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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date
of earliest event reported): November 25, 2024
PennantPark Investment Corporation
(Exact name of registrant as specified
in its charter)
Maryland |
814-00736 |
20-8250744 |
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
|
|
|
1691 Michigan Avenue, |
|
33319 |
Miami Beach, Florida |
|
(Zip Code) |
(Address of Principal Executive Offices) |
|
|
(786) 297-9500
(Registrant's telephone number, including
area code)
Not Applicable
(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:
| ☐ | 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 |
PNNT |
The New York Stock Exchange |
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. ☐
Explanatory Note
This Current Report on Form 8-K/A (this “Form 8-K/A”)
amends the Current Report on Form 8-K of PennantPark Investment Corporation (the “Company”) originally furnished by the Company
to the Securities and Exchange Commission on November 25, 2024 (the “Initial 8-K”). The sole purpose for filing this Form
8-K/A is to correct certain information contained in Exhibit 99.1 to the Initial 8-K related to the Company’s financial statements,
as described below.
Item 2.02. Results of Operations and Financial Condition
On November 25, 2024, the
Company, filed the Initial 8-K with a press release announcing its financial results for the fourth quarter and fiscal year ended September
30, 2024 (the “Original Earnings Release”). A copy of the fully corrected press release is attached hereto as Exhibit 99.1,
is incorporated herein by reference and supersedes the Original Earnings Release attached as Exhibit 99.1 to the Initial 8-K in its entirety.
The information in this
report on Form 8-K/A, including Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended, or the Exchange Act, or otherwise subject to the liabilities of such
section. The information in this report on Form 8-K/A shall not be deemed incorporated by reference in any filing under the Securities
Act of 1933, as amended, or the Securities Act, or under the Exchange Act, except as shall be expressly set forth by specific reference
in such filing.
Forward-Looking Statements
This report on Form 8-K/A,
including Exhibit 99.1 furnished herewith, may contain “forward-looking statements” within the meaning of the Private Securities
Litigation Reform Act of 1995. You should understand that under Section 27A(b)(2)(B) of the Securities Act and Section 21E(b)(2)(B) of
the Exchange Act, the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 do not apply to forward-looking
statements made in periodic reports PennantPark Investment Corporation files under the Exchange Act. All statements other than statements
of historical facts included in this report on Form 8-K/A are 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 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.
PennantPark Investment Corporation undertakes no duty to update any forward-looking statement made herein. You should not place undue
influence on such forward-looking statements as such statements speak only as of the date on which they are made.
PennantPark Investment
Corporation may use words such as “anticipates,” “believes,” “expects,” “intends,” “seeks,”
“plans,” “estimates” and similar expressions to identify forward-looking statements. Such statements are based
on currently available operating, financial and competitive information and are subject to various risks and uncertainties that could
cause actual results to differ materially from its historical experience and present expectations.
Item 9.01. Financial Statements and Exhibits
None
| (b) | Pro forma financial information: |
None
| (c) | Shell company transactions: |
None
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: November 26, 2024 | PENNANTPARK INVESTMENT CORPORATION |
| |
| |
| By: |
/s/ Richard T. Allorto, Jr. |
| |
Richard T. Allorto, Jr. |
| |
Chief Financial Officer & Treasurer |
EXHIBIT 99.1
PennantPark Investment Corporation Announces Financial Results for the Fourth Quarter and Fiscal
Year Ended September 30, 2024 and Upsize of Joint Venture (Amended)
Explanatory Note:
PennantPark Investment Corporation (the “Company”) is updating the press release issued by the Company on November 25,
2024 to correct certain information contained therein. The updated release reads:
MIAMI, Nov. 25, 2024 (GLOBE NEWSWIRE) -- PennantPark Investment Corporation (NYSE: PNNT) (the "Company") announced today financial
results for the fourth quarter and fiscal year ended September 30, 2024.
