Portman Ridge Finance Corporation Announces Fourth Quarter and Full Year 2024 Financial Results
Portman Ridge Finance (PTMN) reported its Q4 and full year 2024 financial results, with net investment income of $2.59 per share for 2024 and NAV of $19.41 per share. Key highlights include:
- Q4 2024 total investment income was $14.4M, down from $15.2M in Q3 2024 and $17.8M in Q4 2023
- Full year 2024 total investment income was $62.4M
- Company repurchased 202,357 shares for $3.8M during 2024, adding $0.07 to NAV per share
- Announced Q1 2025 quarterly base distribution of $0.47 plus $0.07 supplemental distribution per share
The company entered into a merger agreement with Logan Ridge Finance , which aims to create value through enhanced scale and operational efficiencies. The investment portfolio at year-end 2024 was $405.0M across 93 companies in 28 industries, with six investments on non-accrual status representing 1.7% of the portfolio at fair value.
Portman Ridge Finance (PTMN) ha riportato i risultati finanziari del quarto trimestre e dell'intero anno 2024, con un reddito netto da investimenti di $2,59 per azione per il 2024 e un NAV di $19,41 per azione. Principali punti salienti includono:
- Il reddito totale da investimenti del Q4 2024 è stato di $14,4 milioni, in calo rispetto ai $15,2 milioni del Q3 2024 e ai $17,8 milioni del Q4 2023
- Il reddito totale da investimenti per l'intero anno 2024 è stato di $62,4 milioni
- La società ha riacquistato 202.357 azioni per $3,8 milioni durante il 2024, aggiungendo $0,07 al NAV per azione
- Annunciata una distribuzione base trimestrale per il Q1 2025 di $0,47 più una distribuzione supplementare di $0,07 per azione
La società ha stipulato un accordo di fusione con Logan Ridge Finance, che mira a creare valore attraverso una maggiore scala e efficienze operative. Il portafoglio investimenti a fine 2024 ammontava a $405,0 milioni distribuiti su 93 aziende in 28 settori, con sei investimenti in stato di non accumulo che rappresentano l'1,7% del portafoglio a valore equo.
Portman Ridge Finance (PTMN) reportó sus resultados financieros del cuarto trimestre y del año completo 2024, con un ingreso neto por inversiones de $2.59 por acción para 2024 y un NAV de $19.41 por acción. Puntos destacados incluyen:
- El ingreso total por inversiones del Q4 2024 fue de $14.4 millones, una disminución respecto a los $15.2 millones en el Q3 2024 y $17.8 millones en el Q4 2023
- El ingreso total por inversiones del año completo 2024 fue de $62.4 millones
- La compañía recompró 202,357 acciones por $3.8 millones durante 2024, añadiendo $0.07 al NAV por acción
- Anunciada una distribución base trimestral para el Q1 2025 de $0.47 más una distribución suplementaria de $0.07 por acción
La compañía firmó un acuerdo de fusión con Logan Ridge Finance, que tiene como objetivo crear valor a través de una mayor escala y eficiencias operativas. El portafolio de inversiones a finales de 2024 era de $405.0 millones en 93 empresas en 28 industrias, con seis inversiones en estado de no acumulación que representan el 1.7% del portafolio a valor justo.
포트먼 리지 파이낸스 (PTMN)는 2024년 4분기 및 전체 연도 재무 결과를 보고하였으며, 2024년 주당 순투자 수익은 $2.59, NAV는 $19.41입니다. 주요 하이라이트는 다음과 같습니다:
- 2024년 4분기 총 투자 수익은 $14.4M으로, 2024년 3분기의 $15.2M 및 2023년 4분기의 $17.8M에서 감소했습니다
- 2024년 전체 연도 총 투자 수익은 $62.4M이었습니다
- 회사는 2024년 동안 $3.8M에 202,357주를 재매입하여 주당 NAV에 $0.07을 추가했습니다
- 2025년 1분기 분기 기본 배당금 $0.47과 주당 $0.07의 추가 배당금이 발표되었습니다
회사는 로건 리지 파이낸스와 합병 계약을 체결하였으며, 이는 규모 확대와 운영 효율성을 통해 가치를 창출하는 것을 목표로 하고 있습니다. 2024년 말 기준 투자 포트폴리오는 28개 산업의 93개 회사에 걸쳐 $405.0M이었으며, 비축적 상태의 투자 6개가 포트폴리오의 공정 가치의 1.7%를 차지하고 있습니다.
