Saratoga Investment Corp. (NYSE: SAR) (“Saratoga Investment” or
“the Company”), a business development company (“BDC”), today
announced financial results for its 2025 fiscal third quarter ended
November 30, 2024.
Summary Financial Information
The Company’s summarized financial information
is as follows:
|
For the three months ended and as of |
($ in thousands, except per share) |
November 30, 2024 |
|
August 31, 2024 |
|
November 30, 2023 |
|
Assets Under Management (AUM) |
960,093 |
|
1,040,711 |
|
1,114,039 |
|
Net Asset Value (NAV) |
374,866 |
|
372,054 |
|
359,559 |
|
NAV per share |
26.95 |
|
27.07 |
|
27.42 |
|
Total Investment Income |
35,879 |
|
43,003 |
|
36,340 |
|
Net Investment Income (NII) per share |
0.90 |
|
1.33 |
|
1.09 |
|
Adjusted NII per share |
0.90 |
|
1.33 |
|
1.01 |
|
Earnings per share |
0.64 |
|
0.97 |
|
(0.31) |
|
Dividends per share (declared) |
0.74* |
|
0.74 |
|
0.72 |
|
Return on Equity – last twelve months |
9.2% |
|
5.8% |
|
6.6% |
|
– annualized quarter |
9.5% |
|
14.4% |
|
(4.5%) |
|
Originations |
84,490 |
|
2,584 |
|
35,612 |
|
Repayments |
160,404 |
|
60,140 |
|
2,144 |
|
|
* Actual dividend of $1.09 per share, including
the additional special dividend of $0.35 per share declared this
quarter in conjunction with the regular dividend.
Christian L. Oberbeck, Chairman and Chief
Executive Officer of Saratoga Investment, commented, “Highlights
this quarter include sequential quarterly increase of adjusted NII
excluding the effect of the one-time Knowland interest reserve
reversal, improved LTM ROE of 9.2%, another increase in NAV and
steady NAV per share, healthy originations in both new and existing
portfolio companies while also experiencing outsized redemptions of
successful investments, including some large ones, and continued
overearning of our dividends. From an overall investment value and
current yield perspective, our annualized third quarter dividend of
$0.74 per share implies a 12.2% dividend yield based on the stock
price of $24.21 per share on January 7, 2025. The substantial
overearning of the dividend this quarter continues to support the
current level of dividends, increases NAV, supports increased
portfolio growth and provides a cushion against adverse events.
This quarter’s earnings reflect the impact of the past six month
trend of decreasing levels of short-term interest rates and spreads
on Saratoga Investment’s largely floating rate assets, while not
yet recognizing the full period impact of the recent outsized
repayments experienced this quarter. The costs of most long-term
balance sheet liabilities are largely fixed though callable either
now or in the near future. In the context of the significant level
of available cash currently creating a negative arbitrage,
management is evaluating the use of such calls prospectively to
reduce current debt.”
“During the quarter, we began to see the early
stages of a potential increase in M&A in the lower middle
market, reflected in multiple repayments during the quarter, in
addition to significant new originations. As was the case in
previous quarters, our strong reputation and differentiated market
positioning, combined with our ongoing development of sponsor
relationships, continues to create attractive investment
opportunities from high quality sponsors.”
“Saratoga’s solid overall performance is
reflected in our continued strong key performance indicators this
past quarter, including: (i) quarterly ROE of 9.5% and LTM ROE of
9.2%, (ii) NAV increase of $2.8 million ($372.1 million to $374.9
million), (iii) adjusted NII per share increase of $0.01 per share
($0.89 to $0.90 per share) excluding the $7.6 million ($0.44 per
share) net impact of the one-time Knowland investment interest
reserve release in the previous and current quarter, (iv) dividend
of $0.74 per share, up 2.8% from $0.72 per share in the third
quarter of fiscal 2024, and (v) continued over-earning of the
current dividend, most recently resulting in the $0.35 per share
special dividend paid in December.”
“At the foundation of our strong operating
performance is the high-quality nature, resilience and balance of
our $960.1 million portfolio in the current environment. Where we
had encountered significant challenges in four of our portfolio
companies over the past year, we have completed decisive action and
resolved all four of these situations through two sales and two
restructurings. Our current core non-CLO portfolio was marked down
by $1.4 million this quarter, and the CLO and JV were marked down
by $4.0 million. This was offset by net realized gains of $1.2
million in the quarter on various repayments, and $0.7 million of
escrow realized gains, for a total net reduction in portfolio value
related to marks of $3.5 million this quarter. Our total portfolio
fair value is now 0.7% below cost, while our core non-CLO portfolio
is 3.0% above cost. The overall financial performance and strong
earnings power of our current portfolio reflects strong
underwriting in our solid, growing portfolio companies and sponsors
in well-selected industry segments.”
“We continue to remain prudent and discerning in
terms of new commitments in the current volatile environment.
Originations of $84.5 million this quarter were elevated as we
began to see the effect of declining interest rates and increased
M&A activity in the market. During the quarter, we originated
two new portfolio company investments while benefitting from eight
follow-on investments in existing portfolio companies that we know
well with strong business models and balance sheets.”
“Our quarter-end cash position grew to $250.2
million, largely due to an outsized $160.4 million of repayments in
five portfolio companies and amortizations, exceeding the
substantial $84.5 million of originations. The repayments included
the recognition of a $4.8 million realized gain on our Invita
investment, along with the repayment of $67 million of debt from
this successful five-year investment. This increase in cash and
cash equivalents has improved our effective leverage from 160.1%
regulatory leverage to 183.2% net leverage, netting available cash
against outstanding debt.”
