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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): May 10, 2023

 

 

 

Monroe Capital Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Maryland   814-00866   27-4895840

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

311 South Wacker Drive, Suite 6400, Chicago, IL   60606
(Address of principal executive offices)   (Zip Code)

 

(312) 258-8300

(Registrant’s telephone number, including area code)

 

(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 (see General Instruction A.2. below):

 

  ¨ 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   MRCC   The 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 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

 

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 May 10, 2023, Monroe Capital Corporation (the “Company”) issued a press release announcing the Company’s financial results for the first quarter ended March 31, 2023. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

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, as amended, and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.

 

ITEM 9.01. Financial Statements and Exhibits.

 

(d) Exhibits:

 

Exhibit No.   Description
99.1   Press Release, dated May 10, 2023.
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.

 

 

MONROE CAPITAL CORPORATION

   
  By: /s/ Lewis W. Solimene, Jr.
 

Name:

Lewis W. Solimene, Jr.

  Title: Chief Financial Officer
     

Dated: May 10, 2023

 

 

 

Exhibit 99.1

 

 

Monroe Capital Corporation BDC Announces First Quarter 2023 Results

 

CHICAGO, IL, May 10, 2023 -- Monroe Capital Corporation (Nasdaq: MRCC) (“Monroe”) today announced its financial results for the first quarter ended March 31, 2023.

 

Except where the context suggests otherwise, the terms “Monroe,” “we,” “us,” “our,” and “Company” refer to Monroe Capital Corporation.

 

First Quarter 2023 Financial Highlights

 

Net Investment Income of $6.6 million, or $0.31 per share

Adjusted Net Investment Income (a non-GAAP measure described below) of $6.9 million, or $0.32 per share

Net increase in net assets resulting from operations of $3.4 million, or $0.16 per share

Net Asset Value (“NAV”) of $223.0 million, or $10.29 per share

Paid quarterly dividend of $0.25 per share on March 31, 2023

Current annual cash dividend yield to shareholders of approximately 13.8%(1)

 

Chief Executive Officer Theodore L. Koenig commented, “We are pleased to report a strong start to 2023 with Adjusted Net Investment Income of $0.32 per share in the first quarter. We believe that tighter credit conditions and the recent banking disruptions present a unique opportunity for us to capitalize on the current market environment, where deal terms, pricing and structures are more favorable. Our ability to provide certainty of execution and flexible capital solutions to leading growth orientated middle market companies allows us to redeploy capital into attractive investment opportunities. As always, we continue to be focused on maintaining portfolio credit quality while maximizing Adjusted Net Investment Income and generating strong risk-adjusted returns for our shareholders.”

 

Monroe Capital Corporation is a business development company affiliate of the award winning private credit investment firm and lender, Monroe Capital LLC.

 

 

(1) Based on an annualized dividend and closing share price as of May 9, 2023.

 

 

 

 

Management Commentary

 

Adjusted Net Investment Income totaled $6.9 million or $0.32 per share for the quarter ended March 31, 2023. This compares with $5.6 million or $0.26 per share for the quarter ended December 31, 2022. This increase in Adjusted Net Investment Income is primarily the result of increases in effective rates on the portfolio from the rising interest rate environment. See Non-GAAP Financial Measure – Adjusted Net Investment Income discussion below.

 

NAV decreased by $0.10 per share, or 1.0%, to $223.0 million or $10.29 per share as of March 31, 2023, compared to $225.0 million or $10.39 per share as of December 31, 2022. The NAV decrease of $0.10 per share was primarily the result of net unrealized losses on the portfolio that were primarily attributable to a couple specific portfolio companies that saw declining financial performance resulting from larger economic factors, including the rising interest rate environment and inflationary impacts on consumer spending.

 

MRCC’s debt-to-equity leverage remained unchanged from December 31, 2022 at 1.49 times debt-to equity. We continue to focus on managing our investment portfolio and selectively redeploying capital resulting from repayments.

