Attached files

file filename
8-K - FORM 8-K - BlackRock TCP Capital Corp.s001464x2_8k.htm

Exhibit 99.1



TCP CAPITAL CORP. ANNOUNCES THIRD QUARTER 2016 FINANCIAL RESULTS;
NET INVESTMENT INCOME OF $0.39 PER SHARE;
BOARD DECLARES FOURTH QUARTER DIVIDEND OF $0.36 PER SHARE

SANTA MONICA, Calif., November 8, 2016 – TCP Capital Corp. (“we,” “us,” “our,” “TCPC” or the “Company”), a business development company (“BDC”) (NASDAQ: TCPC), today announced its financial results for the third quarter ended September 30, 2016 and filed its Form 10-Q with the U.S. Securities and Exchange Commission.

FINANCIAL HIGHLIGHTS

·
Net investment income for the quarter ended September 30, 2016 was $20.5 million, or $0.39 per share on a diluted basis, net of $0.10 per share in incentive compensation.

·
Net increase in net assets resulting from operations for the quarter ended September 30, 2016 was $20.7 million, or $0.39 per share.

·
Net asset value per share at September 30, 2016 increased to $14.84 from $14.74 at June 30, 2016, primarily as a result of net investment income in excess of paid dividends and the equity component of our issuance of convertible debt.

·
Total acquisitions during the quarter ended September 30, 2016 were $146.6 million and total dispositions were $108.2 million.

·
On July 13, 2016, the Company issued $35.3 million of common stock in a registered direct offering. No placement agent or underwriting fees were incurred in connection with the issuance.

·
On September 6, 2016, we also closed a private placement of $140 million aggregate principal amount of 4.625% convertible senior unsecured notes due March 2022.

·
On November 8, 2016, our board of directors declared a fourth quarter dividend of $0.36 per share payable on December 30, 2016 to shareholders of record as of December 16, 2016.
 
“We are pleased with our strong performance during the third quarter, in which we out-earned our dividend and increased our net asset value” said Howard Levkowitz, TCP Capital Corp. Chairman and CEO. “We are also pleased to have structured another very efficient equity raise and to have expanded our funding sources through the private placement of our convertible notes due in 2022. These transactions position us well to continue to fund investments from our strong pipeline. The credit quality of our diversified portfolio remains strong with floating rate debt comprising approximately 81% of our debt portfolio.”

PORTFOLIO AND INVESTMENT ACTIVITY

As of September 30, 2016, our investment portfolio consisted of debt and equity positions in 88 portfolio companies with a total fair value of approximately $1,276 million. Debt positions represented approximately 96% of the portfolio at fair value, substantially all of which were senior secured debt. Equity positions represented approximately 4% of our investment portfolio.

As of September 30, 2016, the weighted average annual effective yield of our debt portfolio was approximately 11.2%.(1) As of September 30, 2016, approximately 81% of our debt portfolio at fair value had floating interest rates. As of September 30, 2016, we had three debt investments in two issuers on non-accrual status, totaling 0.4% of the portfolio at fair value.


(1) Weighted average annual effective yield includes amortization of deferred debt origination and end-of-term fees and accretion of original issue discount, but excludes market discount, any prepayment and make-whole fee income, and any debt investments on non-accrual status.
1


During the three months ended September 30, 2016, we invested approximately $146.6 million, primarily in thirteen investments, comprised of eight new and five existing portfolio companies. The investments were comprised of approximately $133.4 million in senior secured loans and $7.7 million in senior secured notes. The remaining $5.5 million was comprised of additional equity interests in portfolios of debt and lease assets. Additionally, we received proceeds from sales and repayments of investment principal of approximately $108.2 million. We expect to continue to invest in senior secured loans, bonds and subordinated debt, as well as select equity investments, to obtain a high level of current income and create the potential for appreciation, with an emphasis on principal protection.

As of September 30, 2016, total assets were $1,441.8 million, net assets applicable to common shareholders were $787.1 million and net asset value per share was $14.84, as compared to $1,315.6 million, $747.2 million, and $14.74 per share, respectively on June 30, 2016.

CONSOLIDATED RESULTS OF OPERATIONS

Total investment income for the three months ended September 30, 2016 was approximately $38.5 million, or $0.73 per share, including $0.06 per share from prepayment premiums and related amortization, $0.03 per share from original issue discount amortization and $0.04 per share from income paid in kind. This reflects our policy of recording interest income, adjusted for amortization of premiums and discounts, on an accrual basis. Origination, structuring, closing, commitment, and similar upfront fees received in connection with the outlay of capital are generally amortized into interest income over the life of the respective debt investment.

