Capital Southwest Corporation

Thank you for joining today's Capital Southwest third quarter fiscal year 2023 earnings call. Participating on the call today are Bowen Diehl, CEO, Michael Skarner, CFO, and Chris Rehberger, VP Finance. I will now turn the call over to Chris Rehberger.

Thank you. I would like to remind everyone that in the course of this call, we will be making certain forward-looking statements. These statements are based on current conditions currently available information, and management's expectations, assumptions, and beliefs. They are not guarantees of future results and are subject to numerous risks, uncertainties, and assumptions that could cause actual results to differ materially from such statements. For information concerning these risks and uncertainties, see Capital Southwest's publicly available filings with the SEC. The company does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events, changing circumstances, or any other reason after the date of this press release, except as required by law. I will now hand the call off to our President and Chief Executive Officer, Bowen Deal.

Thanks, Chris. And thank you, everyone, for joining us for our third quarter fiscal year 2023 earnings call. We are pleased to be with you this morning and look forward to giving you an update on the performance of our company and our portfolio as we continue to diligently execute our investment strategy as stewards of your capital. Throughout our prepared remarks, we will refer to various slides in our earnings presentation, which can be found on our website at www.capitalsouthwest.com. You will also find our quarterly earnings press release issued last evening on our website. We'll begin on slide six of the earnings presentation, where we have summarized some of the key performance highlights for the quarter. During the quarter, we generated pre-tax net investment income of 60 cents per share, which represented 11% growth over the $0.54 per share generated in the prior quarter and 18% growth over the $0.51 per share generated a year ago in the December quarter. The $0.60 per share more than earned a regular dividend paid during the quarter of $0.52 per share while also covering the supplemental dividend paid during the December quarter of $0.05 per share. We are also pleased to announce today that our board has declared another $0.01 per share increase in our regular dividend to $0.53 per share for the quarter ending March 31, 2023. This increase represents 1.9% growth over the $0.52 per share paid in the December quarter and 10% growth over the $0.48 per share paid a year ago in the March quarter. These increases in our regular dividend are a result of the increased fundamental earnings power of our portfolio, given its growth and performance, as well as improvements in our operating leverage. In addition, due to the continued excess earnings being generated by our floating rate debt investment portfolio, our board of directors has again declared a supplemental dividend of $0.05 per share for the March quarter, bringing total dividends declared for the March 23 quarter to $0.58 per share. While future dividend declarations are at the discretion of our board of directors, it is our intent and expectation that Capital Southwest will continue to distribute quarterly supplemental dividends for the foreseeable future while base rates remain materially above long-term historical averages. Finally, I should note that as we have done in the past, we intend to also distribute additional supplemental dividends as we harvest realized gains from our equity co-investment portfolio. During the quarter, we saw strong deal activity in the lower rental market, primarily focused on acquisitions rather than refinancings. The environment during the quarter was a favorable one for a first-ling lender like Capital Southwest. We saw average spreads that were 50 to 100 basis points wider than a year ago, with leverage levels on our new platform deals that were lower by a full turn of EBITDA. Interestingly, loan-to-value levels on new deals calculated as our first lien loan divided by the enterprise value being paid for an acquisition, were also down meaningfully. This suggests that multiples being paid for strong companies remained robust. Portfolio growth during the quarter was driven by $164 million in new commitments, consisting of commitments to five new portfolio companies totaling $122.4 million and add-on commitments to 12 existing portfolio companies totaling $41.6 million. This was offset by $12.4 million in proceeds from one debt prepayment and one equity sale during the quarter. On the capitalization front, we raised a total of $104.3 million in gross equity proceeds during the quarter at a weighted average price of $17.99 per share, or 109% of the prevailing NAV per share. This included $58.3 million raised through our equity ATM program and $46 million raised through an underwritten public equity offering. Our liquidity remains robust with approximately $196 million in cash and undrawn capital commitments as of the end of the quarter. We have remained diligent in funding a meaningful portion of our investment asset growth with accretive equity issuances, as we think it is critical that we maintain a conservative mindset to BDC leverage given the uncertainty of the economy. As we have said many times, we manage our BDC with a full economic cycle mentality. This starts with the underwriting of our new opportunities, but it also applies to how we manage the BDC's capitalization. Managing leverage to the lower end of our target range positions us to invest throughout a potential recession, when risk-adjusted returns can be particularly attractive. It also allows us to support our portfolio companies while also opportunistically repurchasing our stock if it were to trade meaningfully below NAV. Within this context, we are very pleased with the strength of our balance sheet as we reduced regulatory leverage to 0.91 to 1 from 1.11 to 1 in the prior quarter. We maintained our significant liquidity position And we continue to operate with almost half of our balance sheet liabilities in fixed-rate, unsecured, covenant-free bonds, the earliest of which mature in 2026. On slides 7 and 8, we illustrate our continued track record of producing strong dividend growth, consistent dividend coverage, and solid value creation since the launch of our credit strategy back in January of 2015. Since that time, we have increased our regular dividend paid to shareholders 25 times and have never cut the regular dividend, including during the tumultuous environment we all experienced during the COVID pandemic. Additionally, over the same time period, we have paid or declared 19 special or supplemental dividends totaling $3.60 per share, generated from excess earnings and realized gains