0001370755false00013707552024-11-062024-11-06

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 06, 2024

 

 

BlackRock TCP Capital Corp.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

814-00899

56-2594706

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

2951 28th Street, Suite 1000

 

Santa Monica, California

 

90405

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (310) 566-1000

 

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:

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))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, par value $0.001 per share

 

TCPC

 

Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 


Item 2.02 Results of Operations and Financial Condition.

On November 6, 2024, the registrant issued a press release announcing its financial results for the third quarter ended September 30, 2024. The text of the press release is included as Exhibit 99.1 to this Form 8-K.

The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set fourth by specific reference in such filing.

Item 7.01 Regulation FD Disclosure.

On November 6, 2024, the registrant issued a press release, included herewith as Exhibit 99.1, announcing the declaration of a fourth quarter dividend of $0.34 per share and a special dividend of $0.10 per share, both payable on December 31, 2024 to stockholders of record as of the close of business on December 17, 2024.

The information disclosed under this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d)
Exhibits

 

99.1

 

Press Release, Dated as of November 6, 2024

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

BlackRock TCP Capital Corp.

 

 

 

 

Date:

November 6, 2024

By:

/s/ Erik L. Cuellar

 

 

Name:

Title

Erik L. Cuellar
Chief Financial Officer

 


Exhibit 99.1

 

 

img230920067_0.jpg

BLACKROCK TCP CAPITAL CORP. ANNOUNCES THIRD QUARTER 2024 FINANCIAL RESULTS INCLUDING NET INVESTMENT INCOME OF $0.40 PER SHARE; DECLARES FOURTH QUARTER DIVIDEND OF $0.34 PER SHARE AND A SPECIAL DIVIDEND OF $0.10 PER SHARE; 50 CONSECUTIVE QUARTERS OF DIVIDEND COVERAGE

 

SANTA MONICA, Calif., November 6, 2024 - BlackRock TCP Capital Corp. (“we,” “us,” “our,” “TCPC” or the “Company”), a business development company (NASDAQ: TCPC), today announced its financial results for the third quarter ended September 30, 2024 and filed its Form 10-Q with the U.S. Securities and Exchange Commission.

 

FINANCIAL HIGHLIGHTS

On a GAAP basis, net investment income for the quarter ended September 30, 2024 was $33.9 million, or $0.40 per share on a diluted basis, which exceeded the regular dividend of $0.34 per share paid on September 30, 2024. Excluding amortization of purchase discount recorded in connection with the Merger(1), adjusted net investment income(1) for the quarter ended September 30, 2024 was $30.8 million, or $0.36 per share on a diluted basis.
Net asset value per share was $10.11 as of September 30, 2024 compared to $10.20 as of June 30, 2024.
Net increase in net assets from operations on a GAAP basis for the quarter ended September 30, 2024 was $21.6 million, or $0.25 per share, compared to a $51.3 million, or $0.60 per share, net decrease in net assets from operations for the quarter ended June 30, 2024.
Total acquisitions during the quarter ended September 30, 2024 were approximately $72.8 million and total investment dispositions were $139.2 million during the three months ended September 30, 2024.
As of September 30, 2024, net leverage was 1.08x compared to 1.13x at June 30, 2024.
As of September 30, 2024, debt investments on non-accrual status represented 3.8% of the portfolio at fair value and 9.3% at cost, compared to 4.9% of the portfolio at fair value and 10.5% at cost as of June 30, 2024.
On August 1, 2024, the Company amended the Operating Facility to extend the maturity date to August 1, 2029. Additionally, on August 23, 2024, the Company paid off $250.0 million in aggregate principal amount of 3.90% notes due 2024 (the “2024 Notes”).
On November 6, 2024, our Board of Directors declared a fourth quarter dividend of $0.34 per share and a special dividend of $0.10 per share, both payable on December 31, 2024 to stockholders of record as of the close of business on December 17, 2024.

