GBDC Golub Capital BDC Inc

Declares Quarterly Distribution of $0.39 Per Share, and a Fiscal Year 2024 Third Quarter Supplemental Distribution of $0.05 Per Share; Closes Previously Announced Transformative Merger with GBDC 3.

Golub Capital BDC, Inc., a business development company (Nasdaq: GBDC), today announced its financial results for its third fiscal quarter ended June 30, 2024.

Except where the context suggests otherwise, the terms “we,” “us,” “our,” and “Company” refer to Golub Capital BDC, Inc. and its consolidated subsidiaries. “GC Advisors” refers to GC Advisors LLC, our investment adviser.

SELECTED FINANCIAL HIGHLIGHTS

 

 

 

 

 

 

 

(in thousands, expect per share data)

 

 

 

 

June 30, 2024

 

March 31, 2024

Investment portfolio, at fair value

$

7,867,514

 

 

$

5,394,737

Total assets

$

8,477,205

 

 

$

5,942,626

Net asset value per share

$

15.32

 

 

$

15.12

 

 

 

 

 

Quarter Ended

 

June 30, 2024

 

March 31, 2024

Net investment income per share

$

0.46

 

 

$

0.51

Amortization of purchase premium per share

 

0.02

 

 

0.00 *

Adjusted net investment income per share1

$

0.48

 

 

$

0.51

 

 

 

 

Net realized/unrealized gain/(loss) excluding write-down of purchase premium per share

$

(0.15

)

 

$

0.04

Unrealized (loss) from the write-down of the GBDC 3 purchase premium per share1

 

(0.26

)

 

 

—

Net realized/unrealized gain/(loss) per share

$

(0.41

)

 

$

0.04

Reversal of unrealized (loss) resulting from the write-down of the GBDC 3 purchase premium per share1

 

0.26

 

 

 

—

Reversal of realized/unrealized loss resulting from the amortization of purchase premium per share1

 

(0.02

)

 

(0.00)*

Adjusted net realized/unrealized gain/(loss) per share1

$

(0.17

)

 

$

0.04

 

 

 

 

Earnings/(loss) per share

$

0.05

 

 

$

0.55

Adjusted earnings/(loss) per share1

$

0.31

 

 

$

0.55

 

 

 

 

Net asset value per share

$

15.32

 

 

$

15.12

Distributions paid per share

$

0.50

 

 

$

0.46

 

 

 

 

* Represents an amount less than $0.01

 1

On September 16, 2019 and June 3, 2024, the Company completed its acquisition of Golub Capital Investment Corporation (“GCIC”) and Golub Capital BDC 3, Inc. (“GBDC 3”), respectively. Each acquisition was accounted for under the asset acquisition method of accounting in accordance with Accounting Standards Codification 805-50, Business Combinations — Related Issues. Under asset acquisition accounting, where the consideration paid to GCIC and GBDC 3’s stockholders exceeded the relative fair values of the assets acquired, the premium paid by the Company was allocated to the cost of the GCIC and GBDC 3 investments acquired by the Company pro-rata based on their relative fair value. Immediately following each acquisition, the Company recorded its assets at their respective fair values and, as a result, the purchase premium allocated to the cost basis of the assets acquired was immediately recognized as unrealized depreciation on the Company's Consolidated Statement of Operations. The purchase premium allocated to investments in loan securities acquired from GCIC and GBDC 3 will amortize over the life of the loans through interest income with a corresponding reversal of the unrealized depreciation on such loans acquired through their ultimate disposition. The purchase premium allocated to investments in equity securities will not amortize over the life of the equity securities through interest income and, assuming no subsequent change to the fair value of the GCIC and GBDC 3 equity securities acquired and disposition of such equity securities at fair value, the Company will recognize a realized loss with a corresponding reversal of the unrealized depreciation upon disposition of the GCIC and GBDC 3 equity securities acquired.