Portman Ridge Finance (PTMN) a annoncé ses résultats financiers du quatrième trimestre et de l'année complète 2024, avec un revenu net d'investissement de 2,59 $ par action pour 2024 et une NAV de 19,41 $ par action. Points clés incluent :
- Le revenu total d'investissement du Q4 2024 était de 14,4 millions de dollars, en baisse par rapport à 15,2 millions de dollars au Q3 2024 et 17,8 millions de dollars au Q4 2023
- Le revenu total d'investissement pour l'année complète 2024 était de 62,4 millions de dollars
- La société a racheté 202 357 actions pour 3,8 millions de dollars en 2024, ajoutant 0,07 $ à la NAV par action
- Annonce d'une distribution de base trimestrielle de 0,47 $ pour le Q1 2025, plus une distribution supplémentaire de 0,07 $ par action
La société a conclu un accord de fusion avec Logan Ridge Finance, visant à créer de la valeur grâce à une échelle accrue et à des gains d'efficacité opérationnelle. Le portefeuille d'investissement à la fin de 2024 s'élevait à 405,0 millions de dollars répartis sur 93 entreprises dans 28 secteurs, avec six investissements en statut de non-accumulation représentant 1,7 % du portefeuille à la juste valeur.
Portman Ridge Finance (PTMN) hat seine finanziellen Ergebnisse für das vierte Quartal und das gesamte Jahr 2024 veröffentlicht, mit einem Nettoinvestitionsertrag von $2,59 pro Aktie für 2024 und einem NAV von $19,41 pro Aktie. Wichtige Highlights sind:
- Der Gesamtertrag aus Investitionen im Q4 2024 betrug $14,4 Millionen, ein Rückgang von $15,2 Millionen im Q3 2024 und $17,8 Millionen im Q4 2023
- Der Gesamtertrag aus Investitionen für das gesamte Jahr 2024 betrug $62,4 Millionen
- Das Unternehmen hat 202.357 Aktien für $3,8 Millionen im Jahr 2024 zurückgekauft und damit $0,07 zum NAV pro Aktie hinzugefügt
- Angekündigte vierteljährliche Basisverteilung für Q1 2025 von $0,47 zuzüglich einer zusätzlichen Verteilung von $0,07 pro Aktie
Das Unternehmen hat eine Fusionsvereinbarung mit Logan Ridge Finance getroffen, die darauf abzielt, durch erhöhte Skalierung und betriebliche Effizienz Werte zu schaffen. Das Investitionsportfolio zum Jahresende 2024 betrug $405,0 Millionen und umfasste 93 Unternehmen in 28 Branchen, wobei sechs Investitionen im Nicht-Akkumulationsstatus 1,7 % des Portfolios zum fairen Wert ausmachten.
- Implemented new dividend policy with base ($0.47) plus supplemental ($0.07) distribution structure
- Reduced non-accrual investments from 9 to 6 in Q4 2024
- Strategic merger agreement with Logan Ridge to enhance scale and efficiency
- Share repurchase program was NAV accretive by $0.07 per share
- 90.1% of debt securities portfolio is floating rate, benefiting from high interest rates
- Q4 2024 investment income declined to $14.4M from $17.8M year-over-year
- Full year 2024 investment income decreased to $62.4M from $76.3M in 2023
- NAV per share decreased to $19.41 from $22.76 year-over-year
- Investment portfolio value declined to $405.0M from $467.9M year-over-year
- Net investment income decreased to $2.59 per share from $3.66 in 2023
Insights
Portman Ridge's Q4/FY 2024 results reveal a mixed financial picture with significant strategic developments. The company reported
However, several positive developments offset these declines. The announced merger with Logan Ridge aims to create value through greater scale and operational efficiencies, with Logan Ridge shareholders receiving 1.5 PTMN shares per share held. This consolidation should improve liquidity and create a stronger BDC platform.
Portfolio quality shows modest improvement with non-accrual investments decreasing from nine to six during Q4, representing
The updated dividend policy introduces a
The merger agreement with Logan Ridge represents a strategic consolidation in the BDC space that should benefit Portman Ridge shareholders through multiple avenues. The 1.5:1 share exchange ratio suggests confidence in realizing synergies that justify the premium being offered to Logan Ridge shareholders.
This transaction follows the typical playbook for subscale BDCs seeking improved economics through consolidation. Key benefits include: spreading fixed operating costs across a larger asset base, enhanced market liquidity through larger trading volume, and potentially improved access to capital markets. The adviser's commitment to waive up to
From a portfolio perspective, the merger should provide greater diversification and reduce single-name concentration risk, which is particularly valuable given Portman's credit quality challenges evidenced by non-accrual statistics.
While the financial results show deterioration in key metrics, the merger represents a proactive strategic response that could address these challenges through enhanced scale. The timing aligns with management's commentary on positioning for an expected increase in M&A activity in 2025, suggesting the potential for improved deployment opportunities in a more favorable lending environment.
