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8-K - FORM 8-K - BlackRock TCP Capital Corp.tcpcapitalcorp8kq2-2017.htm
Exhibit 99.1

tcpcapitalcorp8kq2201_image.jpg    


TCP CAPITAL CORP. ANNOUNCES SECOND QUARTER 2017 FINANCIAL RESULTS INCLUDING
NET INVESTMENT INCOME OF $0.43 PER SHARE; THIRD QUARTER DIVIDEND OF $0.36 PER SHARE

SANTA MONICA, Calif., August 3, 2017 – TCP Capital Corp. (“we,” “us,” “our,” “TCPC” or the “Company”), a business development company (“BDC”) (NASDAQ: TCPC), today announced its financial results for the second quarter ended June 30, 2017 and filed its Form 10-Q with the U.S. Securities and Exchange Commission.

FINANCIAL HIGHLIGHTS

Net investment income for the quarter ended June 30, 2017 was $24.8 million, or $0.43 per share on a diluted basis, net of $0.11 per share in incentive compensation.

Net increase in net assets resulting from operations for the quarter ended June 30, 2017 was $20.2 million, or $0.35 per share.
 
On April 25, 2017, we closed a public offering of 5.75 million shares of our common stock at $16.84 per share for gross proceeds of approximately $96.8 million and net proceeds of approximately $93.6 million.

Net asset value per share at June 30, 2017 increased to $15.04 from $14.92 at March 31, 2017, primarily a result of net investment income in excess of paid dividends and the accretive impact of our share issuance above NAV in April 2017.

Total acquisitions during the quarter ended June 30, 2017 were $266.9 million and total dispositions were $159.0 million.

On August 3, 2017, our board of directors declared a third quarter dividend of $0.36 per share payable on September 29, 2017 to shareholders of record as of September 15, 2017.

“We are pleased with our strong performance during the second quarter of 2017, as we out-earned our dividend by $0.07 per share, which we believe demonstrates the earnings power of our portfolio,” said Howard Levkowitz, TCP Capital Corp. Chairman and CEO. “We are also pleased at our strong pace of deployment as we put to work the proceeds of our very accretive equity raise. In the second quarter, we originated a record $267 million in loans, with net deployments of approximately $108 million.  With our robust direct origination platform, we are seeing a significant volume of attractive opportunities, which enables us to grow our portfolio while continuing to be highly selective and disciplined in our investing.” 

PORTFOLIO AND INVESTMENT ACTIVITY

As of June 30, 2017, our investment portfolio consisted of debt and equity positions in 94 portfolio companies with a total fair value of approximately $1.45 billion. Debt positions represented approximately 95% of the portfolio at fair value, substantially all of which were senior secured debt. Equity positions, including equity interests in portfolios of debt and lease assets, represented approximately 5% of our investment portfolio.

As of June 30, 2017, the weighted average annual effective yield of our debt portfolio was approximately 11.1%.(1) As of June 30, 2017, approximately 85% of our debt portfolio at fair value had floating interest rates. As of June 30, 2017, we had one debt investment on non-accrual status, totaling 0.1% 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.

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During the three months ended June 30, 2017, we invested approximately $266.9 million, primarily in fourteen investments, comprised of nine new and five existing portfolio companies. The investments were comprised of approximately $250.2 million in senior secured loans and $10.9 million in senior secured notes. The remaining $5.8 million was comprised of equity investments, including $5.4 million of additional equity interests in portfolios of debt and lease assets. Additionally, we received proceeds from sales and repayments of investment principal of approximately $159.0 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 June 30, 2017, total assets were $1,525.7 million, net assets applicable to common shareholders were $883.9 million and net asset value per share was $15.04, as compared to $1,414.1 million, $791.3 million, and $14.92 per share, respectively, as of March 31, 2017.

CONSOLIDATED RESULTS OF OPERATIONS

Total investment income for the three months ended June 30, 2017 was approximately $46.2 million, or $0.81 per share, including $0.15 per share from prepayment premiums and related accelerated original issue discount amortization, $0.05 per share from recurring original issue discount amortization and $0.06 per share from recurring 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 June 30, 2017 were approximately $15.2 million, or $0.27 per share, including interest and other debt expenses of $7.9 million, or $0.14 per share. We also incurred incentive compensation from net investment income of $6.2 million, or $0.11 per share. Excluding incentive compensation, interest and other debt expenses, annualized second quarter expenses were 3.4% of average net assets.

Net investment income for the three months ended June 30, 2017 was approximately $31.0 million, or $0.54 per share, before incentive compensation. Net investment income after incentive compensation was $24.8 million, or $0.43 per share.

