UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
(Mark One)
|
☒ |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
For the quarterly period ended March 31, 2021
OR
|
☐ |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
For the transition period from to
Commission file number 814-00789
FIRST EAGLE ALTERNATIVE CAPITAL BDC, INC.
(Exact Name of Registrant as Specified in Its Charter)
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Delaware |
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27-0344947 |
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(State or Other Jurisdiction of Incorporation or Organization) |
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(I.R.S. Employer Identification No.) |
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500 Boylston St., Suite 1200, Boston, MA |
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02116 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s Telephone Number, Including Area Code: 800-450-4424
Securities registered pursuant to 12(b) of the Act:
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Title of Each Class |
Trading Symbols |
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Name of Each Exchange on Which Registered |
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Common Stock, par value $0.001 per share |
FCRD |
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NASDAQ Global Select Market |
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6.75% Senior Notes due 2022 |
FCRZ |
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The New York Stock Exchange |
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6.125% Senior Notes due 2023 |
FCRW |
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The New York Stock Exchange |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☐ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Large accelerated filer |
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☐ |
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Accelerated filer |
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☐ |
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Non-Accelerated filer |
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☒ |
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Smaller reporting company |
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☐ |
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Emerging growth company |
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☐ |
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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes ☐ No ☒
The number of shares of the registrant’s common stock, $0.001 par value per share, outstanding at May 6, 2021 was 30,109,384.
FIRST EAGLE ALTERNATIVE CAPITAL BDC, INC.
FORM 10-Q FOR THE QUARTER ENDED March 31, 2021
Table of Contents
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INDEX |
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PAGE |
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PART I. |
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FINANCIAL INFORMATION |
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Item 1. |
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Financial Statements |
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4 |
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Consolidated Statements of Operations for the three months ended March 31, 2021 and 2020 (unaudited) |
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5 |
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6 |
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Consolidated Statements of Cash Flows for the three months ended March 31, 2021 and 2020 (unaudited) |
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7 |
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Consolidated Schedules of Investments as of March 31, 2021 (unaudited) and December 31, 2020 |
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8 |
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24 |
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Item 2. |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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66 |
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Item 3. |
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98 |
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Item 4. |
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99 |
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PART II. |
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100 |
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Item 1. |
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100 |
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Item 1A. |
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100 |
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Item 2. |
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100 |
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Item 3. |
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100 |
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Item 4. |
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100 |
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Item 5. |
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100 |
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Item 6. |
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101 |
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102 |
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2
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This report, and other statements that we may make, may contain forward-looking statements with respect to future financial or business performance, strategies or expectations, anticipated share repurchases or lack thereof, our plans and expectations about future investments, amount and timing of distributions, if any, and the future liquidity of the company. Forward-looking statements are typically identified by words or phrases such as “trend,” “opportunity,” “pipeline,” “believe,” “comfortable,” “expect,” “anticipate,” “current,” “intention,” “estimate,” “position,” “assume,” “potential,” “outlook,” “continue,” “remain,” “maintain,” “sustain,” “seek,” “achieve” and similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “may” or similar expressions.
Forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time. Forward-looking statements speak only as of the date they are made, and we assume no duty to and do not undertake to update forward-looking statements. Actual results could differ materially from those anticipated in forward-looking statements and future results could differ materially from historical performance.