“We delivered solid adjusted net investment income of $30.8 million, or $0.36 per share, for the third quarter, resulting in an adjusted annualized NII return on average equity of 14%, which continues to be at the high end of historical levels,” said Raj Vig, Chairman and CEO of BlackRock TCP Capital Corp. “Our dividend remains well covered at 106%. We are also pleased to report that our board approved a special dividend of $0.10 per share payable to our shareholders this quarter and also re-approved our authorization to repurchase up to $50.0 million of our common stock.”

 


 

“Our portfolio showed signs of improvement since last quarter as non-accrual investments declined; however, an additional non-accrual investment and certain markdowns resulted in a slight reduction in the NAV. We are working diligently with our borrowers, their lenders, and their sponsors to resolve credit issues with the goal of achieving positive outcomes for our shareholders.”

“At quarter end, our portfolio remained well diversified with 156 investments primarily in senior secured, first-lien loans. We have a strong capital and liquidity position to capitalize on a growing pipeline of attractive investment opportunities to deliver attractive risk-adjusted returns for our shareholders over the long term.”

 

SELECTED FINANCIAL HIGHLIGHTS(1)

 

Three months ended September 30,

 

 

2024

 

 

2023

 

 

Amount

 

 

Per
Share

 

 

Amount

 

 

Per
Share

 

Net investment income

$

33,877,641

 

 

 

0.40

 

 

$

28,319,912

 

 

 

0.49

 

   Less: Purchase accounting discount amortization

 

3,044,864

 

 

 

0.04

 

 

 

 

 

 

 

Adjusted net investment income

$

30,832,777

 

 

 

0.36

 

 

$

28,319,912

 

 

 

0.49

 

 

 

 

 

 

 

 

 

 

 

 

 

Net realized and unrealized gain (loss)

$

(12,244,681

)

 

 

(0.14

)

 

$

(15,496,980

)

 

 

(0.27

)

   Less: Realized gain (loss) due to the allocation of purchase discount

 

2,727,500

 

 

 

0.03

 

 

 

 

 

 

 

   Less: Net change in unrealized appreciation (depreciation) due to the allocation of purchase discount

 

(5,772,364

)

 

 

(0.07

)

 

 

 

 

 

 

Adjusted net realized and unrealized gain (loss)

$

(9,199,817

)

 

 

(0.10

)

 

$

(15,496,980

)

 

 

(0.27

)

 

 

 

 

 

 

 

 

 

 

 

 

Net increase (decrease) in net assets resulting from operations

$

21,632,960

 

 

 

0.25

 

 

$

12,822,932

 

 

 

0.22

 

   Less: Purchase accounting discount amortization

 

3,044,864

 

 

 

0.04

 

 

 

 

 

 

 

   Less: Realized gain (loss) due to the allocation of purchase discount

 

2,727,500

 

 

 

0.03

 

 

 

 

 

 

 

   Less: Net change in unrealized appreciation (depreciation) due to the allocation of purchase discount

 

(5,772,364

)

 

 

(0.07

)

 

 

 

 

 

 

Adjusted net increase (decrease) in assets resulting from operations

$

21,632,960

 

 

 

0.25

 

 

$

12,822,932

 

 

 

0.22

 

(1) On March 18, 2024, the Company completed its previously announced merger with BlackRock Capital Investment Corporation ("Merger"). The Merger has been accounted for as an asset acquisition of BlackRock Capital Investment Corporation ("BCIC") by the Company in accordance with the asset acquisition method of accounting as detailed in ASC 805-50 ("ASC 805"), Business Combinations-Related Issues. The Company determined the fair value of the shares of the Company's common stock that were issued to former BCIC shareholders pursuant to the Merger Agreement plus transaction costs to be the consideration paid in connection with the Merger under ASC 805. The consideration paid to BCIC shareholders was less than the aggregate fair values of the BCIC assets acquired and liabilities assumed, which resulted in a purchase discount (the “purchase discount”). The consideration paid was allocated to the individual BCIC assets acquired and liabilities assumed based on the relative fair values of net identifiable assets acquired other than “non-qualifying” assets and liabilities (for example, cash) and did not give rise to goodwill. As a result, the purchase discount was allocated to the cost basis of the BCIC investments acquired by the Company on a pro-rata basis based on their relative fair values as of the effective time of the Merger. Immediately following the Merger, the investments were marked to their respective fair values in accordance with ASC 820 which resulted in immediate recognition of net unrealized appreciation in the Consolidated Statement of Operations as a result of the Merger. The purchase discount allocated to the BCIC debt investments acquired will amortize over the remaining life of each respective debt investment through interest income, with a corresponding adjustment recorded to unrealized appreciation or depreciation on such investment acquired through its ultimate disposition. The purchase discount allocated to BCIC

