SLR Senior Investment Corp. (NASDAQ: SUNS) (the “Company” or
“SUNS”) today reported net investment income of $3.5 million,
or $0.22 per average share, for the quarter ended December 31,
2021. For fiscal year 2021, net investment income was $14.3
million, or $0.89 per average share. Excluding one-time expenses
related to the proposed merger with SLR Investment Corp., net
investment income per average share would have been $0.27 for the
quarter ended December 31, 2021, and $0.94 for the year ended
December 31, 2021. Please see reconciliation table in the
discussion of our results of operations for the year.
At December 31, 2021, net asset value (NAV) was
$15.43 per share.
The Company’s Board of Directors declared a
monthly distribution for March 2022 of $0.10 per share payable
on April 1, 2022 to stockholders of record on March
18, 2022. The specific tax characteristics of the distribution will
be reported to stockholders on Form 1099 after the end of the
calendar year.
HIGHLIGHTS:
At December 31, 2021:
Comprehensive Investment Portfolio*
fair value: $625.3 million
Number of unique issuers*:
210
Net assets: $247.7
million
Net asset value per share: $15.43
Net Debt to Equity: 0.63x
Available Capital**: $255.2 million,
subject to borrowing base availability
Comprehensive Portfolio Activity*** for the Quarter
Ended December 31, 2021
Investments made during the quarter:
$82.2 million
Investments repaid or sold during the
quarter: $63.8 million
Comprehensive Portfolio Activity*** for the Year Ended
December 31, 2021
Investments made during the year:
$357.3 million
Investments prepaid or sold during
the year: $189.4 million
Operating Results for the Quarter Ended December 31,
2021
Net investment income: $3.5
million
Net investment income per share:
$0.22
Net realized and unrealized loss:
$3.4 million
Net increase in net assets from
operations: $0.1 million
Earnings per share: $0.01
Operating Results for the Year Ended December 31,
2021
Net investment income: $14.3
million
Net investment income per share:
$0.89
Net realized and unrealized loss:
$2.8 million
Net increase in net assets from
operations: $11.5 million
Earnings per share: $0.72
* The Comprehensive Investment Portfolio for the
quarter ended December 31, 2021 is comprised of SLR Senior
Investment Corp.’s investment portfolio, SLR Healthcare ABL’s
(“Healthcare ABL”) full portfolio and SLR Business Credit’s
(“Business Credit”) full portfolio, and excludes the Company’s fair
value of its equity interest in Healthcare ABL and Business
Credit.
** See Liquidity and Capital Resources below.
*** Comprehensive Portfolio Activity for the quarter and year
ended 31, 2021 includes gross originations/repayments through
Healthcare ABL and Business Credit.
“During 2021, our team generated a strong
pipeline across our lending strategies which translated into the
most active investment year on record for SLR Senior Investment
Corp.,” said Michael Gross Co-CEO of SLR Senior Investment Corp.
“SUNS successfully invested $357 million in 2021 which drove its
comprehensive portfolio to a 36% year-over-year increase. We expect
favorable conditions for growth to continue in 2022.”
“SUNS’ specialty finance businesses continued to perform well in
2021. Building on the acquisition of FastPay in the first half of
the year, SLR Business Credit was able to grow full year 2021
earnings by 64%,” said Bruce Spohler, Co-CEO of SLR Senior
Investment Corp. “We expect that the small and medium sized
businesses funded by our specialty finance companies will have
greater demand for debt capital in 2022, which should be supportive
of future portfolio and earnings growth.”
Conference Call and WebcastThe
Company will host an earnings conference call and audio webcast at
11:00 a.m. (Eastern Time) on Wednesday, March 2, 2022. All
interested parties may participate in the conference call by
dialing (844) 889-7785 approximately 5-10 minutes prior to the
call, international callers should dial (661) 378-9929.
Participants should reference SLR Senior Investment Corp. and the
participant passcode of 3158855 when prompted. A telephone replay
will be available until March 16, 2022 and can be accessed by
dialing (855) 859-2056 and using the passcode 3158855.
