Business Context and Reporting Period
This Form 8-K was filed by Great Elm Capital Corp. on February 16, 2021. The filing serves as a disclosure of financial information regarding fees owed to Great Elm Group, Inc., the parent company of the investment manager, which holds approximately 23.6% of the Company's outstanding common stock.
Key Financial Metrics
The filing details specific fee obligations for the three months ended December 31, 2020, and as of that date:
- Management Fees: $0.6 million due for the three months ended December 31, 2020.
- Administration Fees: $0.2 million due for the three months ended December 31, 2020.
- Incentive Fees: $9.2 million earned as of December 31, 2020.
Note: The $9.2 million in incentive fees are earned but not currently payable per the terms of the investment management agreement. The filing does not provide data on total revenue, net profit, cash flow, margins, debt, or liquidity for the Company.
Material Changes
The filing does not provide comparative data for prior periods to assess material changes in financial performance. It solely reports the specific fee amounts disclosed in the parent company's earnings release.
Guidance, Outlook, and Risks
The filing contains no forward-looking guidance, management commentary on future outlook, or discussion of risks and contingencies. The disclosed information is furnished under Regulation FD and is explicitly stated not to be "filed" for purposes of Section 18 of the Exchange Act, nor is it incorporated by reference into other filings except as expressly set forth.
Investor Verification Checklist
- Verify the terms of the investment management agreement regarding the timing of incentive fee payments, as $9.2 million is earned but not yet payable.
- Review the full earnings press release from Great Elm Group, Inc. for broader context on the parent company's performance.
- Confirm the Company's total outstanding common stock to validate the 23.6% ownership stake held by Great Elm Group, Inc.