“Our overall credit quality for this quarter
remained steady at 99.7% of credits rated in our highest category,
with the two investments remaining on non-accrual status being
Zollege and Pepper Palace, both of which have been successfully
restructured, representing only 0.3% and 0.3% of fair value and
cost, respectively. With 86.8% of our investments at quarter-end in
first lien debt and generally supported by strong enterprise values
and balance sheets in industries that have historically performed
well in stressed situations, we believe our portfolio and company
leverage is well structured for future economic conditions and
uncertainty.”
Mr. Oberbeck concluded, “As we navigate through
a reshaped yield curve environment with decreasing short-term and
increasing long-term rates, and an uncertain economic outlook, we
remain confident in our experienced management team, robust
pipeline, strong leverage structure, and high underwriting
standards to continue to steadily increase our portfolio size,
quality and investment performance over the long-term to deliver
exceptional risk adjusted returns to shareholders.”
Discussion of Financial Results for the
Quarter ended November 30, 2024:
-
AUM as of November 30, 2024, was $960.1 million, a
decrease of 13.8% from $1.114 billion as of November 30, 2023, and
a decrease of 7.7% from $1.041 billion as of last quarter.
-
Total investment income for the three months ended
November 30, 2024, was $35.9 million, a decrease of $0.4 million,
or 1.3%, from $36.3 million in the three months ended November 30,
2023, and $7.1 million, or 16.6%, as compared to $43.0 million for
the quarter ended August 31, 2024. This quarter’s investment income
decrease as compared to the previous quarter was primarily due to
the impact of the non-recurring Knowland interest reserve reversal
of $7.9 million, that was previously on non-accrual status,
following the investment’s full repayment, including accrued
interest, being recognized last quarter, offset by the final
interest of $0.3 million received this quarter. Investment income
reflects a weighted average interest rate on the core BDC portfolio
of 11.8%, as compared to 12.5% as of November 30, 2023 and 12.6% as
of August 31, 2024. Approximately two thirds of the interest rate
reduction is due to SOFR base rate decreases, and one third due to
the higher yields of the recent repayments.
-
Total expenses for fiscal third quarter 2025,
excluding interest and debt financing expenses, base management
fees and incentive fees, and income and excise taxes, increased
$0.5 million to $2.8 million as compared to $2.3 million
in the third quarter of fiscal year 2023, and increased $0.6
million as compared to $2.2 million for the quarter ended August
31, 2024. This represented 0.9% of average total assets on an
annualized basis, up from 0.7% last quarter and 0.8% last
year.
-
Adjusted NII for the quarter ended November 30,
2024, was $12.4 million, a decrease of $0.7 million, or 5.3%, from
$13.1 million in the period ended November 30, 2023, and a decrease
of $5.8 million, or 31.7%, from $18.2 million in the prior quarter.
This quarter’s decrease in investment income as compared to
last quarter was primarily due to the impact of the non-recurring
Knowland interest reserve reversal last quarter as previously
noted, offset by higher prepayment and structuring and advisory
fees this quarter reflective of the high level of originations and
repayments.
-
NII Yield as a percentage of average net asset
value was 13.3% for the quarter ended November 30, 2024. Adjusted
for the incentive fee accrual related to net capital gains, the NII
Yield was also 13.3%. In comparison, adjusted NII Yield was 14.6%
for the quarter ended November 30, 2023, and 19.7% for the quarter
ended August 31, 2024.
-
NAV was $374.9 million as
of November 30, 2024, an increase of $15.3
million from $359.6 million as of November 30, 2023,
and an increase of $2.8 million from $372.1 million as of August
31, 2024.
-
NAV per share was $26.95 as
of November 30, 2024, compared to $27.42 as
of November 30, 2023, and $27.07 as of August
31, 2024.
-
Return on equity (“ROE”) for the last twelve
months ended November 30, 2024, was 9.2%, up from 6.6%
for the comparable period last year, and up from 5.8% for the
twelve months ended August 31, 2024. ROE on an annualized basis for
the quarter ended November 30, 2024 was 9.5%.
-
The weighted average common shares outstanding for
the quarter ended November 30, 2024 was 13.8 million, increasing
from 13.7 million and 13.1 million for the quarters ended August
31, 2024 and November 30, 2023, respectively.
Portfolio and Investment Activity as of
November 30, 2024
- Fair value of Saratoga
Investment’s portfolio was $960.1 million, excluding
$250.2 million in cash and cash equivalents, principally invested
in 48 portfolio companies, one collateralized loan obligation fund
(the “CLO”) and one joint venture fund (the “JV”).
- Cost of investments made
during the period: $84.5 million, including eight
follow-ons and two investments in new portfolio companies.
- Principal repayments during
the period: $160.4 million, including five full repayments
of existing investments, plus amortization.
-
The fair value of the portfolio also decreased by $3.5
million of net realized gains and unrealized depreciation,
consisting of $4.0 million net depreciation in the CLO and JV and
$1.4 million net unrealized depreciation in our core non-CLO
portfolio, including Pepper Palace and Zollege, offset by net
realized gains of $1.2 million on the various repayments and
realizations in the quarter, most notably the Invita investment,
and $0.7 million of various escrow realized gains, most notably the
former Netreo investment.