International callers should dial (404) 537-3406. This conference
call will also be broadcast live over the Internet and can be
accessed by all interested parties through SLR Senior Investment
Corp.’s website, www.slrseniorinvestmentcorp.com. To listen to the
webcast, please go to the Company's website prior to the start of
the call to register and download any necessary audio software. For
those who are not able to listen to the live broadcast, a replay of
the webcast will be available soon after the
call.Comprehensive Investment
PortfolioInvestment Activity
During the quarter ended December 31, 2021, SUNS
had total originations of $82.2 million and repayments of $63.8
million across the Company’s core businesses comprised of senior
secured cash flow, traditional asset-based lending and healthcare
asset-based lending, resulting in a net portfolio increase of $18.4
million to the comprehensive portfolio.
The investment activity of our Comprehensive
Investment Portfolio for the quarter ended December 31, 2021 was as
follows:
Comprehensive Investment Portfolio
Activity(1)Q4 2021(in
millions) |
Asset Classes |
Cash FlowLoans |
Asset-BasedLoans
/Business Credit(2) |
Asset-Based Healthcare Loans (Healthcare
ABL)(3) |
LifeScience |
TotalPortfolioActivity |
Originations |
$38.5 |
$21.3 |
$12.4 |
$10.0 |
$82.2 |
Repayments / Amortization |
$30.7 |
$23.5 |
$9.5 |
$0.1 |
$63.8 |
Net Portfolio Activity |
$7.8 |
$(2.2) |
$2.9 |
$9.9 |
$18.4 |
(1) Portfolio activity includes gross
originations/repayments across each business unit.
(2) Includes SLR Business Credit’s full
portfolio and asset-based loans on the Company’s balance sheet.
(3) Includes SLR Healthcare ABL’s full
portfolio and healthcare asset-based loans on the Company’s balance
sheet.
During the year ended December 31, 2021, SUNS
had total originations of $357.3 million and repayments of $189.4
million across the Company’s core businesses comprised of senior
secured cash flow, traditional asset-based lending and healthcare
asset-based lending, resulting in net portfolio increase of $167.9
million in the comprehensive portfolio.
The investment activity of our Comprehensive
Investment Portfolio for the year ended December 31, 2021 was as
follows:
Total Portfolio Activity – Year Ended 2021(1)(in
millions) |
Asset Classes |
Cash FlowLoans |
Asset-BasedLoans
/Business Credit(2) |
Asset-Based Healthcare Loans (Healthcare
ABL)(3) |
LifeScience |
TotalPortfolioActivity |
Originations |
$152.9 |
$138.8 |
$48.6 |
$17.0 |
$357.3 |
Repayments / Amortization |
$115.5 |
$36.9 |
$24.4 |
$12.6 |
$189.4 |
Net Portfolio Activity |
$37.4 |
$101.9 |
$24.2 |
$4.4 |
$167.9 |
(1) Portfolio activity includes gross
originations/repayments across each business unit.
(2) Includes SLR Business Credit’s full
portfolio and asset-based loans on the Company’s balance sheet.
(3) Includes SLR Healthcare ABL’s full
portfolio and healthcare asset-based loans on the Company’s balance
sheet.
Portfolio Composition
Our Comprehensive Investment Portfolio composition by business
unit at December 31, 2021 was as follows:
Comprehensive Investment Portfolio Composition(at
fair value) |
Amount |
($mm) |
% |
First Lien Senior
Secured Loans |
|
|
|
Cash Flow 1st Lien Senior
Secured Loans |
$252.3 |
40.3% |
6.6%5 |
Traditional Asset-Based 1st
Lien Senior Secured Loans(1) (Business
Credit) |
$250.6 |
39.8% |
12.2%6 |
Healthcare Asset-Based 1st
Lien Senior Secured Loans(2) (Healthcare ABL) |
$89.5 |
14.3% |
11.0%6 |
Life
Science 1st Lien Senior Secured Loans |
$32.7 |
5.2% |
10.0%7 |
Total First Lien Senior Secured Loans |
$625.1 |
100.0% |
9.7% |
Equity
and Equity-like Securities(3) |
$0.2 |
<0.1% |
|
Total Comprehensive Investment Portfolio |
$625.3 |
100.0% |
|
Floating
Rate Investments(4) |
$590.9 |
94.5% |
|
(1) Includes Business Credit’s full portfolio, as
well as SLR Senior Investment Corp. ABL investments on balance
sheet, all of which are 1st lien senior secured loans.