Total operating expenses for the three months ended September 30, 2016 were approximately $12.8 million, or $0.24 per share, including interest and other debt expenses of $6.2 million, or $0.12 per share. We also incurred incentive compensation from net investment income of $5.1 million, or $0.10 per share. Excluding incentive compensation and interest and other debt expenses, annualized third quarter expenses were 3.4% of average net assets.

Net investment income for the three months ended September 30, 2016 was approximately $25.7 million, or $0.49 per share, before related incentive compensation. Net investment income after related incentive compensation was $20.5 million, or $0.39 per share.

Net realized and unrealized gains for the three months ended September 30, 2016 were $0.2 million, or $0.00 per share, comprised of $0.9 million, or $0.02 per share, in net unrealized gains and $0.7 million, or $0.01 per share, in net realized losses, with the difference due to rounding.

Net increase in net assets applicable to common shareholders resulting from operations for the three months ended September 30, 2016 was $20.7 million, or $0.39 per share.

LIQUIDITY AND CAPITAL RESOURCES

As of September 30, 2016, available liquidity was approximately $383.0 million, comprised of approximately $245.0 million in available capacity under our leverage program and $140.9 million in cash and cash equivalents, less approximately $2.9 million in net outstanding settlements.

The combined weighted-average interest rate on debt outstanding at September 30, 2016 was 3.80%.

2


Total debt outstanding at September 30, 2016 was as follows:

 
 
Maturity
 
 
Rate
 
 
Carrying
Value(1)
 
 
Available
 
 
Total
Capacity
 
SVCP Facility
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
SVCP Revolver
 
2018
 
 
 
L+2.50
%(2)
 
 
$
 
 
$
116,000,000
 
 
$
116,000,000
 
Term Loan
 
2018
 
 
 
L+2.50
%(2)
 
 
 
100,500,000
 
 
 
 
 
 
100,500,000
 
2019 Convertible Notes ($108 million par)
 
2019
 
 
 
5.25
%
 
 
 
106,436,711
 
 
 
 
 
 
106,436,711
 
2022 Convertible Notes ($140 million par)
 
2022
 
 
 
4.625
%
 
 
 
136,725,763
 
 
 
 
 
 
136,725,763
 
TCPC Funding Facility
 
2020
 
 
 
L+2.50
%(3)
 
 
 
235,000,000
 
 
 
115,000,000
 
 
 
350,000,000
 
SBA Debentures
 
2024-2026
 
 
 
2.58
%(4)
 
 
 
61,000,000
 
 
 
14,000,000
 
 
 
75,000,000
(5)
Total leverage
 
 
 
 
 
 
 
 
 
 
639,662,474
 
 
$
245,000,000
 
 
$
884,662,474
 
Unamortized issuance costs
 
 
 
 
 
 
 
 
 
 
(7,960,812
)
 
 
 
 
 
 
 
 
Debt, net of unamortized issuance costs
 
 
 
 
 
 
 
 
 
$
631,701,662
 
 
 
 
 
 
 
 
 
 
(1)
Except for the convertible notes, all carrying values are the same as the principal amounts outstanding.
(2)
Based on either LIBOR or the lender’s cost of funds, subject to certain limitations
(3)
Or L+2.25% subject to certain funding requirements
(4)
Weighted-average interest rate, excluding fees of 0.36%
(5)
Total capacity increased to $150.0 million on October 13, 2016.

On November 8, 2016, our board of directors re-approved our stock repurchase plan to acquire up to $50 million in the aggregate of our common stock at prices at certain thresholds below our net asset value per share, in accordance with the guidelines specified in Rule 10b-18 and Rule 10b5-1 of the Securities Exchange Act of 1934. There were no stock repurchases during the three months ended September 30, 2016.
  
RECENT DEVELOPMENTS
 
On November 8, 2016, our board of directors declared a fourth quarter cash dividend of $0.36 per share payable on December 30, 2016 to stockholders of record as of the close of business on December 16, 2016.

On October 13, 2016, we received an additional $75.0 million commitment from the SBA, increasing the total SBA commitment to $150.0 million.

3


CONFERENCE CALL AND WEBCAST
 
TCP Capital Corp. will host a conference call on Tuesday, November 8, 2016 at 1:00 p.m. Eastern Time (10:00 a.m. Pacific Time) to discuss its quarterly financial results. All interested parties are invited to participate in the conference call by dialing (866) 393-0571; international callers should dial (206) 453-2872. Participants should enter the Conference ID 94483815 when prompted. For a slide presentation that we intend to refer to on the earnings conference call, please visit the Investor Relations section of our website (www.tcpcapital.com) and click on the Third Quarter 2016 Investor Presentation under Events and Presentations. The conference call will be webcast simultaneously in the investor relations section of our website at http://investors.tcpcapital.com/. An archived replay of the call will be available approximately two hours after the live call, through November 15, 2016. For the replay, please visit http://investors.tcpcapital.com/events.cfm or dial (855) 859-2056. For international replay, please dial (404) 537-3406. For all replays, please reference program ID number 94483815.
4


TCP Capital Corp.