Reports Net Investment Income of
Continued Share Repurchase Program: Total of 202,357 Shares for an Aggregate Cost of Approximately
Announces First Quarter 2025 Regular Quarterly Base Distribution of
Merger Agreement with Logan Ridge Aims to Create Meaningful Shareholder Value Via Greater Scale, Enhanced Liquidity, and Improved Operational Efficiencies
NEW YORK, March 13, 2025 (GLOBE NEWSWIRE) -- Portman Ridge Finance Corporation (Nasdaq: PTMN) (the “Company” or “Portman Ridge”) announced today its financial results for the fourth quarter and full year ended December 31, 2024.
Fourth Quarter 2024 Highlights
- Total investment income for the fourth quarter of 2024 was
$14.4 million , as compared to$15.2 million for the third quarter of 2024, and$17.8 million for the fourth quarter of 2023. - Core investment income¹, excluding the impact of purchase price accounting, for the fourth quarter of 2024 was
$14.4 million , as compared to$15.2 million for the third quarter of 2024, and$17.7 million for the fourth quarter of 2023. - Net investment income (“NII”) for the fourth quarter of 2024 was
$5.5 million ($0.60 per share) as compared to$5.8 million ($0.63 per share) in the third quarter of 2024, and$11.2 million ($1.19 per share) for the fourth quarter of 2023. Of note, the year-over-year decrease in NII was largely due to a non-recurring expense reimbursement of$5.3 million from the Company’s investment adviser seen in the fourth quarter of 2023. - Net asset value (“NAV”), as of December 31, 2024, was
$178.5 million ($19.41 per share), as compared to NAV of$188.0 million ($20.36 per share) as of September 30, 2024. - Total shares repurchased in open market transactions under the Renewed Stock Repurchase Program during the quarter ended December 31, 2024, were 38,191 shares at an aggregate cost of approximately
$0.7 million .
Full Year 2024 Milestones
- Total investment income was
$62.4 million . - Net investment income ("NII") was
$24.0 million ($2.59 per share). - Core investment income, excluding the impact of purchase price accounting, was
$62.2 million . - Total shares repurchased in open market transactions under the Renewed Stock Repurchase Program during the year ended December 31, 2024, were 202,357 at an aggregate cost of approximately
$3.8 million , which was accretive to NAV by$0.07 per share. This compares to 224,933 shares repurchased during the year ended December 31, 2023 at an aggregate cost of approximately$4.4 million . - Total stockholder distributions for 2024 amount to
$2.76 per share.
Subsequent Events
- On January 29, 2025, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Logan Ridge Finance Corporation, a Maryland corporation (“LRFC”), Portman Ridge Merger Sub, Inc., a Maryland corporation and a direct wholly-owned subsidiary of the Company (“Merger Sub”); and solely for the limited purposes set forth therein, Mount Logan Management LLC, a Delaware limited liability company and the external investment adviser to LRFC (“Mount Logan”); and, solely for the limited purposes set forth therein, the Adviser. The Merger Agreement provides that, subject to the conditions set forth therein, (i) at the effective time of the First Merger (the “Effective Time”), Merger Sub will merge with and into LRFC (the “First Merger”), with LRFC continuing as the surviving company and as a wholly-owned subsidiary of the Company, and (ii) immediately after the Effective Time, LRFC will merge with and into the Company (the “Second Merger” and, together with the First Merger, the “Mergers”), with the Company continuing as the surviving company. Both the Board of Directors of the Company and LRFC’s board of directors, including all of their respective independent directors who are not “interested persons” of either the Company or LRFC or the Adviser or Mount Logan, in each case, on the recommendation of special committees comprised solely of certain independent directors of the Company or LRFC, as applicable (each, a “Special Committee”), have approved, among other things, the Merger Agreement and the transactions contemplated thereby. Consummation of the Mergers is subject to certain closing conditions, including requisite approvals of the Company’s and LRFC’s stockholders. Subject to the terms and conditions of the Merger Agreement, at the Effective Time, each share of LRFC’s common stock issued and outstanding immediately prior to the Effective Time (other than shares owned by the Company or any of its consolidated subsidiaries, including Merger Sub) will be converted into the right to receive 1.500 newly-issued shares of common stock of the Company with cash to be paid (without interest) in lieu of fractional shares. In addition, pursuant to a fee waiver letter executed on January 29, 2025, between the Company and the Adviser, the Adviser has agreed to waive up to
$1.5 million of the incentive fees otherwise payable to it by Company over the eight consecutive quarters following the closing of the Mergers, subject to the closing of the Mergers. - On March 12, 2025, the Board of Directors of the Company authorized once more a renewed stock repurchase program of up to
$10 million (the “2025 Stock Repurchase Program”) for an approximately one-year period, effective March 12, 2025 and terminating on March 31, 2026. The terms and conditions of the 2025 Stock Repurchase Program are substantially similar to the prior Renewed Stock Repurchase Program. The 2025 Stock Repurchase Program may be suspended or discontinued at any time. Subject to these restrictions, we will selectively pursue opportunities to repurchase shares which are accretive to net asset value per share. - On March 13, 2025, the Company declared a regular quarterly base distribution of
$0.47 per share of common stock and a supplemental cash distribution of$0.07 per share of common stock. The distribution is payable on March 31, 2025 to stockholders of record at the close of business on March 24, 2025. The modification to the dividend policy introduces a stable base distribution, which is anticipated to be sustainable across market cycles, and a quarterly supplemental distribution, which will approximate50% of net investment income in excess of the quarterly base distribution to account for fluctuations in rates and spreads.
