UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 23, 2021
TCG BDC, INC.
(Exact name of registrant as specified in charter)
| Maryland | No. 814-00995 | 80-0789789 | ||||||||||||
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
| One Vanderbilt Avenue, Suite 3400 New York, New York | 10017 | |||||||||||||
| (Address of Principal Executive Offices) | (Zip Code) | |||||||||||||
Registrant’s telephone number, including area code: (212) 813-4900
| N/A | ||
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | ||||
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | ||||
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | ||||
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | ||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class: | Trading Symbol(s) | Name of each exchange on which registered: | ||||||
| Common stock, $0.01 per share | CGBD | The Nasdaq Global Select Market | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
| Emerging growth company | ☐ | ||||
| If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. | ☐ | ||||
Item 2.02 – Results of Operations and Financial Condition.
On February 23, 2021, TCG BDC, Inc. (the “Company”) issued a press release announcing its fourth quarter 2020 financial results and a detailed earnings presentation. Copies of the press release and the earnings presentation are attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively.
The information disclosed under this Item 2.02, including Exhibits 99.1 and 99.2 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"), and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933 (the "Securities Act") or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 7.01 – Regulation FD Disclosure.
On February 23, 2021, the Company issued a press release, included herewith as Exhibit 99.1, announcing its fourth quarter 2020 financial results and the declaration of a first quarter 2021 regular dividend of $0.32 per share, plus a supplemental dividend of $0.05 per share, payable on April 16, 2021 to stockholders of record as of March 31, 2021.
The information disclosed under this Item 7.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, and shall not be deemed incorporated by reference into any filing made under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01 – Financial Statements and Exhibits.
Exhibits 99.1 and 99.2 shall be deemed furnished herewith.
(d)Exhibits:
| Exhibit Number | Description | |||||||
| 99.1 | ||||||||
| 99.2 | ||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| TCG BDC, INC. | ||||||||||||||
| (Registrant) | ||||||||||||||
| Dated: February 23, 2021 | By: | /s/ Thomas M. Hennigan | ||||||||||||
| Name: Thomas M. Hennigan | ||||||||||||||
| Title: Chief Financial Officer | ||||||||||||||
Exhibit 99.1
For Immediate Release
February 23, 2021
TCG BDC, Inc. Announces Fourth Quarter 2020 Financial Results and Declares First Quarter 2021 Regular Dividend of $0.32 Per Common Share and Supplemental Dividend of $0.05 per Common Share
New York - TCG BDC, Inc. (together with its consolidated subsidiaries, “we,” “us,” “our,” “TCG BDC” or the “Company”) (NASDAQ: CGBD) today announced its financial results for its fourth quarter ended December 31, 2020.
Linda Pace, TCG BDC’s Chief Executive Officer said, “New deal activity in the 4th quarter was robust, as M&A demand accelerated post-Labor Day. Continuing strong portfolio performance, paired with our proactive balance sheet management actions in 2020, positioned us well to participate actively in this attractive originations environment. We enter 2021 with confidence in our ability to deliver sustainable yield and continued positive credit migration as the cycle progresses.”
Selected Financial Highlights
| (dollar amounts in thousands, except per share data) | December 31, 2020 | September 30, 2020 | |||||||||
| Total investments, at fair value | $ | 1,825,749 | $ | 1,948,173 | |||||||
| Total assets | 1,922,613 | 2,008,387 | |||||||||
| Total debt | 983,923 | 1,074.806 | |||||||||
| Total net assets | $ | 901,363 | $ | 895,222 | |||||||
| Net assets per common share | $ | 15.39 | 15.01 | ||||||||
| For the three month periods ended | ||||||||||||||
| December 31, 2020 | September 30, 2020 | |||||||||||||
| Total investment income | $ | 43,514 | $ | 42,784 | ||||||||||
| Net investment income (loss) | $ | 21,909 | $ | 21,234 | ||||||||||
| Net realized gain (loss) and net change in unrealized appreciation (depreciation) on investments and non-investment assets and liabilities | $ | 16,254 | $ | 12,374 | ||||||||||
| Net increase (decrease) in net assets resulting from operations | $ | 38,163 | $ | 33,608 | ||||||||||
| Per weighted-average common share—Basic: | ||||||||||||||
| Net investment income (loss), net of preferred dividend | $ | 0.38 | $ | 0.36 | ||||||||||
| Net realized gain (loss) and net change in unrealized appreciation (depreciation) on investments and non-investment assets and liabilities | $ | 0.28 | $ | 0.22 | ||||||||||
| Net increase (decrease) in net assets resulting from operations attributable to common stockholders | $ | 0.66 | $ | 0.58 | ||||||||||
| Weighted-average shares of common stock outstanding—Basic | 55,961,413 | 56,308,616 | ||||||||||||
| Regular dividends declared per common share | $ | 0.32 | $ | 0.32 | ||||||||||
| Supplemental dividends declared per common share | $ | 0.04 | $ | 0.05 | ||||||||||
Fourth Quarter 2020 Highlights
(dollar amounts in thousands, except per share data)
•Net investment income for the three month period ended December 31, 2020 was $21,044, or $0.38 per common share, net of the preferred dividend, as compared to $21,234, or $0.36 per common share, net of the preferred dividend, for the three month period ended September 30, 2020;
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•Net realized gain (loss) and net change in unrealized appreciation (depreciation) on investments and non-investment assets and liabilities for the three month period ended December 31, 2020 was $16,254, or $0.28 per share, as compared to $12,374, or $0.22 per share, for the three month period ended September 30, 2020;
•Net increase (decrease) in net assets resulting from operations for the three month period ended December 31, 2020 was $38,163, or $0.66 per share, as compared to $33,608, or $0.58 per common share, for the three month period ended September 30, 2020;
•On December 8, 2020, the Company issued $75,000 in aggregate principal amount of 4.500% Senior Unsecured Notes due December 31, 2024;
•During the three month period ended December 31, 2020, the Company repurchased and extinguished 1.0 million shares of the Company's common stock pursuant to the Company’s previously announced $150 million stock repurchase program at an average cost of $10.85 per share, or $11.3 million in the aggregate, resulting in accretion to net assets per share of $0.08; and
•On February 22, 2021, the Board of Directors declared a regular quarterly dividend of $0.32 plus a supplemental dividend of $0.05, which is payable on April 16, 2021 to stockholders of record on March 31, 2021.