Consolidated Statements of Assets and Liabilities
 
   
September 30, 2016
   
December 31, 2015
 
   
(unaudited)
       
Assets
           
Investments, at fair value:
           
Companies less than 5% owned (cost of $1,161,033,998 and $1,123,682,687, respectively)
 
$
1,144,719,963
   
$
1,099,208,475
 
Companies 5% to 25% owned (cost of $72,925,246 and $68,862,518, respectively)
   
68,900,676
     
69,008,931
 
Companies more than 25% owned (cost of $88,662,808 and $39,162,221, respectively)
   
62,809,253
     
14,702,319
 
Total investments (cost of $1,322,622,052 and $1,231,707,426, respectively)
   
1,276,429,892
     
1,182,919,725
 
                 
Cash and cash equivalents
   
140,873,527
     
35,629,435
 
Receivable for investments sold
   
6,306,581
     
-
 
Accrued interest income:
               
Companies less than 5% owned
   
11,067,134
     
8,842,528
 
Companies 5% to 25% owned
   
1,036,764
     
741,306
 
Companies more than 25% owned
   
15,919
     
29,230
 
Deferred debt issuance costs
   
4,216,157
     
5,390,241
 
Unrealized appreciation on swaps
   
-
     
3,229,442
 
Options (cost of $279,327 and $51,750, respectively)
   
460,972
     
-
 
Prepaid expenses and other assets
   
1,421,623
     
2,331,044
 
Total assets
   
1,441,828,569
     
1,239,112,951
 
                 
Liabilities
               
Debt, net of unamortized issuance costs
   
631,701,662
     
498,205,471
 
Payable for investments purchased
   
9,151,343
     
6,425,414
 
Incentive allocation payable
   
5,133,010
     
5,207,606
 
Interest payable
   
4,520,221
     
2,911,257
 
Payable to the Advisor
   
877,866
     
508,334
 
Accrued expenses and other liabilities
   
3,336,925
     
3,877,852
 
Total liabilities
   
654,721,027
     
517,135,934
 
                 
Commitments and contingencies
               
                 
Net assets applicable to common shareholders
 
$
787,107,542
   
$
721,977,017
 
                 
Composition of net assets applicable to common shareholders
               
Common stock, $0.001 par value; 200,000,000 shares authorized, 53,041,751 and  48,834,734 shares issued and outstanding as of September 30, 2016 and December 31, 2015, respectively
 
$
53,042
   
$
48,834
 
Paid-in capital in excess of par
   
944,993,651
     
878,383,356
 
Accumulated net investment income
   
24,716,951
     
22,261,793
 
Accumulated net realized losses
   
(136,476,545
)
   
(132,483,593
)
Accumulated net unrealized depreciation
   
(46,179,557
)
   
(46,233,373
)
Net assets applicable to common shareholders
 
$
787,107,542
   
$
721,977,017
 
                 
Net assets per share
 
$
14.84
   
$
14.78
 


5


TCP Capital Corp.

Consolidated Statements of Operations (Unaudited)
 
   
Three Months Ended September 30,
   
Nine Months Ended September 30,
 
   
2016
   
2015
   
2016
   
2015
 
Investment income
                       
Interest income:
                       
Companies less than 5% owned
 
$
35,115,862
   
$
32,171,144
   
$
99,016,633
   
$
98,581,508
 
Companies 5% to 25% owned
   
1,848,171
     
1,516,596
     
4,982,075
     
3,828,262
 
Companies more than 25% owned
   
1,313,034
     
125,074
     
1,915,981
     
444,168
 
Lease income:
                               
Companies more than 25% owned
   
71,013
     
354,958
     
1,496,869
     
978,000
 
Other income:
                               
Companies less than 5% owned
   
120,910
     
1,331,277
     
1,241,885
     
3,420,283
 
Total investment income
   
38,468,990
     
35,499,049
     
108,653,443
     
107,252,221
 
                                 
Operating expenses
                               
Interest and other debt expenses
   
6,198,850
     
4,610,726
     
17,577,859
     
13,031,365
 
Management and advisory fees
   
4,816,043
     
4,703,999
     
13,976,545
     
13,681,411
 
Legal fees, professional fees and due diligence expenses
   
550,563
     
425,796
     
1,784,174
     
1,994,571
 
Administrative expenses
   
429,867
     
394,920
     
1,267,815
     
1,177,357
 
Director fees
   
97,877
     
67,625
     
295,486
     
233,465
 
Insurance expense
   
78,794
     
99,876
     
280,575
     
272,677
 
Custody fees
   
75,995
     
74,891
     
231,846
     
214,141
 
Other operating expenses
   
555,944
     
866,249
     
1,569,986
     
2,182,452
 
Total operating expenses
   
12,803,933
     
11,244,082
     
36,984,286
     
32,787,439
 
                                 
Net investment income
   
25,665,057
     
24,254,967
     
71,669,157
     
74,464,782
 
                                 
Net realized and unrealized gain (loss) on investments and foreign currency
                         
Net realized gain (loss):
                               