(2) Includes Healthcare ABL’s full portfolio, all of
which are 1st lien senior secured loans.
(3) Excludes the Company’s equity investments in
Business Credit and Healthcare ABL, which distribute quarterly
dividends to the Company.
(4) Floating rate investments calculated as a percent
of the Company’s income-producing Comprehensive Investment
Portfolio.
(5) Represents the weighted average of each
individual loan’s yield to maturity based on fair value at December
31, 2021.
(6) Represents total interest and fee income for the
three-month period ending on December 31, 2021 against the average
portfolio over the same fiscal period, annualized.
(7) Represents the weighted average of each
individual loan’s yield to maturity based on cost at December 31,
2021 (excluding exit fees or warrants).
The Comprehensive Investment Portfolio is diversified across
approximately 210 unique borrowers in 100 industries. The average
issuer exposure is $3.0 million, or <0.5% of the Comprehensive
Investment Portfolio.
As of December 31, 2021, more than 99.9% of the
Comprehensive Investment Portfolio was invested in first lien
senior secured cash flow and asset-based loans and less than 0.1%
was in equity.
SLR Senior Investment Corp. Portfolio
Asset Quality
At December 31, 2021, 99.1% of the Company’s
portfolio was performing.
The Company puts its greatest emphasis on risk
mitigation and credit performance. On a quarterly basis, or more
frequently if deemed necessary, the Company formally rates each
portfolio investment on a scale of one to four, with one
representing the least amount of risk.
As of December 31, 2021, the composition of our
portfolio, on a risk ratings basis, was as follows:
Internal Investment Rating |
Investments at Fair Value ($mm) |
% of SUNS Portfolio |
1 |
$85.1 |
21.1% |
2 |
$306.6 |
76.0% |
3 |
$7.9 |
2.0% |
4 |
$3.6 |
0.9% |
SLR Senior Investment Corp.’s Results of Operations for
the Year Ended December 31, 2021 compared to the Year Ended
December 31, 2020:
Investment Income
For the years ended December 31, 2021 and 2020, gross investment
income totaled $29.3 million and $31.8 million, respectively. The
decrease in gross investment income year over year was primarily
due to a slightly lower average portfolio yield on a smaller, on
average, income producing investment portfolio.
Investment Income Contribution by Business
Unit
Business Unit Contribution to Gross Investment
Income (1)(in millions) |
For the YearEnded: |
Cash FlowLending |
Asset-basedLending /
Business Credit |
Asset-based Healthcare Lending (Healthcare
ABL) |
LifeScience |
Total |
December 31, 2021 |
$ |
16.7 |
|
$ |
5.8 |
|
$ |
3.6 |
|
$ |
3.2 |
|
$ |
29.3 |
|
%
Contribution |
|
57 |
% |
|
20 |
% |
|
12 |
% |
|
11 |
% |
|
100 |
% |
(1) Investment Income Contribution by Business
Unit includes interest income/fees from cash flow and life science
loans on balance sheet and distributions from Business Credit and
Healthcare ABL.
Expenses
Net expenses totaled $15.0 million and $11.4 million,
respectively, for the fiscal years ended December 31, 2021 and
2020. Over the same periods, $0.0 million and $0.1 million of
performance-based incentive fees and $0.0 million and $3.7 million
of base management fees, were voluntarily waived by the Company’s
investment manager. During the fourth quarter, SUNS incurred $0.7
million, or $0.045 share, of one-time expenses related to the
proposed merger with SLR Investment Corp.
Net Investment Income
Net investment income totaled $14.3 million and $20.4 million,
or $0.89 and $1.27 per average share, respectively, for the fiscal
years ended December 31, 2021 and 2020. During the quarter ended
December 31, 2021, net investment income totalled $0.22 per share.