HIGHLIGHTS
Year ended September 30, 2024
($ in millions, except per share amounts)
Assets and Liabilities: |
|
|
|
|
|
Investment portfolio (1) |
|
|
|
$ |
1,328.1 |
|
Net assets |
|
|
|
$ |
493.9 |
|
Adjusted net asset value per share
(2) |
|
|
|
$ |
7.56 |
|
Quarterly increase in adjusted net asset
value per share (2) |
|
|
|
|
0.5 |
% |
GAAP net asset value per share |
|
|
|
$ |
7.56 |
|
Quarterly increase in GAAP net asset
value per share |
|
|
|
|
0.5 |
% |
|
|
|
|
|
|
Credit Facility |
|
|
|
$ |
460.4 |
|
2026 Notes |
|
|
|
$ |
148.6 |
|
2026-2 Notes |
|
|
|
$ |
163.1 |
|
Regulatory Debt to Equity |
|
|
|
1.58x |
|
Weighted average yield on debt investments
at quarter-end |
|
|
|
|
12.3 |
% |
|
|
|
|
|
|
|
Quarter Ended |
|
|
Year Ended |
|
|
September
30, 2024 |
|
|
September
30, 2024 |
|
Operating Results: |
|
|
|
|
|
Net
investment income |
$ |
14.4 |
|
|
$ |
60.1 |
|
Net investment income per share |
$ |
0.22 |
|
|
$ |
0.92 |
|
Core net investment income per share
(3) |
$ |
0.22 |
|
|
$ |
0.89 |
|
Distributions declared per share |
$ |
0.24 |
|
|
$ |
0.88 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Activity: |
|
|
|
|
|
Purchases of investments |
$ |
291.6 |
|
|
$ |
1,043.6 |
|
Sales and repayments of investments |
$ |
235.2 |
|
|
$ |
824.6 |
|
|
|
|
|
|
|
PSLF Portfolio data: |
|
|
|
|
|
PSLF investment portfolio |
$ |
1,031.2 |
|
|
$ |
1,031.2 |
|
Purchases of investments |
$ |
145.9 |
|
|
$ |
396.1 |
|
Sales and repayments of investments |
$ |
39.1 |
|
|
$ |
172.9 |
|
|
|
|
|
|
|
|
|
- Includes investments in PennantPark Senior Loan Fund, LLC ("PSLF"), an unconsolidated joint venture, totaling
$183.8 million, at fair value.
- This is a non-GAAP financial measure. The Company believes that this number provides useful information
to investors and management because it reflects the Company’s financial performance excluding the impact of unrealized gain on our
multi-currency, senior secured revolving credit facility with Truist Bank, as amended, the “Credit Facility." The presentation of
this additional information is not meant to be considered in isolation or as a substitute for financial results prepared in accordance
with GAAP.
- Core net investment income ("Core NII") is a non-GAAP financial measure. The Company believes that Core
NII provides useful information to investors and management because it reflects the Company's financial performance excluding one-time
or non-recurring investment income and expenses. The presentation of this additional information is not meant to be considered in isolation
or as a substitute for financial results prepared in accordance with GAAP. For the year ended September 30, 2024, Core NII excluded: i)
$2.5 million of PSLF special dividend income, and ii) $0.4 million of incentive fee expense offset.
CONFERENCE CALL AT 12:00 P.M. EST ON NOVEMBER 26, 2024
PennantPark Investment Corporation (“we,” “our,” “us” or the “Company”)
will also host a conference call at 12:00 p.m. (Eastern Time) on Tuesday, November 26, 2024 to discuss its financial results. All interested
parties are welcome to participate. You can access the conference call by dialing toll-free (888) 394-8218 approximately 5-10 minutes
prior to the call. International callers should dial (646) 828-8193. All callers should reference conference ID #3424889 or PennantPark
Investment Corporation. An archived replay will also be available on a webcast link located on the Quarterly Earnings page in the Investor
section of PennantPark’s website.
PORTFOLIO AND INVESTMENT ACTIVITY
“We are pleased to announce another quarter of solid performance from both an NAV and Net Investment Income perspective,”
said Arthur Penn, Chairman and CEO. “Our earnings stream continues to be robust due to strong credit performance and the excellent
returns generated by our PSLF joint venture."
As of September 30, 2024, our portfolio totaled $1,328.1 million and consisted of $667.9 million or 50% of first lien
secured debt, $99.6 million or 7% of U.S. Government Securities, $67.2 million or 5% of second lien secured debt, $181.7 million or 14%
of subordinated debt (including $115.9 million or 9% in PSLF) and $311.7 million or 23% of preferred and common equity (including $67.9
million or 5% in PSLF). Our interest bearing debt portfolio consisted of 94% variable-rate investments and 6% fixed-rate investments.