Investments in companies less than 5% owned
   
(763,617
)
   
5,735,352
     
(4,490,140
)
   
(3,714,114
)
Investments in companies 5% to 25% owned
   
102,392
     
395
     
417,446
     
1,185
 
Investments in companies more than 25% owned
   
-
     
-
     
79,742
     
19,167
 
Net realized gain (loss)
   
(661,225
)
   
5,735,747
     
(3,992,952
)
   
(3,693,762
)
                                 
Change in net unrealized appreciation/depreciation
   
869,981
     
(7,621,948
)
   
53,816
     
28,123
 
Net realized and unrealized gain (loss)
   
208,756
     
(1,886,201
)
   
(3,939,136
)
   
(3,665,639
)
Net increase in net assets from operations
   
25,873,813
     
22,368,766
     
67,730,021
     
70,799,143
 
                                 
Gain on repurchase of Series A preferred interests
   
-
     
-
     
-
     
1,675,000
 
Dividends on Series A preferred equity facility
   
-
     
(460,836
)
   
-
     
(1,251,930
)
Net change in accumulated dividends on Series A preferred equity facility
   
-
     
398,541
     
-
     
497,790
 
Distributions of incentive allocation to the General Partner from:
                               
Net investment income
   
(5,133,010
)
   
(4,838,534
)
   
(14,333,831
)
   
(14,742,130
)
Net increase in net assets applicable to common shareholders resulting from operations
 
$
20,740,803
   
$
17,467,937
   
$
53,396,190
   
$
56,977,873
 
                                 
Basic and diluted earnings per common share
 
$
0.39
   
$
0.36
   
$
1.06
   
$
1.17
 
Basic and diluted weighted average common shares outstanding
   
52,736,835
     
48,957,567
     
50,245,035
     
48,858,263
 

6


ABOUT TCP CAPITAL CORP.

TCP Capital Corp. (NASDAQ: TCPC) is a specialty finance company focused on performing credit lending to middle-market companies as well as small businesses. TCPC lends primarily to companies with established market positions, strong regional or national operations, differentiated products and services and sustainable competitive advantages, investing across industries in which it has significant knowledge and expertise. TCPC’s investment objective is to achieve high total returns through current income and capital appreciation, with an emphasis on principal protection. TCPC is a publicly-traded business development company, or BDC, regulated under the Investment Company Act of 1940 and is externally managed by its advisor, Tennenbaum Capital Partners, LLC, a leading alternative investment manager. For more information, visit www.tcpcapital.com.

FORWARD-LOOKING STATEMENTS

Prospective investors considering an investment in TCP Capital Corp. should consider the investment objectives, risks and expenses of the company carefully before investing. This information and other information about the company are available in the company’s filings with the Securities and Exchange Commission (“SEC”). Copies are available on the SEC’s website at www.sec.gov and the company’s website at www.tcpcapital.com. Prospective investors should read these materials carefully before investing.

This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on estimates, projections, beliefs and assumptions of management of the company at the time of such statements and are not guarantees of future performance. Forward-looking statements involve risks and uncertainties in predicting future results and conditions. Actual results could differ materially from those projected in these forward-looking statements due to a variety of factors, including, without limitation, changes in general economic conditions or changes in the conditions of the industries in which the company makes investments, risks associated with the availability and terms of financing, changes in interest rates, availability of transactions, and regulatory changes. Certain factors that could cause actual results to differ materially from those contained in the forward-looking statements are included in the “Risks” section of the company’s shelf registration statement declared effective on May 6, 2016, and the company’s subsequent periodic filings with the SEC. Copies are available on the SEC’s website at www.sec.gov and the company’s website at www.tcpcapital.com. Forward-looking statements are made as of the date of this press release, and are subject to change without notice. The company has no duty and does not undertake any obligation to update or revise any forward-looking statements based on the occurrence of future events, the receipt of new information, or otherwise.

SOURCE:

TCP Capital Corp.

CONTACT

TCP Capital Corp.
Jessica Ekeberg
310-566-1094
investor.relations@tcpcapital.com

7