In addition to factors previously identified elsewhere in this filing, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance:
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• |
the introduction, withdrawal, success and timing of business initiatives and strategies; |
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• |
changes in political, economic or industry conditions, the interest rate environment or financial and capital markets, which could result in changes in the value of our assets; |
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• |
the relative and absolute investment performance and operations of our investment adviser; |
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• |
the impact of increased competition; |
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• |
the impact of future acquisitions and divestitures; |
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• |
the resolution of legal proceedings; |
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• |
our business prospects and the prospects of our portfolio companies; |
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• |
the impact, extent and timing of technological changes and the adequacy of intellectual property protection; |
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• |
the impact of legislative and regulatory actions and reforms and regulatory, supervisory or enforcement actions of government agencies relating to us or First Eagle Alternative Credit, LLC (the “Advisor”); |
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• |
the ability of the Advisor to identify suitable investments for us and to monitor and administer our investments; |
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• |
our contractual arrangements and relationships with third parties; |
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• |
any future financings by us; |
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• |
the ability of the Advisor to attract and retain highly talented professionals; |
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• |
fluctuations in foreign currency exchange rates; |
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• |
the impact of changes to tax legislation and, generally, our tax position; |
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• |
the impact of pandemics or other serious public health epidemics, such as the current novel coronavirus ("COVID-19") pandemic on our operations, our portfolio companies' business, or the global economy; |
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• |
our ability to exit a control investment in a timely manner; and |
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• |
the ability to fund Logan JV’s unfunded commitments to the extent approved by each member of the Logan JV investment committee. |
3
First Eagle Alternative Capital BDC, Inc. and Subsidiaries
Consolidated Statements of Assets and Liabilities
(in thousands, except per share data)
|
March 31, 2021 (unaudited) |
|
|
December 31, 2020 |
|
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Assets: |
|
|
|
|
|
|
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Investments at fair value: |
|
|
|
|
|
|
|
|
Non-controlled, non-affiliated investments (cost of $266,047 and $250,928, respectively) |
$ |
264,569 |
|
|
$ |
243,855 |
|
|
Controlled investments (cost of $148,856 and $148,373, respectively) |
|
98,394 |
|
|
|
93,826 |
|
|
Non-controlled, affiliated investments (cost of $1 and $1, respectively) |
|
1 |
|
|
|
1 |
|
|
Cash |
|
13,197 |
|
|
|
7,615 |
|
|
Escrows and other receivables |
|
2,336 |
|
|
|
3,508 |
|
|
Interest, dividends, and fees receivable |
|
2,802 |
|
|
|
2,659 |
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Deferred tax assets |
|
2,229 |
|
|
|
2,222 |
|
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Deferred financing costs |
|
1,678 |
|
|
|
1,757 |
|
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Distributions receivable |
|
112 |
|
|
|
97 |
|
|
Prepaid expenses and other assets |
|
685 |
|
|
|
628 |
|
|
Deferred offering costs |
|
180 |
|
|
|
180 |
|
|
Due from affiliate |
|
87 |
|
|
|
85 |
|
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Total assets |
$ |
386,270 |
|
|
$ |
356,433 |
|
|
Liabilities: |
|
|
|
|
|
|
|
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Loans payable |
$ |
66,161 |
|
|
$ |
57,661 |
|
|
Notes payable ($111,607 and $111,607 face amounts, respectively, reported net of deferred financing costs of $1,738 and $1,932, respectively) |
|
109,870 |
|
|
|
109,675 |
|
|
Payable for investments purchased |
|
14,883 |
|
|
|
— |
|
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Accrued expenses and other liabilities |
|
1,598 |
|
|
|
1,924 |
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Deferred tax liability |
|
2,011 |
|
|
|
1,673 |
|
|
Accrued incentive fees |
|
— |
|
|
|
156 |
|
|
Accrued interest and fees |
|
74 |
|
|
|
149 |
|
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Total liabilities |
|
194,597 |
|
|
|
171,238 |
|
|
Commitments and contingencies (Note 8) |
|
|
|
|
|
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Net Assets: |
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|
|
|
|
|
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|
Common stock, par value $.001 per share, 100,000 common shares authorized, 30,109 and 30,109 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively |
|
30 |
|
|
|
30 |
|
|
Paid-in capital in excess of par |
|
418,379 |
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|
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418,379 |
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Accumulated deficit |
|
(226,736 |
) |
|
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(233,214 |
) |
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Total net assets |
$ |
191,673 |
|
|
$ |
185,195 |
|
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Total liabilities and net assets |
$ |
386,270 |
|
|
$ |
356,433 |
|
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Net asset value per share attributable to First Eagle Alternative Capital BDC, Inc. |
$ |
6.37 |
|
|
$ |
6.15 |
|
|
|
|
|
|
|
|
|
|
See accompanying notes to these consolidated financial statements.