Management Commentary
Ted Goldthorpe, Chief Executive Officer of Portman Ridge, stated, “While 2024 had several positive developments for Portman, including the potential for an accretive combination with Logan Ridge announced just after year end, the Company’s financial results were impacted by certain idiosyncratic challenges within our investment portfolio. We will continue to focus on our underperforming credits and I remain confident in our ability to drive the best outcome for shareholders and, most importantly, in the credit quality of the portfolio overall. On that note, I am pleased to share that we were able to reduce the number non-accrual investments from nine investments as of September 30, 2024 to six investments as of December 31, 2024. As we enter the new year, we continue to believe we are well positioned for what we expect will be an active year for M&A and deployment. As always, we remain committed to our shareholders and continuing to grow our business.
Further, the Board of Directors approved a regular quarterly base distribution of
Looking ahead, we are excited about the opportunities that the proposed merger with LRFC will create. Most importantly, with our prudent investment strategy and experienced management team, we remain confident in our ability to generate strong, risk-adjusted returns and drive long-term value for our shareholders.”
Selected Financial Highlights for Full Year 2024
- Total investment income for the year ended December 31, 2024, was
$62.4 million , of which$52.6 million was attributable to interest income, inclusive of payment-in-kind income, from the Debt Securities Portfolio. This compares to total investment income of$76.3 million for the year ended December 31, 2023, of which$63.5 million was attributable to interest income, inclusive of payment-in-kind income, from the Debt Securities Portfolio. - Core investment income for the full year 2024, excluding the impact of purchase discount accretion, was
$62.2 million , a decrease of$12.3 million as compared to core investment income of$74.5 million for full year 2023. - Net investment income (“NII”) for the full year ended December 31, 2024 was
$24.0 million ($2.59 per share) as compared to$34.8 million ($3.66 per share) for the full year ended December 31, 2023. - Net asset value (“NAV”) as of December 31, 2024, was
$178.5 million ($19.41 per share), a decrease of$0.95 per share as compared to$188.0 million ($20.36 per share) for the third quarter of 2024. This compares to$213.5 million ($22.76 per share) as of December 31, 2023. - Investment portfolio at fair value as of December 31, 2024 was
$405.0 million , spread across 28 different industries (when excluding CLO Funds and Joint Ventures) and comprised of 93 different portfolio companies. Our debt investment portfolio, excluding our investments in the CLO Funds, equities and Joint Ventures, totaled$320.7 million at fair value as of December 31, 2024 and was spread across 26 different industries with an average par balance per entity of approximately$2.5 million . This compares to a total investment portfolio at fair value as of December 31, 2023 of$467.9 million , spread across 27 different industries and comprised of 100 different portfolio companies. Our debt investment portfolio, excluding our investments in the CLO Funds, equities and Joint Ventures, totaled$379.1 million at fair value as of December 31, 2023 and was spread across 26 different industries, with an average par balance per entity of approximately$3.1 million . - Non-accruals on debt investments, as of December 31, 2024, were six debt investments representing
1.7% and3.4% of the Company’s investment portfolio at fair value and amortized cost, respectively. This compares to nine debt investments representing1.6% and4.5% of the Company’s investment portfolio at fair value and amortized cost, respectively, as of September 30, 2024, and seven debt investments representing1.3% and3.2% of the Company’s investment portfolio at fair value and amortized cost, respectively, as of December 31, 2023. - Weighted average contractual interest rate on our interest earning Debt Securities Portfolio as of December 31, 2024 was approximately
11.3% . - Par value of outstanding borrowings, as of December 31, 2024, was
$267.5 million , which was unchanged from September 30, 2024, with an asset coverage ratio of total assets to total borrowings of167% and170% , respectively. On a net basis, leverage as of December 31, 2024 was 1.3x² compared to net leverage of 1.3x² as of September 30, 2024.