 


 

equity investments acquired will not amortize over the life of such investments through interest income and, assuming no subsequent change to the fair value of the equity investments acquired and disposition of such equity investments at fair value, the Company may recognize a realized gain or loss with a corresponding reversal of the unrealized appreciation on disposition of such equity investments acquired.

As a supplement to the Company’s reported GAAP financial measures, we have provided the following non-GAAP financial measures that we believe are useful:

“Adjusted net investment income” – excludes the amortization of purchase accounting discount from net investment income calculated in accordance with GAAP;
“Adjusted net realized and unrealized gain (loss)” – excludes the unrealized appreciation resulting from the purchase discount and the corresponding reversal of the unrealized appreciation from the amortization of the purchase discount from the determination of net realized and unrealized gain (loss) determined in accordance with GAAP; and
“Adjusted net increase (decrease) in net assets resulting from operations” – calculates net increase (decrease) in net assets resulting from operations based on Adjusted net investment income and Adjusted net realized and unrealized gain (loss).

 

We believe that the adjustment to exclude the full effect of purchase discount accounting under ASC 805 from these financial measures is meaningful because of the potential impact on the comparability of these financial measures that we and investors use to assess our financial condition and results of operations period over period. Although these non-GAAP financial measures are intended to enhance investors’ understanding of our business and performance, these non-GAAP financial measures should not be considered an alternative to GAAP. The aforementioned non-GAAP financial measures may not be comparable to similar non-GAAP financial measures used by other companies.

 

 


 

PORTFOLIO AND INVESTMENT ACTIVITY

As of September 30, 2024, our consolidated investment portfolio consisted of debt and equity positions in 156 portfolio companies with a total fair value of approximately $1.9 billion, of which 90.6% was in senior secured debt. 81.3% of the total portfolio was first lien. Equity positions, which include equity interests in diversified portfolios of debt, represented approximately 9.1% of the portfolio. 92.7% of our debt investments were floating rate, 97.0% of which had interest rate floors.

As of September 30, 2024, the weighted average annual effective yield of our debt portfolio was approximately 13.4%(1) and the weighted average annual effective yield of our total portfolio was approximately 11.9%, compared with 13.7% and 12.4%, respectively, as of June 30, 2024. Debt investments in ten portfolio companies were on non-accrual status as of September 30, 2024, representing 3.8% of the consolidated portfolio at fair value and 9.3% at cost.

During the three months ended September 30, 2024, we invested approximately $72.8 million, primarily in 9 investments, comprised of 6 new and 3 existing portfolio companies. Of these investments, $62.7 million, or 86.2% of total acquisitions, were in senior secured loans, and $7.6 million, or 10.4% of total acquisitions, were in senior secured notes. The remaining $2.5 million, or 3.4% of total acquisitions, were comprised of equity investments. Additionally, we received approximately $139.2 million in proceeds from sales or repayments of investments during the three months ended September 30, 2024. New investments during the quarter had a weighted average effective yield of 11.3%. Investments we exited had a weighted average effective yield of 13.4%.

As of September 30, 2024, total assets were $2.0 billion, net assets were $865.6 million and net asset value per share was $10.11, as compared to $2.2 billion, $873.1 million, and $10.20 per share, respectively, as of June 30, 2024.