4
First Eagle Alternative Capital BDC, Inc. and Subsidiaries
Consolidated Statements of Operations
(in thousands, except per share data)
(unaudited)
|
|
|
For the three months ended March 31, |
|
|||||
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|
|
2021 |
|
|
2020 |
|
||
|
Investment Income: |
|
|
|
|
|
|
|
|
|
From non-controlled, non-affiliated investments: |
|
|
|
|
|
|
|
|
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Cash interest income |
|
$ |
5,113 |
|
|
$ |
4,936 |
|
|
PIK interest income |
|
|
123 |
|
|
|
49 |
|
|
Other income |
|
|
155 |
|
|
|
52 |
|
|
From non-controlled, affiliated investments: |
|
|
|
|
|
|
|
|
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Other income |
|
|
41 |
|
|
|
82 |
|
|
From controlled investments: |
|
|
|
|
|
|
|
|
|
Cash interest income |
|
|
188 |
|
|
|
(276 |
) |
|
Dividend income |
|
|
1,568 |
|
|
|
3,007 |
|
|
Other income |
|
|
— |
|
|
|
38 |
|
|
Total investment income |
|
|
7,188 |
|
|
|
7,888 |
|
|
Expenses: |
|
|
|
|
|
|
|
|
|
Interest and fees on borrowings |
|
|
2,366 |
|
|
|
2,703 |
|
|
Base management fees |
|
|
879 |
|
|
|
1,024 |
|
|
Incentive fees |
|
|
— |
|
|
|
(411 |
) |
|
Administrator expenses |
|
|
221 |
|
|
|
327 |
|
|
Other general and administrative expenses |
|
|
299 |
|
|
|
334 |
|
|
Amortization of deferred financing costs |
|
|
408 |
|
|
|
651 |
|
|
Professional fees |
|
|
416 |
|
|
|
371 |
|
|
Directors' fees |
|
|
169 |
|
|
|
176 |
|
|
Total expenses |
|
|
4,758 |
|
|
|
5,175 |
|
|
Management fee waiver |
|
|
(879 |
) |
|
|
— |
|
|
Total expenses, net of fee waivers |
|
|
3,879 |
|
|
|
5,175 |
|
|
Income tax provision, excise and other taxes |
|
|
26 |
|
|
|
52 |
|
|
Net investment income |
|
|
3,283 |
|
|
|
2,661 |
|
|
Realized (Loss) Gain and Change in Unrealized (Depreciation) Appreciation on Investments: |
|
|
|
|
|
|
|
|
|
Net realized (loss) gain on investments: |
|
|
|
|
|
|
|
|
|
Non-controlled, non-affiliated investments |
|
|
(3,144 |
) |
|
|
214 |
|
|
Non-controlled, affiliated investments |
|
|
— |
|
|
|
(1,565 |
) |
|
Controlled investments |
|
|
— |
|
|
|
(263 |
) |
|
Net realized loss on investments |
|
|
(3,144 |
) |
|
|
(1,614 |
) |
|
Net change in unrealized (depreciation) appreciation on investments: |
|
|
|
|
|
|
|
|
|
Non-controlled, non-affiliated investments |
|
|
5,594 |
|
|
|
(24,973 |
) |
|
Non-controlled, affiliated investments |
|
|
- |
|
|
|
— |
|
|
Controlled investments |
|
|
4,087 |
|
|
|
(42,700 |
) |
|
Net change in unrealized appreciation (depreciation) on investments |
|
|
9,681 |
|
|
|
(67,673 |
) |
|
Net realized and unrealized gain (loss) from investments |
|
|
6,537 |
|
|
|
(69,287 |
) |
|
(Provision) benefit for taxes on unrealized gain/loss on investments |
|
|
(331 |
) |
|
|
470 |
|
|
Net increase (decrease) in net assets resulting from operations |
|
$ |
9,489 |
|
|
$ |
(66,156 |
) |
|
Net investment income per common share: |
|
|
|
|
|
|
|
|
|
Basic and diluted |
|
$ |
0.11 |
|
|
$ |
0.09 |
|
|
Net increase (decrease) in net assets resulting from operations per common share: |
|
|
|
|
|
|
|
|
|
Basic and diluted |
|
$ |
0.32 |
|
|
$ |
(2.22 |
) |
|
Weighted average shares of common stock outstanding: |
|
|
|
|
|
|
|
|
|
Basic and diluted |
|
|
30,109 |
|
|
|
29,813 |
|
See accompanying notes to these consolidated financial statements.