 

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Selected Financial Highlights

 

(in thousands, except per share data)

 

   March 31, 2023   December 31, 2022 
Consolidated Statements of Assets and Liabilities data:   (unaudited)      
Investments, at fair value  $532,100   $541,040 
Total assets  $559,465   $564,995 
Total net assets  $222,961   $225,019 
Net asset value per share  $10.29   $10.39 

 

   For the quarter ended 
   March 31, 2023   December 31, 2022 
         
Consolidated Statements of Operations data:  (unaudited) 
Net investment income  $6,627   $5,520 
Adjusted net investment income (2)  $6,860   $5,636 
Net gain (loss)  $(3,268)  $(1,040)
Net increase (decrease) in net assets resulting from operations  $3,359   $4,480 
           
Per share data:          
Net investment income  $0.31   $0.25 
Adjusted net investment income (2)  $0.32   $0.26 
Net gain (loss)  $(0.15)  $(0.05)
Net increase (decrease) in net assets resulting from operations  $0.16   $0.21 

 

 

(2)See Non-GAAP Financial Measure – Adjusted Net Investment Income below for a detailed description of this non-GAAP measure and a reconciliation from net investment income to Adjusted Net Investment Income. The Company uses this non-GAAP financial measure internally in analyzing financial results and believes that this non-GAAP financial measure is useful to investors as an additional tool to evaluate ongoing results and trends for the Company.

 

Portfolio Review

 

The Company had debt and equity investments in 102 portfolio companies, with a total fair value of $532.1 million as of March 31, 2023, as compared to debt and equity investments in 105 portfolio companies, with a total fair value of $541.0 million, as of December 31, 2022. The Company’s portfolio consists primarily of first lien loans, representing 83.7% of the portfolio as of March 31, 2023, and 84.0% of the portfolio as of December 31, 2022. As of March 31, 2023, the weighted average contractual and effective yield on the Company’s debt and preferred equity investments was 11.5% and 11.6%, respectively, as compared to the weighted average contractual and effective yield of 11.0% and 11.0%, respectively, as of December 31, 2022. Portfolio yield is calculated only on the portion of the portfolio that has a contractual coupon and therefore does not account for dividends on equity investments (other than preferred equity). As of March 31, 2023, 0.4% of the Company’s total investments at fair value were on non-accrual as compared to 0.5% as of December 31, 2022.

 

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Financial Review

 

Net Investment Income for the quarter ended March 31, 2023 totaled $6.6 million, or $0.31 per share, compared to $5.5 million, or $0.25 per share, for the quarter ended December 31, 2022. Adjusted Net Investment Income was $6.9 million, or $0.32 per share, for the quarter ended March 31, 2023, compared to $5.6 million, or $0.26 per share, for the quarter ended December 31, 2022. Investment income for the quarter ended March 31, 2023 totaled $16.8 million, compared to $15.2 million for the quarter ended December 31, 2022. The $1.6 million increase in investment income was primarily as a result of an increase in portfolio yield. Total expenses for the quarter ended March 31, 2023 totaled $10.2 million, compared to $9.6 million for the quarter ended December 31, 2022. The $0.6 million increase in expenses during the quarter was primarily driven by an increase in interest and other debt financing expenses resulting from the rising interest rate environment and an increase in incentive fees associated with the increase in net investment income.

 

Net gain (loss) was ($3.3) million for the quarter ended March 31, 2023, compared to ($1.0) million for the quarter ended December 31, 2022. Net realized and unrealized gains (losses) on investments were ($3.5) million for the quarter. The net losses during the quarter were primarily attributable to fundamental performance of a couple specific portfolio companies. Other net gains (losses) totaled $0.2 million for the quarter ended March 31, 2023, comprised primarily of net unrealized gains on foreign currency forward contracts used to hedge currency exposure on investments denominated in foreign currency.

 

Net increase (decrease) in net assets resulting from operations was $3.4 million, or $0.16 per share, for the quarter ended March 31, 2023, compared to $4.5 million, or $0.21, for the quarter ended December 31, 2022.