 

As a supplement to U.S. generally accepted accounting principles (“GAAP”) financial measures, the Company is providing the following non-GAAP financial measures that it believes are useful for the reasons described below:

 

• “Adjusted Net Investment Income” and “Adjusted Net Investment Income Per Share” – excludes the amortization of the purchase premium from net investment income calculated in accordance with GAAP.
• “Adjusted Net Investment Income Before Accrual for Capital Gain Incentive Fee” - Adjusted Net Investment Income excluding the accrual or reversal for the capital gain incentive fee required under GAAP;
• “Adjusted Net Realized and Unrealized Gain/(Loss)” and “Adjusted Net Realized and Unrealized Gain/(Loss) Per Share” – excludes the unrealized loss resulting from the purchase premium write-down and the corresponding reversal of the unrealized loss from the amortization of the premium from the determination of realized and unrealized gain/(loss) in accordance with GAAP.
• “Adjusted Net Income/(Loss)” and “Adjusted Earnings/(Loss) Per Share” – calculates net income and earnings per share based on Adjusted Net Investment Income and Adjusted Net Realized and Unrealized Gain/(Loss).

The Company believes that excluding the financial impact of the purchase premium write down in the above non-GAAP financial measures is useful for investors as it is a non-cash expense/loss resulting from the acquisitions of GCIC and GBDC 3 and is one method the Company uses to measure its financial condition and results of operations. In addition, the Company believes excluding the accrual of the capital gain incentive fee under GAAP is useful as a portion of such accrual is not contractually payable under the terms of the Company’s investment advisory agreement with GC Advisors.

Third Fiscal Quarter 2024 Highlights

• Net investment income per share for the quarter ended June 30, 2024 was $0.46 as compared to $0.51 for the quarter ended March 31, 2024. Excluding $0.02 per share in purchase premium amortization from the GCIC/GBDC 3 acquisitions, Adjusted Net Investment Income Per Share1 for the quarter ended June 30, 2024 was $0.48. This compares to Adjusted Net Investment Income Per Share1 of $0.51 for the quarter ended March 31, 2024 when excluding an amount less than $0.01 per share in purchase premium amortization from the GCIC acquisition and no accrual or reversal for the capital gain incentive fee under GAAP.

• Net realized and unrealized gain/(loss) per share for the quarter ended June 30, 2024 was $(0.41). Adjusted Net Realized and Unrealized Gain/(Loss) Per Share1 was $(0.17) when excluding $0.02 per share net reversal of unrealized depreciation and realized loss resulting from the amortization of the purchase premium and $0.26 per share reversal of unrealized loss resulting from the one-time write-down of the purchase premium allocated to the investments acquired from Golub Capital BDC 3, Inc. (“GBDC 3”). The Adjusted Net Realized and Unrealized Gain/(Loss) Per Share1 for the quarter ended June 30, 2024 was primarily due to realized gains recognized on the sale of three equity investments that were offset by a realized loss recognized on the restructuring of debt and equity investments of one portfolio company. For additional analysis, please refer to the Quarter Ended 6.30.2024 Earnings Presentation available on the Investor Resources link on the homepage of the Company's website (www.golubcapitalbdc.com) under Events/Presentations. The Earnings Presentation was also filed with the Securities and Exchange Commission as an Exhibit to a Form 8-K. These results compare to net realized and unrealized gain/(loss) per share of $0.04 during the quarter ended March 31, 2024. Adjusted Net Realized and Unrealized Gain/(Loss) Per Share1 for the quarter ended March 31, 2024 was $0.04 when excluding an amount less than $0.01 per share net reversal of unrealized depreciation and realized loss resulting from the amortization of the purchase premium.

• Earnings per share for the quarter ended June 30, 2024 was $0.05 as compared to $0.55 for the quarter ended March 31, 2024. Adjusted Earnings Per Share1 for the quarter ended June 30, 2024 was $0.31 as compared to $0.55 for the quarter ended March 31, 2024.

• Net asset value per share increased to $15.32 at June 30, 2024 from $15.12 at March 31, 2024.

• On June 2, 2024, our board of directors declared a series of special distributions totaling $0.15 per share, to be distributed in three consecutive quarterly payments of $0.05 per share per quarter, based on the following schedule:

• Special distribution #1 of $0.05 per share, payable on June 27, 2024 to stockholders of record as of June 13, 2024.

• Special distribution #2 of $0.05 per share, payable on September 13, 2024 to stockholders of record as of August 16, 2024.

