Great Elm Capital Corp. (GECC) - 10-Q Summary
Business Context and Reporting Period
Company: Great Elm Capital Corp. (GECC)
Filing Type: Form 10-Q (Unaudited)
Reporting Period: Quarter and nine months ended September 30, 2017
Business Model: GECC is an externally managed, non-diversified closed-end management investment company registered as a Business Development Company (BDC). It seeks to generate current income and capital appreciation primarily through debt investments (senior secured, senior unsecured, mezzanine) in middle-market companies and small businesses. The company elected to be taxed as a Regulated Investment Company (RIC) effective October 1, 2016.
Key Financial Metrics
| Metric | Three Months Ended Sep 30, 2017 | Nine Months Ended Sep 30, 2017 |
|---|---|---|
| Total Investment Income | $6,466 | $20,018 |
| Net Investment Income (NII) | $3,570 | $11,142 |
| NII Per Share | $0.32 | $0.93 |
| Net Realized Gains | $59 | $3,420 |
| Net Unrealized Depreciation | $(12,361) | $(22,382) |
| Net Increase (Decrease) in Net Assets from Operations | $(8,732) | $(7,820) |
| Net Asset Value (NAV) Per Share | $12.38 (Ending) | $12.38 (Ending) |
| Total Portfolio Investments (Fair Value) | $205,406 | $205,406 |
| Cash and Cash Equivalents | $8,018 | $8,018 |
| Total Debt Outstanding | $66,277 | $66,277 |
Note: All dollar amounts in thousands unless otherwise noted. Portfolio includes $52,269 in short-term money market investments.
Material Changes vs. Prior Period
- Unrealized Depreciation: The company recorded significant net unrealized depreciation of $12.36 million for the quarter and $22.38 million for the nine months. The primary driver was a valuation decline in the Avanti Communications Group plc portfolio, which saw unrealized depreciation increase from $(20.59) million to $(31.38) million during the quarter.
- Debt Structure: In September 2017, GECC issued $32.631 million in aggregate principal amount of 6.50% Notes due 2022 (GECCL Notes). Subsequently, in October 2017, the company redeemed its $33.646 million 2020 Notes in full.
- Portfolio Composition: Debt instruments comprised 99.8% of the investment portfolio at fair value ($152.788 million), with equity investments at 0.2% ($349 thousand).
- Share Count: Due to an active stock buyback program, shares outstanding decreased from 12,790,880 at December 31, 2016, to 10,729,831 at September 30, 2017.
Guidance, Outlook, and Risks
- Distributions: The Board declared monthly distributions for the first quarter of 2018 at $0.083 per share, representing an annual rate of approximately 8.05% of the September 30, 2017 NAV.
- Stock Buyback: The company has an active buyback program (increased to $50 million total authorization) to repurchase shares when trading below 90% of NAV. As of September 30, 2017, approximately $792,684 remained available under the program.
- Interest Rate Risk: Approximately 50% of the debt portfolio ($76.8 million) is at variable rates based on LIBOR. A 1% increase in LIBOR would increase net investment income by approximately $845,000 for the nine-month period, while a 1% decrease would reduce it by $267,000.
- Valuation Risk: A significant portion of the portfolio (Level 3 assets) is valued using unobservable inputs. The filing notes that fair values may differ materially from values realized upon sale due to market uncertainty.
- Legal Proceedings: The company is involved in settlement discussions regarding shareholder actions related to the Full Circle merger. A settlement agreement in principle was reached, pending court approval.
Investor Verification Checklist
- Avanti Communications Exposure: Verify the current status and valuation of the Avanti Communications Group plc investment, which accounts for a significant portion of the unrealized losses ($31.38 million depreciation).
- Debt Refinancing: Confirm the successful redemption of the 2020 Notes and the terms of the new 2022 Notes to assess interest expense impacts.
- PIK Income: Review the level of Payment-in-Kind (PIK) income ($4.588 million cumulative accrued) and its impact on cash flow versus reported net investment income.
- Unfunded Commitments: Assess the $7.088 million in unfunded loan commitments and the company's liquidity position to meet these obligations.
- Expense Waivers: Monitor the administration fee waiver cap (0.50% of average NAV) and any potential reversals or adjustments in future periods.