Incipio, LLC: Assets Sold

Incipio, LLC (also carried as Incipio Technologies) “designs and manufactures mobile device accessories. The Company produces and markets travel bags, nylon cases, sleeves, universal travel kits, headphones, audio visual solutions, and power solutions for personal computers and mobile devices“. According to a press release on August 30, 2021, investment group Armor Acquisitionannounced the acquisition of the Incipio, Incase, Survivor and Griffin brands, along with select licensed category brands, from Incipio, LLC”. No terms were announced in that press release.

For the only BDC lender – Monroe Capital (MRCC) – with exposure to Incipio, this seems to mark the end of a long and twisted journey. The BDC first advanced funds to Incipio in the IVQ 2014 in the form of a $5.4mn unitranche loan. Quickly exposure increased to reach $14.7mn within a couple of years, still in unitranche debt. (Here’s an article regarding the initial acquisition of the company, which indicates that Monroe Capital LLC – the advisor of the BDC – was advancing $55mn to the business. This suggests MRCC has been sharing exposure with other Monroe funds).

By IQ 2018, MRCC had two unitranche loans – maturing in 2019 – with a cost of $15.8mn to Incipio, valued close to par. Out of the blue, in the IIQ 2018 the debt was restructured, additional capital advanced and two PIK instruments added with a par value of $10.960mn but involving no cost. Those instruments – which represent some sort of exit fee arranged as part of the restructuring – were placed on non accrual.

In subsequent quarters, MRCC continued to advance more funds to Incipio, peaking at $24.8mn at cost. From the IQ 2020 – probably due to the pandemic – one of the tranches of unitranche debt advanced also became non performing. By IIQ 2021 MRCC had 6 unitranche loans outstanding – all of which (along with that exit fee/PIK) – were on non accrual and maturing in 2022. The aggregate fair value of these investments was $7.0mn, slightly down from the prior quarter. That’s a (72%) discount from cost and some $2.2mn of annual investment income not being received from the loans.

We did find the public filing that indicated Armor Acquisition was designated the “stalking horse” bidder for Incipio’s assets in a transaction that occurred July 26, 2021. That filing gave the amount to be paid in the form of “cash or non-cash proceeds” as $155.8 mn, split between $135,816,379 term debt owed to Monroe and $20.0mn to secured Revolver lenders. This suggests the unitranche debt was repaid in full. Chances are the exit fee/PIK instruments and no cost equity MRCC owns will have no value. None of this can be confirmed as we’ve not been able to find the confirmatory filing of the asset sale.

As of June 2021, MRCC had 12 non performing portfolio companies, including Incipio. Management has been optimistic about getting satisfactory credit resolutions as has occurred at times in the past. In this case, the odds are looking good that MRCC has been repaid pretty much in full. If so, MRCC will be able to recoup over $17mn of value, and redeploy proceeds into new income generating assets shortly. We’ll know for sure when the BDC reports IIIQ 2021 results.

GTT Communications: Planning To File Chapter 11

According to Virginia Business:

McLean-based telecommunications company GTT Communications Inc. is planning to file a prepackaged chapter 11 case after it closes the previously announced sale of its infrastructure division to Miami-based I Squared Capital, it announced Thursday.

After the completion of the $2.15 billion sale, GTT and some subsidiaries will file their cases in the U.S. Bankruptcy Court for the Southern District of New York. A Chapter 11 filing, or “reorganization” bankruptcy, allows the company to continue to operate its business. GTT’s operations outside the U.S. will be unaffected.

The company said it expected to continue operating without interruption. The restructuring support agreement it signed with stakeholders, including I Squared Capital, provides for payment of vendors, employees and other partners for costs incurred in the ordinary course of business. GTT stated it has sufficient liquidity to operate, and with the support of its lenders, will retain money from the infrastructure division sale“.

BDC exposure to GTT Communications is VERY modest: $0.577mn at cost in first lien debt. The FMV was $0.583mn as of June 2021. The BDC lender involved is non-traded Steele Creek Capital Corp. We normally wouldn’t bother with a post given such a modest exposure, even for a BDC with only $208mn in portfolio assets. However, with so few bankruptcies of BDC-financed companies of late, GTT seems to deserve mention – even if briefly.

On Marketwatch, we learned that GTT has just sold its infrastructure division for $2.8bn, the proceeds of which will reduce existing debt. There’s also a restructuring agreement in place in advance of the bankruptcy between the company and its lenders. Everything seems to point to a full repayment of Steele Creek – which only added this debt in the IQ 2021 – or a very modest loss.