Net realized and unrealized losses for the three months ended June 30, 2017 were $4.6 million, or $0.08 per share, comprised of net realized losses of $1.8 million, or $0.03 per share, and unrealized losses of $2.8 million, or $0.05 per share. Realized gains of $7.0 million on the sale of our equity in Blackline and $1.7 million from our equity in Soasta were offset by a $10.1 million loss realization on the restructuring of our loan to Iracore, most of which had been recognized on an unrealized basis in prior periods. Unrealized losses were comprised primarily of a $5.3 million markdown of Kawa, partially offset by various market gains resulting from generally tighter spreads.

Net increase in net assets applicable to common shareholders resulting from operations for the three months ended June 30, 2017 was $20.2 million, or $0.35 per share.


LIQUIDITY AND CAPITAL RESOURCES

As of June 30, 2017, available liquidity was approximately $381.3 million, comprised of approximately $366.0 million in available capacity under our leverage program and $41.6 million in cash and cash equivalents, less approximately $26.3 million in net outstanding settlements.

The combined weighted-average interest rate on debt outstanding at June 30, 2017 was 4.03%.
 

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Total debt outstanding at June 30, 2017 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%
 
 
106,776,214

 

 
106,776,214

2022 Convertible Notes ($140 million par)
2022
 
4.625%
 
 
137,129,428

 

 
137,129,428

TCPC Funding Facility
2021
 
L+2.50%
(3) 
 
175,000,000

 
175,000,000

 
350,000,000

SBA Debentures
2024-2027
 
2.58%
(4) 
 
75,000,000

 
89,000,000

 
150,000,000

Total debt
 
 
 
 
 
594,405,642

 
$
366,000,000

 
$
960,405,642

Unamortized issuance costs
 
 
 
 
 
(7,681,532
)
 
 
 
 
Debt, net of unamortized issuance costs
 
 
 
 
 
$
586,724,110

 
 
 
 
 
(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 on pooled loans of $61.0 million, excluding fees of 0.36%. As of June 30, 2017, the remaining $14.0 million of the outstanding amount was not yet pooled, and bore interest at a temporary rate of 1.55% plus fees of 0.36% through September 20, 2017, the date of the next SBA pooling.

On August 2, 2017, 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 June 30, 2017.

RECENT DEVELOPMENTS

On August 3, 2017, our board of directors declared a third quarter cash dividend of $0.36 per share payable on September 29, 2017 to shareholders of record as of the close of business on September 15, 2017.

CONFERENCE CALL AND WEBCAST
 
TCP Capital Corp. will host a conference call on Thursday, August 3, 2017 at 1:00 p.m. Eastern Time (10:00 a.m. Pacific Time) to discuss its 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 48890633 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 Second Quarter 2017 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 August 10, 2017. 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 48890633.

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TCP Capital Corp.
 
 
 
 
Consolidated Statements of Assets and Liabilities
 
 
 
 
 
June 30, 2017
 
December 31, 2016
 
(unaudited)
 
 
Assets
 
 
 
Investments, at fair value:
 
 
 
Companies less than 5% owned (cost of $1,279,331,045 and $1,174,421,611, respectively)
$
1,288,356,263

 
$
1,175,097,468

Companies 5% to 25% owned (cost of $88,515,653 and $75,508,585, respectively)
79,630,291

 
69,355,808

Companies more than 25% owned (cost of $107,221,632 and $96,135,623, respectively)
77,961,302

 
70,516,594

Total investments (cost of $1,475,068,330 and $1,346,065,819, respectively)
1,445,947,856

 
1,314,969,870

 
 
 
 
Cash and cash equivalents
41,573,835

 
53,579,868

Accrued interest income:
 
 
 
Companies less than 5% owned
13,636,626

 
12,713,025

Companies 5% to 25% owned
1,504,322

 
953,561

Companies more than 25% owned
20,580

 
25,608

Receivable for investments sold
14,142,637

 

Deferred debt issuance costs
4,094,377

 
3,828,784

Prepaid expenses and other assets
4,788,185

 
1,527,745

Total assets
1,525,708,418

 
1,387,598,461

 
 
 
 
Liabilities
 
 
 
Debt, net of unamortized issuance costs
586,724,110

 
571,658,862

Payable for investments purchased
40,429,682

 
12,348,925

Incentive allocation payable
6,207,263

 
4,716,834

Interest payable
5,401,642

 
5,013,713

Payable to the Advisor
718,716

 
325,790

Unrealized depreciation on swaps
171,006

 

Accrued expenses and other liabilities
2,114,459

 
2,598,346

Total liabilities
641,766,878

 
596,662,470

Net assets applicable to common shareholders
$
883,941,540

 
$
790,935,991

 
 
 
 
Composition of net assets applicable to common shareholders
 
 
 
Common stock, $0.001 par value; 200,000,000 shares authorized, 58,792,202 and
 
 
 
53,041,900 shares issued and outstanding as of June 30, 2017 and December 31, 2016, respectively
$
58,792

 
$
53,042

Paid-in capital in excess of par
1,038,023,581

 
944,426,650

Accumulated net investment income
17,007,637

 
12,533,289

Accumulated net realized losses
(141,836,828
)
 
(134,960,267
)
Accumulated net unrealized depreciation
(29,311,642
)
 
(31,116,723
)
Net assets applicable to common shareholders
$
883,941,540

 
$
790,935,991

 
 
 
 
Net assets per share
$
15.04

 
$
14.91

 
 
 
 


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TCP Capital Corp.
 
