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Harvest Capital Credit Corporation Announces September 30, 2018 Financial Results and Declares Regular Monthly Distributions for October, November and December
[November 08, 2018]

Harvest Capital Credit Corporation Announces September 30, 2018 Financial Results and Declares Regular Monthly Distributions for October, November and December


Harvest Capital Credit Corporation (the "Company") (NASDAQ: HCAP) announced that its Board of Directors declared distributions of $0.095 per share for the months of October, November and December. The October distribution is payable on November 30, 2018 to shareholders of record on November 23, 2018. The November distribution is payable on December 21, 2018 to shareholders of record on December 14, 2018. The December distribution is payable on January 30, 2019 to shareholders of record on January 23, 2019.*

*The Company's distributions may include a return of capital to shareholders to the extent that the Company's net investment income and net capital gains are insufficient to support the distributions. Distributions that are treated for tax purposes as a return of capital will reduce each shareholder's basis in his, her or its shares. Returns of shareholder capital also have the effect of reducing the Company's assets. Of the aggregate distributions declared and paid during the nine months ended September 30, 2018, and paid or to be paid subsequent to September 30, 2018, and through December 31, 2018, the Company estimates that, on a tax basis and subject to revision, those distributions will be derived from the following sources: (1) 80% ordinary income ($0.91 per share) and (2) 20% return of capital ($0.23 per share) based on distributions of $1.14 paid through December 31, 2018. The amount and source of these distributions, however, are estimates only and are provided solely pursuant to Section 19(a) of the 1940 Act. These estimates are not being provided for tax reporting purposes and should not be relied upon for tax reporting or any other purposes. The final determination of the amount and source of 2018 distributions will be made after the end of our fiscal year, will be reported to stockholders on Form 1099-DIV, and could differ significantly from these estimates.

FINANCIAL HIGHLIGHTS





    Q3-18     Q3-17     YTD-18     YTD-17
Amount  

Per

share

Amount  

Per

share

Amount  

Per

share

Amount  

Per

share

 
Net investment income $1,586,663 $0.25 $1,559,983 $0.24 $4,407,258 $0.69 $6,312,346 $0.99
 
Core net investment income (1) $1,586,663 $0.25 $2,296,786 $0.36 $4,407,258 $0.69 $7,049,149 $1.10
 
Net realized gains (losses) on investments $120,175 $0.02 ($8,333,556) ($1.29) ($609,120) ($0.10) ($8,062,441) ($1.26)
 
Net change in unrealized appreciation (depreciation) on investments $(1,581,906) $(0.25) $6,440,422 $1.00 ($263,977) ($0.04) $1,890,658 $0.29
 
(Provision) Benefit for taxes on unrealized gains on investments $507,894 $0.08 - - ($15,584) $0.00 - -
 
Net (loss) income $632,826 $0.10 ($333,151) ($0.05) $3,518,577 $0.55 $140,563 $0.02
 
Weighted average shares outstanding (basic and diluted) 6,398,077 6,415,099 6,408,547 6,391,134

 
(1) Core net investment income and core net investment income per share are non-GAAP financial measures. Reconciliations of core net investment income and core net investment income per share to the most directly comparable GAAP financial measure and other information regarding these non-GAAP financial measures are set forth in Schedule 1 hereto.
 
 

PORTFOLIO ACTIVITY

     

September 30,

2018

 

December 31,

2017

     
Portfolio investments at fair value $ 111,879,116 $ 115,600,678
Total assets $ 134,987,529 $ 128,152,840
Net assets $ 78,970,785 $ 81,781,429
Shares outstanding 6,403,060 6,457,588
Net asset value per share $ 12.33 $ 12.66
 
Q3-18 Q3-17     YTD - 18   YTD -17
Portfolio activity during the period:
New debt investments $ 5,950,000 $ 10,200,000 $ 18,612,500 $ 40,727,222
New equity investments 447,132 950,000 881,899 3,593,640
Exits of debt investments (12,250,109 ) * (38,722,627 ) (19,147,825 ) (49,429,272 )
Exits of equity investments (950,000 ) (96,218 ) (1,357,133 ) (180,597 )
Principal repayments (1,035,202 ) (2,254,812 )     (4,241,557 )   (16,354,522 )
Net activity $ (7,838,179 ) $ (29,923,657 ) $ (5,252,116 ) $ (21,643,529 )


