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| 8-K - 8-K - Oxford Square Capital Corp. | v337597_8k.htm |
Exhibit 99.1
TICC Announces Results of Operations for the Quarter and the Year Ended December 31, 2012 and
Announces Quarterly Distribution of $0.29 per Share
GREENWICH, CT – 03/12/2013 – TICC Capital Corp. (NasdaqGS: TICC) announced today its financial results for the quarter and year ended December 31, 2012, and a distribution of $0.29 per share for the first quarter of 2013.
HIGHLIGHTS
| · | For the year ended December 31, 2012, we recorded approximately $71.2 million of total investment income and $37.2 million of net investment income, compared to $45.2 million of total investment income and $30.0 million of net investment income for the year ended December 31, 2011. |
| · | For the quarter ended December 31, 2012, we recorded net investment income of approximately $9.4 million, or approximately $0.23 per share. Excluding the impact of a capital gains incentive fee accrual increase of approximately $949,000, our core net investment income(1) was approximately $10.3 million, or approximately $0.25 per share. In the fourth quarter, we also recorded net realized capital gains of approximately $13.3 million and net unrealized depreciation of approximately $8.6 million (which includes the reversal of net unrealized appreciation associated with the fourth quarter realization events). In total, we had a net increase in net assets resulting from operations of approximately $14.1 million or approximately $0.34 per share for the fourth quarter. |
| o | Total investment income for the fourth quarter of 2012 amounted to approximately $20.4 million which represents an increase of approximately $4.8 million over the third quarter of 2012. |
| o | As of the end of the fourth quarter of 2012 there was one loan on non-accrual status with a par amount of approximately $1.9 million and a fair value of approximately $0.5 million. |
| o | Our weighted average credit rating on a fair value basis was 2.1 at the end of the fourth quarter of 2012 (compared to 2.2 at the end of the third quarter of 2012). |
| · | Our operating expenses before the capital gains incentive fee for the quarter ended December 31, 2012 were approximately $10.0 million, up from the third quarter of 2012 by approximately $3.7 million due largely to increased interest expense and other debt financing expenses as well as higher investment advisory fees. |
| · | The capital gains incentive fee expense was approximately $949,000 for the quarter ended December 31, 2012, and for the year ended December 31, 2012 that expense was approximately $5.5 million. The capital gains incentive fee expense, as reported under generally accepted accounting principles, is calculated on the basis of net realized and unrealized gains and losses at the end of each period. The expense related to the hypothetical liquidation of the portfolio (and assuming no other changes in realized or unrealized gains and losses) would only become payable to our investment adviser in the event of a complete liquidation of our portfolio as of period end. |
The amount of the capital gains incentive fee which will actually be payable is determined in accordance with the terms of the Investment Advisory Agreement (the “Agreement”) and is calculated as of the end of each calendar year (or upon termination of the Agreement). The terms of the Agreement state that the capital gains incentive fee calculation is based on net realized gains, if any, offset by gross unrealized depreciation for the calendar year. No effect is given to gross unrealized appreciation in this calculation. Based on the terms of the Agreement, a capital gains incentive fee of approximately $1.6 million was payable as of December 31, 2012.
| · | Our Board of Directors has declared a distribution of $0.29 per share for the first quarter of 2013. |
| o | Payable Date: March 29, 2013 |
| o | Record Date: March 22, 2013 |
| · | During the fourth quarter of 2012, we invested approximately $247.0 million in additional investments, in addition to the prior three quarters’ investment of approximately $247.6 million, for a total deployment of approximately $494.6 million for the year ended December 31, 2012. |
| · | At December 31, 2012, the weighted average yield of our debt investments was approximately 9.4%, compared with 10.3% at September 30, 2012. |
| · | At December 31, 2012, net asset value per share was $9.90 compared with the net asset value per share at September 30, 2012 of $9.85. |
| · | On February 25, 2013, we completed the sale of $60,000,000 of incremental senior debt in connection with the collateralized loan obligation transaction that originally closed on August 23, 2012. The issuance of additional notes was proportional across all existing classes of notes originally issued. |
(1) Supplemental Information Regarding Core Net Investment Income
On a supplemental basis, we provide information relating to core net investment income which is a non-GAAP measure. This measure is provided in addition to, but not as a substitute for, net investment income. Core net investment income represents net investment income excluding our capital gains incentive fee. As the capital gains incentive fee, for generally accepted accounting purposes, is based on the hypothetical liquidation of the entire portfolio (and as any capital gains incentive fee may be non-recurring), we believe that core net investment income is a useful indicator of operations exclusive of any capital gains incentive fee. However, it should be noted that for the year ended December 31, 2012, based upon the terms of the Investment Advisory Agreement, a capital gains incentive fee of approximately $1.6 million was incurred. We note that such amount is excluded from the core net investment income amount presented below.