• Special distribution #3 of $0.05 per share, payable on December 13, 2024 to stockholders of record as of November 29, 2024.

• On June 14, 2024 we paid a supplemental distribution of $0.06 per share, on June 21, 2024 we paid a quarterly distribution of $0.39 per share and on June 27, 2024 we paid a special distribution of $0.05 per share.

• On August 2, 2024, our board of directors declared a quarterly distribution of $0.39 per share, which is payable on September 27, 2024, to stockholders of record as of August 30, 2024 and a supplemental distribution of $0.05 per share, which is payable on September 13, 2024 to stockholders of record as of August 16, 2024. For additional details on the framework we intend to use for determining the amount of supplemental distributions going forward, please refer to the Quarter Ended 6.30.2024 Earnings Presentation available on the Investor Resources link on the homepage of the Company's website (www.golubcapitalbdc.com) under Events/Presentations.

_________________________

1 

See footnote 1 to “Selected Financial Highlights” above.

Portfolio and Investment Activities

As of June 30, 2024, the Company had investments in 380 portfolio companies with a total fair value of $7,867.5 million. This compares to the Company’s portfolio as of March 31, 2024, as of which date the Company had investments in 366 portfolio companies with a total fair value of $5,394.7 million. Investments in portfolio companies as of June 30, 2024 and March 31, 2024 consisted of the following:

 

 

As of June 30, 2024

 

As of March 31, 2024

 

 

Investments

 

Percentage of

 

Investments

 

Percentage of

 

 

at Fair Value

 

Total

 

at Fair Value

 

Total

Investment Type

 

(In thousands)

 

Investments

 

(In thousands)

 

Investments

Senior secured

 

$

567,375

 

7.2

%

 

$

434,472

 

8.0

%

One stop

 

 

6,734,334

 

85.6

 

 

 

4,602,923

 

85.3

 

Junior debt*

 

 

40,270

 

0.5

 

 

 

34,510

 

0.7

 

Equity

 

 

525,535

 

6.7

 

 

 

322,832

 

6.0

 

Total

 

$

7,867,514

 

100.0

%

 

$

5,394,737

 

100.0

%

*

Junior debt is comprised of second lien and subordinated debt.

The following table shows the asset mix of our new investment commitments for the three months ended June 30, 2024:

 

New Investment

 

 

 

Commitments

 

Percentage of

 

(In thousands)

 

Commitments

 

 

 

 

Senior secured

$

36,494

 

8.4

%

One stop

 

388,075

 

89.2

 

Junior debt*

 

8,141

 

1.9

 

Equity

 

2,252

 

0.5

 

Total new investment commitments

$

434,962

 

100.0

%

*

Junior debt is comprised of second lien and subordinated debt.

Total investments in portfolio companies at fair value were $7,867.5 million at June 30, 2024. As of June 30, 2024, total assets were $8,477.2 million, net assets were $4,053.6 million and net asset value per share was $15.32.

Consolidated Results of Operations

For the third fiscal quarter of 2024, the Company reported GAAP net income of $9.3 million or $0.05 per share and Adjusted Net Income2 of $60.9 million or $0.31 per share. GAAP net investment income was $92.7 million or $0.46 per share and Adjusted Net Investment Income1 was $95.8 million or $0.48 per share. GAAP net realized and unrealized gain/(loss) was ($83.7) million or ($0.41) per share and Adjusted Realized and Unrealized Gain/(Loss)1 was ($35.1) million or ($0.17) per share.

Net income can vary substantially from period to period due to various factors, including the level of new investment commitments, the recognition of realized gains and losses and unrealized appreciation and depreciation. As a result, quarterly comparisons of net income may not be meaningful.

_________________________

2 

See footnote 1 to “Selected Financial Highlights” above.

Liquidity and Capital Resources

The Company’s liquidity and capital resources are derived from the Company’s debt securitizations (also known as collateralized loan obligations, or CLOs), unsecured notes, revolving credit facilities and cash flow from operations. The Company’s primary uses of funds from operations include investments in portfolio companies and payment of fees and other expenses that the Company incurs. The Company has used, and expects to continue to use, its debt securitizations, unsecured notes, revolving credit facilities, proceeds from its investment portfolio and proceeds from offerings of its securities and its dividend reinvestment plan to finance its investment objectives.