As of September 30, 2024, we had two portfolio companies on non-accrual, representing 4.1% and 2.3% percent of our overall portfolio on
a cost and fair value basis, respectively. Overall, the portfolio had net unrealized appreciation of $11.2 million as of September 30,
2024. Our overall portfolio consisted of 152 companies with an average investment size of $8.1 million (excluding U.S. Government Securities),
had a weighted average yield on interest bearing debt investments of 12.3%.
As of September 30, 2023, our portfolio totaled $1,101.7 million and consisted of $527.7 million or 48% of first lien
secured debt, $99.8 million or 9% of US Government Securities, $80.4 million or 7% of second lien secured debt, $156.2 million or 14%
of subordinated debt (including $102.3 million or 9% in PSLF) and $237.6 million or 22% of preferred and common equity (including $62.1
million or 6% in PSLF). Our interest bearing debt portfolio consisted of 95% variable-rate investments and 5% fixed-rate investments.
As of September 30, 2023, we had one portfolio company on non-accrual, representing 1.2% and zero percent of our overall portfolio on
a cost and fair value basis, respectively. Overall, the portfolio had net unrealized depreciation of $16.3 million as of September 30,
2023. Our overall portfolio consisted of 129 companies with an average investment size of $7.8 million (excluding U.S. Government Securities),
had a weighted average yield on interest bearing debt investments of 13.0%.
For the three months ended September 30, 2024, we invested $191.9 million in 12 new and 44 existing portfolio companies
at a weighted average yield on debt investments of 11.4% (excluding U.S. Government Securities). For the three months ended September
30, 2024, sales and repayments of investments totaled $175.3 million (excluding U.S. Government Securities), including $117.0 million
of sales to PSLF. For the year ended September 30, 2024, we invested $774.6 million of investments in 41 new and 81 existing portfolio
companies with a weighted average yield on debt investments of 11.7 % (excluding U.S. Government Securities). Sales and repayments of
investments for the same period totaled $555.4 million (excluding U.S. Government Securities), including $308.7 million of sales to PSLF.
For the three months ended September 30, 2023, we invested $61.1 million in two new and 31 existing portfolio companies
at a weighted average yield on debt investments of 12.3% (excluding U.S. Government Securities). For the three months ended September
30, 2023, sales and repayments of investments totaled $138.2 million (excluding U.S. Government Securities), including $47.6 million of
sales to PSLF. For the year ended September 30, 2023, we invested $275.4 million in 17 new and 69 existing portfolio companies at a weighted
average yield on debt investments of 12.0% (excluding U.S. Government Securities). For the year ended September 30, 2023, sales and repayment
totaled $418.6 million (excluding U.S. Government Securities), including $127.8 million of sales to PSLF.
PennantPark Senior Loan Fund, LLC
PNNT has agreed to invest an additional $52.5 million and its joint venture partner has agreed to invest an additional
$75.0 million of capital in PSLF. In addition, PSLF increased its senior secured credit facility provided by BNP Paribas from $325 million
to $400 million, thereby allowing the JV to scale its investment portfolio to over $1.5 billion, representing a nearly $500 million increase
in the JV’s investment capacity.
As of September 30, 2024, PSLF’s portfolio totaled $1,031.2 million, consisted of 102 companies with an average
investment size of $10.1 million and had a weighted average yield interest bearing debt investments of 11.3%.
As of September 30, 2023, PSLF’s portfolio totaled $804.2 million, consisted of 90 companies with an average
investment size of $8.9 million and had a weighted average yield on debt investments of 12.1%.
For the three months ended September 30, 2024, PSLF invested $145.9 million (including $117.0 million purchased from
the Company) in three new and seven existing portfolio companies at a weighted average yield on debt investments of 11.5%. PSLF’s
sales and repayments of investments for the same period totaled $39.1 million. For the year ended September 30, 2024, PSLF invested $396.1
million (of which $308.8 million was purchased from the Company) in 20 new and 24 existing portfolio companies with a weighted average
yield on debt investments of 11.8%. PSLF's sales and repayments of investments for the same period totaled $172.9 million.