-
Since taking over management of the BDC, the Company has generated
$1.20 billion of repayments and sales of investments originated by
Saratoga Investment, generating a gross unlevered IRR of 15.0%.
Total investments originated by Saratoga are $2.24 billion in 119
portfolio companies.
- The overall portfolio
composition consisted of 86.8% of first lien term loans,
0.6% of second lien term loans, 1.7% of unsecured term loans, 1.9%
of structured finance securities, and 9.0% of common equity.
-
The weighted average current yield on Saratoga
Investment’s portfolio based on current fair values was 10.8%,
which was comprised of a weighted average current yield of 11.6% on
first lien term loans, 16.8% on second lien term loans, 10.9% on
unsecured term loans, 16.7% on CLO subordinated notes and 0.0% on
equity interests.
Liquidity and Capital
Resources
Outstanding Borrowings:
-
As of November 30, 2024, Saratoga Investment had a combined $52.5
million in outstanding combined borrowings under its
$65.0 million senior secured revolving credit facility with
Encina and its $75.0 million senior secured revolving credit
facility with Live Oak.
-
At the same time, Saratoga Investment had $175 million SBA
debentures in its SBIC II license outstanding, $39.0 million SBA
debentures in its SBIC III license outstanding, $269.4 million of
listed baby bonds issued, $250.0 million of unsecured unlisted
institutional bond issuances, five unlisted issuances of $52.0
million in total, and an aggregate of $250.2 million in cash and
cash equivalents.
Undrawn Borrowing Capacity:
-
With $87.5 million available under the two credit
facilities and $250.2 million of cash and cash equivalents as
of November 30, 2024, Saratoga Investment has a total
of $337.7 million of undrawn credit facility borrowing
capacity and cash and cash equivalents to be used for new
investments or to support existing portfolio companies in the BDC
and the SBIC.
-
In addition, Saratoga Investment has $136.0 million
in undrawn SBA debentures available from its existing SBIC III
license.
-
Availability under the Encina and Live Oak credit facilities can
change depending on portfolio company performance and valuation. In
addition, certain follow-on investments in SBIC II and the BDC will
not qualify for SBIC III funding. Overall outstanding SBIC
debentures are limited to $350.0 million across all active SBIC
licenses.
-
Total Saratoga Investment undrawn borrowing capacity is therefore
$473.7 million.
-
As of fiscal 2025 third quarter-end, Saratoga
Investment had $52.3 million of committed undrawn lending
commitments and $75.7 million of discretionary funding
commitments.
Additionally:
-
Saratoga Investment has an active equity distribution agreement
with Ladenburg Thalmann & Co. Inc., Raymond James and
Associates, Inc, Lucid Capital Markets, LLC and Compass Point
Research and Trading, LLC, through which the Company may offer for
sale, from time to time, up to $300.0 million of common stock
through an ATM offering.
-
As of November 30, 2024, Saratoga Investment has sold 6,652,316
shares for gross proceeds of $175.5 million at an average price of
$26.37 for aggregate net proceeds of $173.9 million (net of
transaction costs). During both the three and nine months ended
November 30, 2024, Saratoga Investment sold a total of 108,438
shares for gross proceeds of $2.9 million at an average price of
$27.07 for aggregate net proceeds of $2.9 million (net of
transaction costs).
Dividend
On November 7, 2024, Saratoga Investment
announced that its Board of Directors declared a quarterly dividend
of $0.74 per share for the fiscal quarter ended November 30, 2024,
and an additional special dividend of $0.35 per share, fulfilling
its fiscal 2024 distribution requirements. Both dividends were paid
on December 19, 2024, to all stockholders of record at the close of
business on December 4, 2024.
Shareholders have the option to receive payment
of dividends in cash or receive shares of common stock, pursuant to
the Company’s DRIP. Shares issued under the Company’s DRIP is
issued at a 5% discount to the average market price per share at
the close of trading on the ten trading days immediately preceding
(and including) the payment date.
The following table highlights Saratoga
Investment’s dividend history over the past eleven quarters:
Period (Fiscal Year ends Feb 28) |
|
Base Dividend Per Share |
|
Special Dividend Per Share |
|
Total Dividend Per Share |
Fiscal Q3 2025 |
|
$0.74 |
|
$0.35 |
|
$1.09 |
Fiscal Q2 2025 |
|
$0.74 |
|
|
- |
|
$0.74 |
Fiscal Q1 2025 |
|
$0.74 |
|
|
- |
|
$0.74 |
Year-to-Date Fiscal
2025 |
|
$2.22 |
|
$0.35 |
|
$2.57 |
Fiscal Q4 2024 |
|
$0.73 |
|
|
- |
|
$0.73 |
Fiscal Q3 2024 |
|
$0.72 |
|
|
- |
|
$0.72 |
Fiscal Q2 2024 |
|
$0.71 |
|
|
- |
|
$0.71 |
Fiscal Q1 2023 |
|
$0.70 |
|
|
- |
|
$0.70 |
Full Year Fiscal 2024 |
|
$2.86 |
|
|
- |
|
$2.86 |
Fiscal Q4 2023 |
|
$0.69 |
|
|
- |
|
$0.69 |
Fiscal Q3 2023 |
|
$0.68 |
|
|
- |
|
$0.68 |
Fiscal Q2 2023 |
|
$0.54 |
|
|
- |
|
$0.54 |
Fiscal Q1 2023 |
|
$0.53 |
|
|
- |
|
$0.53 |
Full Year Fiscal 2023 |
|
$2.44 |
|
|
- |
|
$2.44 |
|
Share Repurchase Plan
As of November 30, 2024, the Company purchased
1,035,203 shares of common stock, at the average price of $22.05
for approximately $22.8 million pursuant to its existing Share
Repurchase Plan. During the three and nine months ended November
30, 2024, the Company did not purchase any shares of common stock
pursuant to its Share Repurchase Plan.