__________________________

(1) Weighted average annual effective yield includes amortization of deferred debt origination and accretion of original issue discount, but excludes market discount and any prepayment and make-whole fee income. The weighted average effective yield on our debt portfolio excludes non-accrual and non-income producing loans.

 


 

CONSOLIDATED RESULTS OF OPERATIONS

Total investment income for the three months ended September 30, 2024 was approximately $70.9 million, or $0.83 per share. Investment income for the three months ended September 30, 2024 included $0.08 per share from prepayment premiums and related accelerated original issue discount and exit fee amortization, $0.04 per share from recurring portfolio investment original issue discount and exit fee amortization, $0.05 per share from interest income paid in kind and $0.02 per share in dividend income. This reflects our policy of recording interest income, adjusted for amortization of portfolio investment 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, 2024 were approximately $37.1 million, or $0.43 per share, including interest and other debt expenses of $21.2 million, or $0.25 per share, and incentive compensation from net investment income of $6.5 million, or $0.08 per share. Excluding incentive compensation, interest and other debt expenses, annualized third quarter expenses were 4.2% of average net assets.

Net investment income for the three months ended September 30, 2024 was approximately $33.9 million, or $0.40 per share. Net realized losses for the three months ended September 30, 2024 were $31.4 million, or $0.37 per share. Net realized losses for the three months ended September 30, 2024 were comprised primarily of $24.1 million and $7.4 million in losses from the restructuring of our investments in Pluralsight and McAfee, respectively. Subsequent to its restructuring, our debt investment in Pluralsight is back on accrual status. Net unrealized gains for the three months ended September 30, 2024 were $19.2 million, or $0.22 per share. Net unrealized gains for the three months ended September 30, 2024 primarily reflects $24.1 million and $7.6 million reversals of previous unrealized losses from the restructuring of our investments in Pluralsight and McAfee, respectively, a $4.2 million unrealized gain on our investment in Securus, a $3.6 million unrealized gain on our investment in Domo and other unrealized gains across the portfolio, partially offset by an $8.0 million unrealized loss on our investment in Gordon Brothers, a $4.0 million unrealized loss on our investment in Seller-X, a $3.3 million unrealized loss on our investment in InMoment, a $2.8 million unrealized loss on our investment in Edmentum and a $2.2 million unrealized loss on our investment in Alpine. Net increase in net assets resulting from operations for the three months ended September 30, 2024 was $21.6 million, or $0.25 per share.

 

 


 

LIQUIDITY AND CAPITAL RESOURCES

As of September 30, 2024, available liquidity was approximately $581.8 million, comprised of approximately $477.7 million in available capacity under our leverage program, $104.2 million in cash and cash equivalents, offset by $0.1 million in payable for investments purchased.

The combined weighted-average interest rate on debt outstanding at September 30, 2024 was 5.43%.

Total debt outstanding at September 30, 2024, including debt assumed as a result of the Merger, was as follows:

 

 

 

Maturity

 

Rate

 

 

Carrying
Value
(1)

 

 

Available

 

 

Total
Capacity

 

 

Operating Facility

 

2029

 

SOFR+2.00%

(2)

 

$

121,253,796

 

 

$

178,746,204

 

 

$

300,000,000

 

(3)

Funding Facility II

 

2027

 

SOFR+2.05%

(4)

 

 

51,000,000

 

 

 

149,000,000

 

 

 

200,000,000

 

(5)

Merger Sub Facility(6)

 

2028

 

SOFR+2.00%

(7)

 

 

125,000,000

 

 

 

140,000,000

 

 

 

265,000,000

 

(8)

SBA Debentures

 

2025−2031

 

2.45%

(9)

 

 

131,500,000

 

 

 

10,000,000

 

 

 

141,500,000

 

 

2025 Notes ($92 million par)(6)

 

2025

 

Fixed/Variable

(10)

 

 

92,000,000

 

 

 

 

 

 

92,000,000

 

 

2026 Notes ($325 million par)

 

2026

 