Results of Operations
Operating results for the years ended December 31, 2024, and December 31, 2023, were as follows:
For the Year ended December 31, | |||||||||
($ in thousands, except share and per share amounts) | 2024 | 2023 | |||||||
Total investment income | $ | 62,432 | $ | 76,315 | |||||
Total expenses | 38,388 | 41,542 | |||||||
Net Investment Income | 24,044 | 34,773 | |||||||
Net realized gain (loss) on investments | (31,183 | ) | (26,766 | ) | |||||
Net change in unrealized gain (loss) on investments | 1,006 | 3,322 | |||||||
Tax (provision) benefit on realized and unrealized gains (losses) on investments | 853 | 414 | |||||||
Net realized and unrealized appreciation (depreciation) on investments, net of taxes | (29,324 | ) | (23,030 | ) | |||||
Net realized gain (loss) on extinguishment of debt | (655 | ) | (362 | ) | |||||
Net Increase (Decrease) in Net Assets Resulting from Operations | $ | (5,935 | ) | $ | 11,381 | ||||
Net Increase (Decrease) In Net Assets Resulting from Operations per Common Share: | |||||||||
Basic and Diluted: | $ | (0.64 | ) | $ | 1.20 | ||||
Net Investment Income Per Common Share: | |||||||||
Basic and Diluted: | $ | 2.59 | $ | 3.66 | |||||
Weighted Average Shares of Common Stock Outstanding — Basic and Diluted | 9,272,809 | 9,509,396 |
Investment Income
The composition of our investment income for the years ended December 31, 2024, and December 31, 2023, was as follows:
For the Year Ended December 31, | ||||||||||||||||
($ in thousands) | 2024 | 2023 | ||||||||||||||
Interest income, excluding CLO income and purchase discount accretion | $ | 45,149 | $ | 54,631 | ||||||||||||
Purchase discount accretion | 235 | 1,774 | ||||||||||||||
PIK income | 8,186 | 7,068 | ||||||||||||||
CLO income | 1,511 | 1,998 | ||||||||||||||
JV income | 6,576 | 8,948 | ||||||||||||||
Fees and other income | 775 | 1,896 | ||||||||||||||
Investment Income | $ | 62,432 | $ | 76,315 | ||||||||||||
Less: Purchase discount accretion | $ | (235 | ) | $ | (1,774 | ) | ||||||||||
Core Investment Income | $ | 62,197 | $ | 74,541 |
Fair Value of Investments
The composition of our investment portfolio as of December 31, 2024, and December 31, 2023, at cost and fair value was as follows:
($ in thousands) | December 31, 2024 | December 31, 2023 | ||||||||||||||||||||||
Security Type | Cost/Amortized Cost | Fair Value | Fair Value Percentage of Total Portfolio | Cost/Amortized Cost | Fair Value | Fair Value Percentage of Total Portfolio | ||||||||||||||||||
First Lien Debt | $ | 311,673 | $ | 289,957 | 71.6 | % | $ | 351,858 | $ | 336,599 | 71.9 | % | ||||||||||||
Second Lien Debt | 34,892 | 28,996 | 7.2 | % | 50,814 | 41,254 | 8.8 | % | ||||||||||||||||
Subordinated Debt | 8,059 | 1,740 | 0.4 | % | 7,990 | 1,224 | 0.3 | % | ||||||||||||||||
Collateralized Loan Obligations | 5,318 | 5,193 | 1.3 | % | 9,103 | 8,968 | 1.9 | % | ||||||||||||||||
Joint Ventures | 66,747 | 54,153 | 13.4 | % | 71,415 | 59,287 | 12.7 | % | ||||||||||||||||
Equity | 31,921 | 24,762 | 6.1 | % | 31,280 | 20,533 | 4.4 | % | ||||||||||||||||
Asset Manager Affiliates(1) | 17,791 | — | — | 17,791 | — | — | ||||||||||||||||||
Derivatives | 31 | 220 | 0.0 | % | 31 | — | — | |||||||||||||||||
Total | $ | 476,432 | $ | 405,021 | 100.0 | % | $ | 540,282 | $ | 467,865 | 100.0 | % |
(1) Represents the equity investment in the Asset Manager Affiliates.
Liquidity and Capital Resources
As of December 31, 2024, the Company had
As of December 31, 2024, and December 31, 2023, the fair value of investments and cash were as follows:
($ in thousands) | ||||||||
Security Type | December 31, 2024 | December 31, 2023 | ||||||
Cash and cash equivalents | $ | 17,532 | $ | 26,912 | ||||
Restricted Cash | 22,421 | 44,652 | ||||||
First Lien Debt | 289,957 | 336,599 | ||||||
Second Lien Debt | 28,996 | 41,254 | ||||||
Subordinated Debt | 1,740 | 1,224 | ||||||
Equity | 24,762 | 20,533 | ||||||
Collateralized Loan Obligations | 5,193 | 8,968 | ||||||
Asset Manager Affiliates | — | — | ||||||
Joint Ventures | 54,153 | 59,287 | ||||||
Derivatives | 220 | — | ||||||
Total | $ | 444,974 | $ | 539,429 |
As of December 31, 2024, the Company had unrestricted cash of
Interest Rate Risk
The Company’s investment income is affected by fluctuations in various interest rates, including SOFR and prime rates.