As of June 30, 2024, we had cash, cash equivalents and foreign currencies of $147.5 million, restricted cash and cash equivalents of $317.2 million, which included $202.1 million of restricted cash retained for partial repayments on the notes of certain of our debt securitizations that are past their reinvestment period term, and $4,337.7 million of debt outstanding. As of June 30, 2024, subject to leverage and borrowing base restrictions, we had approximately $1,153.8 million of remaining availability, in the aggregate, on our revolving credit facility with JPMorgan and approximately $23.9 million of availability on our revolving credit facility with Deutsche Bank. In addition, as of June 30, 2024, we had $200.0 million of remaining commitments and availability on our unsecured line of credit with GC Advisors.

On April 8, 2024, the Company redeemed $500.0 million in aggregate principal amount of its 3.375% Notes due in 2024 (the “2024 Notes”). The 2024 Notes were redeemed at 100% of their principal amount, plus the accrued and unpaid interest thereon.

On April 11, 2024, we entered into an interest rate swap agreement related to the second $225.0 million of the $450.0 million of 2028 Unsecured Notes (the “2028 Notes”) that we issued on December 5, 2023. Under the agreement, we receive a fixed interest rate of 7.310% and pay a floating interest rate of one-month SOFR plus 2.835%.

The Company estimates that our GAAP debt-to-equity ratio decreased to 1.09x as of June 30, 2024 and our GAAP debt-to-equity ratio, net3 decreased to 1.05x as of June 30, 2024.

_______________________ 3 

GAAP debt to equity, net is calculated as (1) total debt reduced by available cash, cash equivalents, and foreign currencies, divided by (2) total net assets.

Portfolio and Asset Quality

GC Advisors regularly assesses the risk profile of each of the Company’s investments and rates each of them based on an internal system developed by Golub Capital and its affiliates. This system is not generally accepted in our industry or used by our competitors. It is based on the following categories, which we refer to as GC Advisors’ internal performance ratings:

 

 

 

Internal Performance Ratings

Rating

 

Definition

5

 

Involves the least amount of risk in our portfolio. The borrower is performing above expectations, and the trends and risk factors are generally favorable.

4

 

Involves an acceptable level of risk that is similar to the risk at the time of origination. The borrower is generally performing as expected, and the risk factors are neutral to favorable.

3

 

Involves a borrower performing below expectations and indicates that the loan’s risk has increased somewhat since origination. The borrower may be out of compliance with debt covenants; however, loan payments are generally not past due.

2

 

Involves a borrower performing materially below expectations and indicates that the loan’s risk has increased materially since origination. In addition to the borrower being generally out of compliance with debt covenants, loan payments could be past due (but generally not more than 180 days past due).

1

 

Involves a borrower performing substantially below expectations and indicates that the loan’s risk has substantially increased since origination. Most or all of the debt covenants are out of compliance and payments are substantially delinquent. Loans rated 1 are not anticipated to be repaid in full and we will reduce the fair market value of the loan to the amount we anticipate will be recovered.

Our internal performance ratings do not constitute any rating of investments by a nationally recognized statistical rating organization or represent or reflect any third-party assessment of any of our investments. For additional analysis on the Company's internal performance ratings as of June 30, 2024, please refer to the Quarter Ended 6.30.2024 Earnings Presentation available on Investors Resources link on the homepage of the Company's website (www.golubcapitalbdc.com) under Events/Presentations.

The following table shows the distribution of the Company’s investments on the 1 to 5 internal performance rating scale at fair value as of June 30, 2024 and March 31, 2024:

 

 

June 30, 2024

 

March 31, 2024

 

Internal

 

Investments

 

Percentage of

 

Investments

 

Percentage of

 

Performance

 

at Fair Value

 

Total

 

at Fair Value

 

Total

 

Rating

 

(In thousands)

 

Investments

 

(In thousands)

 

Investments

 

5

 

$

126,286

 

1.6

%

 

$

125,443

 

2.3

%

 

4

 

 

6,893,398

 

87.6

 

 

 

4,576,979

 

84.9

 

 

3

 

 

795,362

 

10.1

 

 

 