The following table provides a reconciliation of net investment income to core net investment income for the three months and year ended December 31, 2012:
| Three Months Ended December 31, 2012 | Year Ended December 31, 2012 | |||||||||||||||
| Amount | Per Share Amounts | Amount | Per Share Amounts | |||||||||||||
| Net investment income | $ | 9,377,784 | $ | 0.227 | $ | 37,177,354 | $ | 0.979 | ||||||||
| Capital gains incentive fee | 949,104 | 0.023 | 5,509,061 | 0.145 | ||||||||||||
| Core net investment income | $ | 10,326,888 | $ | 0.250 | $ | 42,686,415 | $ | 1.124 | ||||||||
We will host a conference call to discuss our fourth quarter and year end results today, Tuesday, March 12, 2013 at 10:00 AM ET. Please call 888-317-6016 to participate. A replay of the conference call will be available for approximately 30 days. The replay number is 877-344-7529, and the replay passcode is 10026163.
The following financial statements are unaudited and without footnotes. Readers who would like additional information should obtain our Form 10-K for the period ended December 31, 2012, and subsequent reports on Form 10-Q as they are filed.
TICC CAPITAL CORP.
CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES (UNAUDITED)
| December 31, 2012 | December 31, 2011 | |||||||
| ASSETS | ||||||||
| Non-affiliated/non-control investments (cost: $634,081,527 @ 12/31/12; $372,091,255 @ 12/31/11) | $ | 651,099,873 | $ | 375,793,839 | ||||
| Control investments (cost: $17,256,179 @ 12/31/12; $17,434,371 @ 12/31/11) | 16,450,000 | 15,675,000 | ||||||
| Total investments at fair value | 667,549,873 | 391,468,839 | ||||||
| Cash and cash equivalents | 51,392,949 | 4,494,793 | ||||||
| Restricted cash | 21,240,508 | 23,183,698 | ||||||
| Deferred debt issuance costs | 8,154,925 | 2,895,873 | ||||||
| Interest and distributions receivable | 5,986,122 | 1,837,882 | ||||||
| Securities sold not settled | 1,516,875 | - | ||||||
| Other assets | 181,788 | 238,485 | ||||||
| Total assets | $ | 756,023,040 | $ | 424,119,570 | ||||
| LIABILITIES | ||||||||
| Accrued interest payable | $ | 4,234,376 | $ | 1,076,113 | ||||
| Investment advisory fee payable to affiliate | 4,930,908 | 2,895,799 | ||||||
| Accrued capital gains incentive fee to affiliate | 6,617,810 | 1,108,749 | ||||||
| Securities purchased not settled | - | 13,352,500 | ||||||
| Accrued expenses | 302,971 | 873,592 | ||||||
| Notes payable - TICC CLO LLC, net of discount | 99,882,627 | 99,710,826 | ||||||
| Notes payable - TICC CLO 2012-1 LLC, net of discount | 115,451,819 | - | ||||||
| Convertible senior notes payable | 115,000,000 | - | ||||||
| Total liabilities | 346,420,511 | 119,017,579 | ||||||
| NET ASSETS | ||||||||
| Common stock, $0.01 par value, 100,000,000 shares authorized, and 41,371,286 and | ||||||||
| 32,818,428 issued and outstanding, respectively | 413,713 | 328,184 | ||||||
| Capital in excess of par value | 451,157,297 | 376,991,540 | ||||||
| Net unrealized appreciation on investments | 16,212,167 | 1,943,213 | ||||||
| Accumulated net realized losses on investments | (53,906,504 | ) | (70,308,108 | ) | ||||
| Distributions in excess of investment income | (4,274,144 | ) | (3,852,838 | ) | ||||
| Total net assets | 409,602,529 | 305,101,991 | ||||||
| Total liabilities and net assets | $ | 756,023,040 | $ | 424,119,570 | ||||
| Net asset value per common share | $ | 9.90 | $ | 9.30 | ||||
TICC CAPITAL CORP.