For the three months ended September 30, 2023, PSLF invested $56.9 million (including $47.6 million purchased from
the Company) in five new and 18 existing portfolio companies at a weighted average yield on debt investments of 11.8%. PSLF’s sales
and repayments of investments for the same period totaled $52.6 million. For the year ended September 30, 2023, PSLF invested $176.2 million
(including $127.8 million purchased from the Company) in 21 new and 23 existing portfolio companies at a weighted average yield on debt
investments of 11.8%. PSLF's sales and repayments of investments for the same period totaled $106.6 million.
RESULTS OF OPERATIONS
Set forth below are the results of operations for the three months ended and years ended September 30, 2024 and 2023.
Investment Income
For the three months and year ended September 30, 2024, investment income was $36.5 million and $143.8 million, respectively,
which was attributable to $27.2 million and $104.8 million from first lien secured debt, $2.2 million and $9.8 million from second lien
secured debt, $1.1 million and $3.0 million from subordinated debt and $6.0 million and $26.2 million from other investments, respectively.
For the three months and year ended September 30, 2023, investment income was $34.0 million and $145.4 million, respectively, which was
attributable to $24.5 million and $97.2 million from first lien secured debt, $2.9 million and $13.8 million from second lien secured
debt, $1.3 million and $4.7 million from subordinated debt and $5.4 million and $29.7 million from preferred and common equity, respectively.
The decrease in investment income for the year compared to the same period in the prior year was primarily due to a decrease in dividend
income.
Expenses
For the three months and year ended September 30, 2024, expenses totaled $22.0 million and $83.7 million, respectively,
and were comprised of $12.3 million and $45.2 million of debt related interest and expenses, $4.3 million and $16.7 million of base management
fees, $3.1 million and $12.7 million of incentive fees, $1.8 million and $6.6 million of general and administrative expenses and $0.7
million and $2.6 million of provision for excise taxes. For the three months and year ended September 30, 2023, expenses totaled $18.4
million and $79.8 million, respectively, and were comprised of $9.0 million and $39.4 million of debt related interest and expenses, $3.9
million and $16.5 million of base management fees, $3.3 million and $13.9 million of incentive fees, $1.6 million and $5.7 million of
general and administrative expenses and $0.7 million and $4.3 million of provision for excise taxes. The increase in expenses over the
prior year was primarily due to an increase in debt related interest and expenses.
Net Investment Income
For the three months and year ended September 30, 2024, net investment income totaled $14.4 million and $60.1 million,
or $0.22 per share and $0.92 per share, respectively. For the three months and year ended September 30, 2023, net investment income totaled
$15.6 million and $65.5 million, or $0.24 per share and $1.00 per share, respectively. The decrease in net investment income per share
compared to the prior year was primarily due to an increase in debt-related interest expenses and decrease in dividend income.
Net Realized Gains or Losses
For the three months and year ended September 30, 2024, net realized gains (losses) totaled $2.5 million and $(33.6)
million, respectively. For the three months and year ended September 30, 2023, net realized gains (losses) totaled $(5.2) million and
$(156.8) million, respectively. The change in realized gains/losses was primarily due to changes in market conditions of our investments
and the values at which they were realized and the fluctuations in the market and in the economy.
Unrealized Appreciation or Depreciation on Investments and Debt
For the three months ended and year ended September 30, 2024, net change in unrealized appreciation (depreciation)
on investments was $4.3 million and $26.8 million, respectively. For the three months ended and year ended September 30, 2023, net change
in unrealized appreciation (depreciation) on investments was $2.5 million and $61.2 million, respectively. As of September 30, 2024 and
September 30, 2023, our net unrealized appreciation (depreciation) on investments totaled $11.2 million and $(16.3) million, respectively.
The net change in unrealized appreciation/depreciation on our investments for the year ended September 30, 2024 compared to the prior
year was primarily due to changes in the capital market conditions of our investments and the values at which they were realized and the
fluctuation in the market and in the economy.