Sequential Brands: Files Chapter 11

At long last, highly leveraged, publicly traded Sequential Brands Inc. (ticker: SQBG) has filed for voluntary Chapter 11. Reportedly, the company – in co-operation with certain of its lenders – is seeking to sell off its multiple brands (presumably in combination or individually) in order to repay nearly half a billion dollars in debt outstanding. A debtor-in-possession (DIP) loan of $150mn has already been arranged with its so-called “Term B Lenders”:

The Company expects this new financing, together with cash generated from ongoing operations, to provide ample liquidity to support its operations during the sale process. The proposed transactions will be implemented pursuant to the terms of a Restructuring Support Agreement reached between the Company and its Term B Lenders.

From press release

The BDC Credit Reporter has been warning of trouble at the company as early as the spring of 2019, and with even more urgency with the impact of the pandemic on retail. We’ve written nine prior articles on the subject, including the most recent post in July when a bankruptcy filing had all the inevitability of an ancient Greek drama.

Here’s what we wrote last time:

Sequential has been shedding assets but the proceeds are too modest to ameliorate the overall picture by much and will only add to the income decline. Everything seems to point to the lenders taking over in some sort of bankruptcy filing before long.

BDC Credit Reporter, July 27, 2021

What we’ve found intriguing is how the two BDC lenders to Sequential – FS KKR Capital (FSK) and Apollo Investment (AINV) have marked their respective investments in anticipation in the debt due 2/7/2024 as of June 2021. Admittedly, AINV’s exposure is much more modest than FSK’s : $12.6mn versus $218.7mn. However, AINV rates the loan as second lien and FSK as first lien. AINV has applied an (18%) discount to its investment. FSK values the $215.9mn invested at a slight premium. Note, though, that the face amount of the debt is $266.8mn. We’re guessing that the gap between cost and par value has something to do with FSK acquiring the assets of its sister BDC FS KKR Capital II (previously FSKR) at a discount. The $2.8mn FSK has invested in Sequential’s stock, though, is valued at zero.

We’re pretty much certain FSK and AINV are both involved with the “Term B lenders”. FSK – at least – seems to believe that when all is said and done no loss will be incurred. This is supported by the fact that even after filing for bankruptcy Sequential’s stock still trades at over $6 as we write this. Investors and lenders seem to believe that the value of the assets will exceed all debt and leave something for the common shareholders. We are skeptical, but are keeping an open mind. In the next few weeks we’ll find out if FSK’s optimism will bear out, and any material loss will be averted.

Also interesting will be whether AINV and FSK place their debt on non accrual, which will materially affect the latter’s interest income in the IIIQ 2021 and beyond. We calculate that FSK has been booking over $23mn of annual investment income from Sequential, equal to just under 3% of the BDC’s total revenues.

How accurate the valuations of FSK and AINV prove to be in this slow moving train wreck, where both lenders have had full access to what is going on, will be an interesting test of management’s credibility in this critical area. To date, both sets of managers have avoided discussing Sequential on their conference calls. Maybe the IIIQ 2021 call will be different and Sequential Brands – and its ultimate disposition – will be addressed. We imagine we’ll be reporting back even before the third quarter results come out as the bankruptcy process unwinds.

Given that this is one of the biggest bankruptcies of a BDC-financed company ever, this is a story worth watching both for investors in FSK and AINV, and anyone interested in the BDC sector more generally.

American Teleconferencing Services: Debt Defaults

Now that we’ve heard IIQ 2021 results, multiple BDCs have reported that American Teleconferencing Services (AFS) and parent Premiere Global Services Inc. (dba PGi) have defaulted on a tranche of their debt: one that matures 6/8/2023. We’ve written about AFS before, warning that a default was likely back on June 4, 2021. A second lien loan to PGi that matures in 2024 has been non performing for several quarters.

As many as 8 BDCs – both public and non traded are involved with the two related borrowers with a total cost of $135mn. At this point, the $13mn in the second lien debt – all held by Oxford Square (OXSQ) has been written down by as much as (98%). Odds of recovery seem low. The remainder of the debt is first lien – mostly in the 6/8/2023 debt. The discounts applied by different BDCs in the same tranche vary widely: from (14%) to (56%). However, all the lenders involved increased their discount over the prior period, as per this data from Advantage Data.