from our investment portfolio. We believe our track record of consistently growing our dividends, the solid performance of our portfolio, as well as our company's sustained access to the capital markets, has demonstrated the strength of our investment and capitalization management strategies, as well as the absolute alignment of our decisions with the interests of our shareholders. Continuing to generate this strong track record, we believe, is critically important to building long-term shareholder value. Slide 9, our investment strategy is laid out for our shareholders at its launch back in January 2015 hasn't changed. The vast majority of our activity has been in our core lower middle market, where we are the first lien senior secured lender, most often backing a private equity firm's acquisition of a growing lower middle market company. We also often participate on a minority basis in the equity of and the equity of the company through an equity co-investment made alongside the private equity firm. In fact, 90% of our credit portfolio is backed by private equity firms, which provide important guidance and leadership to the portfolio companies, as well as the potential for new junior capital support if needed. Our low-end-to-market strategy is complemented by club participations in larger companies led by like-minded lenders with whom we have relationships and have gained confidence in their post-closing loan management from working well together across multiple deals. Virtually all of these club deals are also backed by private equity firms. As of the end of the quarter, our equity co-investment portfolio consisted of 48 investments with a total fair value of $112.1 million, which was 60% over our cost, representing $41.8 million in embedded unrealized appreciation are $1.21 per share. Our equity portfolio, which represented approximately 10% of our total portfolio value at the end of the quarter, continues to provide our shareholders participation in attractive upside potential of these growing lower middle market businesses, which will come in the form of NAB per share and supplemental dividends over time. As illustrated on slide 10, our on-balance sheet credit portfolios at the end of the quarter, excluding our I-45 senior loan funds, grew 10% to $990 million as compared to $903 million as of the end of the prior quarter. Over the past year, our credit portfolio has grown by $245 million, or 33%, from $745 million as of the end of December 21 quarter. For the current quarter, 99.7% of our new portfolio company debt originations were first lien senior secured debt. And as of the end of the quarter, 96% of our total credit portfolio was first lien senior secured. On slide 11 and 12, we detail the $164 million of capital invested and committed to portfolio companies during the quarter. Capital committed this quarter included $120.4 million in first lien senior secured debt and $1.6 million in equity co-investments to five new portfolio companies. Additionally, we committed $39.7 million in first lien senior secured debt and $1.9 million in equity co-investments to existing portfolio companies during the quarter. Turning to slide 13, during the quarter, we had one debt prepayment and one equity sale. In total, these exits generated approximately $12.4 million in total proceeds generating a weighted average IRR of 10.1%. Since the launch of our credit strategy eight years ago, we have realized 67 portfolio exits, representing $775 million in proceeds, that have generated a cumulative weighted average IRR of 14.6%. The market for acquisition capital continues to be active, not surprisingly given the widening spreads on new loans in the market. The slowdown in refinancing activity continues. So on a net basis, we expect solid net portfolio growth in the near term. We are pleased with the strong market position that our team has established in the lower middle market as a premier debt and equity capital provider, as evidenced by the broad array of relationships across the country from which our team is sourcing quality opportunities. In terms of deal origination, we find that underwriting certain industries is more challenging given today's economic uncertainty. An important component of our underwriting has always been to run a stress case downside model for every new deal, simulating an extreme recession occurring soon after closing. In many respects, our underwriting in the current environment hasn't changed, although our models today include much higher base rates than we have experienced historically. Our fundamental analysis attempts to tie the leverage level we are willing to put on a company to the potential performance volatility of a particular business and industry throughout the economic cycle. Performance across different industries can be very different through the economic cycle, so getting this right is an important component of the underwriting process. Specifically, in a stress case financial model, we require a fundamental underwriting standard that we see our loan remain well within the portfolio company's enterprise value and the portfolio company's cash flow able to cover our loan interest throughout the cycle. On slide 14, we detailed some key steps for our on-balance sheet portfolio as of the end of the quarter, again, excluding our I-45 senior loan funds. As of the end of the quarter, the total portfolio at fair value was weighted approximately 87% to first lien senior secured debt, 3.2% to second lien senior secured debt, 0.1% to subordinated debt, and 10.2% to equity co-investment. Credit portfolio had a weighted average yield of 12% and weighted average leverage through our security of 3.6 times. The weighted average leverage this quarter was down from 4.1 times in the prior quarter due in part to $67.3 million of funded debt originations to five new portfolio companies and a weighted average leverage through our security of 1.9 times even down. Turning to slide 15, we have laid out the rating migration within our portfolio. As a reminder, all loans upon origination are initially assigned an investment rating of two on a four point scale, with one being the highest rating and four being the lowest rating. We feel very good about the performance of our portfolio, with 95% of the portfolio at fair value, rated in one of the top two categories, a one or a two. As illustrated on slide 16, Our total investment portfolio, including our I-45 Senior Loan Fund, continues to be well-diversified across industries with an asset mix which provides strong security for our shareholders' capital. The portfolio remains heavily weighted towards first-lane senior secured debt, with only 3% of the total portfolio in second-lane senior secured debt. I will now hand the call over to Michael to review some specifics of our financial performance for the quarter.