For the three months and year ended September 30, 2024, our Credit Facility had a net change in unrealized appreciation
(depreciation) of $(2.8) million and $(4.4) million, respectively. For the three months and year ended September 30, 2023, our Credit
Facility had a net change in unrealized appreciation (depreciation) of $(1.3) million and $(3.8) million, respectively. As of September
30, 2024 and September 30, 2023, the net unrealized appreciation (depreciation) on the Credit Facility totaled $1.1 million and $5.5 million,
respectively. The net change in unrealized depreciation for the year ended September 30, 2024 compared to the prior year was primarily
due to changes in the capital markets.
Net Change in Net Assets Resulting from Operations
For the three months and year ended September 30, 2024, net increase (decrease) in net assets resulting from operations
totaled $18.4 million and $48.9 million, or $0.28 per share and $0.75 per share, respectively. For the three months and year ended September
30, 2023, net increase (decrease) in net assets resulting from operations totaled $12.3 million and $(33.8) million, or $0.19 per share
and $(0.52) per share, respectively. The increase in net assets from operations for the year ended September 30, 2024 compared to the
prior year was primarily due to larger depreciation of the portfolio in the prior year primarily driven by changes in market conditions.
LIQUIDITY AND CAPITAL RESOURCES
Our liquidity and capital resources are derived primarily from proceeds of securities offerings, debt capital and cash
flows from operations, including investment sales and repayments, and income earned. Our primary use of funds from operations includes
investments in portfolio companies and payments of interest expense, fees and other operating expenses we incur. We have used, and expect
to continue to use, our debt capital, proceeds from the rotation of our portfolio and proceeds from public and private offerings of securities
to finance our investment objectives.
As of September 30, 2024 and 2023, we had $461.5 million and $212.4 million, respectively, in outstanding borrowings
under the Truist Credit Facility. The Truist Credit Facility had a weighted average interest rate of 7.2% and 7.7%, respectively, exclusive
of the fee on undrawn commitments. As of September 30, 2024 and 2023, we had $13.5 million and $262.6 million of unused borrowing capacity
under the Truist Credit Facility, respectively, subject to leverage and borrowing base restrictions.
As of September 30, 2024 and 2023, we had cash and cash equivalents of $49.9 million and $38.8 million, respectively,
available for investing and general corporate purposes. We believe our liquidity and capital resources are sufficient to allow us to effectively
operate our business.
For the year ended September 30, 2024, our operating activities used cash of $(172.4) million and our financing activities
provided cash of $183.4 million for the same period. Our operating activities used cash primarily for our investment activities and our
financing activities provided cash primarily from borrowings under our Truist Credit Facility.
For the year ended September 30, 2023, our operating activities provided cash of $222.9 million and our financing activities
used cash of $239.2 million for the same period. Our operating activities provided cash primarily from our investment activities and our
financing activities used cash primarily from the proceeds of our 2026-2 Notes and net repayments under our Truist Credit Facility.
DISTRIBUTIONS
During the three months and year ended September 30, 2024, we declared distributions of $0.24 and $0.88 per share,
for total distributions of $15.7 million and $57.4 million, respectively. During the three months and year ended September 30, 2023, we
declared distributions of $0.21 and $0.76 per share, for total distributions of $13.7 million and $49.6 million, respectively. We monitor
available net income to determine if a return of capital for tax purposes may occur for the fiscal year. To the extent our taxable earnings
fall below the total amount of our distributions for any given fiscal year, stockholders will be notified of the portion of those distributions
deemed to be a tax return of capital. Tax characteristics of all distributions will be reported to stockholders subject to information
reporting on Form 1099-DIV after the end of each calendar year and in our periodic reports filed with the SEC.
AVAILABLE INFORMATION
The Company makes available on its website its annual report on Form 10-K filed with the SEC and stockholders may find
the report on our website at www.pennantpark.com.