Adjusted for one-time merger related expenses, net investment
income per share would have been $0.27 for the quarter ended
December 31, 2021.
Non-GAAP Financial Measures
This press release contains certain financial measures that have
not been prepared in accordance with generally accepted accounting
principles in the United States (GAAP). SLR Senior Investment Corp.
uses these non-GAAP financial measures internally in analyzing
financial results and believes that the use of these non-GAAP
financial measures is useful to investors as an additional tool to
evaluate ongoing results and trends and in comparing SLR Senior
Investment Corp.’s financial results with other BDCs.
Non-GAAP financial measures are not meant to be considered in
isolation or as a substitute for comparable GAAP financial
measures, and should be read only in conjunction with SLR Senior
Investment Corp.’s consolidated financial statements prepared in
accordance with GAAP. A reconciliation of non-GAAP financial
measures to the most directly comparable GAAP measures has been
provided in this press release, and investors are encouraged to
review the reconciliation.
Reconciliation of Non-GAAP Financial Measures |
|
|
Quarter Ended December 31, 2021 |
Year Ended December 31, 2021 |
GAAP net investment income per share |
$ |
0.22 |
$ |
0.89 |
Plus one-time merger related
expenses per share |
$ |
0.05 |
$ |
0.05 |
Adjusted net investment income per share |
$ |
0.27 |
$ |
0.94 |
|
|
|
Net Realized and Unrealized Loss
Net realized and unrealized loss for the fiscal years ended
December 31, 2021 and 2020 totaled approximately $2.8 million and
$6.5 million, respectively.
Net Increase in Net Assets Resulting from
Operations
For the fiscal years ended December 31, 2021 and 2020, the
Company had a net increase in net assets resulting from operations
of $11.5 million and $13.9 million, respectively. For the fiscal
years ended December 31, 2021 and 2020, earnings per average share
were $0.72 and $0.87, respectively.
Liquidity and Capital Resources
Unsecured Debt
At December 31, 2021, approximately 53% of the
Company’s funded debt, or $85 million, was comprised of unsecured
notes.
Credit Facilities and Available CapitalAt
December 31, 2021, the Company had $76.5 million of borrowings
under its $225 million of bank facilities, resulting in a total of
$161.5 million of funded debt and $148.5 million of available
capital, subject to borrowing base limits. When including undrawn
capital on the SLR Business Credit and SLR Healthcare ABL credit
facilities, total available capital is $266 million, subject to
borrowing base availability, at December 31, 2021.
LeverageAs of December 31, 2021, the Company’s net debt to
equity ratio was 0.63x. The Company’s low leverage provides a
significant cushion to its regulatory asset coverage limit of 2.0x
debt-to-equity as well as its target leverage ratio of 1.25–1.50x
debt-to-equity.
Unfunded CommitmentsAs of December 31, 2021, excluding
commitments to SLR Healthcare ABL, SLR Senior Investment Corp. had
unfunded commitments of approximately $54.7 million, including
unfunded revolver commitments of approximately $12 million.
Merger Agreement
On December 1, 2021, we entered into a merger agreement, which
provides that, subject to the conditions set forth in the merger
agreement, SUNS will merge with and into SLR Investment Corp.
(“SLRC”) with SLRC continuing as the surviving company. Both SUNS’
and SLRC’s board of directors, including all of the respective
independent directors, in each case, on the recommendation of a
special committee comprised solely of the independent directors of
SUNS or SLRC, as applicable, have approved the merger agreement and
the transactions contemplated thereby.
Consummation of the merger, which is currently anticipated to
occur during the first half of calendar year 2022, is subject to
certain closing conditions, including requisite approvals of SUNS’
and SLRC’s stockholders and certain other closing conditions.
Financial Statements and Tables
SLR SENIOR INVESTMENT CORP.