Thanks, Bowen. Specific to our performance for the December quarter, as summarized on slide 18, we increased pre-tax net investment income 25% quarter over quarter to $18.7 million compared to $15 million last quarter. Pre-tax NII was 60 cents per share for the quarter. During the quarter, we paid out a 52 cents per share regular dividend and a 5 cents per share supplemental dividend. As mentioned earlier, Our board has approved an increase to the regular dividend for the March quarter to $0.53 per share and declared another $0.05 per share supplemental dividend for the quarter. Maintaining a consistent track record meaningfully covering our dividend with pre-tax NII is important to our investment strategy. We continue our strong track record of regular dividend coverage with 108% for the last 12 months ended December 31, 2022, and 107% cumulative since the launch of our credit strategy in January 2015. Given the floating rate nature of our credit portfolio, elevated interest rates continue to be a significant tailwind to our net investment income. The base rate index used to calculate interest on a majority of our loans reset in early January to 4.75%, up from its early October reset at 3.75%. This significant increase quarter over quarter will provide another immediate step up in portfolio income in the March quarter. With that as context, we will continue to execute our policy of having regular dividends follow the trajectory of recurring pre-tax NII per share. As such, we expect to thoughtfully increase our regular dividend to a level which can be sustained should base rates return to a neutral level. In addition, while base rates remain elevated, Our intent is to distribute a portion of excess pre-tax NII to our shareholders each quarter through supplemental dividends. Based upon our current UTI balance of $0.34 per share, the ability to grow UTI each quarter organically by over-earning our dividend and harvesting gains from our existing $1.21 per share in unrealized depreciation on the equity portfolio, we are confident in our ability to continue to distribute quarterly supplemental dividends for the foreseeable future. For the quarter, we increased total investment income from our portfolio 22% quarter over quarter to $32.8 million, producing a weighted average yield on all investments of 11.7%. Total investment income was $6 million higher this quarter due to a higher average balance of credit investments outstanding, in addition to the tailwind provided from increases in LIBOR and SOFR base rates. As of the end of the quarter, we had approximately $4 million of our investments on non-equal, representing 0.3% of our investment portfolio at fair value. Finally, the weighted average yield on our loan portfolio was 12% for the quarter. As seen on slide 19, we further improved LTM operating leverage to 1.9% as of the end of the quarter. Achieving 2% or lower operating leverage was one of our initial long-term goals when we relaunched Capital Southwest as a middle market lender back in 2015. Though we were pleased to have reached this milestone, looking ahead we expect our internally managed structure to produce additional improvements in operating leverage. Turning to slide 20, the company's entity per share at the end of the December quarter decreased by 28 cents per share to $16.25, representing a decrease of 1.4% before giving effect to the supplemental dividend paid for the quarter. The primary drivers of the NAB per share decrease for the quarter included $8.5 million of net unrealized depreciation on the on-balance sheet debt portfolio, $1.2 million of unrealized depreciation on the equity portfolio, and $3.3 million of unrealized depreciation on the I-45 portfolio, the vast majority of which was mark-to-market quote activity in the syndicated market. We also generated a total of 17 cents per share of accretion from the issuance of common stock at a premium to NAD per share. Turning to slide 21, as Bowen mentioned earlier, we are pleased to report that our balance sheet liquidity remains strong, with approximately $196 million in cash and under-run leverage commitments on our revolving credit facility as of the end of the quarter. Based on our credit facility borrowing base as of the end of the quarter, we have full access to the incremental revolver capacity and will have to opportunistically increase commitments to the facility in the future. Our bank syndicate continues to support our growth and we're pleased with the flexibility the revolving credit facility provides to our capital structure. In addition, we have $26 million in committed but unfunded SBA debentures to be used to fund future SBIC eligible investments. As of December 31, 2022, approximately 47% of our capital structure liabilities were unsecured and our earliest debt maturity is in January 2026. Our regulatory leverage, as seen on slide 21, ended the quarter at a debt-to-equity ratio of 0.91 to 1, down significantly from 1.23 to 1 as of December 2021 quarter. Over the past couple of years, we've made a concerted effort to strengthen our balance sheet to ensure we are prepared for any macroeconomic headwinds that we may encounter. These efforts have included our opportunistic unsecured bond issuances at record low rates in the late calendar of 2021, our continued support from banking relationships which have allowed for steady growth in our revolving facility commitments, and our continued diligence in moderating leverage through accretive equity issuance utilizing both our ATM program as well as the secondary equity market. We'll continue to work towards strengthening the balance sheet, ensuring adequate liquidity, and maintaining conservative leverage and covenant cushions throughout the economic cycle. I will now hand the call back to Bowen for some final comments.