|
PENNANTPARK INVESTMENT CORPORATION
AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES (In thousands, except share
data) |
|
|
|
September
30, 2024 |
|
|
September
30, 2023 |
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
Investments at fair value |
|
|
|
|
|
|
Non-controlled,
non-affiliated investments (amortized cost—$916,168 and $816,754, respectively) |
|
$ |
910,323 |
|
|
$ |
830,808 |
|
Non-controlled, affiliated investments
(amortized cost—$56,734 and $55,787, respectively) |
|
|
33,423 |
|
|
|
54,771 |
|
Controlled, affiliated investments (amortized
cost—$343,970 and $245,386, respectively) |
|
|
384,304 |
|
|
|
216,068 |
|
Total investments (amortized cost—$1,316,872
and $1,117,927, respectively) |
|
|
1,328,050 |
|
|
|
1,101,647 |
|
Cash and cash equivalents (cost—$49,833 and $38,784,
respectively) |
|
|
49,861 |
|
|
|
38,775 |
|
Interest receivable |
|
|
5,261 |
|
|
|
6,820 |
|
Distribution receivable |
|
|
5,417 |
|
|
|
5,079 |
|
Due from affiliates |
|
|
228 |
|
|
— |
|
Prepaid expenses and other assets |
|
|
269 |
|
|
|
4,656 |
|
Total assets |
|
|
1,389,086 |
|
|
|
1,156,977 |
|
Liabilities |
|
|
|
|
|
|
Truist Credit Facility payable, at fair value (cost—$461,456
and $212,420, respectively) |
|
|
460,361 |
|
|
|
206,940 |
|
2026 Notes payable, net (par— $150,000) |
|
|
148,571 |
|
|
|
147,669 |
|
2026 Notes-2 payable, net (par— $165,000) |
|
|
163,080 |
|
|
|
162,226 |
|
Payable for investment purchased |
|
|
100,096 |
|
|
|
99,949 |
|
Interest payable on debt |
|
|
6,406 |
|
|
|
6,231 |
|
Distributions payable |
|
|
5,224 |
|
|
|
13,697 |
|
Base management fee payable |
|
|
4,297 |
|
|
|
3,915 |
|
Incentive fee payable |
|
|
3,057 |
|
|
|
3,310 |
|
Accounts payable and accrued expenses |
|
|
4,053 |
|
|
|
6,754 |
|
Due to affiliates |
|
|
33 |
|
|
|
4,099 |
|
Total liabilities |
|
|
895,178 |
|
|
|
654,790 |
|
|
|
|
|
|
|
|
Net assets |
|
|
|
|
|
|
Common stock, 65,296,094 and 65,224,500 shares issued and
outstanding, respectively Par value $0.001 per share and 200,000,000 shares authorized |
|
|
65 |
|
|
|
65 |
|
Paid-in capital in excess of par value |
|
|
743,968 |
|
|
|
746,466 |
|
Accumulated deficit |
|
|
(250,125 |
) |
|
|
(244,344 |
) |
Total net assets |
|
$ |
493,908 |
|
|
$ |
502,187 |
|
Total liabilities and net assets |
|
$ |
1,389,086 |
|
|
$ |
1,156,977 |
|
Net asset value per share |
|
$ |
7.56 |
|
|
$ |
7.70 |
|
|
PENNANTPARK INVESTMENT CORPORATION
AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except share data) |
|
|
|
Three
Months Ended Sept 30, |
|
|
Year
Ended Ended Sept 30, |
|
|
|
2024 |
|
|
2023 |
|
|
2024 |
|
|
2023 |
|
Investment income: |
|
|
|
|
|
|
|
|
|
|
|
|
From non-controlled, non-affiliated investments: |
|
|
|
|
|
|
|
|
|
|
|
|
Interest |
|
$ |
19,174 |
|
|
$ |
21,240 |
|
|
$ |
80,527 |
|
|
$ |
93,420 |
|
Payment-in-kind |
|
|
3,047 |
|
|
|
1,221 |
|
|
|
5,140 |
|
|
|
1,236 |
|
Dividend income |
|
|
577 |
|
|
|
1,028 |
|
|
|
2,869 |
|
|
|
13,945 |
|
Other income |
|
|
913 |
|
|
|
888 |
|
|
|
3,508 |
|
|
|
2,316 |
|
From non-controlled, affiliated investments: |
|
|
|
|
|
|
|
|
|
|
|
|
Interest |
|
|
— |
|
|
— |
|
|
— |
|
|
73 |
|
Payment-in-kind |
|
|
— |
|
|
|
308 |
|
|
|
347 |
|
|
|
625 |
|
From controlled, affiliated investments: |
|
|
|
|
|
|
|
|
|
|
|
|
Interest |
|
|
6,349 |
|
|
|
4,527 |
|
|
|
25,738 |
|
|
|
15,425 |
|