Although PGi and AFS are clearly deteriorating, we’ve had no luck finding any direct discussion of the subject by the BDCs involved or in the public record. In the interim, though, we’ve downgraded AFS to CCR 5 from CCR 4 (PGi was already CCR 5).

We’ll be posting again when we find a credible update about what is happening at AFS/PGi.

Limetree Bay Ventures LLC: Update

We hear that Limetree Bay Ventures LLC , the owner of the troubled refinery in St Croix – which is bankruptcy – will be seeking to sell the operation. Jeffries haves been engaged and a target date for a closing has been – optimistically – set for mid-October.

The BDC Credit Reporter noted this quote: “According to Bloomberg, existing creditors have the option of using the debt owed to them to make a bid on the refinery business”. Of course, lenders always have that option and many bankruptcies these days use that process. In this case we can’t imagine who else but the existing lenders might be interested in taking on this highly polluting, highly controversial hot potato.

This is important because the only BDC lender to Limetree – FS Energy & Power – already has $300mn invested in the company. Should the BDC – and other lenders involved – seek to become the owners of the refinery that could result in the likelihood of having to advance substantial more funds just to get the business operational again. Furthermore, there’s the risk of litigation from the U.S. government and others to contend with.

On the other hand, if the existing lenders are a last resort and decline to step up, a complete write-down of FS Energy’s investment is likely. Plus, there’s no certainty that there might not be litigation anyway. This places the BDC in a difficult position, but one management must have been preparing for. We’ll be interested to see in the weeks ahead if the existing lenders do actually fashion a bid to purchase the refinery.

Sequential Brands: July 2021 Update

We’ve written extensively about publicly traded Sequential Brands (ticker: SQBG) , beginning in the spring of 2019. In a nutshell, the company has a huge amount of debt but only modest revenues and EBITDA – both of which are in decline – to service their obligations. The debt has required multiple waivers from lenders, which continue at present. On July 26, 2021 Sequential filed an 8-K discussing the non-filing of its financial statements as required by NASDAQ. Making matters more complicated, the Board of the company has now recognized that the 10-K and its IIIQ 2020 10-Q require restatement and can no longer be relied on. The company has a plan to deal with these inadequacies but admits that nothing is yet resolved with its lenders despite months of negotiations:

The Company cannot assure you that its lenders would be willing to negotiate further changes to its financial covenants when necessary and the Company cannot obtain further waivers of the defaults under the Credit Agreements without the consent of the respective lenders thereunder. If the Company is unable to obtain additional waivers of ongoing defaults, or otherwise is unable to comply with its debt arrangements, the obligations under the indebtedness may be accelerated. If an acceleration were to occur, the Company does not have sufficient liquidity to satisfy the loan, and the Company would potentially need to seek protection under the federal bankruptcy code“.

For a time common stock investors – apparently believing in the fundamental value of the many brands Sequential licenses – were looking beyond these difficulties, pushing the stock price to nearly $40 a share in March. However, the mood is darker now, with the stock price under $10 a share. Likewise, back in 2019 and 2020 we were surprised by the full valuations the BDC lenders to Sequential were continuing to book, despite the very obvious challenges.

However, that has changed of late and may change again once a resolution is reached. As of March 31, 2021 BDC exposure to Sequential remained huge: $290mn. All but $10mn (which is in equity) consists of debt due in 2024, split between FS KKR Capital (FSK) and Apollo Investment (AINV). (95% of the debt and all the equity is held by FSK). Currently, the equity has been written to zero – the stock price notwithstanding. The debt is discounted as much as (18%), but seems to be current. (We have to wonder if Sequential is actually paying its interest bill in cash or the lenders are just adding the amount due to the principal, and what might happen when a settlement occurs. FSK and AINV might have to unwind income previously booked).

Anyway, trying to handicap how this transaction might end up for the BDCs is well nigh impossible. Sequential has been shedding assets but the proceeds are too modest to ameliorate the overall picture by much and will only add to the income decline. Everything seems to point to the lenders taking over in some sort of bankruptcy filing before long. However, whether this will be just a modest setback – especially for FSK – or a major realized loss, remains unclear. We will continue to watch this unfolding story and will be interested to see how FSK and AINV value their investments at June 30, 2021 and whether they speak to the subject on their upcoming conference calls. (AINV reports 8/5/2021 and FSK 4 days later).