5
First Eagle Alternative Capital BDC, Inc. and Subsidiaries
Consolidated Statements of Changes in Net Assets
(in thousands)
(unaudited)
|
|
For the three months ended March 31, |
|
||||||
|
|
|
2021 |
|
|
2020 |
|
||
|
Increase (decrease) in net assets from operations: |
|
|
|
|
|
|
|
|
|
Net investment income |
|
$ |
3,283 |
|
|
$ |
2,661 |
|
|
Net realized loss on investments |
|
|
(3,144 |
) |
|
|
(1,614 |
) |
|
Net change in unrealized appreciation (depreciation) on investments |
|
|
9,681 |
|
|
|
(67,673 |
) |
|
(Provision) benefit for taxes on unrealized gain (loss) on investments |
|
|
(331 |
) |
|
|
470 |
|
|
Net increase (decrease) in net assets resulting from operations |
|
|
9,489 |
|
|
|
(66,156 |
) |
|
Distributions to stockholders: |
|
|
|
|
|
|
|
|
|
Distributions to stockholders from net investment income |
|
|
(3,011 |
) |
|
|
(6,233 |
) |
|
Total distributions to stockholders |
|
|
(3,011 |
) |
|
|
(6,233 |
) |
|
Capital share transactions: |
|
|
|
|
|
|
|
|
|
Repurchase of common stock |
|
|
— |
|
|
|
(2,161 |
) |
|
Net decrease in net assets from capital share transactions |
|
|
— |
|
|
|
(2,161 |
) |
|
Total increase (decrease) in net assets |
|
|
6,478 |
|
|
|
(74,550 |
) |
|
Net assets at beginning of period |
|
|
185,195 |
|
|
|
229,455 |
|
|
Net assets at end of period |
|
$ |
191,673 |
|
|
$ |
154,905 |
|
|
Common shares outstanding at end of period |
|
|
30,109 |
|
|
|
29,680 |
|
|
Capital share activity: |
|
|
|
|
|
|
|
|
|
Shares repurchased |
|
|
- |
|
|
|
341 |
|
See accompanying notes to these consolidated financial statements.
6
First Eagle Alternative Capital BDC, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(in thousands)
(unaudited)
|
|
|
For the three months ended March 31, |
|
|||||
|
|
|
2021 |
|
|
2020 |
|
||
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
Net increase (decrease) in net assets resulting from operations |
|
$ |
9,489 |
|
|
$ |
(66,156 |
) |
|
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by operating activities: |
|
|
|
|
|
|
|
|
|
Net change in unrealized depreciation on investments |
|
|
(9,681 |
) |
|
|
67,673 |
|
|
Net realized loss (gain) on investments |
|
|
1,888 |
|
|
|
(112 |
) |
|
Increase in investments due to interest paid-in-kind |
|
|
(132 |
) |
|
|
(35 |
) |
|
Amortization of deferred financing costs |
|
|
408 |
|
|
|
651 |
|
|
Accretion of discounts on investments and other fees |
|
|
(300 |
) |
|
|
(184 |
) |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
Purchases of investments |
|
|
(25,206 |
) |
|
|
(33,178 |
) |
|
Proceeds from sale and paydown of investments |
|
|
8,154 |
|
|
|
38,276 |
|
|
(Increase) decrease in interest, dividends and fees receivable |
|
|
(143 |
) |
|
|
307 |
|
|
Decrease in escrows and other receivables |
|
|
1,151 |
|
|
|
3,077 |
|
|
(Increase) decrease in due from affiliates |
|
|
(2 |
) |
|
|
71 |
|
|
Increase in deferred tax asset |
|
|
(7 |
) |
|
|
(48 |
) |
|
(Increase) decrease in prepaid expenses and other assets |
|
|
(57 |
) |
|
|
9 |
|
|
Increase in payables for investments purchased |
|
|
14,883 |
|
|
|
— |
|
|
Decrease in accrued expenses and other liabilities |
|
|
(326 |
) |
|
|
(336 |
) |
|
Decrease in accrued credit facility fees and interest |
|
|
(75 |
) |
|
|
(93 |
) |
|
Increase (decrease) in deferred tax liability |
|
|
338 |
|
|
|
(422 |
) |
|
Decrease in base management fees payable, net |
|
|
— |
|
|
|
(79 |
) |
|
Increase in other deferred liabilities |
|
|
— |
|
|
|
77 |
|
|
Decrease in accrued incentive fees payable, net |
|
|
(156 |
) |
|
|
(412 |
) |
|
Net cash provided by operating activities |
|
|
226 |
|
|
|
9,086 |
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
Repurchase of common stock |
|
|
— |
|
|
|
(2,161 |
) |
|
Borrowings under credit facility |
|
|
18,000 |
|
|
|
15,500 |
|
|
Repayments under credit facility |
|
|
(9,500 |
) |
|
|
— |
|
|
Distributions paid to stockholders |
|
|
(3,011 |
) |
|
|
(6,233 |
) |
|
Financing and offering costs paid |
|
|
(133 |
) |
|
|
(6 |
) |
|
Net cash provided by financing activities |
|
|
5,356 |
|
|
|
7,100 |
|
|
Net increase in cash |
|
|
5,582 |
|
|
|
16,186 |
|
|
Cash, beginning of period |
|
|
7,615 |
|
|
|
5,890 |
|
|
Cash, end of period |
|
$ |
13,197 |
|
|
$ |
22,076 |
|
|
Supplemental Disclosure of Cash Flow Information: |
|
|
|
|
|
|
|
|
|
Cash interest paid |
|
$ |
2,280 |
|
|
$ |
2,563 |
|
|
PIK income earned |
|
$ |
123 |
|
|
$ |
49 |
|
Non-cash Operating Activities:
See Note 5 in the notes to consolidated financial statements for non-cash restructurings.