2.85%

 

 

 

325,497,355

 

 

 

 

 

 

325,497,355

 

 

2029 Notes ($325 million par)

 

2029

 

6.95%

 

 

 

321,590,452

 

 

 

 

 

 

321,590,452

 

 

Total leverage

 

 

 

 

 

 

 

1,167,841,603

 

 

$

477,746,204

 

 

$

1,645,587,807

 

 

Unamortized issuance costs

 

 

 

 

 

 

 

(7,798,616

)

 

 

 

 

 

 

 

Debt, net of unamortized issuance costs

 

 

 

 

 

 

$

1,160,042,987

 

 

 

 

 

 

 

 

 

(1)
Except for the 2026 Notes and 2029 Notes, all carrying values are the same as the principal amounts outstanding.
(2)
As of September 30, 2024, $113.0 million of the outstanding amount was subject to a SOFR credit adjustment of 0.11%. $8.3 million of the outstanding amount bore interest at a rate of EURIBOR + 2.00%.
(3)
Operating Facility includes a $100.0 million accordion which allows for expansion of the facility to up to $400.0 million subject to consent from the lender and other customary conditions.
(4)
Subject to certain funding requirements and a SOFR credit adjustment of 0.15%.
(5)
Funding Facility II includes a $50.0 million accordion which allows for expansion of the facility to up to $250.0 million subject to consent from the lender and other customary conditions.
(6)
Debt assumed by the Company as a result of the Merger with BCIC.
(7)
The applicable margin for SOFR-based borrowings could be either 1.75% or 2.00% depending on a ratio of the borrowing base to certain committed indebtedness, and is also subject to a credit spread adjustment of 0.10%. If Merger Sub elects to borrow based on the alternate base rate, the applicable margin could be either 0.75% or 1.00% depending on a ratio of the borrowing base to certain committed indebtedness.
(8)
Merger Sub Facility includes a $60.0 million accordion which allows for expansion of the facility to up to $325.0 million subject to consent from the lender and other customary conditions.
(9)
Weighted-average interest rate, excluding fees of 0.35% or 0.36%.
(10)
The 2025 Notes consist of two tranches: $35.0 million aggregate principal amount with a fixed interest rate of 6.85% and $57.0 million aggregate principal amount bearing interest at a rate equal to SOFR plus 3.14%.

 

On February 27, 2024, the Board of Directors approved a new dividend reinvestment plan (the “DRIP”) for the Company. The DRIP was effective as of, and will apply to the reinvestment of cash distributions with a record date after March 18, 2024. Under the DRIP, shareholders will automatically receive cash dividends and distributions unless they “opt in” to the DRIP and elect to have their dividends and distributions reinvested in additional shares of the Company’s common stock. Notwithstanding the foregoing, the former shareholders of BCIC that participated in the BCIC dividend reinvestment plan at the time of the Merger have been automatically enrolled in the Company’s DRIP and will have their shares reinvested in additional shares of the Company’s common stock on future distributions, unless they “opt out” of the DRIP. For the three months ended September 30, 2024, approximately $0.7 million of cash distributions were reinvested for electing Participants through purchase of shares in the open market in accordance with the terms of the DRIP.

 

 


 

On August 1, 2024, our Board of Directors re-approved our stock repurchase plan to acquire up to $50.0 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. During the three months ended September 30, 2024, no shares were repurchased.

RECENT DEVELOPMENTS

On November 6, 2024, our Board of Directors declared a fourth quarter dividend of $0.34 per share and a $0.10 per share special dividend, both payable on December 31, 2024 to stockholders of record as of the close of business on December 17, 2024.

CONFERENCE CALL AND WEBCAST

BlackRock TCP Capital Corp. will host a conference call on Wednesday, November 6, 2024 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 (833) 470-1428; international callers should dial (404) 975-4839. All participants should reference the access code 846824. 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 2024 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 Wednesday, November 13, 2024. For the replay, please visit https://investors.tcpcapital.com/events-and-presentations or dial (866) 813-9403. For international replay, please dial (929) 458-6194. For all replays, please reference access code 616523.