 

Liquidity and Capital Resources

 

At March 31, 2023, the Company had $6.9 million in cash, $202.8 million of debt outstanding on its revolving credit facility and $130.0 million of debt outstanding on its 2026 Notes. As of March 31, 2023, the Company had approximately $52.2 million available for additional borrowings on its revolving credit facility, subject to borrowing base availability.

 

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MRCC Senior Loan Fund

 

SLF is a joint venture with Life Insurance Company of the Southwest (“LSW”), an affiliate of National Life Insurance Company. SLF invests primarily in senior secured loans to middle market companies in the United States. The Company and LSW have each committed $50.0 million of capital to the joint venture. As of March 31, 2023, the Company had made net capital contributions of $42.7 million in SLF with a fair value of $35.8 million, as compared to net capital contributions of $42.7 million in SLF with a fair value of $35.5 million at December 31, 2022. During the quarter ended March 31, 2023, the Company received an income distribution from SLF of $0.9 million, consistent with the $0.9 million received during the quarter ended December 31, 2022. The SLF’s underlying investments are loans to middle-market borrowers that are generally larger than the rest of MRCC’s portfolio which is focused on lower middle-market companies. The SLF’s portfolio was valued at 93.5% of amortized cost at March 31, 2023, consistent with December 31, 2022.

 

As of March 31, 2023, SLF had total assets of $187.0 million (including investments at fair value of $178.2 million), total liabilities of $115.5 million (including borrowings under the $175.0 million secured revolving credit facility with Capital One, N.A. (the “SLF Credit Facility”) of $115.7 million) and total members’ capital of $71.5 million. As of December 31, 2022, SLF had total assets of $192.8 million (including investments at fair value of $183.2 million), total liabilities of $121.8 million (including borrowings under the SLF Credit Facility of $122.2 million) and total members’ capital of $71.0 million.

 

Non-GAAP Financial Measure – Adjusted Net Investment Income

 

On a supplemental basis, the Company discloses Adjusted Net Investment Income (including on a per share basis) which is a financial measure that is calculated and presented on a basis of methodology other than in accordance with generally accepted accounting principles of the United States of America (“non-GAAP”). Adjusted Net Investment Income represents net investment income, excluding the net capital gains incentive fee and income taxes. The Company uses this non-GAAP financial measure internally in analyzing financial results and believes that this non-GAAP financial measure is useful to investors as an additional tool to evaluate ongoing results and trends for the Company. The management agreement with the Company’s advisor provides that a capital gains incentive fee is determined and paid annually with respect to realized capital gains (but not unrealized capital gains) to the extent such realized capital gains exceed realized and unrealized capital losses for such year. Management believes that Adjusted Net Investment Income is a useful indicator of operations exclusive of any net capital gains incentive fee as net investment income does not include gains associated with the capital gains incentive fee.

 

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The following table provides a reconciliation from net investment income (the most comparable GAAP measure) to Adjusted Net Investment Income for the periods presented:

 

   For the quarter ended 
   March 31, 2023   December 31, 2022 
   Amount   Per Share Amount   Amount   Per Share Amount 
                 
   (in thousands, except per share data) 
Net investment income  $6,627   $0.31   $5,520   $0.25 
Net capital gains incentive fee   -    -    -    - 
Income taxes, including excise taxes   233    0.01    116    0.01 
Adjusted Net Investment Income  $6,860   $0.32   $5,636   $0.26 

 

Adjusted Net Investment Income may not be comparable to similar measures presented by other companies, as it is a non-GAAP financial measure that is not based on a comprehensive set of accounting rules or principles and therefore may be defined differently by other companies. In addition, Adjusted Net Investment Income should be considered in addition to, not as a substitute for, or superior to, financial measures determined in accordance with GAAP.

 

First Quarter 2023 Financial Results Conference Call

 

The Company will host a webcast and conference call to discuss these operating and financial results on Thursday, May 11, 2023 at 11:00 am ET. The webcast will be hosted on a webcast link located in the Investor Relations section of the Company’s website at http://ir.monroebdc.com/events.cfm. To participate in the conference call, please dial (800) 715-9871 approximately 10 minutes prior to the call. Please reference conference ID # 1734277.

