410

 

 

$

810

 

 

$

1,018

 

 

$

917

 

Affiliated investments

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Controlled investments

 

 

-

 

 

 

-

 

 

 

-

 

 

 

210

 

Total net realized gain (loss)

 

 

410

 

 

 

810

 

 

 

1,018

 

 

 

1,127

 

Net change in unrealized appreciation (depreciation) from:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-affiliated, non-controlled investments

 

 

(1,425

)

 

 

2,527

 

 

 

718

 

 

 

(1,888

)

Affiliated investments

 

 

(6,693

)

 

 

(6,566

)

 

 

(3,570

)

 

 

(10,062

)

Controlled investments

 

 

335

 

 

 

(201

)

 

 

(255

)

 

 

(512

)

Total net change in unrealized appreciation (depreciation)

 

 

(7,783

)

 

 

(4,240

)

 

 

(3,107

)

 

 

(12,462

)

Net realized and unrealized gains (losses)

 

$

(7,373

)

 

$

(3,430

)

 

$

(2,089

)

 

$

(11,335

)

Net increase (decrease) in net assets resulting from operations

 

$

(4,378

)

 

$

2,648

 

 

$

3,690

 

 

$

(1,391

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income per share (basic and diluted):

 

$

0.29

 

 

$

0.57

 

 

$

0.55

 

 

$

0.93

 

Earnings per share (basic and diluted):

 

$

(0.43

)

 

$

0.25

 

 

$

0.35

 

 

$

(0.13

)

Weighted average shares outstanding (basic and diluted):

 

 

10,239,631

 

 

 

10,652,401

 

 

 

10,439,572

 

 

 

10,652,401

 

 

Media & Investor Contact:

 

Investor Relations

+1 (617) 375-3006

investorrelations@greatelmcap.com