664,560

 

12.3

 

 

2

 

 

52,468

 

0.7

 

 

 

27,755

 

0.5

 

 

1

 

 

—

 

—

 

 

 

—

 

—

 

 

Total

 

$

7,867,514

 

100.0

%

 

$

5,394,737

 

100.0

%

 

Conference Call

The Company will host an earnings conference call at 11:00 am (Eastern Time) on Tuesday, August 6, 2024 to discuss the quarterly financial results. All interested parties may participate in the conference call by dialing (888) 596-4144 approximately 10-15 minutes prior to the call; international callers should dial +1 (646) 968-2525. Participants should reference Golub Capital BDC, Inc. when prompted. For a slide presentation that we intend to refer to on the earnings conference call, please visit the Investor Resources link on the homepage of our website (www.golubcapitalbdc.com) and click on the Quarter Ended 6.30.2024 Earnings Presentation under Events/Presentations. An archived replay of the call will be available shortly after the call until 11:59 p.m. (Eastern Time) on August 20, 2024. To hear the replay, please dial (800) 770-2030. International dialers, please dial +1 (609) 800-9909. For all replays, please reference program ID number 5111111.

 

Golub Capital BDC, Inc. and Subsidiaries

 

 

 

Consolidated Statements of Financial Condition

 

 

 

(In thousands, except share and per share data)

 

 

 

 

June 30, 2024

 

March 31, 2024

Assets

(unaudited)

 

(unaudited)

Investments, at fair value (cost of $7,965,888 and $5,443,610, respectively)

$

7,867,514

 

 

$

5,394,737

 

Cash and cash equivalents

 

141,186

 

 

 

292,844

 

Unrestricted foreign currencies (cost of $6,381 and $7,920, respectively)

 

6,327

 

 

 

7,904

 

Restricted cash and cash equivalents

 

316,484

 

 

 

159,600

 

Restricted foreign currencies (cost of $717 and $0, respectively)

 

717

 

 

 

—

 

Interest receivable

 

81,884

 

 

 

62,081

 

Other assets

 

63,093

 

 

 

25,460

 

Total Assets

$

8,477,205

 

 

$

5,942,626

 

 

 

 

 

Liabilities

 

 

 

Debt

$

4,337,697

 

 

$

3,291,293

 

Less unamortized debt issuance costs

 

(22,232

)

 

 

(24,301

)

Debt less unamortized debt issuance costs

 

4,315,465

 

 

 

3,266,992

 

Interest payable

 

61,170

 

 

 

36,589

 

Management and incentive fees payable

 

14,345

 

 

 

29,171

 

Accounts payable and accrued expenses

 

32,582

 

 

 

16,234

 

Total Liabilities

 

4,423,562

 

 

 

3,348,986

 

 

 

 

 

Net Assets

 

 

 

Preferred stock, par value $0.001 per share, 1,000,000 shares authorized, zero shares issued and outstanding as of June 30, 2024 and March 31, 2024, respectively.

 

—

 

 

 

—

 

Common stock, par value $0.001 per share, 350,000,000 shares authorized, 264,609,056 issued and outstanding as of June 30, 2024 and 171,517,307 issued and outstanding as of March 31, 2024.

 

265

 

 

 

172

 

Paid in capital in excess of par

 

4,217,451

 

 

 

2,676,430

 

Distributable earnings

 

(164,073

)

 

 

(82,962

)

Total Net Assets

 

4,053,643

 

 

 

2,593,640

 

Total Liabilities and Total Net Assets

$

8,477,205

 

 

$

5,942,626

 

Number of common shares outstanding

 

264,609,056

 

 

 

171,517,307

 

Net asset value per common share

$

15.32

 

 

$

15.12

 

 

Golub Capital BDC, Inc. and Subsidiaries

 

 

 

 

Consolidated Statements of Operations

 

 

 

 

(In thousands, except share and per share data)

 

 

 

 

 

 

Three months ended

 

 

June 30, 2024

 

March 31, 2024

 

 

(unaudited)

 

(unaudited)

Investment income

 

 

Interest income

 

$

167,957

 

 

$

160,169

 

Acquisition purchase price premium amortization

 

 

(3,086

)

 

 