As of December 31, 2024, approximately
In periods of rising or lowering interest rates, the cost of the portion of debt associated with the
Generally, the Company would expect that an increase in the base rate index for floating rate investment assets would increase gross investment income and a decrease in the base rate index for such assets would decrease gross investment income (in either case, such increase/decrease may be limited by interest rate floors/minimums for certain investment assets).
Impact on net investment income from a change in interest rates at: | ||||||||||||
($ in thousands) | 1% | 2% | 3% | |||||||||
Increase in interest rate | $ | 1,496 | $ | 3,045 | $ | 4,595 | ||||||
Decrease in interest rate | $ | (1,493 | ) | $ | (2,980 | ) | $ | (4,271 | ) |
Conference Call and Webcast
We will hold a conference call on Friday, March 14, 2024, at 10:30 am Eastern Time to discuss our fourth quarter and full year 2024 financial results. To access the call, stockholders, prospective stockholders and analysts should dial (646) 968-2525 approximately 10 minutes prior to the start of the conference call and use the conference ID 4473265.
A replay of this conference call will be available shortly after the live call through March 21, 2025.
A live audio webcast of the conference call can be accessed via the Internet, on a listen-only basis on the Company’s website www.portmanridge.com in the Investor Relations section under Events and Presentations. The webcast can also be accessed by clicking the following link: https://edge.media-server.com/mmc/p/4vkehc2n. The online archive of the webcast will be available on the Company’s website shortly after the call.
About Portman Ridge Finance Corporation
Portman Ridge Finance Corporation (Nasdaq: PTMN) is a publicly traded, externally managed investment company that has elected to be regulated as a business development company under the Investment Company Act of 1940. Portman Ridge’s middle market investment business originates, structures, finances and manages a portfolio of term loans, mezzanine investments and selected equity securities in middle market companies. Portman Ridge’s investment activities are managed by its investment adviser, Sierra Crest Investment Management LLC, an affiliate of BC Partners Advisors L.P.
Portman Ridge’s filings with the Securities and Exchange Commission (the “SEC”), earnings releases, press releases and other financial, operational and governance information are available on the Company’s website at www.portmanridge.com.
About BC Partners Advisors L.P. and BC Partners Credit
BC Partners is a leading international investment firm in private equity, private credit and real estate strategies. Established in 1986, BC Partners has played an active role in developing the European buyout market for three decades.
Today, BC Partners executives operate across markets as an integrated team through the firm’s offices in North America and Europe. For more information, please visit https://www.bcpartners.com/.
BC Partners Credit was launched in February 2017 and has pursued a strategy focused on identifying attractive credit opportunities in any market environment and across sectors, leveraging the deal sourcing and infrastructure made available from BC Partners.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements. The matters discussed in this press release, as well as in future oral and written statements by management of Portman Ridge Finance Corporation, that are forward-looking statements are based on current management expectations that involve substantial risks and uncertainties which could cause actual results to differ materially from the results expressed in, or implied by, these forward-looking statements.
Forward-looking statements relate to future events or our future financial performance and include, but are not limited to, projected financial performance, expected development of the business, plans and expectations about future investments and the future liquidity of the Company. We generally identify forward-looking statements by terminology such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “target,” “projects,” “outlook”, “contemplates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of these terms or other similar words. Forward-looking statements are based upon current plans, estimates and expectations that are subject to risks, uncertainties, and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove to be incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements.
Important assumptions include our ability to originate new investments, and achieve certain margins and levels of profitability, the availability of additional capital, and the ability to maintain certain debt to asset ratios. In light of these and other uncertainties, the inclusion of a projection or forward-looking statement in this press release should not be regarded as a representation that such plans, estimates, expectations or objectives will be achieved. Important factors that could cause actual results to differ materially from such plans, estimates or expectations include, among others, (1) uncertainty of the expected financial performance of the Company; (2) expected synergies and savings associated with merger transactions effectuated by the Company; (3) the ability of the Company and/or its adviser to implement its business strategy; (4) evolving legal, regulatory and tax regimes; (5) changes in general economic and/or industry specific conditions, including but not limited to the impact of inflation; (6) the impact of increased competition; (7) business prospects and the prospects of the Company’s portfolio companies; (8) contractual arrangements with third parties; (9) any future financings by the Company; (10) the ability of Sierra Crest Investment Management LLC to attract and retain highly talented professionals; (11) the Company’s ability to fund any unfunded commitments; (12) any future distributions by the Company; (13) changes in regional or national economic conditions and their impact on the industries in which we invest; (14) other changes in the conditions of the industries in which we invest and other factors enumerated in our filings with the SEC; (15) the successful completion of the Mergers and receipt of stockholder approval from the Company’s and LRFC’s stockholders; and (16) expectations concerning the proposed Merger with LRFC, including the financial results of the combined company. The forward-looking statements should be read in conjunction with the risks and uncertainties discussed in the Company’s filings with the SEC, including the Company’s most recent Form 10-K and other SEC filings. We do not undertake to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required to be reported under the rules and regulations of the SEC.