*Includes exit of Revenue Linked Security

September 30,

2018

December 31,

2017

Number of portfolio company investments 26 31
Number of debt investments 19 28
 
Weighted average yield of debt investments (1):
Cash 11.5 % 11.3 %
PIK 1.4 % 1.4 %
Fee amortization 1.3 % 2.6 %
Total 14.2 % 15.3 %
 
(1) The dollar-weighted average annualized effective yield is computed using the effective interest rates for our debt investments and other income producing investments, including cash and PIK interest as well as the accretion of deferred fees. The individual investment yields are then weighted by the respective fair values of the investments (as of the date presented) in calculating the weighted average effective yield of the portfolio. The dollar-weighted average annualized yield on the Company's investments for a given period will generally be higher than what investors in our common stock would realize in a return over the same period because the dollar-weighted average annualized yield does not reflect the Company's expenses or any sales load that may be paid by investors. Infinite Care, LLC was excluded from the calculation as of September 30, 2018 and December 31, 2017 because it was on non-accrual status on that date. The weighted average effective yield of our debt and other income-producing investments, as of September 30, 2018 and December 31, 2017, was approximately 14.2% and 15.3%, respectively. The weighted average effective yield on the entire portfolio as of September 30, 2018 and December 31, 2017 was 12.6% and 13.7%, respectively.
 
 

THIRD QUARTER AND YEAR TO DATE 2018 OPERATING RESULTS

For the three months ended September 30, 2018, the Company recorded net income of $0.6 million, an increase of $1.0 million from $(0.3) million of net loss in the quarter ended September 30, 2017. The $1.0 million improvement was primarily attributable to an $8.5 million positive change in net realized gains offset by a $7.5 million decrease in unrealized depreciation (which is net of $0.5 million of deferred tax benefit). Per share earnings (loss) were $0.10 and $(0.05) per share for the three months ended September 30, 2018 and 2017, respectively.

For the three months ended September 30, 2018, the Company's net investment income was flat compared to the quarter ended September 30, 2017. Net investment income and core net investment income were $1.6 million, or $0.25 per share, for the quarter ended September 30, 2018, compared to net investment income and core net investment income of $1.6 million and $2.3 million, or $0.24 and $0.36 per share, respectively, for the quarter ended September 30, 2017. Core net investment income decreased in the quarter ended September 30, 2018, as compared to the quarter ended September 30, 2017, primarily as a result of the Company incurring $0.7 million of non-recurring expenses related to its redemption of the Company's 7.00% Notes due 2020. This amount was added back to net investment income and is not reflected in the calculation of core net investment income for the three months ended September 30, 2017.

As of September 30, 2018, our total portfolio investments at fair value and total assets were $111.9 million and $135.0 million, respectively, compared to $115.6 million and $128.2 million at December 31, 2017. Net asset value per share was $12.33 at September 30, 2018, compared to $12.66 at December 31, 2017.

During the third quarter of 2018, the Company made investments in three companies totaling $6.4 million. One of the investments was in a new portfolio company and two were additional investments in existing portfolio companies. The Company also had investment sales, payoffs, and commitment expirations totaling $13.2 million during the three months ended September 30, 2018. The investment activity for the quarter ended September 30, 2018 was as follows:

NEW AND INCREMENTAL INVESTMENTS

During the third quarter of 2018, the Company increased its debt investment in National Program Management & Project Controls, LLC by $3.5 million through an increase in its term loan facility as well as its equity investment with a $0.4 million increase to finance an add-on acquisition. The loan carries an interest rate of LIBOR plus 10.0%. The Company leveraged the JMP Group LLC ("JMP") platform by co-investing with affiliated funds of JMP. The Company hopes to be able to leverage the JMP platform in future transactions.

On August 7, 2018, the Company made a $2.5 million junior secured debt investment in Water-Land Manufacturing & Supply, LLC. The debt investment carries an interest rate of 3 month LIBOR plus 10.5% with a 2.25% LIBOR floor.

During the third quarter of 2018, the Company increased its equity investment in King Engineering Associates, Inc., with a $0.1 million pro-rata increase to purchase Class A common stock to support an add-on acquisition.