 

 


 

BlackRock TCP Capital Corp.

Consolidated Statements of Assets and Liabilities

 

 

 

September 30, 2024

 

 

December 31, 2023

 

 

(unaudited)

 

 

 

 

Assets

 

 

 

 

 

 

Investments, at fair value:

 

 

 

 

 

 

Non-controlled, non-affiliated investments (cost of $1,781,311,452 and $1,389,865,889, respectively)

 

$

1,672,494,110

 

 

$

1,317,691,543

 

Non-controlled, affiliated investments (cost of $58,628,251 and $63,188,613, respectively)

 

 

51,200,328

 

 

 

65,422,375

 

Controlled investments (cost of $221,093,292 and $198,335,511, respectively)

 

 

185,394,923

 

 

 

171,827,192

 

Total investments (cost of $2,061,032,995 and $1,651,390,013, respectively)

 

 

1,909,089,361

 

 

 

1,554,941,110

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

104,181,765

 

 

 

112,241,946

 

Interest, dividends and fees receivable

 

 

25,786,624

 

 

 

25,650,684

 

Deferred debt issuance costs

 

 

6,650,857

 

 

 

3,671,727

 

Due from broker

 

 

784,356

 

 

 

 

Prepaid expenses and other assets

 

 

1,207,929

 

 

 

2,266,886

 

Total assets

 

 

2,047,700,892

 

 

 

1,698,772,353

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

Debt (net of deferred issuance costs of $7,798,616 and $3,355,221, respectively)

 

 

1,160,042,987

 

 

 

985,200,609

 

Interest and debt related payables

 

11,507,228

 

 

 

10,407,570

 

Incentive fees payable

 

6,540,286

 

 

 

5,347,711

 

Interest Rate Swap, at fair value

 

 

652,656

 

 

 

 

Reimbursements due to the Advisor

 

 

219,502

 

 

 

844,664

 

Management fees payable

 

 

 

 

5,690,105

 

Payable for investments purchased

 

 

99,747

 

 

 

960,000

 

Accrued expenses and other liabilities

 

 

3,001,588

 

 

 

2,720,148

 

Total liabilities

 

 

1,182,063,994

 

 

 

1,011,170,807

 

 

 

 

 

 

 

Net assets

 

$

865,636,898

 

 

$

687,601,546

 

 

 

 

 

 

 

Composition of net assets applicable to common shareholders

 

 

 

 

 

 

Common stock, $0.001 par value; 200,000,000 shares authorized, 85,591,134 and 57,767,264 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively

 

$

85,591

 

 

$

57,767

 

Paid-in capital in excess of par

 

 

1,248,080,041

 

 

 

967,643,255

 

Distributable earnings (loss)

 

 

(382,528,734

)

 

 

(280,099,476

)

Total net assets

 

 

865,636,898

 

 

 

687,601,546

 

Total liabilities and net assets

 

$

2,047,700,892

 

 

$

1,698,772,353

 

 

 

 

 

 

 

Net assets per share

 

$

10.11

 

 

$

11.90

 

 

 


 

BlackRock TCP Capital Corp.

Consolidated Statements of Operations

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Investment income

 

 

 

 

 

 

 

 

 

 

 

 

Interest income (excluding PIK):

 

 

 

 

 

 

 

 

 

 

 

 

Non-controlled, non-affiliated investments

 

$

61,647,228

 

 

$

46,722,801

 

 

$

173,856,058

 

 

$

138,140,812

 

Non-controlled, affiliated investments

 

 

381,494

 

 

 

48,712

 

 

 

1,113,813

 

 

 

141,950

 

Controlled investments

 

 

2,980,201

 

 

 

2,970,153

 

 

 

8,535,851

 

 

 

7,954,881

 

PIK interest income:

 

 

 

 

 

 

 

 

 

 

 

 

Non-controlled, non-affiliated investments

 

 