 

For those unable to listen to the live broadcast, the webcast will be available for replay on the Company’s website approximately two hours after the event.

 

For a more detailed discussion of the financial and other information included in this press release, please also refer to the Company’s Form 10-Q for the quarter ended March 31, 2023 to be filed with the SEC (www.sec.gov) on May 10, 2023.

 

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MONROE CAPITAL CORPORATION

CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES

(in thousands, except per share data)

 

   March 31, 2023   December 31, 2022 
   (unaudited)     
ASSETS        
Investments, at fair value:          
Non-controlled/non-affiliate company investments  $407,445   $418,913 
Non-controlled affiliate company investments   88,892    86,618 
Controlled affiliate company investments   35,763    35,509 
Total investments, at fair value (amortized cost of: $574,555, and $579,307, respectively)   532,100    541,040 
Cash   6,929    5,450 
Unrealized gain on foreign currency forward contracts   1,687    1,507 
Interest and dividend receivable   18,089    16,457 
Other assets   660    541 
Total assets   559,465    564,995 
           
LIABILITIES          
Debt:          
Revolving credit facility   202,800    204,600 
2026 Notes   130,000    130,000 
Total debt   332,800    334,600 
Less: Unamortized deferred financing costs   (4,190)   (4,486)
Total debt, less unamortized deferred financing costs   328,610    330,114 
Interest payable   1,669    3,041 
Management fees payable   2,200    2,221 
Incentive fees payable   1,657    1,380 
Accounts payable and accrued expenses   2,333    3,220 
Directors' fees payable   35    - 
Total liabilities   336,504    339,976 
Net assets  $222,961   $225,019 
           
ANALYSIS OF NET ASSETS          
Common stock, $0.001 par value, 100,000 shares authorized, 21,666 and 21,666 shares issued and outstanding, respectively  $22   $22 
Capital in excess of par value   298,700    298,700 
Accumulated undistributed (overdistributed) earnings   (75,761)   (73,703)
Total net assets  $222,961   $225,019 
Net asset value per share  $10.29   $10.39 

 

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MONROE CAPITAL CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

 

   For the quarter ended 
   March 31, 2023   December 31, 2022 
         
   (unaudited) 
Investment income:          
Non-controlled/non-affiliate company investments:          
Interest income  $11,710   $9,721 
Payment-in-kind interest income   885    970 
Dividend income   146    105 
Fee income   310    776 
Total investment income from non-controlled/non-affiliate company investments   13,051    11,572 
Non-controlled affiliate company investments:          
Interest income   1,417    1,383 
Payment-in-kind interest income   1,387    1,261 
Dividend income   49    48 
Total investment income from non-controlled affiliate company investments   2,853    2,692 
Controlled affiliate company investments:          
Dividend income   900    900 
Total investment income from controlled affiliate company investments   900    900 
Total investment income   16,804    15,164 
           
Operating expenses:          
Interest and other debt financing expenses   5,514    5,119 
Base management fees   2,200    2,221 
Incentive fees   1,657    1,380 
Professional fees   128    154 
Administrative service fees   255    255 
General and administrative expenses   155    360 
Directors' fees   35    39 
Total operating expenses   9,944    9,528 
Net investment income before income taxes   6,860    5,636 
Income taxes, including excise taxes   233    116 
Net investment income   6,627    5,520 
           
Net gain (loss):          
Net realized gain (loss):          
Non-controlled/non-affiliate company investments   706    620 
Foreign currency forward contracts   37    50 
Foreign currency and other transactions   (3)   2 
Net realized gain (loss)   740    672 
           
Net change in unrealized gain (loss):          
Non-controlled/non-affiliate company investments   (3,417)   (6)
Non-controlled affiliate company investments   (1,025)   106 
Controlled affiliate company investments   254    (1,035)
Foreign currency forward contracts   180    (777)
Net change in unrealized gain (loss)   (4,008)   (1,712)
           
Net gain (loss)   (3,268)   (1,040)
           