INVESTMENT SALES AND PAYOFFS

On July 31, 2018, the Company received a full repayment, at par, of its junior secured debt investment in Sitel Worldwide Corporation. The original par value of the debt investment was $1.8 million. The Company generated an internal rate of return* ("IRR") of 11.7% on its investment.

On August 2, 2018, the Company received a full repayment, at par, of its senior secured debt investments in IAG Engine Center, LLC and AMS Flight Leasing, LLC, as well as completed a sale of the AMS Flight Funding, LLC revenue linked security ("RLS"). The original par values of the debt investments were $2.1 million and $1.1 million, respectively. The Company generated an IRR* of 15.7% on its IAG Engine Center investment, 15.0% on its AMS Flight Leasing investment, and 48.9% on its AMS Flight Funding RLS investment.

On August 16, 2018, the Company received a full repayment, at par, of its senior secured debt investment in King Engineering Associates, Inc. ("King"). The original par value of the debt investment was $6.6 million. The Company generated an IRR* of 16.2% on its investment. The Company retained its 3% equity interest in King.

On August 30, 2018, the Company received a full repayment, at par, of its senior secured debt investment in 24/7 Software, Inc. ("24/7"). The original par value of the debt investment was $3.0 million. In addition, on September 30, 2018, the Company completed a sale of its entire equity investment in 24/7 and received proceeds of $1.2 million. The Company generated a combined IRR* of 20.0% on the exits of the entire investment.

* IRR is the rate of return that makes the net present value of all cash flows into or from the investment equal to zero, and is calculated based on the amount of each cash flow received or invested by the Company and the day it was received or invested.

"We had a good quarter with 25 cents per share of net investment income, that while flat with our second quarter, included normal levels of incentive fees," said Joseph A. Jolson, Chairman and CEO. "Although we had a modest portfolio decline in the period, we have a pipeline of opportunities that we anticipate could close by year-end. Given the near term outlook for continued high payoffs, we now think it could take a few more quarters to redeploy our existing capital to our historical leverage target of 0.8:1. As such, our Board authorized a 250,000 share repurchase program through June 2019. Asset quality was relatively stable in the quarter, with an increase in the risk rating due to payoffs of higher rated investments and not to incremental problem assets. We continue to believe that renewed growth, as well as the resolution of our two credits rated 4 and 5, will help to temper this metric in the future," concluded Mr. Jolson.

CREDIT QUALITY

The Company employs various risk management and monitoring tools to categorize and assess its investments. No less frequently than quarterly, the Company applies an investment risk rating system which uses a five-level numeric scale. The following is a description of the conditions associated with each investment rating:

  • Investment Rating 1 is used for investments that are performing above expectations, and whose risks remain favorable compared to the expected risk at the time of the original investment.
  • Investment Rating 2 is used for investments that are performing within expectations and whose risks remain neutral compared to the expected risk at the time of the original investment. All new loans are initially rated 2.
  • Investment Rating 3 is used for investments that are performing below expectations and that require closer monitoring, but where no loss of return or principal is expected. Portfolio companies with a rating of 3 may be out of compliance with financial covenants.
  • Investment Rating 4 is used for investments that are performing substantially below expectations and whose risks have increased substantially since the original investment. These investments are often in workout. Investments with a rating of 4 are those for which there is an increased possibility of some loss of return but no loss of principal is expected.
  • Investment Rating 5 is used for investments that are performing substantially below expectations and whose risks have increased substantially since the original investment. These investments are almost always in workout. Investments with a rating of 5 are those for which some loss of return and principal is expected.

As of September 30, 2018, the weighted average risk rating of the debt investments in the Company's portfolio increased slightly to 2.35 from 2.24 in the previous quarter. Also, as of September 30, 2018, four of the Company's nineteen debt investments were rated 1, nine investments were rated 2, four investments were rated 3, one investment was rated 4, and one investment was rated 5. As of September 30, 2018, one investment was on non-accrual status.

LIQUIDITY AND CAPITAL RESOURCES

As of September 30, 2018, the Company had $20.6 million of cash and restricted cash and $4.6 million of undrawn capacity on its $55.0 million senior secured revolving credit facility. The credit facility is secured by all of the Company's assets and has an accordion feature that allows the size of the facility to increase up to $85.0 million.