C2 Educational Systems: IIQ 2021 Update

C2 Educational Systems is a K-12 test preparation company. As you might expect, with schools closed and face-to-face tutoring banned in many places, the company did not fare well during the pandemic. In fact, we just learned from the public record that the company received a $10.0mn PPP loan to tide matters over. (Also disclosed is that the company employs around 500). We hear from the corporate website that “We’re Back In Person”, which must be good news both for the company and its students.

The only BDC with exposure is Saratoga Investment (SAR), which has been a lender since 2017. For years, the investment was valued at par. However, during the pandemic – and as recently as the quarter ended November 2020 – SAR wrote down its first lien $16mn loan by a fifth. In the quarter ended February 2021, the term debt that was due 5/31/2021 was extended to 5/31/2023, and the pricing increased by 2% to LIBOR + 8.50%, presumably reflecting additional risk. In the most recent quarter ended May 2021, total debt increased by $2.5mn and SAR invested half a million dollars in preferred stock. The discount on the debt has been reduced – but remains in underperforming territory at (13%).

All the above suggests that C2 has needed substantial financial support, but is pulling through. Interest – which amounts to 10.0% in absolute terms – is current and the preferred is valued at a (very) slight premium. We have rated the company CCR 3 since the second calendar quarter of 2020. If the debt investment ultimately returns to par, SAR could see a $2.5mn increase in asset value, plus whatever the preferred becomes worth.

We are adding C2 to our Trending List because the next time the BDC reports earnings – for the quarter ended August 2021 – we may see a material improvement in valuation. However, the recent upsurge in Covid cases could delay this turn around. Given the size of this investment to SAR , this is a company worth tracking regularly for both good and bad news.

Limetree Bay Ventures LLC: Bankruptcy Filing Expected

Limetree Bay Ventures LLC is the holding company for a refinery and terminals owned by EIG Global Equity Partners. The businesses are held in separate subsidiary companies. On July 12, 2021, Limetree Bay Refining LLC filed for bankruptcy protection in the State of Texas, although the business operates out of the U.S. Virgin Islands. As this attached article makes clear, the terminals business has not (yet ?) filed for bankruptcy protection.

All BDC exposure – which totals $301mn – is to Limetree Bay Ventures LLC – and consists of first lien debt, subordinated debt, preferred and equity. At March 31, 2021 – weeks before the refinery was closed by the EPA and before liquidity ran out – all the equity, preferred and subordinated had been written to zero. The senior debt had a fair market value of $151mn. However, given what we’ve read from multiple sources about the financial and ecological disaster engendered by Limetree, we’d be very surprised if this does not end up being a complete write-off.

The only BDC with exposure is FS Energy & Power Fund, which began advancing $75mn in 2018 and has managed to quadruple its exposure in the intervening period. At March 31, 2021, all the debt was already on non accrual. As a result, the likely greatest impact on the BDC might be a further ($151mn) unrealized loss – which will likely be booked in the IIQ 2021. The realized loss that we expect will have to await the resolution of this bankruptcy and others that may occur. (The company is rated CCR 5 – due to the non accrual – and added to our Trending List because we expect the next set of FS Energy’s results to reflect drastic change in value).

This is obviously a major exposure for FS Energy. The $151mn of value remaining is equal to 10% of the non-traded BDC’s net book value, and continues a long list of energy faux pas that has resulted in half its equity capital being written down or off. A quick look down the BDC’s portfolio company list suggests, though, that Limetree is the biggest single exposure at cost remaining on its books.

We’ll circle back as we learn more in the weeks ahead, but at this stage “disaster” is writ large for both Limetree and FS Energy.

U.S. Well Services: Loses Lawsuit

Poor old publicly traded U.S. Well Services (USWS) is spending more time in court these days than in its business of providing drills for the oil and gas business. A Delaware judge has ruled recently against the company in a contract dispute with Smart Sand Inc. (ticker: SND) and required USWS to pay $48mn in damages. That’s a major blow for an oil services company that is going through a major transition – dropping diesel pumps for electric ones and letting go of 171 employees as part of the transition. In a filing, USWS has indicated it’s likely to appeal the judge’s decision so this legal drama will play out a little longer.