See accompanying notes to these consolidated financial statements.
7
First Eagle Alternative Capital BDC, Inc. and Subsidiaries
Consolidated Schedules of Investments
March 31, 2021
(dollar amounts in thousands)
|
|
|
|
|
|
|
Initial |
|
Maturity/ |
|
Principal(5) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition |
|
Dissolution |
|
No. of Shares / |
|
|
|
|
|
|
|
|
|
|
|
Type of Investment/Portfolio company (1)(2)(3) |
|
Industry |
|
Interest Rate(4) |
|
Date |
|
Date |
|
No. of Units |
|
|
Amortized Cost |
|
|
Fair Value (6) |
|
|||
|
Non-controlled/non-affiliated investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—138.03% of net asset value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
First lien senior secured debt |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—123.190% of net asset value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Canada |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—3.57% of net asset value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PDFTron Systems Inc. (7) |
|
Services: Business |
|
7.3% (LIBOR + 6.0%) |
|
5/15/2019 |
|
5/15/2024 |
|
$ |
4,925 |
|
|
$ |
4,895 |
|
|
$ |
4,925 |
|
|
PDFTron Systems Inc. (7)(23) |
|
Services: Business |
|
7.3% (LIBOR + 6.0%) |
|
5/15/2019 |
|
5/15/2024 |
|
|
1,083 |
|
|
|
1,077 |
|
|
|
1,083 |
|
|
PDFTron Systems Inc. (7)(23) |
|
Services: Business |
|
7.3% (LIBOR + 6.0%) |
|
5/15/2019 |
|
5/15/2024 |
|
|
320 |
|
|
|
317 |
|
|
|
320 |
|
|
PDFTron Systems Inc. (7) |
|
Services: Business |
|
8.8% (LIBOR + 7.5%) |
|
6/19/2020 |
|
5/15/2024 |
|
|
397 |
|
|
|
388 |
|
|
|
397 |
|
|
PDFTron Systems Inc. (7)(9)(22) |
|
Services: Business |
|
8.8% (LIBOR + 7.5%) |
|
6/19/2020 |
|
5/15/2024 |
|
|
— |
|
|
|
(10 |
) |
|
|
— |
|
|
PDFTron Systems Inc. (7) |
|
Services: Business |
|
8.8% (LIBOR + 7.5%) |
|
3/31/2021 |
|
5/15/2024 |
|
|
136 |
|
|
|
134 |
|
|
|
134 |
|
|
PDFTron Systems Inc. (7)(9)(23) |
|
Services: Business |
|
8.8% (LIBOR + 7.5%) |
|
3/31/2021 |
|
5/15/2024 |
|
|
— |
|
|
|
(1 |
) |
|
|
— |
|
|
|
|
|
|
|
|
|
|
Subtotal Canada |
|
$ |
6,861 |
|
|
$ |
6,800 |
|
|
$ |
6,859 |
|
|
Midwest |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—12.53% of net asset value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advanced Web Technologies |
|
Containers, Packaging, & Glass |
|
7.0% (LIBOR + 6.0%) |
|
12/17/2020 |
|
12/17/2026 |
|
$ |
2,048 |
|
|
$ |
2,009 |
|
|
$ |
2,007 |
|
|
Advanced Web Technologies (8) |
|
Containers, Packaging, & Glass |
|
7.0% (LIBOR + 6.0%) |
|
12/17/2020 |
|
12/17/2026 |
|
|
80 |
|
|
|
74 |
|
|
|
78 |
|
|