Additionally, the Company held two syndicated loans totaling $6.6 million at fair value as of September 30, 2018. These investments could be sold and the proceeds re-invested in our core lower-middle market strategy, as attractive opportunities arise.

SIGNIFICANT DEVELOPMENTS SUBSEQUENT TO SEPTEMBER 30, 2018

The Company has evaluated events and transactions occurring subsequent to September 30, 2018 for items that should potentially be recognized or disclosed in these consolidated financial statements.

On October 5, 2018, the Company funded $0.1 million as an over advance on its revolving credit facility and a $0.6 million equity contribution to Infinite Care, LLC.

On October 5, 2018, the Company increased its commitment amount under an existing revolving credit facility to Coastal Screen and Rail, LLC from $0.5 million to $1.0 million and funded $0.4 million of the increased capacity.

On October 15, 2018, the Company sold its common equity warrants in Douglas Machines Corp. and received proceeds totaling $0.3 million compared to a cost basis of $13k.

On November 1, 2018, the board of directors authorized an open market stock repurchase program. Pursuant to the program, the Company is authorized to repurchase up to 250,000 shares in the aggregate of the Company's outstanding common stock in the open market. The timing, manner, price and amount of any share repurchases will be determined by the Company's management at its discretion, and no assurances can be given that any common stock, or any particular amount, will be purchased. Unless amended by the Company's board of directors, the repurchase program will expire on the earlier of June 30, 2019 or the repurchase of 250,000 shares of our outstanding common stock.

On November 1, 2018, the Company entered into a Seventh Amendment to Loan and Security Agreement (the "Amendment"), by and among the Company, HCAP Equity Holdings, LLC, HCAP ICC, LLC, Pacific Western Bank (successor-by-merger to CapitalSource Bank), as agent and a lender, and each of the other lenders from time to time party thereto, including City National Bank, effective as of October 30, 2018. The Amendment amends the Company's Credit Facility to, among other things, (i) extend the expiration of the revolving period from October 30, 2018 to April 30, 2020; (ii) extend the maturity date from April 30, 2020 to October 30, 2021; and (iii) provide for the fact that HCAP Advisors LLC replaced JMP Credit Advisors LLC as the Company's administrator in April 2018 and has engaged U.S. Bank National Association to provide certain loan administration services to it in connection with its provision of administration services to the Company.

On November 2, 2018, the Company declared monthly distributions of $0.095 per share payable on each November 30, 2018, December 21, 2018, and January 30, 2019.

On November 2, 2018, the Company made a $0.1 million equity contribution in Flight Lease VII, LLC.

CONFERENCE CALL

The Company will host a conference call on Thursday, November 8, 2018 at 11:00 a.m. Eastern Time to discuss its third quarter results. All interested parties are invited to participate in the conference call by dialing (888) 566-6060 (domestic) or (973) 200-3100 (international). Participants should enter the Conference ID 6581408 when prompted.

ABOUT HARVEST CAPITAL CREDIT CORPORATION

Harvest Capital Credit Corporation (NASDAQ: HCAP) provides customized financing solutions to privately held small and mid-sized companies in the U.S., generally targeting companies with annual revenues of less than $100 million and annual EBITDA of less than $15 million. The Company's investment objective is to generate both current income and capital appreciation primarily by making direct investments in the form of subordinated debt, senior debt and, to a lesser extent, minority equity investments. Harvest Capital Credit Corporation is externally managed and has elected to be treated as a business development company under the Investment Company Act of 1940. For more information about Harvest Capital Credit Corporation, visit www.harvestcapitalcredit.com. However, the contents of such website are not and should not be deemed to be incorporated by reference herein.

Forward-Looking Statements

This press release contains forward-looking statements subject to the inherent uncertainties in predicting future results and conditions. Any statements that are not of historical fact (including statements containing the words "believes", "plans", "anticipates", "expects", "estimates", and similar expressions) should also be considered to be forward-looking statements. Certain factors could cause actual results and conditions to differ materially from those projected in these forward-looking statements. These factors are identified from time to time in our filings with the Securities and Exchange Commission. We undertake no obligation to update such statements to reflect subsequent events, except as may be required by law.