 
 
 
 
 
 
 
Consolidated Statements of Operations (Unaudited)
 
 
 
 
 
 
 
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2017
 
2016
 
2017
 
2016
 
 
 
 
 
 
 
 
Investment income
 
 
 
 
 
 
 
Interest income:
 
 
 
 
 
 
 
Companies less than 5% owned
$
42,446,339

 
$
32,315,238

 
$
77,864,793

 
$
63,126,020

Companies 5% to 25% owned
1,813,901

 
1,601,175

 
3,540,324

 
3,133,903

Companies more than 25% owned
1,721,742

 
846,686

 
3,357,076

 
1,377,699

Dividend income:
 
 
 
 
 
 
 
Companies less than 5% owned
16,627

 

 
16,627

 

Lease income:
 
 
 
 
 
 
 
Companies more than 25% owned
74,457

 
649,785

 
148,914

 
1,425,856

Other income:
 
 
 
 
 
 
 
Companies less than 5% owned
126,074

 
182,287

 
614,422

 
1,120,975

Companies 5% to 25% owned
31,486

 

 
31,486

 
-

Total investment income
46,230,626

 
35,595,171

 
85,573,642

 
70,184,453

 
 
 
 
 
 
 
 
Operating expenses
 
 
 
 
 
 
 
Interest and other debt expenses
7,895,627

 
5,833,727

 
15,650,654

 
11,379,008

Management and advisory fees
5,078,988

 
4,656,418

 
10,013,029

 
9,160,502

Administrative expenses
566,703

 
416,212

 
1,133,406

 
837,948

Legal fees, professional fees and due diligence expenses
561,486

 
730,916

 
839,207

 
1,233,611

Director fees
148,040

 
89,685

 
308,009

 
197,609

Insurance expense
108,180

 
100,846

 
216,140

 
201,780

Custody fees
77,504

 
75,326

 
159,391

 
155,851

Other operating expenses
757,782

 
558,317

 
1,335,595

 
1,014,040

Total operating expenses
15,194,310

 
12,461,447

 
29,655,431

 
24,180,349

 
 
 
 
 
 
 
 
Net investment income
31,036,316

 
23,133,724

 
55,918,211

 
46,004,104

 
 
 
 
 
 
 
 
Net realized and unrealized gain (loss) on investments and foreign currency
 
 
 
 
 
 
Net realized gain (loss):
 
 
 
 
 
 
 
Investments in companies less than 5% owned
(1,789,103
)
 
(782,817
)
 
(6,876,561
)
 
(3,726,522
)
Investments in companies 5% to 25% owned

 

 

 
315,053

Investments in companies more than 25% owned

 
79,742

 

 
79,742

Net realized loss
(1,789,103
)
 
(703,075
)
 
(6,876,561
)
 
(3,331,727
)
 
 
 
 
 
 
 
 
Change in net unrealized appreciation/depreciation
(2,812,416
)
 
3,378,436

 
1,805,081

 
(816,165
)
Net realized and unrealized gain (loss)
(4,601,519
)
 
2,675,361

 
(5,071,480
)
 
(4,147,892
)
 
 
 
 
 
 
 
 
Net increase in net assets from operations
26,434,797

 
25,809,085

 
50,846,731

 
41,856,212

 
 
 
 
 
 
 
 
Distributions of incentive allocation to the General Partner from:
 
 
 
 
 
 
 
Net investment income
(6,207,264
)
 
(4,626,745
)
 
(11,183,642
)
 
(9,200,821
)
Net increase in net assets applicable to common shareholders
 
 
 
 
 
 
 
resulting from operations
$
20,227,533

 
$
21,182,340

 
$
39,663,089

 
$
32,655,391

 
 
 
 
 
 
 
 
Basic and diluted earnings per common share
$
0.35

 
$
0.43

 
$
0.72

 
$
0.67

 
 
 
 
 
 
 
 
Basic and diluted weighted average common shares outstanding
57,275,565

 
49,224,367

 
55,170,429

 
48,985,444


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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 3, 2017, 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


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