CONSOLIDATED STATEMENTS OF ASSETS AND
LIABILITIES (in thousands, except share
amounts)
|
December 31, 2021 |
December 31, 2020 |
Assets |
|
|
Investments at fair value: |
|
|
Companies less than 5% owned (cost: $297,174 and $251,163,
respectively) |
$ |
287,255 |
|
$ |
246,963 |
|
Companies more than 25% owned (cost: $117,439 and $98,439,
respectively) |
|
115,867 |
|
|
93,867 |
|
Cash |
|
5,839 |
|
|
3,851 |
|
Cash equivalents (cost: $160,000
and $299,998, respectively) |
|
160,000 |
|
|
299,998 |
|
Interest receivable |
|
1,323 |
|
|
1,373 |
|
Dividends receivable |
|
2,143 |
|
|
1,753 |
|
Receivable for investments
sold |
|
263 |
|
|
— |
|
Prepaid expenses and other
assets |
|
197 |
|
|
192 |
|
|
|
|
Total assets |
$ |
572,887 |
|
$ |
647,997 |
|
|
|
|
Liabilities |
|
|
Debt ($161,500 and $90,403 face
amounts, respectively, reported net of unamortized debt issuance
costs of $1,581 and $1,910, respectively.) |
$ |
159,919 |
|
$ |
88,493 |
|
Payable for investments and cash
equivalents purchased |
|
160,000 |
|
|
299,998 |
|
Distributions payable |
|
1,605 |
|
|
1,605 |
|
Management fee payable |
|
1,038 |
|
|
— |
|
Interest payable |
|
1,081 |
|
|
1,312 |
|
Administrative services
payable |
|
846 |
|
|
646 |
|
Other liabilities and accrued
expenses |
|
715 |
|
|
539 |
|
|
|
|
Total liabilities |
$ |
325,204 |
|
$ |
392,593 |
|
|
|
|
|
|
|
Net Assets |
|
|
Common stock, par value $0.01 per
share, 200,000,000 and 200,000,000 common shares authorized,
respectively, and 16,049,034 and 16,049,034 issued and outstanding,
respectively |
$ |
160 |
|
$ |
160 |
|
Paid-in capital in excess of
par |
|
270,781 |
|
|
274,205 |
|
Accumulated distributable net
loss |
|
(23,258 |
) |
|
(18,961 |
) |
|
|
|
Total net assets |
$ |
247,683 |
|
$ |
255,404 |
|
|
|
|
Net Asset Value Per
Share |
$ |
15.43 |
|
$ |
15.91 |
|
|
|
|
|
|
|
|
SLR SENIOR INVESTMENT CORP.
CONSOLIDATED STATEMENTS OF
OPERATIONS (in thousands, except share
amounts)
|
|
Year ended December
31, |
|
|
2021 |
|
|
2020 |
|
INVESTMENT
INCOME: |
|
|
Interest: |
|
|
Companies less than 5% owned |
$ |
20,095 |
|
$ |
22,830 |
|
Dividends: |
|
|
Companies more than 25% owned |
|
9,130 |
|
|
8,500 |
|
Other income: |
|
|
Companies less than 5% owned |
|
94 |
|
|
474 |
|
|
|
|
Total investment income |
|
29,319 |
|
|
31,804 |
|
|
|
|
EXPENSES: |
|
|
Management fees |
$ |
3,907 |
|
$ |
4,119 |
|
Performance-based
incentive fees |
|
— |
|
|
95 |
|
Interest and other
credit facility expenses |
|
6,923 |
|
|
7,898 |
|
Administrative
services expense |
|
1,710 |
|
|
1,575 |
|
Other general and
administrative expenses |
|
2,459 |
|
|
1,485 |
|
|
|
|
Total expenses |
|
14,999 |
|
|
15,172 |
|
|
|
|
Management fees
waived |
|
— |
|
|
(3,655 |
) |
Performance-based
incentive fees waived |
|
— |
|
|
(95 |
) |
|
|
|
Net expenses |
|
14,999 |
|
|
11,422 |
|
|
|
|
Net investment income |
$ |
14,320 |
|
$ |
20,382 |
|
|
|
|
REALIZED AND
UNREALIZED GAIN (LOSS) ON INVESTMENTS AND CASH
EQUIVALENTS: |
|
|
|
|
|
Net realized gain
(loss) on investments and cash equivalents (companies less than 5%
owned) |
$ |
(63 |
) |
$ |
193 |
|
|
|
|
|
|
|
Net change in
unrealized gain (loss) on investments and cash equivalents: |
|
|
Companies less than 5% owned |
|
(5,719 |
) |
|
(1,918 |
) |
Companies more than 25% owned |
|
(3,000 |
) |
|
(4,733 |
) |
|
|
|
Net change in unrealized loss on investments and cash
equivalents |
|
(2,719 |
) |
|
(6,651 |
) |
|
|
|
Net realized and unrealized loss on investments and cash
equivalents |
|
(2,782 |
) |
|
(6,458 |
) |
|
|
|
NET INCREASE
IN NET ASSETS RESULTING FROM OPERATIONS |
$ |
11,538 |
|
$ |
13,924 |
|
|
|
|
EARNINGS PER
SHARE |
$ |
0.72 |
|
$ |
0.87 |
|
|
|
|
About SLR Senior Investment Corp.