Of note, in fiscal year 2015, the Company
announced the approval of an open market share repurchase plan that
allows it to repurchase up to 200,000 shares of its common stock at
prices below its NAV as reported in its then most recently
published financial statements. Since then, the Share Repurchase
Plan has been extended annually, and the Company has periodically
increased the amount of shares of common stock that may be
purchased under the Share Repurchase Plan, most recently to 1.7
million shares of common stock. On January 7, 2025, its board of
directors extended the Share Repurchase Plan for another year to
January 15, 2026.
2025 Fiscal Third Quarter Conference
Call/Webcast Information
When: |
Thursday, January 9, 2025 |
|
10:00 a.m. Eastern Time (ET) |
|
|
How: |
Webcast: Interested parties may access a live
webcast of the call and find the Q3 2025 presentation by going to
the “Events & Presentations” section of Saratoga Investment
Corp.’s investor relations website (Saratoga events and
presentations). A replay of the webcast will also be available for
a limited time at Saratoga events and presentations. |
|
|
Call: |
To access the call by phone, please go to this
link (registration link) and you will be provided with dial in
details. To avoid delays, we encourage participants to dial into
the conference call fifteen minutes ahead of the scheduled start
time |
|
|
About Saratoga Investment Corp.
Saratoga Investment is a specialty finance
company that provides customized financing solutions to U.S.
middle-market businesses. The Company invests primarily in senior
and unitranche leveraged loans and mezzanine debt, and, to a lesser
extent, equity to provide financing for change of ownership
transactions, strategic acquisitions, recapitalizations and growth
initiatives in partnership with business owners, management teams
and financial sponsors. Saratoga Investment’s objective is to
create attractive risk-adjusted returns by generating current
income and long-term capital appreciation from its debt and equity
investments. Saratoga Investment has elected to be regulated as a
business development company under the Investment Company Act of
1940 and is externally managed by Saratoga Investment Advisors,
LLC, an SEC-registered investment advisor focusing on credit-driven
strategies. Saratoga Investment Corp. owns two active
SBIC-licensed subsidiaries, having surrendered its first license
after repaying all debentures for that fund following the end of
its investment period and subsequent wind-down. Furthermore, it
manages a $650 million collateralized loan obligation
(“CLO”) fund that is in wind-down and co-manages a joint venture
(“JV”) fund that owns a $400 million collateralized loan
obligation (“JV CLO”) fund. It also owns 52% of the Class F and
100% of the subordinated notes of the CLO, 87.5% of both the
unsecured loans and membership interests of the JV and 87.5% of the
Class E notes of the JV CLO. The Company’s diverse funding sources,
combined with a permanent capital base, enable Saratoga Investment
to provide a broad range of financing solutions.
Forward Looking Statements
This press release contains historical
information and forward-looking statements with respect to the
business and investments of the Company, including, but not limited
to, the statements about future events or our future
performance or financial condition. Forward-looking statements can
be identified by the use of forward looking words such as
“outlook,” “believes,” “expects,” “potential,” “continues,” “may,”
“will,” “should,” “seeks,” “approximately,” “predicts,” “intends,”
“plans,” “estimates,” “anticipates” or negative versions of those
words, other comparable words or other statements that do not
relate to historical or factual matters. The forward-looking
statements are based on our beliefs, assumptions and expectations
of our future performance, taking into account all information
currently available to us. These statements are not guarantees of
future performance, condition 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, but not limited to: changes in the markets
in which we invest; changes in the financial, capital, and lending
markets; an economic downturn and its impact on the ability of our
portfolio companies to operate and the investment opportunities
available to us; the impact of interest rate volatility on our
business and our portfolio companies; the impact of supply chain
constraints and labor shortages on our portfolio companies; and the
elevated levels of inflation and its impact on our portfolio
companies and the industries in which we invests, as well as those
described from time to time in our filings with the Securities
and Exchange Commission.
Any forward-looking statement speaks only as of
the date on which it is made. The Company undertakes no duty to
update any forward-looking statements made herein or on the
webcast/conference call, whether as a result of new information,
future developments or otherwise, except as required by
law. Readers should not place undue reliance on any
forward-looking statements and are encouraged to review the
Company’s Annual Report on Form 10-Q for the fiscal quarter ended
November 30, 2024 and subsequent filings, including the “Risk
Factors” sections therein, with the Securities and Exchange
Commission for a more complete discussion of the risks and other
factors that could affect any forward-looking statements.