Thanks, Michael. And again, thank you everyone for joining us today. We appreciate the opportunity to provide you an update on our business, our portfolio, and the market environment. Our company and portfolio continue to perform well, and I continue to be impressed by the job our team has done in building a robust asset base, deal origination capability, as well as a flexible capital structure. As to the uncertainty in the economy, again, we have been underwriting with a full economic cycle mentality since day one, which we believe has positioned us well for the potential economic volatility in the coming months and years. In summary, we have a floating rate credit portfolio heavily weighted to first-leaning senior secured debt allocated across a broad array of companies and industries, 90% of which is backed by private equity firms. We have a well-capitalized balance sheet with diverse capital sources, strong liquidity, and flexible capital, much of which is fixed rate and covenant light. We believe our first lean senior security investment focus and our capitalization strategy provide us complete confidence in the health and positioning of our company and our portfolio as we look ahead. This concludes our prepared remarks. Operator, we are ready to open the lines up for Q&A.

Thank you. And if you would like to ask a question at this time, please press star 1-1 on your telephone and wait for your name to be announced. To withdraw your question, please press star 1-1 again. And our first question comes from the line of Mickey Sheen with Lattenburg. Your line is open. Please go ahead.

Yes, good morning, everyone. Bowen, in the fourth quarter, we continue to see spreads in the middle market widen a little bit more, which is obviously helpful for your company's financial performance. So I'd like to ask you, what's your outlook on how private lenders will behave going forward this year in terms of spread when we think about the fact that LIBOR and SOFR have already climbed a lot and that stresses borrowers? And what types of floors are you getting nowadays?

Yeah, thanks, Mickey. I'll answer them in reverse order. So we're pretty regularly getting 2% floors on the loans. And, you know, as far as what the market will do, spreads could have widened. We addressed that in our prepared remarks. And leverage levels will come down that we're seeing, which is attractive. That's a nice time to be a first lien lender. As far as what the market does with spreads going forward, It's an interesting question. I mean, in past cycles, you know, candidly, the lending market can tend to, you know, basically enjoy the increased index and bring in spreads by a small amount, 25 basis points or so, 50 basis points. I don't know whether they'll do that this time or not. You know, it seems to be that there's a lot of liquidity in the private equity market. And, you know, the pipeline, you know, seems to be solid. So, you know, we'll have to see. I don't know. I mean, you know, in past cycles, you know, there has been trade-offs between spread and index. But, you know, it's hard to tell. We don't see that right now, for sure.

Appreciate that. And, Bowen, the portfolio's average debt-to-EBIT declined quite a bit this quarter. I think you mentioned that some of that was due to new investments at lower multiples. But we've also seen data that You know, somewhat surprisingly, middle market company EBITDA growth on average rebounded pretty nicely in the fourth quarter. So could you give us a sense of how your portfolio's companies are performing in terms of their revenues and margins?

Yeah, we had kind of two factors that brought that ratio down. One is what I referenced. The other one is we had a couple of names that had very low EBITDA, so very high leverage rates. ratios and that even went from slightly positive to slightly negative so not really a significant move from a credit picture perspective um but you know a very high multiple of a positive dog if the dog goes to slightly negative then there's not really a way to calculate that in the average average so we we so basically we had a couple of very high level or high leverage names moved out of the average that brought the average down but organically If you look without that, leverage went from 4.1 times down to 3.9 times to give you an idea. So across the portfolio, I would say our weighted average EBITDA across the portfolio, revenue was up and EBITDA was basically flat. So weighted average basis, we had some nice winners and some flat, but basically it was EBITDA was basically flat for the quarter.