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
| Year Ended December 31, 2012 | Year Ended December 31, 2011 | Year Ended December 31, 2010 | ||||||||||
| INVESTMENT INCOME | ||||||||||||
| From non-affiliated/non-control investments: | ||||||||||||
| Interest income - debt investments | $ | 38,597,973 | $ | 29,604,441 | $ | 26,959,707 | ||||||
| Distributions from securitization vehicles and equity investments | 25,755,438 | 13,079,923 | 3,728,638 | |||||||||
| Commitment, amendment fee income and other income | 5,247,571 | 920,945 | 968,317 | |||||||||
| Total investment income from non-affiliated/non-control investments | 69,600,982 | 43,605,309 | 31,656,662 | |||||||||
| From control investments: | ||||||||||||
| Interest income - debt investments | 1,511,897 | 1,582,881 | 1,849,929 | |||||||||
| Distributions from equity investments | 62,041 | - | - | |||||||||
| Total investment income from control investments | 1,573,938 | 1,582,881 | 1,849,929 | |||||||||
| Total investment income | 71,174,920 | 45,188,190 | 33,506,591 | |||||||||
| EXPENSES | ||||||||||||
| Compensation expense | 1,183,056 | 1,090,626 | 1,020,950 | |||||||||
| Investment advisory fees | 11,222,713 | 7,317,273 | 5,043,973 | |||||||||
| Professional fees | 1,873,892 | 1,190,999 | 1,033,650 | |||||||||
| Interest expense and other debt financing expenses | 7,262,714 | 1,243,584 | - | |||||||||
| Insurance | 68,826 | 68,450 | 75,419 | |||||||||
| Directors' fees | 261,000 | 222,749 | 178,750 | |||||||||
| Transfer agent and custodian fees | 128,692 | 116,592 | 105,389 | |||||||||
| General and administrative | 1,027,607 | 587,314 | 401,366 | |||||||||
| Total expenses before incentive fees | 23,028,500 | 11,837,587 | 7,859,497 | |||||||||
| Net investment income incentive fees | 5,460,006 | 2,241,713 | 1,403,597 | |||||||||
| Capital gains incentive fees | 5,509,061 | 1,108,749 | - | |||||||||
| Total incentive fees | 10,969,067 | 3,350,462 | 1,403,597 | |||||||||
| Total expenses | 33,997,567 | 15,188,049 | 9,263,094 | |||||||||
| Net investment income | 37,177,354 | 30,000,141 | 24,243,497 | |||||||||
| Net change in unrealized (depreciation) appreciation on investments | 14,268,954 | (19,391,815 | ) | 81,836,604 | ||||||||
| Net realized gains on investments | 16,876,880 | 3,600,539 | (42,132,660 | ) | ||||||||
| Net increase in net assets resulting from operations | $ | 68,323,188 | $ | 14,208,865 | $ | 63,947,441 | ||||||
| Net increase in net assets resulting from net investment income per common share: | ||||||||||||
| Basic | $ | 0.98 | $ | 0.92 | $ | 0.89 | ||||||
| Diluted | $ | 0.96 | $ | 0.92 | $ | 0.89 | ||||||
| Net increase in net assets resulting from operations per common share: | ||||||||||||
| Basic | $ | 1.80 | $ | 0.44 | $ | 2.35 | ||||||
| Diluted | $ | 1.73 | $ | 0.44 | $ | 2.35 | ||||||
| Weighted average shares of common stock outstanding: | ||||||||||||
| Basic | 37,978,693 | 32,433,101 | 27,253,552 | |||||||||
| Diluted | 40,575,776 | 32,433,101 | 27,253,552 | |||||||||
TICC CAPITAL CORP.