All this is bad news for the two remaining BDCs with exposure: Capitala Finance (CPTA) and PennantPark Investment (PNNT). Both own over 1mn shares each in the company. (In the past, BlackRock Investment has as much as $46mn invested at cost in the stock, but that’s been sold, leaving only CPTA and PNNT). At March 31, 2021, when the last valuation was fixed, USWS was valued at $1.040. That price has dropped to $0.9593, an (8%) drop. The total value was $2.6mn in March and should move materially lower by the end of the second quarter. Thankfully, the amounts are not significant for either BDC.

We are retaining a CCR 4 rating for USWS and adding the company to our Trending list, given the likely (modest) change in fair market value to occur in the IIQ 2021.

GK Holdings: Company Acquired

As we reported all the way back in October 2020 , Global Knowledge or GK Holdings has been acquired by a special purpose acquisition company (“SPAC”) , which itself is going public on June 14, 2021. The new company is being called Skillsoft Corp, under the ticker SKIL. Skillsoft – of course – is a leading training company, which was also gobbled up by the new public entity, which has put its name on the new public business.

Where the BDC lenders to GK Holdings are concerned, this must be good news. According to Advantage Data, there are nominally 6 lenders to the company, with a total cost of $31.1mn. However, these include Harvest Capital and Portman Ridge (PTMN). The former has just been acquired by the latter, so there are only 5 BDCs involved. (Then there’s non-traded Audax Credit whose exposure to the company is carried under the name Global Knowledge Training LLC, albeit the amount advanced at cost is minimal at $0.9mn).

The FMV of all this BDC exposure at March 31, 2021 was $20.9mn. The roughly ($10mn) discounted was from both first lien and second lien debt held, all of which was on non accrual at March 31, 2021. Unless we are very mistaken, all that debt should be repaid in full with the IPO of Skillsoft and the unrealized loss reversed. All the BDCs involved – led by Goldman Sachs BDC (GSBD); non traded Sierra Income and Stellus Capital (SCM) – should be able to record material unrealized gains and re-deploy the proceeds into new investments.

All the above is based on surmise rather than an explicit acknowledgment by any of the BDCs involved, so we’ll wait till the IIQ 2021 results come out before changing the credit rating from CCR 5 – non performing – to CCR 6, or “repaid”. (The exception to that statement is GSBD, which went on the record months ago about its expectation of not incurring any loss on GK Holdings thanks to the SPAC deal, and is the principal basis for our optimism in this regard for all the lenders involved). However, we’re certainly adding the company to our Trending list as we expect both value and income to drastically change in the IIQ 2021 results.

Pace Industries: IQ 2021 Update

Pace Industries – an aluminum, zinc and magnesium die casting company – entered into and exited Chapter 11 bankruptcy last year. How the private company is performing since the exit is unclear. We do know that the company sold a 22,000 office building in Arkansas recently and is said to be re-locating its HQ to suburban Detroit where it has existing space. For our two prior articles about the company, click here.

There is only one BDC with exposure : TCW Direct Lending. A review of the valuation of the $133.3mn advanced by the BDC to Pace does not clarify the picture. TCW has increased its exposure from $96mn at cost – all in senior debt, just before the bankruptcy. Now, TCW has “doubled down” and has $133mn invested in first lien, subordinated debt and equity. The equity is written to zero, the subordinated debt is discounted only (7%) – BUT is carried as non performing – and the first lien debt is valued at par.

This is a Major exposure for TCW given the amounts involved. At first, when the company exited bankruptcy we upgraded its rating from CCR 5 to CCR 3 but are now returning to CCR 5 – i.e. non performing – given that the subordinated debt is on non accrual. By the way, the senior debt is paying a sub-market rate of 3.5% – all paid in kind. This all seems to suggest – despite the generous debt valuations – that Pace is not out of the woods yet. Given that TCW’s total exposure is equal to more than a fifth of its capital this should be a worry to its manager and shareholders. To date – from what we can tell – the BDC has not booked any realized loss on this investment and much could yet go wrong.

Direct Travel Inc.: IQ 2021 Update

As you might expect a company with a name like “Direct Travel Inc.” – “a leading provider of corporate travel management services” – has been impacted by the pandemic. Apparently – according to a brief mention on a BDC’s conference call – the company was restructured in October 2020 with term loans due 12/1/2021 being extended to 10/1/2023, and re-priced to allow most interest to be paid in PIK. Furthermore, lenders took a majority percentage of the company’s equity as well. At March 31, 2021, total BDC exposure was $105.4mn, and the FMV $83.2. In this second quarter after the restructuring the valuations were unchanged from IVQ 2020.