I mean, for the revenues, we saw Mickey, We're still increasing, but at a slower clip than in previous quarters. And we think maybe potentially we're peaking on inflationary impacts in terms of cost. That remains to be seen. But that kind of resulted in still being high and us having flat EBITDA-ish, even though revenue was up.

Okay, I understand. And that's a nice segue into my next question. You have several investments. in the consumer sector, at least if we look at the SOI, the word consumer shows up and we're seeing data that, you know, the consumer is really starting to retrench now. So could you give us some insight into how you're specifically your consumer related investments are performing and what you think their outlook is this year?

Yeah. I mean, I mean, across our consumer, I'm just thinking about the names. You know, we have had in, you know, a couple of cases where revenues kind of slowed. You know, one case, you know, you saw retailers resetting inventory levels to an anticipated throughput. And so basically, you know, kind of in the short term, if you're selling into the retailers, your revenue goes down. But if you kind of look at the sell through, you get comfortable with revenue. It's not going to stay down and not really be down all that much yet. You know, the first lien lender, I'm not sure it gives you credit worries, but as far as economic signposts for the U.S. economy or the U.S. consumer, yeah, I mean, I would put that in the category of, you know, what you're saying about the U.S. consumer. But not really in those cases. Most of them we don't have equity investments in. But in those cases, you know, not a lot of credit concerns, but, like, definitely those signals.

Okay, I appreciate and understand. One last question, if I can. With this quarter's deleveraging of the balance sheet, I'd like to ask whether you've adjusted your leverage targets, and if not, you know, where do they stand both on a total and regulatory basis?

You know, so historically, I think we've said we expected once the SBA got ramped that our regulatory leverage would be somewhere in the 0.9 to 1.1 range. And that's, obviously we sit right now at the very bottom of that range. I think our perspective is going into a potential cycle, we would like to de-lever and that you'd expect the expectations that, you know, if there are concerns and you'll see us lever back up to some degree based upon depreciation. So we got ahead of the curve on that, from that perspective. But from a go forward basis, you'd expect to see us continue to stay within that 0.9 to 1.1 range. On an economic basis, we're at 1.1, which is also within the 1.1 to 1.3% range we've discussed. And we think we'll follow suit. We'll vacillate inside that range.

You know, I mean, obviously, as I try to address in the prepared remarks, I mean, through a cycle, you kind of want to be at the lower end of your range going into a recession. And if we don't have a recession for some magical reason, then that's great. We're fine. But If we do, you want to maintain the ability to invest throughout the recession because risk-adjusted returns, especially in the second half of the recession, can become really interesting based on past cycles. And then obviously we mentioned stock 5X as well. So we want to just be able to manage as we've always had from a full cycle mentality. We want to be able to position the ship, if you will, to really perform and do well for the shareholders throughout the cycles.

Yeah, I appreciate that. Those are all my questions this morning. I appreciate your time, as always. Thank you.

Thank you, and one moment for our next question. And our next question comes from the line of Kevin Flutes with J&P Securities. Your line is open. Please go ahead.

Hi, good morning, and thank you for taking my questions. You know, my first question is on credit. I'm just curious if you've seen an increase in amendment requests and if you can discuss your exhortation for that to potentially pick up in the near term.

Yeah, we had two for the quarter. You know, I would say it's increased slightly, but not really a lot. I mean, it's not zero, but it's kind of, you know, they've been, you know, Request candidly, when a first-link lender gets a request for an amendment, we get a fee, so it's a nice dynamic of a first-link lender book. So it's part of our business to have those amendments. But I wouldn't say there has definitely not been a flood of increase of amendments, but there's been some increase.

Okay, that's helpful. And then just in regards to the portfolio positionings, are there any pockets or industries that you find particularly attractive in the current environment? And if you can, maybe parsing out lower middle market and upper middle market opportunities.

Yeah, I mean, the vast majority of what we've been doing is in the lower middle market. You know, I would say businesses, first and foremost, that we can underwrite a full cycle. You know, we've been looking at certain situations at high asset coverage. You know, basically, the industries that have like higher free cash flow margins, recurring revenue, you know, subscription type businesses that have shown to be low churn in past cycles. I mean, those are the kind of sectors that certainly we like and hug to in this market.

Okay, that makes sense. And I'll leave it there. Congratulations on the quarter. Thanks.

Thank you. And one moment for our next question. And our next question comes in line of Bryce Rowe with B. Riley. Your line is open. Please go ahead.