FINANCIAL HIGHLIGHTS (UNAUDITED)
| Year
Ended December 31, 2012 | Year
Ended December 31, 2011 | Year
Ended December 31, 2010 | Year
Ended December 31, 2009 | Year
Ended December 31, 2008 | ||||||||||||||||
| Per Share Data | ||||||||||||||||||||
| Net asset value at beginning of period | $ | 9.30 | $ | 9.85 | $ | 8.36 | $ | 7.68 | $ | 11.94 | ||||||||||
| Net investment income(1) | 0.98 | 0.92 | 0.89 | 0.51 | 0.91 | |||||||||||||||
| Net realized and unrealized capital gains (losses)(2) | 0.82 | (0.47 | ) | 1.19 | 0.81 | (2.94 | ) | |||||||||||||
| Total from net investment operations | 1.80 | 0.45 | 2.08 | 1.32 | (2.03 | ) | ||||||||||||||
| Distributions from net investment income | (1.12 | ) | (0.99 | ) | (0.81 | ) | (0.60 | ) | (0.98 | ) | ||||||||||
| Distributions based on weighted average share impact | (0.04 | ) | — | — | — | — | ||||||||||||||
| Tax return of capital distributions | — | — | — | — | (0.08 | ) | ||||||||||||||
| Total distributions(3) | (1.16 | ) | (0.99 | ) | (0.81 | ) | (0.60 | ) | (1.06 | ) | ||||||||||
| Effect of shares issued, net of offering expenses | (0.04 | ) | (0.01 | ) | 0.22 | (0.04 | ) | (1.17 | ) | |||||||||||
| Net asset value at end of period | $ | 9.90 | $ | 9.30 | $ | 9.85 | $ | 8.36 | $ | 7.68 | ||||||||||
| Per share market value at beginning of period | $ | 8.65 | $ | 11.21 | $ | 6.05 | $ | 3.80 | $ | 9.23 | ||||||||||
| Per share market value at end of period | $ | 10.12 | $ | 8.65 | $ | 11.21 | $ | 6.05 | $ | 3.80 | ||||||||||
| Total return(4) | 30.49 | % | (14.19 | )% | 102.39 | % | 81.15 | % | (50.23 | )% | ||||||||||
| Shares outstanding at end of period | 41,371,286 | 32,818,428 | 31,886,367 | 26,813,216 | 26,483,546 | |||||||||||||||
| Ratios/Supplemental Data | ||||||||||||||||||||
| Net assets at end of period (000’s) | 409,603 | 305,102 | 314,118 | 224,092 | 203,367 | |||||||||||||||
| Average net assets (000’s) | 363,584 | 318,305 | 243,723 | 206,183 | 251,320 | |||||||||||||||
| Ratio of expenses to average net assets: | ||||||||||||||||||||
| Expenses before incentive fees | 6.33 | % | 3.72 | % | 3.22 | % | 3.38 | % | 5.82 | % | ||||||||||
| Net investment income incentive fees | 1.50 | % | 0.70 | % | 0.58 | % | 0.02 | % | 0.19 | % | ||||||||||
| Capital gains incentive fees | 1.52 | % | 0.35 | % | — | — | — | |||||||||||||
| Total ratio of expenses to average net assets | 9.35 | % | 4.77 | % | 3.80 | % | 3.40 | % | 6.01 | % | ||||||||||
| Ratio of expenses, excluding interest expense, to average net assets | 7.35 | % | 4.38 | % | 3.80 | % | 3.40 | % | 4.10 | % | ||||||||||
| Ratio of net investment income to average net assets | 10.23 | % | 9.42 | % | 9.95 | % | 6.54 | % | 8.83 | % | ||||||||||
| (1) | Represents per share net investment income for the period, based upon average shares outstanding. |
| (2) | Net realized and unrealized capital gains include rounding adjustments to reconcile change in net asset value per share. |
| (3) | Management monitors available taxable earnings, including net investment income and realized capital gains, to determine if a tax return of capital may occur for the year. To the extent the Company’s taxable earnings fall below the total amount of the Company’s distributions for that fiscal year, a portion of those distributions may be deemed a tax return of capital to the Company’s stockholders. For the year ending December 31, 2008, approximately $0.08 per share of the Company’s distributions were characterized as a tax return of capital to the Company’s stockholders. |
| (4) | Total return equals the increase or decrease of ending market value over beginning market value, plus distributions, divided by the beginning market value, assuming dividend reinvestment prices obtained under the Company’s dividend reinvestment plan. |
About TICC Capital Corp.
TICC Capital Corp. is a publicly-traded business development company principally engaged in providing capital to established businesses, investing in syndicated bank loans and purchasing debt and equity tranches of collateralized loan obligations. Companies interested in learning more about financing opportunities should contact Debdeep Maji at (203) 983-5285.
Forward-Looking Statements
This press release contains forward-looking statements subject to the inherent uncertainties in predicting future results and conditions. Any statements that are not statements of historical fact (including statements containing the words "believes," "plans," "anticipates," "expects," "estimates" and similar expressions) should also be considered to be forward-looking statements. Certain factors could cause actual results and conditions to differ materially from those projected in these forward-looking statements. These factors are identified from time to time in our filings with the Securities and Exchange Commission. We undertake no obligation to update such statements to reflect subsequent events.