(779

)

Dividend income

 

 

5,705

 

 

 

4,365

 

Fee income

 

 

695

 

 

 

475

 

Total investment income

 

 

171,271

 

 

 

164,230

 

 

 

 

 

 

Expenses

 

 

 

 

Interest and other debt financing expenses

 

 

60,116

 

 

 

44,125

 

Base management fee

 

 

14,362

 

 

 

13,662

 

Incentive fee

 

 

14,400

 

 

 

20,626

 

Professional fees

 

 

1,486

 

 

 

1,342

 

Administrative service fee

 

 

2,090

 

 

 

2,145

 

General and administrative expenses

 

 

370

 

 

 

384

 

Total expenses

 

 

92,824

 

 

 

82,284

 

Incentive fee waived

 

 

(14,400

)

 

 

(5,157

)

Net expenses

 

 

78,424

 

 

 

77,127

 

Net investment income before tax

 

 

92,847

 

 

 

87,103

 

Excise and Income tax

 

 

125

 

 

 

570

 

Net investment income after tax

 

 

92,722

 

 

 

86,533

 

 

 

 

 

 

Net gain (loss) on investment transactions

 

 

 

 

Net realized gain (loss) from:

 

 

 

 

Investments

 

 

(32,137

)

 

 

(18,277

)

Foreign currency transactions

 

 

(6,206

)

 

 

4,459

 

Forward currency contracts

 

 

624

 

 

 

—

 

Net realized gain (loss) in investment transactions

 

 

(37,719

)

 

 

(13,818

)

Net change in unrealized appreciation (depreciation) from:

 

 

 

 

Investments

 

 

(52,622

)

 

 

26,317

 

Translation of assets and liabilities in foreign currencies

 

 

3,709

 

 

 

(10,156

)

Forward currency contracts

 

 

2,972

 

 

 

4,332

 

Net change in unrealized appreciation (depreciation) on investment transactions

 

 

(45,941

)

 

 

20,493

 

Net gain (loss) on investments

 

 

(83,660

)

 

 

6,675

 

Provision for taxes on unrealized appreciation on investments

 

 

190

 

 

 

350

 

Net increase (decrease) in net assets resulting from operations

 

$

9,252

 

 

$

93,558

 

 

 

 

 

 

Per Common Share Data

 

 

 

 

Basic and diluted earnings (loss) per common share

 

$

0.05

 

 

$

0.55

 

Dividends and distributions declared per common share

 

$

0.50

 

 

$

0.46

 

Basic and diluted weighted average common shares outstanding

 

 

199,969,889

 

 

 

170,637,140

 

ABOUT GOLUB CAPITAL BDC, INC.

Golub Capital BDC, Inc. (“GBDC”) is an externally-managed, non-diversified closed-end management investment company that has elected to be treated as a business development company under the Investment Company Act of 1940. GBDC invests primarily in one stop and other senior secured loans to middle market companies that are often sponsored by private equity investors. GBDC’s investment activities are managed by its investment adviser, GC Advisors LLC, an affiliate of the Golub Capital LLC group of companies ("Golub Capital").

ABOUT GOLUB CAPITAL

Golub Capital is a market-leading, award-winning direct lender and experienced private credit manager. The firm specializes in delivering reliable, creative and compelling financing solutions to companies backed by private equity sponsors. Golub Capital’s sponsor finance expertise also forms the foundation of its Broadly Syndicated Loan and Credit Opportunities investment programs. Golub Capital nurtures long-term, win-win partnerships that inspire repeat business from private equity sponsors and investors.

As of April 1, 2024, Golub Capital had over 925 employees and over $70 billion of capital under management, a gross measure of invested capital including leverage. The firm has offices in North America, Europe and Asia. For more information, please visit golubcapital.com.

FORWARD-LOOKING STATEMENTS

This press release may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of risks and uncertainties. Actual results may differ materially from those expressed or implied in the forward-looking statements as a result of a number of factors, including those described from time to time in filings with the Securities and Exchange Commission. Golub Capital BDC, Inc. undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.

View source version on businesswire.com: https://www.businesswire.com/news/home/20240805685171/en/

Christopher Ericson 312-212-4036 cericson@golubcapital.com