Portfolio and Investment Activity
(dollar amounts in thousands, except per share data, unless otherwise noted)
As of December 31, 2020, the fair value of our investments was approximately $1,825,749, comprised of 160 investments in 117 portfolio companies/investment funds across 27 industries with 63 sponsors. This compares to the Company’s portfolio as of September 30, 2020, as of which date the fair value of our investments was approximately $1,948,173, comprised of 146 investments in 114 portfolio companies/investment funds across 28 industries with 63 sponsors.
As of December 31, 2020 and September 30, 2020, investments consisted of the following:
| December 31, 2020 | September 30, 2020 | ||||||||||||||||||||||
Type—% of Fair Value | Fair Value | % of Fair Value | Fair Value | % of Fair Value | |||||||||||||||||||
| First Lien Debt (excluding First Lien/Last Out Debt) | $ | 1,161,881 | 63.63 | % | $ | 1,344,575 | 69.01 | % | |||||||||||||||
| First Lien/Last Out Debt | 62,182 | 3.41 | 78,616 | 4.04 | |||||||||||||||||||
| Second Lien Debt | 284,523 | 15.58 | 287,659 | 14.77 | |||||||||||||||||||
| Equity Investments | 33,877 | 1.86 | 32,987 | 1.69 | |||||||||||||||||||
| Investment Funds | 283,286 | 15.52 | 204,336 | 10.49 | |||||||||||||||||||
| Total | $ | 1,825,749 | 100.00 | % | $ | 1,948,173 | 100.00 | % | |||||||||||||||
The following table shows our investment activity for the three month period ended December 31, 2020:
| Funded | Sold/Repaid | ||||||||||||||||||||||
| Principal amount of investments: | Amount | % of Total | Amount | % of Total | |||||||||||||||||||
| First Lien Debt (excluding First Lien/Last Out Debt) | $ | 137,122 | 53.42 | % | $ | (333,349) | 83.34 | % | |||||||||||||||
| First Lien/Last Out Debt | 9,945 | 3.88 | (26,414) | 6.60 | |||||||||||||||||||
| Second Lien Debt | 30,629 | 11.93 | (38,971) | 9.74 | |||||||||||||||||||
| Equity Investments | 857 | 0.33 | (1,282) | 0.32 | |||||||||||||||||||
| Investment Funds | 78,122 | 30.44 | — | — | |||||||||||||||||||
| Total | $ | 256,675 | 100.00 | % | $ | (400,016) | 100.00 | % | |||||||||||||||
Overall, total investments at fair value decreased by 6.3%, or $122,424, during the three month period ended December 31, 2020 after factoring in repayments and sales, net fundings on revolvers and delayed draws and net change in unrealized appreciation (depreciation).
As of December 31, 2020, the weighted average yields for our first and second lien debt investments on an amortized cost basis were 7.21% and 9.15%, respectively, with a total weighted average yield of 8.12%. Weighted average yields include the effect of accretion of discounts and amortization of premiums and are based on interest rates as of December 31, 2020. As of December 31, 2020, on a fair value basis, approximately 0.9% of our debt investments bear interest at a fixed rate and approximately 99.1% of our debt investments bear interest at a floating rate, which primarily are subject to interest rate floors.
Total investments at fair value held by Middle Market Credit Fund, LLC (“Credit Fund”), which is not consolidated with the Company, decreased by 18.2%, or $235,031, during the three month period ended December 31, 2020 after factoring in
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repayments, sales, net fundings on revolvers and delayed draws and net change in unrealized appreciation (depreciation). As of December 31, 2020, Credit Fund had total investments at fair value of $1,056,381, which comprised 97.5% of first lien senior secured loans, 2.3% of second lien senior secured loans at fair value, 0.2% of equity investments at fair value. As of December 31, 2020, on a fair value basis, approximately 2.3% of Credit Fund’s debt investments bear interest at a fixed rate and approximately 97.7% of Credit Fund’s debt investments bear interest at a floating rate, which primarily are subject to interest rate floors.
Middle Market Credit Fund II, LLC (“Credit Fund II”) was formed on November 3, 2020 as a joint venture with Cliffwater Direct Lending Fund and is not consolidated with the Company. Credit Fund II's initial portfolio of $250 million in aggregate principal balance was contributed by the Company. As of December 31, 2020, Credit Fund II had total investments at fair value of $246,421, which comprised 90.1% of first lien senior secured loans and 9.9% of second lien senior secured loans at fair value. As of December 31, 2020, on a fair value basis, approximately 0.9% of Credit Fund II’s debt investments bear interest at a fixed rate and approximately 99.1% of Credit Fund II’s debt investments bear interest at a floating rate, which primarily are subject to interest rate floors.
As part of the monitoring process, our Investment Adviser has developed risk policies pursuant to which it regularly assesses the risk profile of each of our debt investments and rates each of them based on the following categories, which we refer to as “Internal Risk Ratings”:
Internal Risk Ratings Definitions
| Rating | Definition | |||||||
| 1 | Borrower is operating above expectations, and the trends and risk factors are generally favorable. | |||||||
| 2 | Borrower is operating generally as expected or at an acceptable level of performance. The level of risk to our initial cost bases is similar to the risk to our initial cost basis at the time of origination. This is the initial risk rating assigned to all new borrowers. | |||||||
| 3 | Borrower is operating below expectations and level of risk to our cost basis has increased since the time of origination. The borrower may be out of compliance with debt covenants. Payments are generally current although there may be higher risk of payment default. | |||||||
| 4 | Borrower is operating materially below expectations and the loan’s risk has increased materially since origination. In addition to the borrower being generally out of compliance with debt covenants, loan payments may be past due, but generally not by more than 120 days. It is anticipated that we may not recoup our initial cost basis and may realize a loss of our initial cost basis upon exit. | |||||||
| 5 | Borrower is operating substantially below expectations and the loan’s risk has increased substantially since origination. Most or all of the debt covenants are out of compliance and payments are substantially delinquent. It is anticipated that we will not recoup our initial cost basis and may realize a substantial loss of our initial cost basis upon exit. | |||||||
Our Investment Adviser’s risk rating model is based on evaluating portfolio company performance in comparison to the base case when considering certain credit metrics including, but not limited to, adjusted EBITDA and net senior leverage as well as specific events including, but not limited to, default and impairment.