Contacts:
Portman Ridge Finance Corporation
650 Madison Avenue, 3rd floor
New York, NY 10022
info@portmanridge.com
Brandon Satoren
Chief Financial Officer
Brandon.Satoren@bcpartners.com
(212) 891-2880
The Equity Group Inc.
Lena Cati
lcati@equityny.com
(212) 836-9611
Val Ferraro
vferraro@equityny.com
(212) 836-9633
PORTMAN RIDGE FINANCE CORPORATION | ||||||||
CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES | ||||||||
(in thousands, except share and per share amounts) | ||||||||
December 31, 2024 | December 31, 2023 | |||||||
ASSETS | ||||||||
Investments at fair value: | ||||||||
Non-controlled/non-affiliated investments (amortized cost of | $ | 327,622 | $ | 398,325 | ||||
Non-controlled affiliated investments (amortized cost of | 64,384 | 55,222 | ||||||
Controlled affiliated investments (amortized cost of | 13,015 | 14,318 | ||||||
Total Investments at fair value (amortized cost of | $ | 405,021 | $ | 467,865 | ||||
Cash and cash equivalents | 17,532 | 26,912 | ||||||
Restricted cash | 22,421 | 44,652 | ||||||
Interest receivable | 6,088 | 5,162 | ||||||
Receivable for unsettled trades | — | 573 | ||||||
Due from affiliates | 1,367 | 1,534 | ||||||
Other assets | 1,205 | 2,541 | ||||||
Total Assets | $ | 453,634 | $ | 549,239 | ||||
LIABILITIES | ||||||||
2018-2 Secured Notes (net of original issue discount of $- and | $ | — | $ | 124,971 | ||||
106,983 | 106,214 | |||||||
Great Lakes Portman Ridge Funding LLC Revolving Credit Facility (net of deferred financing costs of | 158,157 | 91,225 | ||||||
Payable for unsettled trades | — | 520 | ||||||
Accounts payable, accrued expenses and other liabilities | 3,007 | 4,252 | ||||||
Accrued interest payable | 3,646 | 3,928 | ||||||
Due to affiliates | 635 | 458 | ||||||
Management and incentive fees payable | 2,713 | 4,153 | ||||||
Total Liabilities | $ | 275,141 | $ | 335,721 | ||||
COMMITMENTS AND CONTINGENCIES (NOTE 8) | ||||||||
NET ASSETS | ||||||||
Common stock, par value | $ | 92 | $ | 94 | ||||
Capital in excess of par value | 714,331 | 717,835 | ||||||
Total distributable (loss) earnings | (535,930 | ) | (504,411 | ) | ||||
Total Net Assets | $ | 178,493 | $ | 213,518 | ||||
Total Liabilities and Net Assets | $ | 453,634 | $ | 549,239 | ||||
Net Asset Value Per Common Share | $ | 19.41 | $ | 22.76 |
PORTMAN RIDGE FINANCE CORPORATION | ||||||||||||
CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||||||
(in thousands, except share and per share amounts) | ||||||||||||
For the Year Ended December 31, | ||||||||||||
2024 | 2023 | 2022 | ||||||||||
INVESTMENT INCOME | ||||||||||||
Interest income: | ||||||||||||
Non-controlled/non-affiliated investments | $ | 45,036 | $ | 55,675 | $ | 51,090 | ||||||
Non-controlled affiliated investments | 1,859 | 2,728 | 3,150 | |||||||||
Total interest income | 46,895 | 58,403 | 54,240 | |||||||||
Payment-in-kind income: | ||||||||||||
Non-controlled/non-affiliated investments(1) | 7,472 | 6,662 | 4,950 | |||||||||
Non-controlled affiliated investments | 714 | 406 | 477 | |||||||||
Controlled affiliated investments | — | — | 181 | |||||||||
Total payment-in-kind income | 8,186 | 7,068 | 5,608 | |||||||||
Dividend income: | ||||||||||||
Non-controlled affiliated investments | 6,576 | 6,764 | 4,450 | |||||||||
Controlled affiliated investments | — | 2,184 | 4,141 | |||||||||
Total dividend income | 6,576 | 8,948 | 8,591 | |||||||||
Fees and other income: | ||||||||||||
Non-controlled/non-affiliated investments | 775 | 1,882 | 1,135 | |||||||||
Non-controlled affiliated investments | — | 14 | 40 | |||||||||
Total fees and other income | 775 | 1,896 | 1,175 | |||||||||
Total investment income | $ | 62,432 | $ | 76,315 | $ | 69,614 | ||||||
EXPENSES | ||||||||||||
Management fees | 6,559 | 7,452 | 8,349 | |||||||||
Performance-based incentive fees | 5,012 | 7,374 | 6,126 | |||||||||