Contacts:Saratoga Investment Corporation535
Madison Avenue, 4th FloorNew York, NY 10022
Henri SteenkampChief Financial OfficerSaratoga Investment
Corp.212-906-7800
Lena CatiThe Equity Group Inc.212-836-9611
Val FerraroThe Equity Group Inc.212-836-9633Financials
Saratoga Investment Corp. |
Consolidated Statements of Assets and
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
November 30, 2024 |
|
February 29, 2024 |
|
|
|
(unaudited) |
|
|
|
ASSETS |
|
|
|
|
|
Investments at fair value |
|
|
|
|
|
Non-control/Non-affiliate investments (amortized cost of
$852,158,089 and $1,035,879,751, respectively) |
|
$ |
875,707,680 |
|
|
$ |
1,019,774,616 |
|
|
Affiliate investments (amortized cost of $37,627,241 and
$26,707,415, respectively) |
|
|
39,803,456 |
|
|
|
27,749,137 |
|
|
Control investments (amortized cost of $77,556,847 and
$117,196,571, respectively) |
|
|
44,582,096 |
|
|
|
91,270,036 |
|
|
Total investments at fair value (amortized cost of $967,342,177 and
$1,179,783,737, respectively) |
|
|
960,093,232 |
|
|
|
1,138,793,789 |
|
|
Cash and cash equivalents |
|
|
147,614,810 |
|
|
|
8,692,846 |
|
|
Cash and cash equivalents, reserve accounts |
|
|
102,549,213 |
|
|
|
31,814,278 |
|
|
Interest receivable (net of reserve of $68,735 and $9,490,340,
respectively) |
|
|
7,462,134 |
|
|
|
10,298,998 |
|
|
Management fee receivable |
|
|
327,368 |
|
|
|
343,023 |
|
|
Other assets |
|
|
1,871,192 |
|
|
|
1,163,225 |
|
|
Current income tax receivable |
|
|
1,931 |
|
|
|
99,676 |
|
|
Total assets |
|
$ |
1,219,919,880 |
|
|
$ |
1,191,205,835 |
|
|
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
Revolving credit facilities |
|
$ |
52,500,000 |
|
|
$ |
35,000,000 |
|
|
Deferred debt financing costs, revolving credit facilities |
|
|
(1,467,001 |
) |
|
|
(882,122 |
) |
|
SBA debentures payable |
|
|
214,000,000 |
|
|
|
214,000,000 |
|
|
Deferred debt financing costs, SBA debentures payable |
|
|
(5,072,871 |
) |
|
|
(5,779,892 |
) |
|
8.75% Notes Payable 2025 |
|
|
20,000,000 |
|
|
|
20,000,000 |
|
|
Discount on 8.75% notes payable 2025 |
|
|
(35,045 |
) |
|
|
(112,894 |
) |
|
Deferred debt financing costs, 8.75% notes payable 2025 |
|
|
(1,460 |
) |
|
|
(4,777 |
) |
|
7.00% Notes Payable 2025 |
|
|
12,000,000 |
|
|
|
12,000,000 |
|
|
Discount on 7.00% notes payable 2025 |
|
|
(100,675 |
) |
|
|
(193,175 |
) |
|
Deferred debt financing costs, 7.00% notes payable 2025 |
|
|
(12,257 |
) |
|
|
(24,210 |
) |
|
7.75% Notes Payable 2025 |
|
|
5,000,000 |
|
|
|
5,000,000 |
|
|
Deferred debt financing costs, 7.75% notes payable 2025 |
|
|
(33,209 |
) |
|
|
(74,531 |
) |
|
4.375% Notes Payable 2026 |
|
|
175,000,000 |
|
|
|
175,000,000 |
|
|
Premium on 4.375% notes payable 2026 |
|
|
363,367 |
|
|
|
564,260 |
|
|
Deferred debt financing costs, 4.375% notes payable 2026 |
|
|
(1,073,336 |
) |
|
|
(1,708,104 |
) |
|
4.35% Notes Payable 2027 |
|
|
75,000,000 |
|
|
|
75,000,000 |
|
|
Discount on 4.35% notes payable 2027 |
|
|
(233,940 |
) |
|
|
(313,010 |
) |
|
Deferred debt financing costs, 4.35% notes payable 2027 |
|
|
(773,704 |
) |
|
|
(1,033,178 |
) |
|
6.25% Notes Payable 2027 |
|
|
15,000,000 |
|
|
|
15,000,000 |
|
|
Deferred debt financing costs, 6.25% notes payable 2027 |
|
|
(219,726 |
) |
|
|
(273,449 |
) |
|
6.00% Notes Payable 2027 |
|
|
105,500,000 |
|
|
|
105,500,000 |
|
|
Discount on 6.00% notes payable 2027 |
|
|
(96,638 |
) |
|
|
(123,782 |
) |
|
Deferred debt financing costs, 6.00% notes payable 2027 |
|
|
(1,696,769 |
) |
|
|
(2,224,403 |
) |
|
8.00% Notes Payable 2027 |
|
|
46,000,000 |
|
|
|
46,000,000 |
|
|
Deferred debt financing costs, 8.00% notes payable 2027 |
|
|
(1,013,039 |
) |
|
|
(1,274,455 |
) |
|
8.125% Notes Payable 2027 |
|
|
60,375,000 |
|
|
|
60,375,000 |
|
|
Deferred debt financing costs, 8.125% notes payable 2027 |
|
|
(1,256,679 |
) |
|
|
(1,563,594 |
) |
|
8.50% Notes Payable 2028 |
|
|
57,500,000 |
|
|
|
57,500,000 |
|
|
Deferred debt financing costs, 8.50% notes payable 2028 |
|
|
(1,373,467 |
) |
|
|
(1,680,039 |
) |
|
Base management and incentive fees payable |
|
|
7,521,835 |
|
|
|
8,147,217 |
|
|
Deferred tax liability |
|
|
4,581,381 |
|
|
|
3,791,150 |
|
|
Accounts payable and accrued expenses |
|
|
2,500,210 |
|
|
|
1,337,542 |
|
|