Thanks a bunch. Good morning. Wanted to maybe start on the dividend. Great to see another quarter of increase here. And based on your comments, it sounds like you're approaching these regular dividend increases pretty methodically. You noted in the prepared remarks, you know, some inclination to be careful about where the dividend or where earnings could be when rates get back to kind of a neutral level. So any thoughts on what that neutral level might look like and how it kind of translates into kind of a neutral NII type of generation level?

Yeah, Bryce, I'll tell you. So looking specifically at this quarter, for example, you know, we posted at $0.60. If rates were neutral, let's say neutral was 3%, you know, the run rate on the portfolio would look more like $0.56 per share. So when you look at that relative to the dividend that we paid this quarter at $0.52, still $0.04 of cushion. As we move forward and we grow the portfolio, And you see, you know, we mentioned earlier operating leverage. We expect operating leverage to continue to decline. That $0.56 bogey will grow. And that's why, well, as you say, we're going to methodically grow that dividend. But we do feel between now and, you know, high 50s, there's safety on the regular dividend.

Got it. That's helpful, Michael. You mentioned equity. the majority of your loans kind of resetting in January, maybe 100 basis points higher based on what we've seen in base rates. Is your expectation that we'll see, give or take, 100 basis points of weighted average yield expansion in the portfolio as we kind of get into April or into May when you report earnings next?

Yes, we would expect that on the revenue side. I would just say that the one overhang you'll also see is, you know, obviously we raised a lot of capital in the prior quarter, and much of that was late stage. So there will be some level of dilution that will offset that increase on the top-line revenue. So we will expect to see NII grow and meaningfully next quarter, but there will be a little bit of an overhang.

Okay, that's helpful. Maybe, you know, a question around – quarterly marks, you obviously highlighted the more kind of broader credit market driven marks on the I-45 portfolio. In terms of the 1.2 million of unrealized depreciation on the equity book, can you kind of talk or walk through kind of some of the puts and takes within that? And I would assume you're seeing some with appreciation versus some with some depreciation.

Yeah, if I look down the equity marks, you know, we had one, two companies that were downgraded that were the majority of the decrease. And so, really, taking those out, I mean, looking down, there's several very large winners and then a bunch of, like, kind of slight positives and a bunch of flats and a few kind of downs. You know, I think the equity portfolio, we had those two kind of underperformed. Other than that, the portfolio was, you know, kind of net up. So I hope that answers your question.

That's helpful. Appreciate that, Bill. And then maybe the last one for me, you know, from a pacing perspective, I'm just kind of curious kind of how the how the pipeline is shaking up, you know, it looks like and sounds like repayment activity is going to continue to be muted. So just, you know, thoughts on how to think about pacing within our models would be great. Thanks.

Go ahead. Yeah, I was saying, so our originating, so we did a pretty robust pipeline this quarter, probably not to the same extent as last quarter for sure. But, you know, numerically we'd expect to be somewhere in the, you know, $90 to $110 million of new originations this quarter. And we are only seeing, we're saying like the pace of repayments has certainly slowed. I think our expectations is about, you know, $15 million this quarter and maybe, you know, going forward. So it's essentially maybe one credit a quarter that it might come back. So net portfolio growth is going to be somewhere in the, you know, I think, 75 to 100 million for the next few quarters. Okay.

I think that's right. I think that's right. And, you know, we have definitely that kind of repayment activity. We do have some visibility on some sale processes that are going on that based on the company's health, you know, you would expect the companies to in fact sell. So we'll see some repayment activity, but it won't be a refinancing, but it'll be someone acquiring that company and resulting in us getting refinanced out. So So our refinances won't be zero, but they're definitely like Michael said, it'll be lower. And I agree with that general comment on the pipeline.

That's great. Appreciate the call, guys. Take care, Bryce. Yep.

Thank you. And one moment for our next question. And our next question comes from the line of Eric Zwick with Hovde Group. Your line is open. Please go ahead.

Thank you. Good morning. First question. Within the prepared comments, you mentioned that underwriting certain industries is more challenging today. And I'm curious how you approach that. Does that mean there are certain industries that you are not willing to underwrite in today? Or does it just mean you need to adapt and maybe change your underwriting standards and structures for those particular industries? And maybe if you can tell us what those industries are as well.