Net increase (decrease) in net assets resulting from operations  $3,359   $4,480 
           
Per common share data:          
Net investment income per share - basic and diluted  $0.31   $0.25 
Net increase (decrease) in net assets resulting from operations per share - basic and diluted  $0.16   $0.21 
Weighted average common shares outstanding - basic and diluted   21,666    21,666 

 

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Additional Supplemental Information:

 

The composition of the Company’s investment income was as follows (in thousands):

 

   For the quarter ended 
   March 31, 2023   December 31, 2022 
         
   (unaudited) 
Interest income  $12,524   $10,847 
Payment-in-kind interest income   2,272    2,231 
Dividend income   1,095    1,053 
Fee income   310    776 
Prepayment gain (loss)   243    45 
Accretion of discounts and amortization of premiums   360    212 
Total investment income  $16,804   $15,164 

 

The composition of the Company’s interest expense and other debt financing expenses was as follows (in thousands):

 

   For the quarter ended 
   March 31, 2023  December 31, 2022 
         
   (unaudited) 
Interest expense - revolving credit facility  $3,638   $3,051 
Interest expense - 2026 Notes   1,555    1,555 
Amortization of deferred financing costs   321    513 
Total interest and other debt financing expenses  $5,514   $5,119 

 

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ABOUT MONROE CAPITAL CORPORATION

Monroe Capital Corporation is a publicly-traded specialty finance company that principally invests in senior, unitranche and junior secured debt and, to a lesser extent, unsecured debt and equity investments in middle-market companies. The Company’s investment objective is to maximize the total return to its stockholders in the form of current income and capital appreciation. The Company’s investment activities are managed by its investment adviser, Monroe Capital BDC Advisors, LLC, which is an investment adviser registered under the Investment Advisers Act of 1940, as amended, and an affiliate of Monroe Capital LLC. To learn more about Monroe Capital Corporation, visit www.monroebdc.com.

 

ABOUT MONROE CAPITAL LLC

Monroe Capital LLC (“Monroe”) is a premier boutique asset management firm specializing in private credit markets across various strategies, including direct lending, asset-based lending, specialty finance, opportunistic, real estate, structured credit, and equity. Since 2004, the firm has been successfully providing capital solutions to clients in the U.S. and Canada. Monroe prides itself on being a value-added and user-friendly partner to business owners, management, and both private equity and independent sponsors. Monroe’s platform offers a wide variety of investment products for both institutional and high net worth investors with a focus on generating high quality “alpha” returns irrespective of business or economic cycles. The firm is headquartered in Chicago and maintains offices in Atlanta, Boston, Los Angeles, Miami, Naples, New York, San Francisco, and Seoul.

 

Monroe has been recognized by both its peers and investors with various awards including Private Debt Investor as the 2022 Lower Mid-Market Lender of the Year, 2022 CLO Manager of the Year, Americas; 2022 Best Performance in Private Debt – Mid Cap by Korean Economic Daily; Global M&A Network as the 2022 Small Mid-Markets Lender of the Year, Americas; Creditflux as the 2021 Best U.S. Direct Lending Fund; and Pension Bridge as the 2020 Private Credit Strategy of the Year. For more information and important disclaimers, please visit www.monroecap.com.

 

FORWARD-LOOKING STATEMENTS

This press release may contain certain forward-looking statements. Any such statements, other than statements of historical fact, are likely to be affected by other unknowable future events and conditions, including elements of the future that are or are not under the Company’s control, and that the Company may or may not have considered; accordingly, such statements cannot be guarantees or assurances of any aspect of future performance. Actual developments and results are highly likely to vary materially from these estimates and projections of the future. Such statements speak only as of the time when made, and the Company undertakes no obligation to update any such statement now or in the future.

 

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SOURCE:     Monroe Capital Corporation

 

Investor Contact:Mick Solimene 
 Chief Investment Officer and Chief Financial Officer 
 Monroe Capital Corporation 
 (312) 598-8401 
 Email: msolimene@monroecap.com 
   
Media Contact:Daniel Abramson 
 BackBay Communications 
 (857) 305-8441 
 Email: daniel.abramson@backbaycommunications.com 

 

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