Interest and amortization of debt issuance costs | 20,782 | 25,306 | 17,701 | |||||||||
Professional fees | 1,873 | 1,999 | 2,768 | |||||||||
Administrative services expense | 1,771 | 2,377 | 3,364 | |||||||||
Directors' expense | 610 | 630 | 632 | |||||||||
Other general and administrative expenses | 1,781 | 1,713 | 1,784 | |||||||||
Total expenses | $ | 38,388 | $ | 46,851 | $ | 40,724 | ||||||
Expense reimbursement | — | (5,309 | ) | — | ||||||||
Net expenses | 38,388 | 41,542 | 40,724 | |||||||||
NET INVESTMENT INCOME | $ | 24,044 | $ | 34,773 | $ | 28,890 | ||||||
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS: | ||||||||||||
Net realized gains (losses) from investment transactions | ||||||||||||
Non-controlled/non-affiliated investments | $ | (23,205 | ) | $ | (26,334 | ) | $ | (28,893 | ) | |||
Non-controlled affiliated investments | (1,334 | ) | (399 | ) | (197 | ) | ||||||
Controlled affiliated investments | (6,644 | ) | (33 | ) | — | |||||||
Derivatives | — | — | (2,095 | ) | ||||||||
Net realized gain (loss) on investments | (31,183 | ) | (26,766 | ) | (31,185 | ) | ||||||
Net change in unrealized appreciation (depreciation) on: | ||||||||||||
Non-controlled/non-affiliated investments | (2,446 | ) | 6,696 | (8,298 | ) | |||||||
Non-controlled affiliated investments | (4,085 | ) | 980 | (1,428 | ) | |||||||
Controlled affiliated investments | 7,317 | (4,354 | ) | (10,601 | ) | |||||||
Derivatives | 220 | — | 2,412 | |||||||||
Net change in unrealized gain (loss) on investments | 1,006 | 3,322 | (17,915 | ) | ||||||||
Tax (provision) benefit on realized and unrealized (gains) losses on investments | 853 | 414 | (786 | ) | ||||||||
Net realized and unrealized appreciation (depreciation) on investments, net of taxes | (29,324 | ) | (23,030 | ) | (49,886 | ) | ||||||
Realized gains (losses) on extinguishments of debt | (655 | ) | (362 | ) | — | |||||||
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | $ | (5,935 | ) | $ | 11,381 | $ | (20,996 | ) | ||||
Net Increase (Decrease) In Net Assets Resulting from Operations per Common Share: | ||||||||||||
Basic and Diluted: | $ | (0.64 | ) | $ | 1.20 | $ | (2.18 | ) | ||||
Net Investment Income Per Common Share: | ||||||||||||
Basic and Diluted: | $ | 2.59 | $ | 3.66 | $ | 3.00 | ||||||
Weighted Average Shares of Common Stock Outstanding—Basic and Diluted | 9,272,809 | 9,509,396 | 9,634,468 | |||||||||
(1) During the years ended December 31, 2024, 2023, and 2022, the Company received |
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¹ Core investment income represents reported total investment income as determined in accordance with U.S. generally accepted accounting principles, or U.S. GAAP, less the impact of purchase discount accretion in connection with the Garrison Capital Inc. (“GARS”) and Harvest Capital Credit Corporation (“HCAP”) mergers. Portman Ridge believes presenting core investment income and the related per share amount is useful and appropriate supplemental disclosure for analyzing its financial performance due to the unique circumstance giving rise to the purchase accounting adjustment. However, core investment income is a non-U.S. GAAP measure and should not be considered as a replacement for total investment income and other earnings measures presented in accordance with U.S. GAAP. Instead, core investment income should be reviewed only in connection with such U.S. GAAP measures in analyzing Portman Ridge’s financial performance.
² Net leverage is calculated as the ratio between (A) debt, excluding unamortized debt issuance costs, less available cash and cash equivalents, and restricted cash and (B) NAV. Portman Ridge believes presenting a net leverage ratio is useful and appropriate supplemental disclosure because it reflects the Company’s financial condition net of