Advanced Web Technologies (9)(23) |
|
Containers, Packaging, & Glass |
|
7.0% (LIBOR + 6.0%) |
|
12/17/2020 |
|
12/17/2026 |
|
|
— |
|
|
|
(15 |
) |
|
|
— |
|
|
Doxa Insurance Holdings, LLC |
|
Insurance |
|
7.3% (LIBOR + 6.3%) |
|
12/4/2020 |
|
12/4/2026 |
|
|
1,596 |
|
|
|
1,558 |
|
|
|
1,556 |
|
|
Doxa Insurance Holdings, LLC (8)(9) |
|
Insurance |
|
7.3% (LIBOR + 6.3%) |
|
12/4/2020 |
|
12/4/2026 |
|
|
— |
|
|
|
(8 |
) |
|
|
— |
|
|
Doxa Insurance Holdings, LLC |
|
Insurance |
|
7.3% (LIBOR + 6.3%) |
|
12/4/2020 |
|
12/4/2026 |
|
|
865 |
|
|
|
819 |
|
|
|
843 |
|
|
1-800 Hansons, LLC |
|
High Tech Industries |
|
10.5% (LIBOR + 8.5%) (8.5% Cash + 1.0% PIK) |
|
10/19/2017 |
|
10/19/2022 |
|
|
3,315 |
|
|
|
3,296 |
|
|
|
3,083 |
|
|
1-800 Hansons, LLC (8) |
|
High Tech Industries |
|
9.5% (LIBOR + 8.5%) |
|
10/19/2017 |
|
10/19/2022 |
|
|
210 |
|
|
|
208 |
|
|
|
195 |
|
|
IRC Opco LLC |
|
Healthcare & Pharmaceuticals |
|
6.5% (LIBOR + 5.5%) |
|
1/4/2019 |
|
1/4/2024 |
|
|
5,332 |
|
|
|
5,308 |
|
|
|
5,065 |
|
|
IRC Opco LLC (8) |
|
Healthcare & Pharmaceuticals |
|
6.5% (LIBOR + 5.5%) |
|
1/4/2019 |
|
1/4/2024 |
|
|
818 |
|
|
|
815 |
|
|
|
777 |
|
|
Matilda Jane Holdings, Inc. |
|
Consumer Goods: Non-Durable |
|
9.5% (LIBOR + 8.5%) |
|
4/28/2017 |
|
5/1/2022 |
|
|
12,103 |
|
|
|
12,033 |
|
|
|
10,409 |
|
|
Matilda Jane Holdings, Inc. (8) |
|
Consumer Goods: Non-Durable |
|
9.5% (LIBOR + 8.5%) |
|
10/30/2020 |
|
5/1/2022 |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
|
|
|
Subtotal midwest |
|
$ |
26,367 |
|
|
$ |
26,097 |
|
|
$ |
24,013 |
|
|
Northeast |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—31.34% of net asset value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3SI Security Systems |
|
Services: Consumer |
|
6.8% (LIBOR + 5.8%) |
|
12/17/2019 |
|
6/16/2023 |
|
$ |
4,065 |
|
|
$ |
4,039 |
|
|
$ |
4,004 |
|
|
Aurotech, LLC |
|
High Tech Industries |
|
8% (LIBOR + 7%) |
|
10/30/2020 |
|
10/30/2025 |
|
|
3,065 |
|
|
|
3,008 |
|
|
|
3,004 |
|
|
Aurotech, LLC (8)(9) |
|
High Tech Industries |
|
8% (LIBOR + 7%) |
|
10/30/2020 |
|
10/30/2025 |
|
|
— |
|
|
|
(8 |
) |
|
|
— |
|
|
Certify, Inc. |
|
Services: Business |
|
6.8% (LIBOR + 5.8%) |
|
2/28/2019 |
|
2/28/2024 |
|
|
1,544 |
|
|
|
1,531 |
|
|
|
1,544 |
|
|
Certify, Inc. (24) |
|
Services: Business |
|
6.8% (LIBOR + 5.8%) |
|
2/28/2019 |
|
2/28/2024 |
|
|
211 |
|
|
|
208 |
|
|
|
211 |
|
|
Certify, Inc. (8) |
|
Services: Business |
|
6.8% (LIBOR + 5.8%) |
|
2/28/2019 |
|
2/28/2024 |
|
|
18 |
|
|
|
17 |
|
|
|
18 |
|
See accompanying notes to these consolidated financial statements.