Our Investment Adviser monitors and, when appropriate, changes the investment ratings assigned to each debt investment in our portfolio. Our Investment Adviser reviews our investment ratings in connection with our quarterly valuation process. The following table summarizes the Internal Risk Ratings of our debt portfolio as of December 31, 2020 and September 30, 2020:
| December 31, 2020 | September 30, 2020 | ||||||||||||||||||||||
| Fair Value | % of Fair Value | Fair Value | % of Fair Value | ||||||||||||||||||||
| (dollar amounts in millions) | |||||||||||||||||||||||
| Internal Risk Rating 1 | $ | 19.1 | 1.27 | % | $ | 38.8 | 2.27 | % | |||||||||||||||
| Internal Risk Rating 2 | 1,047.5 | 69.44 | 1,201.4 | 70.22 | |||||||||||||||||||
| Internal Risk Rating 3 | 361.1 | 23.93 | 380.8 | 22.26 | |||||||||||||||||||
| Internal Risk Rating 4 | 48.1 | 3.19 | 48.9 | 2.86 | |||||||||||||||||||
| Internal Risk Rating 5 | 32.8 | 2.17 | 40.9 | 2.39 | |||||||||||||||||||
| Total | $ | 1,508.6 | 100.00 | % | $ | 1,710.8 | 100.00 | % | |||||||||||||||
As of December 31, 2020 and September 30, 2020, the weighted average Internal Risk Rating of our debt investment portfolio was 2.4 and 2.3, respectively.
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Consolidated Results of Operations
(dollar amounts in thousands, except per share data)
Total investment income for the three month periods ended December 31, 2020 and September 30, 2020 was $43,514 and $42,784, respectively. This $730 net increase was primarily due to an increase in income recognized from OID accretion from prepayments, higher fee income, and an increase in total dividends from the credit funds. This was partially offset by lower interest income from a lower weighted average principal, which was primarily due to the contribution of assets to Credit Fund II.
Total expenses for the three month periods ended December 31, 2020 and September 30, 2020 were $21,605 and $21,550, respectively, a net increase of $55.
During the three month period ended December 31, 2020, the Company recorded a net realized and unrealized depreciation gain of $16,254. This was primarily driven by continued tightening of market yields resulting in increases in fair value, as well as the successful exit of our investment in Hydrofarm at par.
Liquidity and Capital Resources
(dollar amounts in thousands, except per share data)
As of December 31, 2020, the Company had cash and cash equivalents of $68,419, notes payable and senior unsecured notes (before debt issuance costs) of $449,200 and $190,000, respectively, and secured borrowings outstanding of $347,949. As of December 31, 2020, the Company had $340,051 of remaining unfunded commitments and $207,365 available for additional borrowings under its revolving credit facility, subject to leverage and borrowing base restrictions. During the three months ended December 31, 2020, the Company repaid all amounts outstanding under the revolving credit facility of its wholly owned subsidiary, and the facility was terminated.
Dividend
On February 22, 2021, the Board of Directors declared a regular quarterly dividend of $0.32 plus a supplemental dividend of $0.05, which is payable on April 16, 2021 to stockholders of record on March 31, 2021.
On December 31, 2020, the Company declared and paid a dividend on the Preferred Stock for the period from October 1, 2020 to December 31, 2020 in the amount of $0.438 per Preferred Share to the holder of record on December 31, 2020.
Conference Call
The Company will host a conference call at 11:00 a.m. EST on Wednesday, February 24, 2021 to discuss these quarterly financial results. The call and webcast will be available on the TCG BDC website at tcgbdc.com. The call may be accessed by dialing +1 (866) 394-4623 (U.S.) or +1 (409) 350-3158 (international) and referencing “TCG BDC Financial Results Call.” The conference call will be webcast simultaneously via a link on TCG BDC’s website and an archived replay of the webcast also will be available on the website soon after the live call for 21 days.
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TCG BDC, INC.
CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES
(dollar amounts in thousands, except per share data)
| December 31, 2020 | September 30, 2020 | ||||||||||
| (unaudited) | (unaudited) | ||||||||||
| ASSETS | |||||||||||
| Investments, at fair value | |||||||||||
| Investments—non-controlled/non-affiliated, at fair value (amortized cost of $1,574,182 and $1,840,796, respectively) | $ | 1,509,271 | $ | 1,737,044 | |||||||
| Investments—non-controlled/affiliated, at fair value (amortized cost of $37,571 and $0, respectively) | 26,180 | — | |||||||||
| Investments—controlled/affiliated, at fair value (amortized cost of $311,213 and $233,131, respectively) | 290,298 | 211,129 | |||||||||
| Total investments, at fair value (amortized cost of $1,922,966 and $2,073,927, respectively) | 1,825,749 | 1,948,173 | |||||||||
Cash and cash equivalents | 68,419 | 37,088 | |||||||||
Receivable for investment sold | 4,313 | 74 | |||||||||
Deferred financing costs | 3,633 | 3,651 | |||||||||
Interest receivable from non-controlled/non-affiliated investments | 12,634 | 12,791 | |||||||||
Interest receivable from non-controlled/affiliated investments | 569 | — | |||||||||
Interest and dividend receivable from controlled/affiliated investments | 6,480 | 5,754 | |||||||||
Prepaid expenses and other assets | 816 | 856 | |||||||||
Total assets | $ | 1,922,613 | $ | 2,008,387 | |||||||
| LIABILITIES | |||||||||||