3,827,236

 

 

 

3,511,734

 

 

 

8,267,269

 

 

 

8,728,033

 

Non-controlled, affiliated investments

 

 

 

 

 

 

 

 

92,675

 

 

 

 

Controlled investments

 

 

388,897

 

 

 

 

 

 

1,092,618

 

 

 

310,993

 

Dividend income:

 

 

 

 

 

 

 

 

 

 

 

 

Non-controlled, non-affiliated investments

 

 

141,677

 

 

 

263,420

 

 

 

1,048,373

 

 

 

821,599

 

Non-controlled, affiliated investments

 

 

1,015,415

 

 

 

672,734

 

 

 

2,747,604

 

 

 

1,960,002

 

Controlled investments

 

 

423,031

 

 

 

 

 

 

1,301,106

 

 

 

 

Other income:

 

 

 

 

 

 

 

 

 

 

 

 

Non-controlled, non-affiliated investments

 

 

127,308

 

 

 

21,387

 

 

 

132,654

 

 

 

376,209

 

Non-controlled, affiliated investments

 

 

 

 

 

 

 

 

 

 

 

45,650

 

Total investment income

 

 

70,932,487

 

 

 

54,210,941

 

 

 

198,188,021

 

 

 

158,480,129

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other debt expenses

 

 

21,160,551

 

 

 

12,133,863

 

 

 

54,117,604

 

 

 

35,971,338

 

Incentive fees

 

 

6,540,286

 

 

 

6,010,047

 

 

 

19,236,336

 

 

 

17,255,238

 

Management fees

 

 

6,185,025

 

 

 

6,092,673

 

 

 

18,567,719

 

 

 

18,065,948

 

Professional fees

 

 

842,389

 

 

 

745,978

 

 

 

2,443,988

 

 

 

1,519,106

 

Administrative expenses

 

 

547,458

 

 

 

357,921

 

 

 

1,702,669

 

 

 

1,092,268

 

Director fees

 

 

202,500

 

 

 

185,500

 

 

 

616,719

 

 

 

745,319

 

Insurance expense

 

 

214,102

 

 

 

134,212

 

 

 

565,168

 

 

 

426,790

 

Custody fees

 

 

96,574

 

 

 

94,811

 

 

 

285,639

 

 

 

276,727

 

Other operating expenses

 

 

1,265,961

 

 

 

122,860

 

 

 

2,687,733

 

 

 

1,781,273

 

Total operating expenses

 

 

37,054,846

 

 

 

25,877,865

 

 

 

100,223,575

 

 

 

77,134,007

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income before taxes

 

 

33,877,641

 

 

 

28,333,076

 

 

 

97,964,446

 

 

 

81,346,122

 

 

 

 

 

 

 

 

 

 

 

 

 

Excise tax expense

 

 

 

 

 

13,164

 

 

 

 

 

 

48,604

 

Net investment income

 

 

33,877,641

 

 

 

28,319,912

 

 

 

97,964,446

 

 

 

81,297,518

 

 

 

 

 

 

 

 

 

 

 

 

 

Realized and unrealized gain (loss) on investments and foreign currency

 

 

 

 

 

 

 

 

 

 

 

 

Net realized gain (loss):

 

 

 

 

 

 

 

 

 

 

 

 

Non-controlled, non-affiliated investments

 

 

(31,425,777

)

 

 

(128,841

)

 

 

(54,297,646

)

 

 

(31,153,173

)

Non-controlled, affiliated investments

 

 

 

 

 

 

 

 

(12,810,138

)

 

 

 

Net realized gain (loss)

 

 

(31,425,777

)

 

 

(128,841

)

 

 

(67,107,784

)

 

 

(31,153,173

)

 

 

 

 

 

 

 

 

 

 

 

 

Net change in unrealized appreciation
   (depreciation)
(1):

 

 

 

 

 

 

 

 

 

 

 

 

Non-controlled, non-affiliated investments

 

 

27,118,840

 

 

 

(9,268,963

)