There are two BDCs involved with Direct Travel: Bain Capital Specialty Finance (BCSF) and TCG BDC (CGBD). The former has two-thirds of the exposure mentioned above, and the latter the rest. Of the pre-restructuring debt, CGBD is more “conservative” in its valuation at (20%), while BCSF applies a (30%) haircut. More importantly, CGBD carries its legacy debt as non performing while BCSF does not.

Our policy in these situations is to rate the company with the most “conservative” approach – or CCR 5 in this case, which has been the case since IIQ 2020. (As recently as IVQ 2019, the company was carried as “performing”).

How is Direct Travel Inc. doing under its new owners and with a new capital structure that includes new debt ? From the public record, we can’t really tell. Common sense – and the number of people we’ve seen rubbed elbows on planes with recently – would suggest that business should be improving. If so, the BDCs involved might well benefit above and beyond getting repaid on their loans if their equity gets “in the money”. However, we’re getting ahead of ourselves and will need to see what future valuations might look like before any upgrade is possible.

Ansira Holdings: IQ 2021 Update

We don’t fully understand what’s happening at marketing company Ansira Holdings, although two public BDCs – Bain Capital Specialty Finance (BCSF) and New Mountain Finance (NMFC) – have first lien debt outstanding, along with one non-traded player – Audax Credit BDC. (Total BDC exposure is $86.4mn – some in delayed draw debt and some in Revolver and some in unitranche). We do know, though, that some BDCs started writing down their debt by more than (10%) in IVQ 2019 and that rose to as much as (28%) in IQ 2020. At that point, the maturity of the debt was extended from June 2022 to June 2024, presumably related to the impact of the pandemic.

As of the IQ 2021, the debt is discounted just over a fifth by the BDCs involved (except for BCSF’s Revolver, which is valued at par – which may have different collateral or repayment rights). The BDC Credit Reporter has rated the company CCR 4 out of an abundance of caution and because we know so little about a company which has been underperforming for 6 quarters. (Neither NMFC or BCSF have provided any update on their conference calls). Total investment income involved is $6.5mn, with BCSF with the biggest share, followed by NMFC.

Ansira Holdings has a moneyed sponsor – Advent International – and market conditions must be improving. Also, the debt valuations have been stable since the maturity extension. So it’s possible we’ll be in a position to upgrade the credit rating in future periods. However, we cannot discern any specific catalyst for a change in the short term , so we’re not adding Ansira to the Trending list, and will just continue to track the privately-owned company’s progress as best we can.

I 45 SLF LLC: IQ 2021 Update

We’ve written once before about this joint venture, which invests in large cap borrower syndicated loans, between Main Street Capital (MAIN) and Capital Southwest (CSWC). That was back in the beginning of the pandemic as the nature of the investments, the leverage being used and lower LIBOR were all conspiring to drive down I-45’s value. This caused the two BDC partners to ante up additional capital. At its worst – in the IQ 2021 – the discount applied was (42%).

Since then the situation has greatly improved. Some of the extra capital advanced has been returned; troubled credits have improved in value and the discount on the JV – whose total cost is now $91mn – has been reduced to (21%). This is what CSWC’s management said about the status of the JV on May 26, 2021:

 “The I-45 portfolio also continued to show improvement during the quarter as our investment in the I-45 joint venture appreciated by $1.5 million. Leverage at the I-45 fund level is now 1.27 debt-to-equity at fair value. The increase in leverage at I-45 was mainly driven by an equity distribution to the JV partners during the quarter, which represented most of the capital contributed to the JV during the hike of the COVID-related market disruptions. … As of the end of the quarter, 95% of the I-45 portfolio is invested in first lien senior secured debt with diversity among industries and an average hold size of 2.8% of the portfolioIn March 2021, we amended our I-45 credit facility, lowering our cost of capital to LIBOR plus 215 basis points and extending the maturity of the facility to 2026“.

We are retaining the CCR 4 rating on the company, the above notwithstanding, as we still expect a material realized loss will be recognized when I-45 is ultimately wound up. Last time round we projected that hypothetical loss – still years away – could amount to ($15mn-$20mn). We stand by that estimate, but at the moment the unrealized loss is ($19.4mn), 4/5ths of which will inure to CSWC.