Interest and debt fees payable |
|
|
5,875,852 |
|
|
|
3,582,173 |
|
|
Due to Manager |
|
|
796,396 |
|
|
|
450,000 |
|
|
Total liabilities |
|
|
845,054,225 |
|
|
|
820,981,727 |
|
|
|
|
|
|
|
|
Commitments and contingencies |
|
|
|
|
|
|
|
|
|
|
|
NET ASSETS |
|
|
|
|
|
Common stock, par value $0.001, 100,000,000 common shares |
|
|
|
|
|
authorized, 13,909,206 and 13,653,476 common shares issued and
outstanding, respectively |
|
|
13,909 |
|
|
|
13,654 |
|
|
Capital in excess of par value |
|
|
377,235,609 |
|
|
|
371,081,199 |
|
|
Total distributable deficit |
|
|
(2,383,863 |
) |
|
|
(870,745 |
) |
|
Total net assets |
|
|
374,865,655 |
|
|
|
370,224,108 |
|
|
Total liabilities and net assets |
|
$ |
1,219,919,880 |
|
|
$ |
1,191,205,835 |
|
|
NET ASSET VALUE PER SHARE |
|
$ |
26.95 |
|
|
$ |
27.12 |
|
|
|
|
|
|
|
|
Asset Coverage Ratio |
|
|
160.1 |
% |
|
|
161.1 |
% |
|
|
|
|
|
|
|
Saratoga Investment Corp. |
|
Consolidated Statements of Operations |
|
(unaudited) |
|
|
|
|
|
|
|
|
|
|
|
For the three months ended |
|
|
|
|
November 30, 2024 |
|
November 30, 2023 |
|
INVESTMENT INCOME |
|
|
|
|
|
|
Interest from investments |
|
|
|
|
|
|
Interest income: |
|
|
|
|
|
|
Non-control/Non-affiliate investments |
|
|
$ |
28,301,622 |
|
|
$ |
28,741,745 |
|
|
Affiliate investments |
|
|
|
458,765 |
|
|
|
1,165,585 |
|
|
Control investments |
|
|
|
1,220,769 |
|
|
|
2,183,242 |
|
|
Payment in kind interest income: |
|
|
|
|
|
|
Non-control/Non-affiliate investments |
|
|
|
355,161 |
|
|
|
88,106 |
|
|
Affiliate investments |
|
|
|
424,357 |
|
|
|
221,348 |
|
|
Control investments |
|
|
|
- |
|
|
|
258,729 |
|
|
Total interest from investments |
|
|
|
30,760,674 |
|
|
|
32,658,755 |
|
|
Interest from cash and cash equivalents |
|
|
|
1,627,718 |
|
|
|
521,574 |
|
|
Management fee income |
|
|
|
775,398 |
|
|
|
819,929 |
|
|
Dividend income(*): |
|
|
|
|
|
|
Non-control/Non-affiliate investments |
|
|
|
172,557 |
|
|
|
509,365 |
|
|
Control investments |
|
|
|
948,102 |
|
|
|
1,319,219 |
|
|
Total dividend from investments |
|
|
|
1,120,659 |
|
|
|
1,828,584 |
|
|
Structuring and advisory fee income |
|
|
|
740,705 |
|
|
|
312,135 |
|
|
Other income |
|
|
|
853,481 |
|
|
|
199,368 |
|
|
Total investment income |
|
|
|
35,878,635 |
|
|
|
36,340,345 |
|
|
|
|
|
|
|
|
|
OPERATING EXPENSES |
|
|
|
|
|
|
Interest and debt financing expenses |
|
|
|
13,044,000 |
|
|
|
12,522,357 |
|
|
Base management fees |
|
|
|
4,412,000 |
|
|
|
4,857,059 |
|
|
Incentive management fees expense (benefit) |
|
|
|
3,109,834 |
|
|
|
2,243,621 |
|
|
Professional fees |
|
|
|
670,376 |
|
|
|
434,552 |
|
|
Administrator expenses |
|
|
|
1,250,000 |
|
|
|
1,075,000 |
|
|
Insurance |
|
|
|
76,743 |
|
|
|
81,002 |
|
|
Directors fees and expenses |
|
|
|
83,500 |
|
|
|
80,729 |
|
|
General and administrative |
|
|
|
759,902 |
|
|
|
660,062 |
|
|
Income tax expense (benefit) |
|
|
|
36,625 |
|
|
|
219,900 |
|
|
Total operating expenses |
|
|
|
23,442,980 |
|
|
|
22,174,282 |
|
|
NET INVESTMENT INCOME |
|
|
|
12,435,655 |
|
|
|
14,166,063 |
|
|
|
|
|
|
|
|
|
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS |
|
|
|
|
|
|
Net realized gain (loss) from investments: |
|
|
|
|
|
|
Non-control/Non-affiliate investments |
|
|
|
4,806,390 |
|
|
|
60,565 |
|
|
Control investments |
|
|
|
638,355 |
|
|
|
- |
|
|
Net realized gain (loss) from investments |
|
|
|
5,444,745 |
|
|
|
60,565 |
|
|
Net change in unrealized appreciation (depreciation) on
investments: |
|
|
|
|
|
|
Non-control/Non-affiliate investments |
|
|
|
(7,026,951 |
) |
|
|
(1,948,502 |
) |
|
Affiliate investments |
|
|
|
179,825 |
|
|
|
(1,084,259 |
) |
|
Control investments |
|
|
|
(2,071,457 |
) |
|
|
(14,833,592 |
) |
|
Net change in unrealized appreciation (depreciation) on
investments |
|
|
|
(8,918,583 |
) |
|
|
(17,866,353 |
) |
|
Net change in provision for deferred taxes on unrealized
(appreciation) depreciation on investments |
|
|
|
(126,875 |
) |
|
|
(415,894 |
) |
|
Net realized and unrealized gain (loss) on investments |
|
|
|
(3,600,713 |
) |
|
|
(18,221,682 |
) |
|
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM
OPERATIONS |
|
|
$ |
8,834,942 |
|
|
$ |
(4,055,619 |
) |
|
|
|
|
|
|
|
|
WEIGHTED AVERAGE - BASIC AND DILUTED EARNINGS (LOSS) PER COMMON