Payment-in-kind |
|
|
1,600 |
|
|
|
446 |
|
|
|
4,084 |
|
|
|
2,596 |
|
Dividend income |
|
|
4,840 |
|
|
|
4,386 |
|
|
|
21,605 |
|
|
|
15,730 |
|
Total investment income |
|
|
36,500 |
|
|
|
34,044 |
|
|
|
143,818 |
|
|
|
145,366 |
|
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
Base management fee |
|
|
4,297 |
|
|
|
3,915 |
|
|
|
16,654 |
|
|
|
16,549 |
|
Incentive fee |
|
|
3,057 |
|
|
|
3,310 |
|
|
|
12,741 |
|
|
|
13,901 |
|
Interest and expenses on debt |
|
|
12,281 |
|
|
|
8,953 |
|
|
|
45,188 |
|
|
|
39,408 |
|
Administrative services expenses |
|
|
500 |
|
|
|
469 |
|
|
|
1,689 |
|
|
|
1,843 |
|
General and administrative expenses |
|
|
1,250 |
|
|
|
1,129 |
|
|
|
4,874 |
|
|
|
3,837 |
|
Expenses before provision for
taxes |
|
|
21,385 |
|
|
|
17,776 |
|
|
|
81,146 |
|
|
|
75,538 |
|
Provision for taxes on net investment
income |
|
|
700 |
|
|
|
663 |
|
|
|
2,602 |
|
|
|
4,295 |
|
Net expenses |
|
|
22,085 |
|
|
|
18,439 |
|
|
|
83,748 |
|
|
|
79,833 |
|
Net investment income |
|
|
14,415 |
|
|
|
15,605 |
|
|
|
60,070 |
|
|
|
65,533 |
|
Realized and unrealized gain (loss) on investments
and debt: |
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gain (loss) on investments and debt: |
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlled, non-affiliated investments |
|
|
1,610 |
|
|
|
(2,676 |
) |
|
|
1,166 |
|
|
|
(18,418 |
) |
Non-controlled and controlled, affiliated
investments |
|
|
475 |
|
|
|
— |
|
|
|
(34,999 |
) |
|
|
(133,098 |
) |
Debt extinguishment |
|
|
— |
|
|
|
— |
|
|
— |
|
|
|
(289 |
) |
Provision for taxes on realized gain
on investments |
|
|
363 |
|
|
|
(2,535 |
) |
|
|
186 |
|
|
|
(4,952 |
) |
Net realized gain (loss) on
investments and debt |
|
|
2,448 |
|
|
|
(5,211 |
) |
|
|
(33,647 |
) |
|
|
(156,757 |
) |
Net change in unrealized appreciation (depreciation) on: |
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlled, non-affiliated investments |
|
|
(5,483 |
) |
|
|
(1,928 |
) |
|
|
(20,895 |
) |
|
|
(35,440 |
) |
Non-controlled and controlled, affiliated
investments |
|
|
9,796 |
|
|
|
4,400 |
|
|
|
48,388 |
|
|
|
95,034 |
|
Provision for taxes on unrealized appreciation
(depreciation) on investments |
|
|
— |
|
|
|
680 |
|
|
|
(680 |
) |
|
|
1,576 |
|
Debt appreciation (depreciation) |
|
|
(2,807 |
) |
|
|
(1,279 |
) |
|
|
(4,385 |
) |
|
|
(3,753 |
) |
Net change in unrealized appreciation
(depreciation) on investments and debt |
|
|
1,506 |
|
|
|
1,873 |
|
|
|
22,428 |
|
|
|
57,417 |
|
Net realized and unrealized gain (loss) from investments
and debt |
|
|
3,954 |
|
|
|
(3,338 |
) |
|
|
(11,219 |
) |
|
|
(99,340 |
) |
Net increase (decrease) in net assets resulting from
operations |
|
|
18,369 |
|
|
|
12,267 |
|
|
|
48,851 |
|
|
|
(33,807 |
) |
Net increase (decrease) in net assets resulting from
operations per common share |
|
$ |
0.28 |
|
|
$ |
0.19 |
|
|
$ |
0.75 |
|
|
$ |
(0.52 |
) |
Net investment income per common share |
|
$ |
0.22 |
|
|
$ |
0.24 |
|
|
$ |
0.92 |
|
|
$ |
1.00 |
|
ABOUT PENNANTPARK INVESTMENT CORPORATION
PennantPark Investment Corporation is a business development company which primarily invests in U.S. middle-market
private companies in the form of first lien secured debt, second lien secured debt, subordinated debt and equity investments. PennantPark
Investment Corporation is managed by PennantPark Investment Advisers, LLC.