We have the JV on our Trending list because we expect a material – albeit not very large – value increase in the IIQ 2021. That’s because large cap borrower loans are in great demand – the JV has 36 companies in its portfolio – and their value has probably increased since March 31, 2021. Overall, though, this is not an investment that causes us much concern under existing market conditions.

American Teleconferencing Services: Ratings Downgraded, Withdrawn.

On June 4, 2021 S&P announced that conference audio and video provider Premier Global Services Inc., (dba PGi), whose wholly owned subsidiary is American Teleconferencing Services, was downgraded to CCC-, from CCC+, with a negative outlook, with the rating agency citing “significantly” deteriorating operating performance over the past quarter. Also downgraded was the company’s senior secured debt to CCC-, from CCC+. S&P noted that the company’s declining operating performance “increases the likelihood that [PGi] will default or undertake a distressed exchange” in the next six months unless the company’s private equity sponsor injects equity. Just the day before, Moody’s was more radical and just withdrew its ratings altogether, citing “insufficient information”.

This is obviously not good for the company or for the 10 BDCs with $171mn in first lien and second lien debt exposure to PGi or its subsidiary. At March 31, 2021, a couple of lenders were already carrying their exposure as non performing but most had not yet made the move. Aggregate FMV was already down to $117mn, a (32%) discount.

Our last update on these pages dates back to August 26, 2020 when the business was already struggling, and we applied a CCR 4 rating. Now, PGi/American Teleconferencing might slip into non performing – CCR 5 – status shortly judging by the rating agency hullabaloo. Most at risk are likely to be BDC lenders holding the second lien debt, which can often get written to zero in these situations. There is currently nearly $24mn in second lien debt at FMV. Then there are wide variations in how first lien debt is discounted: from (6%) to (46%). We calculate that after netting out already non performing loans, some $12mn of investment income is still at risk of interruption temporarily, or forever should the company fail.

We expect we’ll be circling back to PGi/American Teleconferencing again shortly as the situation clarifies. At the moment, the chances of further unrealized losses seems the likeliest short term outcome, which could show up in the IIQ 2021 BDC valuations.

Dynamic Product Tankers: IQ 2021 Update

We’ve written twice before about Dynamic Product Tankers, a company owned 85% by Apollo Investment (AINV), which is also a junior lender. The last time was in November 28, 2020 when the $22mn in subordinated debt on the books was valued at par and the $49.8mn at cost in equity was valued at $27.1mn. Jump forward two quarters and the cost remains the same; the subordinated debt is still valued at par and the equity has a slightly lower value – $25.5mn. We rated the company CCR 4.

AINV has not said anything about what’s happening to this shipping investment in some time so there is no news to report. However, the fundamentals of the sector have been improving with the uptick in business activity and this might benefit the company. We’ll find out more when IIQ 2021 results are published. Dynamic is being added to the Trending list because odds are good we might see a material change in value.

In any case, with $1.2mn in annual investment income (a below market 5.31% yield) and a current FMV equal to nearly 5% of the BDC’s net assets, this is an important asset for AINV. This is the second largest underperforming company by value on the BDC’s books as of March 31, 2021. As we’ve seen with other troubled investments of long standing held by AINV, this seemed like an almost certain eventual loss till this year. That might yet be the case, but there’s also a possibility that the BDC – which has been invested in the business since 2015 – might get some or all its $50mn invested back.

Spotted Hawk Development: IQ 2021 Update

We’ve written about Apollo Investment’s (AINV) long standing and ill fated investment in Spotted Hawk Development (aka SHD Oil & Gas) twice before. The last time – back on November 27, 2020 – we noted that two of the three debt tranches AINV has advanced were on non accrual and the FMV of the $115mn invested was only $42.3mn, based on IIIQ 2020 results.

Six months later – and going off the IQ 2021 AINV results – not much has changed. Total exposure at cost remains the same and two of the debt facilities remain on non accrual. The FMV is $35.4mn. (However, that valuation is slightly better than in the IVQ 2020 when the FMV was $32.4mn, the lowest ever. Maybe the increase in the price of oil has begun to revive Spotted Hawk’s value, if only on paper.

Back on May 20, 2021 AINV’s management had the following, vaguely encouraging, update to offer on the company:

Sort of now that oil prices have picked up, and there’s some sense of — there’s some — visibility is too strong a word. There’s some possibility of sort of constructive transactions. We’re going to be as aggressive as we can there to sort of exit that, but we don’t have anything”.