SHARE |
|
|
$ |
0.64 |
|
|
$ |
(0.31 |
) |
|
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - BASIC AND DILUTED |
|
|
|
13,789,951 |
|
|
|
13,052,896 |
|
|
|
|
|
|
|
|
|
* Certain prior period amounts have been reclassified to conform to
current period presentation. |
|
|
|
|
|
|
|
|
|
|
|
|
|
Saratoga Investment Corp. |
|
Consolidated Statements of Operations |
|
(unaudited) |
|
|
|
|
|
|
|
|
|
|
|
For the nine months ended |
|
|
|
|
November 30, 2024 |
|
November 30, 2023 |
|
INVESTMENT INCOME |
|
|
|
|
|
|
Interest from investments |
|
|
|
|
|
|
Interest income: |
|
|
|
|
|
|
Non-control/Non-affiliate investments |
|
|
$ |
95,247,113 |
|
|
$ |
83,542,257 |
|
|
Affiliate investments |
|
|
|
1,446,620 |
|
|
|
2,799,735 |
|
|
Control investments |
|
|
|
4,465,137 |
|
|
|
6,314,550 |
|
|
Payment in kind interest income: |
|
|
|
|
|
|
Non-control/Non-affiliate investments |
|
|
|
2,073,035 |
|
|
|
706,339 |
|
|
Affiliate investments |
|
|
|
915,807 |
|
|
|
644,484 |
|
|
Control investments |
|
|
|
284,590 |
|
|
|
542,581 |
|
|
Total interest from investments |
|
|
|
104,432,302 |
|
|
|
94,549,946 |
|
|
Interest from cash and cash equivalents |
|
|
|
3,923,380 |
|
|
|
1,864,956 |
|
|
Management fee income |
|
|
|
2,372,177 |
|
|
|
2,453,967 |
|
|
Dividend income(*): |
|
|
|
|
|
|
Non-control/Non-affiliate investments |
|
|
|
584,827 |
|
|
|
621,398 |
|
|
Control investments |
|
|
|
3,160,742 |
|
|
|
4,679,699 |
|
|
Total dividend from investments |
|
|
|
3,745,569 |
|
|
|
5,301,097 |
|
|
Structuring and advisory fee income |
|
|
|
1,186,548 |
|
|
|
1,786,357 |
|
|
Other income |
|
|
|
1,900,184 |
|
|
|
530,210 |
|
|
Total investment income |
|
|
|
117,560,160 |
|
|
|
106,486,533 |
|
|
|
|
|
|
|
|
|
OPERATING EXPENSES |
|
|
|
|
|
|
Interest and debt financing expenses |
|
|
|
39,135,022 |
|
|
|
36,628,641 |
|
|
Base management fees |
|
|
|
14,161,025 |
|
|
|
14,262,147 |
|
|
Incentive management fees expense (benefit) |
|
|
|
11,244,838 |
|
|
|
4,828,442 |
|
|
Professional fees |
|
|
|
1,795,572 |
|
|
|
1,407,275 |
|
|
Administrator expenses |
|
|
|
3,458,333 |
|
|
|
2,797,917 |
|
|
Insurance |
|
|
|
231,936 |
|
|
|
244,804 |
|
|
Directors fees and expenses |
|
|
|
276,500 |
|
|
|
280,797 |
|
|
General and administrative |
|
|
|
2,190,613 |
|
|
|
1,957,906 |
|
|
Income tax expense (benefit) |
|
|
|
98,263 |
|
|
|
(11,193 |
) |
|
Total operating expenses |
|
|
|
72,592,102 |
|
|
|
62,396,736 |
|
|
NET INVESTMENT INCOME |
|
|
|
44,968,058 |
|
|
|
44,089,797 |
|
|
|
|
|
|
|
|
|
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS |
|
|
|
|
|
|
Net realized gain (loss) from investments: |
|
|
|
|
|
|
Non-control/Non-affiliate investments |
|
|
|
5,365,091 |
|
|
|
151,256 |
|
|
Control investments |
|
|
|
(54,564,070 |
) |
|
|
- |
|
|
Net realized gain (loss) from investments |
|
|
|
(49,198,979 |
) |
|
|
151,256 |
|
|
Net change in unrealized appreciation (depreciation) on
investments: |
|
|
|
|
|
|
Non-control/Non-affiliate investments |
|
|
|
39,654,726 |
|
|
|
(15,334,087 |
) |
|
Affiliate investments |
|
|
|
1,134,493 |
|
|
|
(1,289,895 |
) |
|
Control investments |
|
|
|
(7,048,216 |
) |
|
|
(23,302,249 |
) |
|
Net change in unrealized appreciation (depreciation) on
investments |
|
|
|
33,741,003 |
|
|
|
(39,926,231 |
) |
|
Net change in provision for deferred taxes on unrealized
(appreciation) depreciation on investments |
|
|
|
(747,063 |
) |
|
|
(577,693 |
) |
|
Net realized and unrealized gain (loss) on investments |
|
|
|
(16,205,039 |
) |
|
|
(40,352,668 |
) |
|
Realized losses on extinguishment of debt |
|
|
|
- |
|
|
|
(110,056 |
) |
|
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM
OPERATIONS |
|
|
$ |
28,763,019 |
|
|
$ |
3,627,073 |
|
|
|
|
|
|
|
|
|
WEIGHTED AVERAGE - BASIC AND DILUTED EARNINGS (LOSS) PER COMMON
SHARE |
|
|
$ |
2.09 |
|
|
$ |
0.29 |
|
|
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - BASIC AND DILUTED |
|
|
|
13,733,008 |
|
|
|
12,355,815 |
|
|
|
|
|
|
|
|
|
* Certain prior period amounts have been reclassified to conform to
current period presentation. |
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental Information Regarding Adjusted Net
Investment Income, Adjusted Net Investment Income Yield and
Adjusted Net Investment Income per Share