Secured borrowings | $ | 347,949 | $ | 513,332 | |||||||
| 2015-1R Notes, net of unamortized debt issuance costs of $2,664 and $2,726, respectively | 446,536 | 446,474 | |||||||||
| Senior Notes, net of unamortized debt issuance costs of $562 and $0, respectively | 189,438 | 115,000 | |||||||||
Payable for investments purchased | 809 | — | |||||||||
Interest and credit facility fees payable | 2,439 | 3,405 | |||||||||
Dividend payable | 19,892 | 20,830 | |||||||||
Base management and incentive fees payable | 11,549 | 11,473 | |||||||||
Administrative service fees payable | 85 | 85 | |||||||||
Other accrued expenses and liabilities | 2,553 | 2,566 | |||||||||
Total liabilities | 1,021,250 | 1,113,165 | |||||||||
| NET ASSETS | |||||||||||
| Cumulative convertible preferred stock, $0.01 par value; 2,000,000 and 2,000,000 shares issued and outstanding as of December 31, 2020 and September 30, 2020, respectively | 50,000 | 50,000 | |||||||||
| Common stock, $0.01 par value; 198,000,000 shares authorized; 55,320,309 and 56,308,616 shares issued and outstanding at December 31, 2020 and September 30, 2020, respectively | 553 | 563 | |||||||||
Paid-in capital in excess of par value | 1,081,436 | 1,093,250 | |||||||||
Offering costs | (1,633) | (1,633) | |||||||||
Total distributable earnings (loss) | (228,993) | (246,958) | |||||||||
Total net assets | $ | 901,363 | $ | 895,222 | |||||||
| NET ASSETS PER COMMON SHARE | $ | 15.39 | $ | 15.01 | |||||||
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TCG BDC, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(dollar amounts in thousands, except per share data)
(unaudited)
| For the three months ended | ||||||||||||||
| December 31, 2020 | September 30, 2020 | |||||||||||||
| Investment income: | ||||||||||||||
| From non-controlled/non-affiliated investments: | ||||||||||||||
| Interest income | $ | 34,001 | $ | 34,789 | ||||||||||
| Other income | 2,973 | 2,110 | ||||||||||||
| Total investment income from non-controlled/non-affiliated investments | 36,974 | 36,899 | ||||||||||||
| From non-controlled/affiliated investments: | ||||||||||||||
| Interest income | 14 | — | ||||||||||||
| Total investment income from non-controlled/affiliated investments | 14 | — | ||||||||||||
| From controlled/affiliated investments: | ||||||||||||||
| Interest income | 48 | 135 | ||||||||||||
| Dividend income | 6,478 | 5,750 | ||||||||||||
| Total investment income from controlled/affiliated investments | 6,526 | 5,885 | ||||||||||||
| Total investment income | 43,514 | 42,784 | ||||||||||||
| Expenses: | ||||||||||||||
| Base management fees | 7,063 | 7,134 | ||||||||||||
| Incentive fees | 4,480 | 4,322 | ||||||||||||
| Professional fees | 800 | 937 | ||||||||||||
| Administrative service fees | 140 | 167 | ||||||||||||
| Interest expense | 6,907 | 7,291 | ||||||||||||
| Credit facility fees | 1,655 | 728 | ||||||||||||
| Directors’ fees and expenses | 95 | 86 | ||||||||||||
| Other general and administrative | 431 | 498 | ||||||||||||
| Total expenses | 21,571 | 21,163 | ||||||||||||
| Net investment income (loss) before taxes | 21,943 | 21,621 | ||||||||||||
| Excise tax expense | 34 | 387 | ||||||||||||
| Net investment income (loss) | 21,909 | 21,234 | ||||||||||||
| Net realized gain (loss) and net change in unrealized appreciation (depreciation) on investments and non-investment assets and liabilities: | ||||||||||||||
| Net realized gain (loss) from: | ||||||||||||||
| Non-controlled/non-affiliated investments | (8,783) | (209) | ||||||||||||
| Currency gains (losses) on non-investment assets and liabilities | 23 | (11) | ||||||||||||
| Net change in unrealized appreciation (depreciation) on investments: | ||||||||||||||
| Non-controlled/non-affiliated | 28,425 | 12,906 | ||||||||||||
| Non-controlled/affiliated | (900) | — | ||||||||||||
| Controlled/affiliated | 1,086 | 2,134 | ||||||||||||
| Net change in unrealized currency gains (losses) on non-investment assets and liabilities | (3,597) | (2,446) | ||||||||||||
| Net realized and unrealized gain (loss) on investments and non-investment assets and liabilities | 16,254 | 12,374 | ||||||||||||
| Net increase (decrease) in net assets resulting from operations | 38,163 | 33,608 | ||||||||||||
| Preferred stock dividend | 865 | 856 | ||||||||||||
| Net increase (decrease) in net assets resulting from operations attributable to Common Stockholders | $ | 37,298 | $ | 32,752 | ||||||||||
| Basic and diluted earnings per common share: | ||||||||||||||
| Basic | $ | 0.66 | $ | 0.58 | ||||||||||
| Diluted | $ | 0.62 | $ | 0.55 | ||||||||||
| Weighted-average shares of common stock outstanding: | ||||||||||||||
| Basic | 55,961,413 | 56,308,616 | ||||||||||||
| Diluted | 61,224,570 | 61,571,773 | ||||||||||||
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About TCG BDC, Inc.
TCG BDC is an externally managed specialty finance company focused on lending to middle-market companies. TCG BDC is managed by Carlyle Global Credit Investment Management L.L.C., an SEC-registered investment adviser and a wholly owned subsidiary of The Carlyle Group Inc. Since it commenced investment operations in May 2013 through December 31, 2020, TCG BDC has invested approximately $6.3 billion in aggregate principal amount of debt and equity investments prior to any subsequent exits or repayments. TCG BDC’s investment objective is to generate current income and capital appreciation primarily through debt investments in U.S. middle market companies. TCG BDC has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended.