8
First Eagle Alternative Capital BDC, Inc. and Subsidiaries
Consolidated Schedules of Investments
March 31, 2021
(dollar amounts in thousands)
|
Communication Technology Intermediate (7) |
|
Telecommunications |
|
8.5% (LIBOR + 7.5%) |
|
10/13/2020 |
|
10/13/2025 |
|
|
8,452 |
|
|
|
8,282 |
|
|
|
8,451 |
|
|
Communication Technology Intermediate (7)(8)(9) |
|
Telecommunications |
|
8.5% (LIBOR + 7.5%) |
|
10/13/2020 |
|
10/13/2025 |
|
|
— |
|
|
|
(12 |
) |
|
|
— |
|
|
HealthDrive Corporation |
|
Healthcare & Pharmaceuticals |
|
6.8% (LIBOR + 5.8%) |
|
12/21/2018 |
|
12/21/2023 |
|
|
9,775 |
|
|
|
9,721 |
|
|
|
9,433 |
|
|
HealthDrive Corporation (8) |
|
Healthcare & Pharmaceuticals |
|
6.8% (LIBOR + 5.8%) |
|
12/21/2018 |
|
12/21/2023 |
|
|
1,761 |
|
|
|
1,751 |
|
|
|
1,699 |
|
|
Marlin DTC-LS Midco 2, LLC (8)(9) |
|
Services: Consumer |
|
7.5% (LIBOR + 6.5%) |
|
3/5/2021 |
|
7/1/2025 |
|
|
— |
|
|
|
(3 |
) |
|
|
— |
|
|
Marlin DTC-LS Midco 2, LLC |
|
Services: Consumer |
|
7.5% (LIBOR + 6.5%) |
|
3/5/2021 |
|
7/1/2025 |
|
|
3,154 |
|
|
|
3,092 |
|
|
|
3,154 |
|
|
Multi Specialty Healthcare LLC |
|
Healthcare & Pharmaceuticals |
|
7.5% (LIBOR + 6.5%) |
|
12/18/2020 |
|
12/18/2026 |
|
|
3,780 |
|
|
|
3,707 |
|
|
|
3,704 |
|
|
Multi Specialty Healthcare LLC (8)(9) |
|
Healthcare & Pharmaceuticals |
|
7.5% (LIBOR + 6.5%) |
|
12/18/2020 |
|
12/18/2026 |
|
|
— |
|
|
|
(14 |
) |
|
|
— |
|
|
Quartermaster Newco, LLC |
|
Healthcare & Pharmaceuticals |
|
7.8% (LIBOR + 6.5%) |
|
7/31/2020 |
|
7/31/2025 |
|
|
3,120 |
|
|
|
3,093 |
|
|
|
3,120 |
|
|
Quartermaster Newco, LLC (8)(9) |
|
Healthcare & Pharmaceuticals |
|
7.8% (LIBOR + 6.5%) |
|
7/31/2020 |
|
7/31/2025 |
|
|
— |
|
|
|
(3 |
) |
|
|
— |
|
|
Revlon Consumer Products Corporation |
|
Consumer Goods: Non-Durable |
|
7.5% (LIBOR + 5.8%) |
|
3/8/2021 |
|
6/8/2023 |
|
|
2,500 |
|
|
|
2,476 |
|
|
|
2,475 |
|
|
smarTours, LLC |
|
Services: Consumer |
|
7.8% (LIBOR + 6.8%) |
|
12/21/2020 |
|
12/31/2024 |
|
|
475 |
|
|
|
475 |
|
|
|
475 |
|
|
smarTours, LLC (8) |
|
Services: Consumer |
|
8.8% (LIBOR+ 7.8%) (1.0% Cash + 7.8% PIK) |
|
12/21/2020 |
|
12/31/2024 |
|
|
2,205 |
|
|
|
2,205 |
|
|
|
2,205 |
|
|
Urology Management Associates, LLC |
|
Healthcare & Pharmaceuticals |
|
6.0% (LIBOR + 5.0%) |
|
8/31/2018 |
|
8/31/2024 |
|
|
8,328 |
|
|
|
8,235 |
|
|
|
8,287 |
|
|
Women's Health USA, Inc. |
|
Healthcare & Pharmaceuticals |
|
8.8% (LIBOR + 7.8%) |
|
10/9/2018 |
|
10/9/2023 |
|
|
7,271 |
|