Yeah, I would say generally, I would say what I'm trying to communicate is that really the way we look at the world hasn't changed. And so, you know, there's underwriting certain industries. It's always been tricky industries where there's higher fixed costs, lower margins. And then when you look at an economic backdrop or economic effects on the customers, maybe the customers are making a capital investment decision, which results in your revenue at your portfolio company. You know, capital has become more expensive. CEOs across, you hear it on the news or whatever, CEOs are being more judicious or careful about capital investment decisions they're making. And if you have a portfolio company whose customers are making capital investment decisions that would drive revenue, that would be an industry that we would shy away from, as an example. And then you throw on top of that industry, if you look at the margins on a portfolio company, the split between fixed cost and variable cost is a really, really important metric to look at. So industries that have more manufacturing, for example, that has, obviously if you have a manufacturing plant, you naturally have higher fixed costs, right? And so those are tight industries that, candidly, we shy away from, but also we're the ones that are kind of tricky to underwrite. But at the same time, what I'm trying to communicate is really the way we look at the world hasn't changed. You know, we've been saying that since day one, that we look at an extreme recession right after our loans made and try to spell out for everyone kind of what that means in a financial model. And so, you know, we've been thinking about the possibility of a recession for the last eight years because, you know, you could have always along the way made the argument that we're pretty long in the tooth on this expansion. And then each year it didn't come. Now we're facing it potentially, but certainly a very advertised recession for good reason. And so in one sense, our underwriting hasn't changed at all, except for higher base rates going into that model.

Yeah, and the other thing I'd add as well is, you know, I think everybody probably has to deal with this, it's the COVID hangover. So, you know, looking at financials and seeing how far that, you know, the bounce back from 21 and 22 is, related to coming off the bottom of 2020 with COVID, as well as now, if you look at healthcare, sometimes you're seeing flare-ups in COVID at various places in the country. And so sometimes it's difficult to underwrite what the run rate was before and whether the run rate is current as well today.

COVID is an interesting example. So, you know, looking at Redland and Evadaba portfolio company post-COVID, Some industries have kind of pent-up demand, as we all know, so the bounce back can be pretty extreme. And so it makes looking at kind of 2018 and 19's performance and getting a sense as to what the pre-COVID level of performance was for a particular company. So that's a little bit different than we were doing four years ago, for example.

That's great, Carla. I really appreciate that. And then my other question was just... in your conversations with the PE sponsors that you work with, I'm curious if you've noticed any change in sentiment. Certainly the industry data I look at indicates there's still a lot of dry powder there for them. Are they sensing, you know, potential recession and, you know, maybe keeping some dry powder on hand in the event that they'd have to commit, you know, extra equity to initial investments? Or are they still out there looking for, I'm sorry, to existing investments? Or are they still out there, you know, looking for new opportunities to the same level that they were 12, 18, 24 months ago.

So yes, there's liquidity out there in the private equity market. And yes, they're out looking for acquisitions. And hopefully in the next 12 months, there's a bunch of sponsors. I think they'll have a nice opportunity to add some very accretive acquisitions. So that's definitely the case. I would also say that private equity firms, they're smart, right? And they're actively managing these companies you know, their spreads are widening on their, or not spreads, the index, and so their cost of their debt's going up, and they're thinking about, you know, recession, like all of us on the call are, right? All of these people, all of the people listening to this call are thinking about that, right? And so what are the private equity firms doing? I mean, their cost of debt's going up, and they're thinking about recession, so they're leaning in and really actively looking at cost structures, And candidly, I think that's really imposing really good discipline on these companies. And so I think that's going to benefit the companies in the long run. The increased index or cost of debt going up imposes discipline on the cost structure of a business. That's one thing. And then as they think about recessions and all that, they're imposing discipline also on the cost structures as well. And so we'll see. I mean, we'll see whether that results in layoffs or what have you. But I do think that dynamic, you know, to answer your question, what private equity firms are kind of doing and signaling, yes, liquidity, yes, acquisitions, but also an enhanced discipline on looking at their cost structures, which I think is healthy.

Yeah, and we've also seen the companies that have come to us with amendments or waivers or, you know, companies that might be having a little bit of trouble, they've been willing and able to fund into these companies. Those negotiations have gone well. There's no signs that they're taking, you know, there's a, you know, a dooming recession coming and that they're kind of tossing the keys to us. They've been pretty productive in conversations across the board.

Yeah, that's a good point. And very transparent on what they want to do with the business as well.

Yeah, that's great commentary. I appreciate it. Thanks for taking my questions today. Thank you. Thanks.

Thank you. And one moment for our next question. And our next question comes from the line of Robert Dodd with Raymond James. Your line is open. Please go ahead.

Hi, guys, and congratulations on the quarter. Kind of a follow-up, but the leverage question, Vernon, in the very beginning of your opener, Mark, you talked about leverage being a full-turn lower in some cases on new originations, and that's driving the portfolio leverage down a little bit. Can you give us any comment on what's the driver there? Is it the sponsors with lower asks? Or is it lenders kind of holding the line? Because obviously, if leverage is a turn lower, even with rates up 250 basis points, you might be underwriting that interest coverage where it was a year ago. It's very different with that leverage and the rate dynamic that both work together. But is it really the sponsors that are asking less, to your point, being disciplined? Or is it the lenders holding the line?