Web: tcgbdc.com
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This press release may contain forward-looking statements that involve substantial risks and uncertainties, including the impact
of COVID-19 on the business. You can identify these statements by the use of forward-looking terminology such as
“anticipates,” “believes,” “expects,” “intends,” “will,” “should,” “may,” “plans,” “continue,” “believes,” “seeks,” “estimates,”
“would,” “could,” “targets,” “projects,” “outlook,” “potential,” “predicts” and variations of these words and similar expressions
to identify forward-looking statements, although not all forward-looking statements include these words. You should read
statements that contain these words carefully because they discuss our plans, strategies, prospects and expectations concerning
our business, operating results, financial condition and other similar matters. We believe that it is important to communicate our
future expectations to our investors. There may be events in the future, however, that we are not able to predict accurately or
control. You should not place undue reliance on these forward-looking statements, which speak only as of the date on which we
make it. Factors or events that could cause our actual results to differ, possibly materially from our expectations, include, but
are not limited to, the risks, uncertainties and other factors we identify in the sections entitled “Risk Factors” and “Cautionary
Statement Regarding Forward-Looking Statements” in filings we make with the Securities and Exchange Commission, and it is
not possible for us to predict or identify all of them. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Contacts:
Investors: | Media: | ||||
| L. Allison Rudary | Brittany Berliner | ||||
| +1-212-813-4756 allison.rudary@carlyle.com | +1-212-813-4839 Brittany.berliner@carlyle.com | ||||
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1 TCG BDC, Inc. Quarterly Earnings Presentation DECEMBER 31, 2020
Disclaimer and Forward-Looking Statement This presentation (the “Presentation”) has been prepared by TCG BDC, Inc. (together with its consolidated subsidiaries, “we,” “us,” “our,” “TCG BDC” or the “Company”) (NASDAQ: CGBD) and may only be used for informational purposes only. This Presentation should be viewed in conjunction with the earnings conference call of the Company held on February 24, 2021 and the Company’s Annual Report on Form 10-K for the year ended December 31, 2020. The information contained herein may not be used, reproduced, referenced, quoted, linked by website, or distributed to others, in whole or in part, except as agreed in writing by the Company. This Presentation does not constitute a prospectus and should under no circumstances be understood as an offer to sell or the solicitation of an offer to buy our common stock or any other securities nor will there be any sale of the common stock or any other securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or jurisdiction. This Presentation provides limited information regarding the Company and is not intended to be taken by, and should not be taken by, any individual recipient as investment advice, a recommendation to buy, hold or sell, or an offer to sell or a solicitation of offers to purchase, our common stock or any other securities that may be issued by the Company, or as legal, accounting or tax advice. An investment in securities of the type described herein presents certain risks. This Presentation may contain forward-looking statements that involve substantial risks and uncertainties, including the impact of COVID-19 on the business. You can identify these statements by the use of forward-looking terminology such as “anticipates,” “believes,” “expects,” “intends,” “will,” “should,” “may,” “plans,” “continue,” “believes,” “seeks,” “estimates,” “would,” “could,” “targets,” “projects,” “outlook,” “potential,” “predicts” and variations of these words and similar expressions to identify forward-looking statements, although not all forward-looking statements include these words. You should read statements that contain these words carefully because they discuss our plans, strategies, prospects and expectations concerning our business, operating results, financial condition and other similar matters. We believe that it is important to communicate our future expectations to our investors. There may be events in the future, however, that we are not able to predict accurately or control. You should not place undue reliance on these forward-looking statements, which speak only as of the date on which we make them. Factors or events that could cause our actual results to differ, possibly materially from our expectations, include, but are not limited to, the risks, uncertainties and other factors we identify in the sections entitled “Risk Factors” and “Cautionary Statement Regarding Forward-Looking Statements” in filings we make with the Securities and Exchange Commission (the “SEC”), and it is not possible for us to predict or identify all of them. We undertake no obligation to update or revise publicly any forward- looking statements, whether as a result of new information, future events or otherwise, except as required by law. Information throughout the Presentation provided by sources other than the Company (including information relating to portfolio companies) has not been independently verified and, accordingly, the Company makes no representation or warranty in respect of this information. The following slides contain summaries of certain financial and statistical information about the Company. The information contained in this Presentation is summary information that is intended to be considered in the context of our SEC filings and other public announcements that we may make, by press release or otherwise, from time to time. We undertake no duty or obligation to publicly update or revise the information contained in this Presentation. TCG BDC is managed by Carlyle Global Credit Investment Management L.L.C. (the “Investment Adviser”), an SEC-registered investment adviser and a wholly owned subsidiary of The Carlyle Group Inc. (together with its affiliates, “Carlyle”). This Presentation contains information about the Company and certain of its affiliates and includes the Company’s historical performance. You should not view information related to the past performance of the Company as indicative of the Company’s future results, the achievement of which is dependent on many factors, many of which are beyond the control of the Company and the Investment Adviser and cannot be assured. There can be no assurances that future dividends will match or exceed historical rates or will be paid at all. Further, an investment in the Company is discrete from, and does not represent an interest in, any other Carlyle entity. Nothing contained herein shall be relied upon as a promise or representation whether as to the past or future performance of the Company or any other Carlyle entity. 2