We continue to rate the oil and gas explorer as CCR 5 – given the two non accruals. However, we have the investment on our Trending List because there’s a strong possibility – with $70+ oil and much enthusiasm about everything in the markets these days – that the value of the business might be improving and its cash flows – potentially – increasing. Furthermore, we’re sure that if anyone shows any interest in AINV’s 38% interest in the company, they’ll find a receptive seller. This may yet be an almost complete write-off when AINV finally creates some resolution, but there’s a chance the BDC might do better than one might have expected just a few months ago. Of course, these things change very quickly in any commodity industry.

SIMR, LLC: IQ 2021 Update

We’ve not written about SIMR, LLC (aka STATinMED Research) before but the life sciences data company has been underperforming since IIIQ 2019, when we first noted a drop in the equity valuation of the BDCs that held those positions. The situation got worse in 2020 with first lien debt discounted by increasing percentages and the equity written to zero. At IQ 2021, the debt was discounted (10%)-(15%) by the two BDCs with a position: Capital Southwest (CSWC) and non-traded Cion Investment. Overall, BDC exposure at cost was $45.4mn and FMV $27.1mn.

That FMV versus cost alone is cause for concern. However, we also note that back in 2019 the lenders ramped up pricing from LIBOR + 9.00% to LIBOR + 17.00% plus a 2.00% floor ! That’s an all-in rate of nearly 20% and a sure sign that all is not well. For CSWC, that’s a worrying $2.6mn of annual investment income at risk if SIMR should default and even more at Cion: $3.4mn.

We do not know what’s gone wrong at SIMR – which was acquired in 2018 by Ancor Capital Partners. CSWC has been mum about the situation and Cion does not hold conference calls. The public record has provided no clues. We have rated the company CCR 4, but have not added the name to our Trending List as the valuation has been stable of late, and there is no obvious catalyst for a change in value or income in the IIQ 2021 results. However, given the high amount of income at risk (equal – for CSWC – to 8.2% of its FY 2021 Net Investment Income), this is a company whose fortunes are worth tracking regularly.

Glacier Oil & Gas: IQ 2021 Update

We last wrote about Glacier Oil & Gas back on August 18, 2020 shortly after Apollo Investment (AINV) placed its debt on non accrual. At the time the BDC had invested $67mn at cost in the Alaskan oil & gas company and valued its investment at $14.7mn. Not much has changed in the interim. The debt remains on non accrual and the value of the BDC’s investment has been reduced somewhat to $8.1mn. That’s unchanged from the IVQ 2020 value.

With no income being generated, and little in the way of remaining value, we were tempted to categorize Glacier as non material and not bother with providing a written update. (This is a long standing “legacy investment” of Apollo that was previously known as Miller Energy, and which was restructured back in 2016 with no success). However, with the price of oil above $70 hope springs eternal that the company may escape its CCR 5 (non performing) status.

Unfortunately AINV has not discussed the company since April 2020, so we don’t have any updates to offer. The BDC does own 47% of Glacier’s equity, as well as holding that non accruing debt and could well benefit if the economics of the industry finally turn in its favor. We’re not taking anything for granted, but are adding the company to our Trending List because the value of Glacier may increase when the IIQ 2021 results are published. In the past, we’ve assumed the final value of Apollo’s misguided foray into oil and gas investing might be zero once AINV finally settles its account. At least now there is a glimmer of hope for AINV – and its long suffering shareholders – that some recovery might be possible. We’ll provide an update after the IIQ 2021 AINV results are published.

Golden Bear 2016-R: Update

Apollo Investment (AINV) has been invested in Golden Bear 2016-R since IVQ 2016, and the investment has been underperforming – by our standards – since IQ 2018. However, we’ve refrained from writing about Golden Bear before because we were – and remain – somewhat unclear what the investment consists of. We know Golden Bear is some sort of securitization – presumably the equity portion – and that AINV is a 100% owner. We also know that the BDC booked $1.2mn of dividend income from that source in the IQ 2021, which is consistent with the payout in the last three years. What we don’t know is what assets Golden Bear is securitizing, and why AINV has reduced by a third the value of the $16.8mn invested at cost in the vehicle.

We have rated Golden Bear CCR 4 because it seems unlikely the BDC will recoup its capital invested. The latest valuation is slightly better than the prior quarter, and improved on the worst discount of 45% reached in the IIIQ 2020.

We’ll continue to provide occasional updates, but neither the amount of FMV nor the income involved is of great importance to AINV.