SLR Senior Investment Corp. is a closed-end
investment company that has elected to be treated as a business
development company under the Investment Company Act of 1940. A
specialty finance company with expertise in several niche markets,
the Company primarily invests directly and indirectly in leveraged,
U.S. middle market companies primarily in the form of cash flow
first lien senior secured debt instruments and asset-based loans
including senior secured loans collateralized on a first lien basis
primarily by current assets.
Forward-Looking Statements
Some of the statements in this press release constitute
forward-looking statements because they relate to future events,
future performance or financial condition
or the two-step merger of SUNS with and into
SLRC (the “Mergers”). The forward-looking statements may include
statements as to: future operating results of SLRC and SUNS and
distribution projections; business prospects of SLRC and SUNS and
the prospects of their portfolio companies; and the impact of the
investments that SLRC and SUNS expect to make. In addition, words
such as “anticipate,” “believe,” “expect,” “seek,” “plan,”
“should,” “estimate,” “project” and “intend” indicate
forward-looking statements, although not all forward-looking
statements include these words. The forward-looking statements
contained in this press release involve risks and uncertainties.
Certain factors could cause actual results and conditions to differ
materially from those projected, including the uncertainties
associated with (i) the timing or likelihood of the Mergers
closing; (ii) the expected synergies and savings associated
with the Mergers; (iii) the ability to realize the anticipated
benefits of the Mergers, including the expected elimination of
certain expenses and costs due to the Mergers; (iv) the
percentage of SLRC and SUNS stockholders voting in favor of the
proposals submitted for their approval; (v) the possibility
that competing offers or acquisition proposals will be made;
(vi) the possibility that any or all of the various conditions
to the consummation of the Mergers may not be satisfied or waived;
(vii) risks related to diverting management’s attention from
ongoing business operations; (viii) the risk that stockholder
litigation in connection with the Mergers may result in significant
costs of defense and liability; (ix) changes in the economy,
financial markets and political environment, (x) risks
associated with possible disruption in the operations of SUNS and
SLRC or the economy generally due to terrorism, natural disasters
or the COVID-19 pandemic; (xi) future
changes in laws or regulations (including the interpretation of
these laws and regulations by regulatory authorities); (xii)
conditions in SLRC’s and SUNS’s operating areas, particularly with
respect to business development companies or regulated investment
companies; (xiii) general considerations associated
with the COVID-19 pandemic; and
(xiv) other considerations that may be disclosed from time to
time in SLRC’s and SUNS’s publicly disseminated documents and
filings. SUNS has based the forward-looking statements included in
this press release on information available to it on the date of
this press release, and SUNS assumes no obligation to update any
such forward-looking statements. Although SUNS undertakes no
obligation to revise or update any forward-looking statements,
whether as a result of new information, future events or otherwise,
you are advised to consult any additional disclosures that it may
make directly to you or through reports that SUNS in the future may
file with the Securities and Exchange Commission, including annual
reports on Form 10-K, quarterly reports
on Form 10-Q and current reports
on Form 8-K.
ContactInvestor Relations(646) 308-8770
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