TCG BDC Highlights TCG BDC OVERVIEW • Middle-market lending focused BDC externally managed by The Carlyle Group (1) • Current market capitalization of $664 million (2) (NASDAQ listed; ticker: CGBD) • Track record of consistent dividend delivery to shareholders – LTM dividend yield on quarter-end net asset value ("NAV") of 9.6% INVESTMENT STRATEGY • Directly originate private credit investments with a focus on U.S. private equity finance • Maintain appropriately diversified, defensively oriented portfolio of primarily senior secured debt instruments • Utilize Carlyle's extensive platform resources to generate differentiated results for TCG BDC shareholders BENEFITS OF CARLYLE • Founded in 1987, Carlyle is a leading global alternative asset manager with $246bn of AUM • Carlyle’s Global Credit segment, with $56bn of AUM, has a 20-year track record of successful credit investing • Carlyle’s broad capabilities, scaled capital base, and depth of expertise create sustainable competitive advantages across market environments DEFENSIVELY POSITIONED PORTFOLIO • Well-diversified by issuer and industry: top 10 borrowers and top 3 industries are 19% and 25% of exposure, respectively • Heavily concentrated in first lien loans, of which 90% contain a financial covenant (3) • Approximately half the exposure of broader markets to cyclical industries Source: The Carlyle Group. As of December 31, 2020 unless otherwise stated. (1) TCG BDC is externally managed by the Investment Adviser, which is a wholly-owned subsidiary of The Carlyle Group. (2) As of February 22, 2021. (3) LTM average of approximately 70% of fair value, and excludes loans categorized as first lien last out. 3
• Net investment income per common share was $0.38 per common share, net of the preferred dividend, again comfortably covering the regular dividend of $0.32 • Continued improvement in credit performance with net realized/unrealized gains of $16.3 million, or $0.28 per share • NAV per common share increased 2.5% to $15.39 at 4Q20 from $15.01 at 3Q20 • Total non-accruals decreased to 3.2% of total investments at fair value • Total investments at fair value was $1.8 billion at 4Q20, compared to $1.9 billion at 3Q20 • Robust fourth quarter investment origination of $257 million with a yield of 8.2%, as M&A demand rebounded from the depths of the crisis • Closed on Middle Market Credit Fund II, LLC ("Credit Fund II") and contributed $250 million in senior secured debt principal from TCG BDC in exchange for 84% stake Portfolio & Investment Activity Fourth Quarter Results • Declared 1Q21 regular dividend of $0.32 plus a supplemental dividend of $0.05 per share • Paid 4Q20 regular dividend of $0.32 plus a supplemental dividend of $0.04 per share, resulting in a LTM dividend yield of 9.6% based on quarter-end NAV • Resumed share repurchases with an additional 1.0 million shares for $11.3 million, contributing $0.08 per share in NAV accretion • Closed a private offering of $75 million in aggregate principal amount of 4.50% senior unsecured notes due December 31, 2024, further strengthening our balance sheet Dividend & Capital Activity Q4 2020 Quarterly Results 4
Portfolio Highlights (1) Excludes the Company’s commitments to fund capital to Middle Market Credit Fund, LLC ("Credit Fund"), which is not consolidated with the Company. (2) Weighted average yields of the debt investments include the effect of accretion of discounts and amortization of premiums and are based on interest rates as of period end. Actual yields earned over the life of each investment could differ materially from the yields presented above. Weighted average yields for TCG BDC do not include TCG BDC’s investment in Credit Fund or Credit Fund II. (3) % of fair value of first and second lien debt. Total Investments and Commitments ($mm) $1,975 Unfunded Commitments (1) ($mm) $150 Investments at Fair Value ($mm) $1,826 Yield of Debt Investments at Cost (2) (%) 8.12 % Yield of Debt Investments at Fair Value (2) (%) 8.59 % Number of Investments 160 Number of Portfolio Companies 117 Floating / Fixed (3) (%) 99.1% / 0.9% 5 KEY STATISTICS ASSET MIX DIVERSIFICATION BY BORROWER INDUSTRY 64% 3% 16% 2% 16% First Lien Debt (excluding First Lien Last Out) First Lien Last Out Debt Second Lien Debt Equity Investments Investment Funds 19% 20% 45% 16% Top 10 Investments Next 11-25 Investments Remaining Investments Investment Funds 11% 7% 6% 5% 5% 5% 5% 16% 39% High Tech Industries Business Services Healthcare & Pharmaceuticals Telecommunications Banking, Finance, Insurance & Real Estate Aerospace & Defense Software Investment Funds All Others
Financial Performance Summary Note: The net asset value per share and dividends declared per share are based on the common shares outstanding at each respective quarter-end. Net investment income per common share and net change in realized and unrealized appreciation (depreciation) per common share are based on the weighted average number of common shares outstanding for the period. (1) Net of the preferred dividend. (2) Excludes equity investments. (3) Weighted average yields include the effect of accretion of discounts and amortization of premiums and are based on interest rates as of each respective period end. Actual yields earned over the life of each investment could differ materially from the yields presented above. (4) Net of excess cash held at period end and reflects cumulative convertible preferred securities as equity. (5) Reflects cumulative convertible preferred securities as debt. These securities are considered "senior securities" for the purposes of calculating asset coverage pursuant to the Investment Company Act. (Dollar amounts in thousands, except per share data) Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 2020 Net Asset Value per Common Share Net Investment Income (1) $0.43 $0.42 $0.38 $0.36 $0.38 Net Realized & Unrealized Appreciation (Depreciation) 0.02 (2.57) 0.61 0.22 0.28 Net Income (Loss) 0.46 (2.15) 0.99 0.58 0.66 Dividends Paid 0.55 0.37 0.37 0.37 0.36 Impact of Share Repurchases 0.06 0.14 — — 0.08 Net Asset Value $16.56 $14.18 $14.80 $15.01 $15.39 Common Shares Outstanding (in thousands) Weighted Average Shares Outstanding for the Period 58,785 59,588 56,309 56,309 55,961 Shares Outstanding at End of Period 57,764 56,309 56,309 56,309 55,320 Portfolio Highlights Total Fair Value of Investments $2,123,964 $2,024,277 $1,907,555 $1,948,173 $1,825,749 Number of Portfolio Companies 112 110 111 114 117 Average Size of Investment in Portfolio Company (Notional) (2) $19,848 $20,337 $18,380 $18,380 $16,200 Weighted Average all-in Yield on Investments at Amortized Cost (3) 8.22 % 7.74 % 7.34 % 7.44 % 8.12 % Weighted Average all-in Yield on Investments at Fair Value (3) 8.50 % 8.56 % 7.90 % 7.94 % 8.59 % Debt to Equity Net Assets $956,471 $798,534 $883,304 $895,222 $901,363 Debt $1,177,832 $1,262,960 $1,035,799 $1,074,806 $983,923 Net Financial Leverage at Quarter End (4) 1.17x 1.20x 1.06x Statutory Debt To Equity at Quarter End (5) 1.23x 1.58x 1.31x 1.33x 1.21x 6