ABOUT PENNANTPARK INVESTMENT ADVISERS, LLC
PennantPark Investment Advisers, LLC is a leading middle market credit platform, managing $8.3 billion of investable
capital, including potential leverage. Since its inception in 2007, PennantPark Investment Advisers, LLC has provided investors access
to middle market credit by offering private equity firms and their portfolio companies as well as other middle-market borrowers a comprehensive
range of creative and flexible financing solutions. PennantPark Investment Advisers, LLC is headquartered in Miami and has offices in
New York, Chicago, Houston, Los Angeles and Amsterdam.
FORWARD-LOOKING STATEMENTS AND OTHER
This press release may contain “forward-looking statements” within the meaning of the Private Securities
Litigation Reform Act of 1995. You should understand that under Section 27A(b)(2)(B) of the Securities Act of 1933, as amended, and Section
21E(b)(2)(B) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the “safe harbor” provisions
of the Private Securities Litigation Reform Act of 1995 do not apply to forward-looking statements made in periodic reports PennantPark
Investment Corporation files under the Exchange Act. All statements other than statements of historical facts included in this press release
are 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 in the forward-looking statements as a result of a number of factors, including those
described from time to time in filings with the SEC. PennantPark Investment Corporation undertakes no duty to update any forward-looking
statement made herein. You should not place undue influence on such forward-looking statements as such statements speak only as of the
date on which they are made.
We may use words such as “anticipates,” “believes,” “expects,” “intends,”
“seeks,” “plans,” “estimates” and similar expressions to identify forward-looking statements. Such
statements are based on currently available operating, financial and competitive information and are subject to various risks and uncertainties
that could cause actual results to differ materially from our historical experience and our present expectations.
The information contained herein is based on current tax laws, which may change in the future. The Company cannot be
held responsible for any direct or incidental loss resulting from applying any of the information provided in this publication or from
any other source mentioned. The information provided in this material does not constitute any specific legal, tax or accounting advice.
Please consult with qualified professionals for this type of advice.
Contact: |
Richard T. Allorto,
Jr. |
|
PennantPark Investment Corporation |
|
(212) 905-1000 |
|
www.pennantpark.com |
v3.24.3
Cover
|
Nov. 25, 2024 |
Cover [Abstract] |
|
Document Type |
8-K/A
|
Amendment Flag |
true
|
Amendment Description |
This Current Report on Form 8-K/A (this “Form 8-K/A”)
amends the Current Report on Form 8-K of PennantPark Investment Corporation (the “Company”) originally furnished by the Company
to the Securities and Exchange Commission on November 25, 2024 (the “Initial 8-K”). The sole purpose for filing this Form
8-K/A is to correct certain information contained in Exhibit 99.1 to the Initial 8-K related to the Company’s financial statements,
as described below.
|
Document Period End Date |
Nov. 25, 2024
|
Entity File Number |
814-00736
|
Entity Registrant Name |
PennantPark Investment Corporation
|
Entity Central Index Key |
0001383414
|
Entity Tax Identification Number |
20-8250744
|
Entity Incorporation, State or Country Code |
MD
|
Entity Address, Address Line One |
1691 Michigan Avenue
|
Entity Address, City or Town |
Miami Beach
|
Entity Address, State or Province |
FL
|
Entity Address, Postal Zip Code |
33319
|
City Area Code |
(786)
|
Local Phone Number |
297-9500
|
Written Communications |
false
|
Soliciting Material |
false
|
Pre-commencement Tender Offer |
false
|
Pre-commencement Issuer Tender Offer |
false
|
Title of 12(b) Security |
Common Stock, par value $0.001 per share
|
Trading Symbol |
PNNT
|
Security Exchange Name |
NYSE
|
Entity Emerging Growth Company |
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