On a supplemental basis, Saratoga Investment
provides information relating to adjusted net investment income,
adjusted net investment income yield and adjusted net investment
income per share, which are non-GAAP measures. These measures are
provided in addition to, but not as a substitute for, net
investment income, net investment income yield and net investment
income per share. Adjusted net investment income represents net
investment income excluding any capital gains incentive fee expense
or reversal attributable to realized and unrealized gains. The
management agreement with the Company’s advisor provides that a
capital gains incentive fee is determined and paid annually with
respect to cumulative realized capital gains (but not unrealized
capital gains) to the extent such realized capital gains exceed
realized and unrealized losses for such year. In addition, Saratoga
Investment accrues, but does not pay, a capital gains incentive fee
in connection with any unrealized capital appreciation, as
appropriate. All capital gains incentive fees are presented within
net investment income within the Consolidated Statements of
Operations, but the associated realized and unrealized gains and
losses that these incentive fees relate to, are excluded. As such,
Saratoga Investment believes that adjusted net investment income,
adjusted net investment income yield and adjusted net investment
income per share is a useful indicator of operations exclusive of
any capital gains incentive fee expense or reversal attributable to
gains. 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. The following table
provides a reconciliation of net investment income to adjusted net
investment income, net investment income yield to adjusted net
investment income yield and net investment income per share to
adjusted net investment income per share for the three and nine
months ended November 30, 2024 and November 30, 2023.
|
For the Three Months Ended |
|
|
November 30, 2024 |
November 30, 2023 |
|
|
|
Net Investment Income |
$ |
12,435,655 |
|
$ |
14,166,063 |
|
|
Changes in accrued capital
gains incentive fee expense/ (reversal) |
|
- |
|
|
(1,039,033 |
) |
|
Adjusted net investment
income |
$ |
12,435,655 |
|
$ |
13,127,030 |
|
|
|
|
|
|
Net investment income
yield |
|
13.3 |
% |
|
15.7 |
% |
|
Changes in accrued capital
gains incentive fee expense/ (reversal) |
|
- |
|
|
(1.1 |
)% |
|
Adjusted net investment income
yield (1) |
|
13.3 |
% |
|
14.6 |
% |
|
|
|
|
|
Net investment income per
share |
$ |
0.90 |
|
$ |
1.09 |
|
|
Changes in accrued capital
gains incentive fee expense/ (reversal) |
|
- |
|
|
(0.08 |
) |
|
Adjusted net investment income
per share (2) |
$ |
0.90 |
|
$ |
1.01 |
|
|
(1) Adjusted net investment income yield is
calculated as adjusted net investment income divided by average net
asset value.
(2) Adjusted net investment income per share is
calculated as adjusted net investment income divided by weighted
average common shares outstanding.
|
For the Nine Months Ended |
|
|
November 30, 2024 |
November 30, 2023 |
|
|
|
|
|
|
|
|
|
|
Net Investment Income |
$ |
44,968,058 |
|
$ |
44,089,797 |
|
|
Changes in accrued capital
gains incentive fee expense/ (reversal) |
|
- |
|
|
(4,957,306 |
) |
|
Adjusted net investment
income |
$ |
44,968,058 |
|
$ |
39,132,491 |
|
|
|
|
|
|
Net investment income
yield |
|
16.2 |
% |
|
16.7 |
% |
|
Changes in accrued capital
gains incentive fee expense/ (reversal) |
|
- |
|
|
(1.7 |
)% |
|
Adjusted net investment income
yield (3) |
|
16.2 |
% |
|
15.0 |
% |
|
|
|
|
|
Net investment income per
share |
$ |
3.27 |
|
$ |
3.57 |
|
|
Changes in accrued capital
gains incentive fee expense/ (reversal) |
|
- |
|
|
(0.40 |
) |
|
Adjusted net investment income
per share (4) |
$ |
3.27 |
|
$ |
3.17 |
|
|
(3) Adjusted net investment income yield is
calculated as adjusted net investment income divided by average net
asset value.
(4) Adjusted net investment income per share is
calculated as adjusted net investment income divided by weighted
average common shares outstanding.
Saratoga Investment (NYSE:SAR)
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Saratoga Investment (NYSE:SAR)
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From Jan 2024 to Jan 2025