Please refer to the Company’s Form 10-K for the year ended December 31, 2020 (“Form 10-K”) for more information. No assurance is given that the Company will continue to achieve comparable results. (1) Excludes activity related to the Investment Funds. (2) At quarter end. Origination Activity Detail (Dollar amounts in thousands and based on par/principal) Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 2020 TCG BDC Originations and Net Investment Activity Investment Fundings $ 289,763 $ 328,119 $ 63,080 $ 60,826 $ 256,675 Unfunded Commitments, Net Change (23,963) (45,902) 13,630 7,706 (24,345) Sales and Repayments (319,882) (288,190) (264,200) (36,441) (400,016) Net Investment Activity $ (54,082) $ (5,973) $ (187,490) $ 32,091 $ (167,686) TCG BDC Originations by Asset Type (1) First Lien Debt (excluding First Lien, Last Out Debt) 87.8 % 43.9 % 65.4 % 99.4 % 76.8 % First Lien, Last Out Debt 3.5 % — % 33.2 % — % 5.6 % Second Lien Debt 7.9 % 50.0 % 0.6 % — % 17.2 % Equity Investments 0.8 % 6.1 % 0.8 % 0.6 % 0.5 % TCG BDC Total Investment Portfolio at Fair Value (2) First Lien Debt (excluding First Lien, Last Out Debt) 74.6 % 73.0 % 69.0 % 69.0 % 63.6 % First Lien, Last Out Debt 3.7 % 2.8 % 4.1 % 4.0 % 3.4 % Second Lien Debt 11.0 % 13.6 % 14.6 % 14.8 % 15.6 % Equity Investments 1.0 % 1.5 % 1.7 % 1.7 % 1.9 % Investment Funds 9.6 % 9.2 % 10.6 % 10.5 % 15.5 % 7
Quarterly Operating Results Detail (1) Beginning October 1, 2017, the base management fee is calculated at an annual rate of 1.50% of the Company’s gross assets, excluding cash and cash equivalents but including assets acquired through the use of leverage. In addition, on August 6, 2018, the Company's Board of Directors approved a one-third (0.50%) reduction in the 1.50% annual base management fee rate charged by the Investment Adviser on assets financed using leverage in excess of 1.0x debt to equity. Effective July 1, 2018, the reduced annual fee of 1.00% applies to the average value of the Company's gross assets as of the end of the two most recently completed calendar quarters that exceeds the product of (i) 200% and (ii) the average value of the Company's net asset value at the end of the two most recently completed calendar quarters. (2) Effective October 1, 2017, the Investment Adviser agreed to charge 17.5% instead of 20% with respect to the entire calculation of the incentive fee. Note: There can be no assurance that we will continue to earn income at this rate and our income may decline. If our income declines, we may reduce the dividend we pay and the yield you earn may decline. Refer to the consolidated financial statements included in Part II, Item 8 of the Company’s Form 10-K for additional details. (Dollar amounts in thousands) Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 2020 Investment Income Interest Income $44,248 $41,009 $35,026 $33,114 $32,242 Payment-In-Kind Interest Income 910 643 1,202 1,810 1,821 Income From Credit Funds 7,028 6,549 5,500 5,750 6,478 Other Income 1,279 2,344 3,547 2,110 2,973 Total Investment Income $53,465 $50,545 $45,275 $42,784 $43,514 (Dollar amounts in thousands) Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 2020 Expenses Management Fees (1) 7,702 7,386 7,065 7,134 7,063 Incentive Fees (2) 5,383 5,086 4,667 4,322 4,480 Interest Expense & Credit Facility Fees 13,321 12,769 10,231 8,019 8,562 Other Expenses 1,447 1,280 1,520 1,688 1,466 Excise Tax Expense 235 52 100 387 34 Net Expenses 28,088 26,573 23,583 21,550 21,605 Net Investment Income 25,377 23,972 21,692 21,234 21,909 Net Realized and Change in Unrealized Gains (Losses) 1,459 (145,072) 34,466 12,374 16,254 Net Income (Loss) $26,836 $(121,100) $56,158 $33,608 $38,163 8
Quarterly Balance Sheet Detail Please refer to the Company’s Form 10-K for more information. (Dollar amounts in thousands, except per share data) Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 2020 Assets Investments—non-controlled/non-affiliated, at fair value $1,897,057 $1,826,422 $1,692,073 $1,737,044 $1,509,271 Investments—non-controlled/affiliated, at fair value — — — — 26,180 Investments—controlled/affiliated, at fair value 226,907 197,855 215,482 211,129 290,298 Total investments, at fair value 2,123,964 2,024,277 1,907,555 1,948,173 1,825,749 Cash and cash equivalents 36,751 65,525 29,916 37,088 68,419 Receivable for investment sold 6,162 15,655 53 74 4,313 Deferred financing costs 4,032 4,026 3,749 3,651 3,633 Interest Receivable from Non-Controlled/Non-Affiliated Investments 9,462 10,406 10,873 12,791 12,634 Interest Receivable from Non-Controlled/Affiliated Investments — — — — 569 Interest and Dividend Receivable from Controlled/Affiliated Investments 6,845 6,350 5,589 5,754 6,480 Prepaid expenses and other assets 317 587 899 856 816 Total assets $2,187,533 $2,126,826 $1,958,634 $2,008,387 $1,922,613 Liabilities & Net Assets Payable for investments purchased $— $24,345 $61 $— $809 Secured borrowings 616,543 701,609 474,386 513,332 347,949 2015-1 Notes payable, net of unamortized debt issuance costs 446,289 446,351 446,413 446,474 446,536 Senior Notes, net of unamortized debt issuance costs 115,000 115,000 115,000 115,000 189,438 Interest and credit facility fees payable 6,764 6,100 4,532 3,405 2,439 Dividend payable 31,760 20,824 21,379 20,830 19,892 Base management and incentive fees payable 13,236 12,333 11,572 11,473 11,549 Administrative service fees payable 77 98 129 85 85 Other accrued expenses and liabilities 1,393 1,632 1,858 2,566 2,553 Total liabilities 1,231,062 1,328,292 1,075,330 1,113,165 1,021,250 Net assets 956,471 798,534 883,304 895,222 901,363 Total liabilities & net assets $2,187,533 $2,126,826 $1,958,634 $2,008,387 $1,922,613 Net Asset Value Per Common Share $16.56 $14.18 $14.80 $15.01 $15.39 9
Portfolio Composition - Credit FundCredit Fund Key Statistics - Credit Fund Diversification by Borrower Investment Funds Update (16% of TCG BDC Portfolio) (1) Weighted average yields at cost of the debt investments include the effect of accretion of discounts and amortization of premiums and are based on interest rates as of period end. Actual yields earned over the life of each investment could differ materially from the yields presented above. (2) First lien, excluding loans categorized as first lien last out, as a % of fair value. (3) % of fair value of first and second lien debt. Total Investments and Commitments ($mm) $1,138 Unfunded Commitments ($mm) $81 Investments at Fair Value ($mm) $1,056 Yield of Debt Investments (%) (1) 6.0 % Number of Investments 58 First Lien Exposure (%) (2) 97% Floating / Fixed (%) (3) 97.7% / 2.3% Dividend Yield to TCG BDC 9 % Industry 10 Credit Fund Key Statistics - Credit Fund II Portfolio Composition - Credit Fund II Diversification by Borrower Industry Total Investments and Commitments ($mm) $246 Unfunded Commitments ($mm) $0 Investments at Fair Value ($mm) $246 Yield of Debt Investments (%) (1) 7.3 % Number of Investments 44 First Lien Exposure (%) (2) 90% Floating / Fixed (%) (3) 99.1% / 0.9% Dividend Yield to TCG BDC 12 %