 
 

Harvest Capital Credit Corporation

Consolidated Statements of Assets and Liabilities (Unaudited)

         
September 30, December 31,
2018 2017
ASSETS:
Non-affiliated/non-control investments, at fair value (cost of $77,226,759 at 9/30/18 and $80,790,705 at 12/31/17) $ 79,480,773 $ 82,902,537
Affiliated investments, at fair value (cost of $25,516,062 at 9/30/18 and $26,365,364 at 12/31/17) 24,388,972 25,983,871
Control investments, at fair value (cost of $12,940,286 at 9/30/18 and $11,984,621 at 12/31/17) 8,009,371   6,714,270  
Total investments, at fair value (cost of $115,683,107 at 9/30/18 and $119,140,690 at 12/31/17) 111,879,116 115,600,678
 
Cash 18,653,323 4,233,597
Restricted cash 1,960,555 7,230,840
Receivable for unsettled trade 1,225,006 -
Interest receivable 431,629 287,408
Accounts receivable - other 301,319 37,688
Deferred offering costs - 146,446
Deferred financing costs 385,912 508,284
Other assets 150,669 107,899
Total assets $ 134,987,529   $ 128,152,840  
 
LIABILITIES:
Revolving line of credit $ 25,800,000 $ 16,721,853
Unsecured notes (net of deferred offering costs of $869,403 at 9/30/18 and $1,004,448 at 12/31/17) 27,880,597 27,745,552
Accrued interest payable 138,931 139,148
Accounts payable - base management fees 595,448 582,912
Accounts payable - incentive management fees 362,372 -
Accounts payable - administrative services 366,666 397,463
Accounts payable - accrued expenses 857,146 782,726
Deferred tax liability 15,584 -
Other liabilities -   1,757
Total liabilities 56,016,744 46,371,411
 
Commitments and contingencies (Note 8)
 
NET ASSETS:

Common stock, $0.001 par value, 100,000,000 shares authorized, 6,545,025 issued and 6,403,060
  outstanding at 9/30/18 and 6,519,978 issued and 6,457,588 outstanding at 12/31/17

6,545 6,520
Capital in excess of common stock 93,154,814 93,043,208
Treasury shares at cost, 141,965 and 62,390 shares at 9/30/18 and 12/31/17, respectively (1,573,457 ) (724,039 )
Accumulated realized losses on investments (9,533,081 ) (8,923,961 )
Net unrealized depreciation on investments (3,819,575 ) (3,540,012 )
Undistributed net investment income 735,539 1,919,713
Total net assets 78,970,785 81,781,429
Total liabilities and net assets $ 134,987,529   $ 128,152,840  
 
Common stock outstanding 6,403,060 6,457,588
 
Net asset value per common share $ 12.33 $ 12.66
 
 

Harvest Capital Credit Corporation

Consolidated Statements of Operations (Unaudited)

       
Three Months Ended September 30, Nine Months Ended September 30,
2018   2017 2018   2017
Investment Income:
Interest:
Cash - non-affiliated/non-control investments $ 2,643,751 $ 2,194,790 $ 7,359,565 $ 8,079,496
Cash - affiliated investments 788,995 855,761 2,306,626 2,361,993
Cash - control investments - 53,420 130,934 219,370
PIK - non-affiliated/non-control investments 147,340 190,821 485,168 767,892
PIK - affiliated investments 193,374 306,827 543,677 661,151
Amortization of fees, discounts and premiums, net:
Non-affiliated/non-control investments 266,246 942,285 897,959 2,028,598
Affiliated investments 41,509 49,396 75,595 181,927
Control investments -   7,723   -   17,191  
Total interest income 4,081,215 4,601,023 11,799,524 14,317,618
Other income 240,680   213,635   318,153   250,167  
Total investment income 4,321,895   4,814,658   12,117,677   14,567,785  
 
Expenses:
Interest expense - revolving line of credit 157,266 73,959 446,440 602,796
Interest expense - unused line of credit 83,325 92,976 247,461 189,710
Interest expense - deferred financing costs 58,804 52,872 171,515 180,592
Interest expense - unsecured notes 440,235 619,458 1,320,705 1,581,960
Interest expense - deferred offering costs 46,702 49,676 137,544 154,121
Loss on extinguishment of debt -   581,734   -   581,734  
Total interest expense 786,332 1,470,675 2,323,665 3,290,913
 