 

 

(36,652,226

)

 

 

11,820,648

 

Non-controlled, affiliated investments

 

 

(3,594,328

)

 

 

(4,131,670

)

 

 

(9,661,686

)

 

 

(5,339,736

)

Controlled investments

 

 

(4,539,213

)

 

 

(1,967,506

)

 

 

(9,190,060

)

 

 

(4,837,760

)

Interest Rate Swap

 

 

195,797

 

 

 

 

 

 

60,894

 

 

 

 

Net change in unrealized appreciation (depreciation)

 

 

19,181,096

 

 

 

(15,368,139

)

 

 

(55,443,078

)

 

 

1,643,152

 

 

 

 

 

 

 

 

 

 

 

 

 

Net realized and unrealized gain (loss)

 

 

(12,244,681

)

 

 

(15,496,980

)

 

 

(122,550,862

)

 

 

(29,510,021

)

 

 

 

 

 

 

 

 

 

 

 

 

Net increase (decrease) in net assets resulting
   from operations

 

$

21,632,960

 

 

$

12,822,932

 

 

$

(24,586,416

)

 

$

51,787,497

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted earnings (loss) per share

 

$

0.25

 

 

$

0.22

 

 

$

(0.32

)

 

$

0.90

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted weighted average common
   shares outstanding

 

 

85,591,134

 

 

 

57,767,264

 

 

 

77,772,017

 

 

 

57,767,264

 

 

(1) Includes $21,347,357 change in unrealized appreciation from application of Merger accounting under ASC 805 for the nine months ended September 30, 2024.

 


 

ABOUT BLACKROCK TCP CAPITAL CORP.

BlackRock TCP Capital Corp. (NASDAQ: TCPC) is a specialty finance company focused on direct 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, a wholly-owned, indirect subsidiary of BlackRock, Inc. For more information, visit www.tcpcapital.com.

FORWARD-LOOKING STATEMENTS

Prospective investors considering an investment in BlackRock 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 “Risk Factors” section of the company’s Form 10-K for the year ended December 31, 2023, and the company’s subsequent periodic filings with the SEC. Certain factors could cause actual results and conditions to differ materially from those projected, including the uncertainties associated with (i) the ability to realize the anticipated benefits of the Merger, including the expected accretion to net investment income and the elimination or reduction of certain expenses and costs due to the Merger; (ii) risks related to diverting management’s attention from ongoing business operations; (iii) risks related to the retention of the personnel of TCPC’s advisor; (iv) changes in the economy, financial markets and political environment, including the impacts of inflation and rising interest rates; (v) risks associated with possible disruption in the operations of TCPC or the economy generally due to terrorism, war or other geopolitical conflict (including the current conflict between Russia and Ukraine and the conflict in the Middle East), natural disasters or public health crises and epidemics; (vi) future changes in laws or regulations (including the interpretation of these laws and regulations by regulatory authorities); (vii) conditions in TCPC’s operating areas, particularly with respect to business development companies or regulated investment companies; and (viii) other considerations that may be disclosed from time to time in TCPC’s publicly disseminated documents and filings. 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:

BlackRock TCP Capital Corp.

 

 


 

CONTACT

BlackRock TCP Capital Corp.

Michaela Murray

(310) 566-1094

investor.relations@tcpcapital.com

 


v3.24.3
Document And Entity Information
Nov. 06, 2024
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date Nov. 06, 2024
Entity Registrant Name BlackRock TCP Capital Corp.
Entity Central Index Key 0001370755
Entity Emerging Growth Company false
Entity File Number 814-00899
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 56-2594706
Entity Address, Address Line One 2951 28th Street, Suite 1000
Entity Address, City or Town Santa Monica
Entity Address, State or Province CA
Entity Address, Postal Zip Code 90405
City Area Code (310)
Local Phone Number 566-1000
Entity Information, Former Legal or Registered Name Not Applicable
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.001 per share
Trading Symbol TCPC
Security Exchange Name NASDAQ

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