Note: The net asset value per share and dividends declared per share are based on the shares outstanding at each respective quarter-end. Net investment income per share and net change in realized and unrealized appreciation (depreciation) per share are based on the weighted average number of shares outstanding for the period. Net investment income is also net of the preferred dividend. Net Asset Value Per Share Bridge Full Year 2020Fourth Quarter 2020 11 $15.01 $0.38 $(0.36) $0.28 $0.08 $15.39 September 30, 2020 NAV Net Investment Income Dividend Declared Net Realized and Unrealized Gain (Loss) Impact of Share Repurchases December 31, 2020 NAV $16.56 $1.54 $(1.47) $(1.46) $0.22 $15.39 December 31, 2019 NAV Net Investment Income Dividend Declared Net Realized and Unrealized Gain (Loss) Impact of Share Repurchases December 31, 2020 NAV
• As of December 31, 2020, 4 borrowers were on non-accrual status, representing 3.2% of total investments at fair value and 5.5% at amortized cost. Risk Rating Distribution Rating Definition 1 Borrower is operating above expectations, and the trends and risk factors are generally favorable. 2 Borrower is operating generally as expected or at an acceptable level of performance. The level of risk to our initial cost bases is similar to the risk to our initial cost basis at the time of origination. This is the initial risk rating assigned to all new borrowers. 3 Borrower is operating below expectations and level of risk to our cost basis has increased since the time of origination. The borrower may be out of compliance with debt covenants. Payments are generally current although there may be higher risk of payment default. 4 Borrower is operating materially below expectations and the loan’s risk has increased materially since origination. In addition to the borrower being generally out of compliance with debt covenants, loan payments may be past due, but generally not by more than 120 days. It is anticipated that we may not recoup our initial cost basis and may realize a loss of our initial cost basis upon exit. 5 Borrower is operating substantially below expectations and the loan’s risk has increased substantially since origination. Most or all of the debt covenants are out of compliance and payments are substantially delinquent. It is anticipated that we will not recoup our initial cost basis and may realize a substantial loss of our initial cost basis upon exit. Portfolio Risk Ratings (Dollar amounts in millions) June 30, 2020 September 30, 2020 December 31, 2020 Internal Risk Rating Fair Value % of Fair Value Fair Value % of Fair Value Fair Value % of Fair Value 1 $37.3 2.2 % $38.8 2.3 % $19.1 1.3 % 2 1,145.7 68.5 % 1,201.4 70.2 % 1,047.5 69.4 % 3 412.4 24.7 % 380.8 22.3 % 361.1 23.9 % 4 36.8 2.2 % 48.9 2.9 % 48.1 3.2 % 5 41.3 2.5 % 40.9 2.4 % 32.8 2.2 % Total $1,673.5 100.0 % $1,710.8 100.0 % $1,508.6 100.0 % 12
(1) Refer to Notes 7 and 8 to the consolidated financial statements included in Part II, Item 8 of the Company's Form 10-K for additional details. (2) Size represents maximum principal amount of the facility and is subject to availability under the facility, which is based on certain advance rates multiplied by the value of certain portfolio investments of the Company or Credit Fund (subject to certain concentration limitations) and may be net of certain other indebtedness that the Company, Credit Fund or Credit Fund II may incur in accordance with the terms of the facility. Middle Market Credit Fund SPV, LLC (the “Credit Fund Sub”) is a wholly-owned subsidiary of Credit Fund and is consolidated in Credit Fund’s consolidated financial statements. (3) Weighted average interest rate, including amortization of debt issuance costs on the 2015-1R Notes and 2019-2 Notes, respectively, for the quarter ended December 31, 2020. (4) Carlyle Direct Lending CLO 2015-1R LLC, the issuer, is a wholly-owned and consolidated subsidiary of the Company. (5) MMCF Warehouse II, LLC, is a wholly-owned and consolidated subsidiary of Credit Fund. (6) Middle Market Credit Fund II SPV, LLC (the "Credit Fund II Sub") is a wholly-owned and consolidated subsidiary of Credit Fund II. (7) Pricing varies by class under the terms of the facility agreement. (8) Refer to Note 10 to the consolidated financial statements included in Part II, Item 8 of the Company's Form 10-K for additional details. Funding and Capital Management Overview Size Original Tenor / Maturity Date Pricing Credit Facility (2) $688 million 5 years (4 year revolving); maturity date 10/28/25 L+225 bps / 37.5 bps unused fee 2015-1R Notes (2) (4) $449 million 10/15/2031 237 bps (3) 2019 Senior Unsecured Notes $115 million 12/31/2024 475 bps Fixed 2020 Senior Unsecured Notes $75 million 12/31/2024 450 bps Fixed Credit Fund Sub Facility (2) $640 million 6 years (3 years revolving); maturity date 5/22/2024 L+225 bps / 50-75 bps unused fee Credit Fund 2019-2 Notes (5) $256 million outstanding ($352 million at closing) 4/15/2029 294 bps (3) Credit Fund Warehouse II Facility(5) $150 million 3 years (2 years revolving); maturity date 8/16/2022 L+115 bps Credit Fund II Sub Facility (6) $158 million 11/3/2030 L+273 bps (7) Overview of Financing Facilities (1) 13 74% 35% % of Committed Balance Sheet Leverage Utilized % of Utilized Balance Sheet Leverage Mark-To-Market Cumulative Convertible Preferred Stock (8) Price Shares Outstanding Dividend Convertible Feature $25 per share / $50 million total 2,000,000 7.0% Cash or 9.0% PIK Convertible at the option of the holder beginning 11/5/20 at the Liquidation Preference divided by $9.50
Stock and Dividend Information $664 Million Market Cap (2) Nasdaq Exchange CGBD Ticker 9.6% LTM Dividend Yield 160 Unique Investments $1.8 billion Current Portfolio Size 64% 1st Lien Debt (3) $96 Million Inception-to-date Share Repurchases HISTORICAL DIVIDEND DATA Note: Historical dividend data for dividends declared prior to the period shown are available on the Company’s website at tcgbdc.com. There can be no assurance that the Company will continue to achieve comparable results. (1) Last-twelve-month ("LTM ") dividend yield is calculated by dividing the sum of the declared dividends for the most recent four quarters by the ending net asset value. (2) As of February 22, 2021 (3) Based on fair value, and excludes loans categorized as first lien last out. 14 $0.37 $0.37 $0.42 $0.40 $0.40 $0.40 $0.40 $0.41 $0.41 $0.37 $0.37 $0.37 $0.37 $0.37 $0.37 $0.37 $0.37 $0.37 $0.37 $0.37 $0.37 $0.37 $0.32 $0.32 $0.18 $0.07 $0.12 $0.20 $0.08 $0.18 $0.05 $0.04 7.9% 8.8% 8.7% 9.9% 10.1% 10.1% 10.2% 9.6% 9.6% 9.2% 9.0% 9.1% 8.8% 8.9% 9.1% 9.8% 9.7% 10.3% 10.6% 10.5% 12.3% 11.2% 11.1% 9.6% Dividend Special / Supplemental Dividend LTM Dividend Yield Q1'15 Q2'15 Q3'15 Q4'15 Q1'16 Q2'16 Q3'16 Q4'16 Q1'17 Q2'17 Q3'17 Q4'17 Q1'18 Q2'18 Q3'18 Q4'18 Q1'19 Q2'19 Q3'19 Q4'19 Q1'20 Q2'20 Q3'20 Q4'20