Professional fees 364,733 289,556 1,606,403 842,343
General and administrative 240,664 311,254 814,011 851,798
Base management fees 595,448 638,264 1,781,328 2,014,208
Incentive management fees 362,372 - 549,665 58,005
Administrative services expense 366,666   494,925   1,033,332   1,094,925  
Total expenses, before reimbursement 2,716,215 3,204,674 8,108,404 8,152,192
 
Less: Professional fees reimbursed by HCAP Advisors, LLC -   -   (449,835 ) -  
 
Total expenses, after reimbursement 2,716,215   3,204,674   7,658,569   8,152,192  
 
Net Investment Income, before taxes 1,605,680 1,609,984 4,459,108 6,415,593
Excise tax 8,825 50,001 8,825 103,247
Current income tax expense 10,192   -   43,025   -  
Net Investment Income, after taxes 1,586,663   1,559,983   4,407,258   6,312,346  
 
Net realized gains (losses):
Non-Affiliated / Non-Control investments (35,429 ) (6,233,135 ) (35,429 ) (5,962,020 )
Affiliated investments 275,006 (2,100,421 ) (610,636 ) (2,100,421 )
Control investments (119,402 ) -   36,945   -  
Net realized gains (losses) 120,175   (8,333,556 ) (609,120 ) (8,062,441 )
Net change in unrealized appreciation (depreciation) on investments:
Non-Affiliated / Non-Control investments 19,503 5,128,481 142,184 2,302,644
Affiliated investments (2,229,909 ) 1,315,891 (745,597 ) (476,334 )
Control investments 628,500   (3,950 ) 339,436   64,348  
Net change in unrealized appreciation (depreciation) on investments (1,581,906 ) 6,440,422   (263,977 ) 1,890,658  
Total net unrealized and realized losses on investments (1,461,731 ) (1,893,134 ) (873,097 ) (6,171,783 )
(Provision) Benefit for taxes on unrealized gains on investments 507,894   -   (15,584 ) -  
Net (decrease) increase in net assets resulting from operations $ 632,826   $ (333,151 ) $ 3,518,577   $ 140,563  
 
Net investment income per share $0.25 $0.24 $0.69 $0.99
Net (decrease) increase in net assets resulting from operations per share $0.10 ($0.05 ) $0.55 $0.02
Weighted average shares outstanding (basic and diluted) 6,398,077 6,415,099 6,408,547 6,391,134
Dividends paid per common share $0.29 $0.34 $0.87 $1.02
 
 

SCHEDULE 1

Reconciliations of Net Investment Income to Core Net Investment Income

    Three months ended September 30,     Nine months ended September 30,
2018     2017 2018     2017
Amount  

Per

share (1)

Amount  

Per

share (1)

Amount  

Per

share (1)

Amount  

Per

share (1)

       
Net investment income $1,586,663 $0.25 $1,559,983 $0.24 $4,407,258 $0.69 $6,312,346 $0.99
Loss on extinguishment of debt - - 581,734 0.09 - - 581,734 0.09
Interest expense on redeemed bonds during required 30-day notice period -     -   155,069     0.02   -     -   155,069     0.02
Core net investment income $1,586,663 $0.25 $2,296,786 $0.36 $4,407,258 $0.69 $7,049,149 $1.10
 
(1) All per share amounts are basic and diluted unless indicated otherwise. Per share totals might not foot due to rounding.
 

The purpose of core net investment income is to present net investment income without the effect of certain non-recurring charges, without the effect of incentive fees related to items not included in net investment income, and without the effect of any excise taxes related to realized capital gains and losses. During the three months ended September 30, 2017, this resulted in excluding the non-recurring charges related to the Company's redemption of its 2020 Notes. During this period, in conjunction with the redemption of its 2020 Notes, the Company expensed the unamortized deferred finance costs related to the 2020 Notes that were redeemed and recorded this as a loss on extinguishment of debt. Additionally, the Company was required to give the note holders a 30-day notice period before redeeming the 2020 Notes. As such, the Company had twice the amount of debt on its balance sheet for 30 days that it otherwise would have had and incurred additional interest expense as a result. The cost of these two items has been added to net investment income in the calculation of core net investment income.


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