Yeah, so that's an interesting question. So it's kind of both of those things. So from the sponsor's perspective, I mean, as indexes widen, if you're buying a company, the cash cost of that debt has gone up, right, dollar for dollar. And so, you know, naturally the way you solve for that is you want a certain amount of free cash flow to support the business and grow the business. You bring leverage down. That's why my comment on loan-to-value not really – loan-to-value also coming down, it's interesting because that would suggest certainly in the universe we're looking at that multiple for good, strong companies hasn't really come down on that much yet. It's kind of a nice way, a nice time to be a first lien lender because we're effectively capturing a larger piece of the cash flow. And so – and then on top of that, you know, I think lenders, you know, lenders – we've been able to be more conservative on our proposals and candidly win some deals. And so, you know, I would interpret that as the lending market being, you know, being, you know, maybe more cautious. Also some dynamics. I mean, many lenders are backed by insurance companies and they're investing capital and it's their access of their appetite for illiquid credit versus some of the more liquid credit. And, you know, as they're investing their books. And so, you know, they kind of come and go. So there's a dynamic of that in the market as well. So it's kind of, Robert, all of those things.

Hey, Robert, look, sponsors. We're working with sponsors now that we've probably been in conversations with for the last, you know, three to six years. We probably haven't found a way to be useful to them. And right now it's sort of less lenders playing in the markets. we are able to be helpful to them, and we think long-term this is going to enhance our origination platform.

Got it, got it. I really appreciate the comment. Are you seeing in the pipeline's early stage or whatever, are you seeing any changes in quality of companies? Obviously, that can be, you know, in tough environments, obviously, the average performance quality tends to go up and vice versa and things like that. So are you seeing a mixed shift on who's coming to market versus where it was, say, a year ago?

Yeah, I would definitely say there's some aspect of that that's true because, you know, really companies that are in the market right now for sale are ones that are, you know, candidly not super cyclical, right, because they wouldn't be able to raise the financing to do the deal, et cetera. So And, you know, in many respects, higher quality companies, higher margins, all the aspects of a company that make it a higher quality credit, I think is definitely the case. Because anything that's, you know, even remotely off-center of the fairways, it would be very hard to sell in this environment. So I get where you're coming from. I would agree with that. I would definitely agree with that being a factor.

And just if I can, this is maybe an unfair question. In your experience over the years, where's your impression of where do you think that, given all these dynamics, where do you think the 2023 vintage in terms of quality could shake out as a, you know, length against, you know, previous origination vintages?

Yeah, I mean, I think 23, if it plays out of any kind of recession, you know, that I think the 23 vintage could end up being an outstanding vintage. And that would be consistent with past cycles, right? And so especially in kind of the theoretical second half of a recession, right, where kind of the laundry's been, the dirty laundry's been aired and sponsors have liquidity, they can negotiate relatively interesting valuations from a cycle perspective. Sellers are a little bit more flexible on structure or what have you. and really end up structuring deals at valuation multiples and leverage multiples, you know, because you're at a trough EBITDA, right? So from a cycle perspective. So all up equal, EBITDA goes up, which drives value, the levers. And so all those factors go in and make a recession year, when you look back at past cycles, in my experience, to end up being very attractive entities.

And the only downside to that is these these assets may tend to be less sticky, right? We've had to negotiate call protection and that's extremely important on these companies where the leverage is so low in the LTD as well. So, you know, we'd expect if things, if this recession is mild and or if it passes, you know, 2024 could be a high refinancing year.

And that's consistent with past cycles too. I mean, that's a term that is, that we're pretty aggressive on holding the line on, but that's a pushback term from sponsors. They want some relief or some lower prepayment penalties and that kind of thing. So it's a term that's heavily negotiated on deals right now. And that'll be the case through the recession. And then clearly coming out of the recession, to Michael's point, leverage comes down, things normalize, and then you want to kind of normalize the capital structure. That ends up being less sticky debt investments, but really interesting on the equity piece.

Got it.

Got it.

Yeah, I appreciate the comment. Thank you, guys. Thanks, Robert.

Thank you. And I would like to turn the conference back to Bowen Deal for any closing remarks.

Well, thank you, everyone, for joining us. And we always appreciate giving an update on the company. And thanks for all the questions. And we look forward to talking to you next quarter.

This concludes the conference call. Thank you for participating. You may now disconnect.