FS KKR Capital Corp.

good morning ladies and gentlemen welcome to fs kkr capital corporation's fourth quarter and full year 2023 earnings conference call your lines will be in a listen only mode during remarks by fsk's from management at the conclusion of the company's remarks we will begin the question and answer session at which time i will give you instructions on entering the queue please note that this conference is being recorded. At this time, Robert Pohn, Head of Investor Relations, will proceed with introduction.

Mr. Pohn, you may begin. Thank you.

Good morning and welcome to FSKKR Capital Corp's fourth quarter and full year 2023 earnings conference call. Please note that FSKKR Capital Corp may be referred to as FSK the fund, or the company throughout the call. Today's conference call is being recorded and an audio replay of the call will be available for 30 days. Replay information is included in a press release that FSK issued yesterday. In addition, FSK has posted on its website a presentation containing supplemental financial information with respect to its portfolio and financial performance for the quarter ended December 31st, 2023. A link to today's webcast and the presentation is available on the investor relations section of the company's website under events and presentations. Please note that this call is the property of FSK. Any unauthorized rebroadcast of this call in any form is strictly prohibited. Today's conference call includes forward-looking statements and are subject to risks and uncertainties that could affect FSK or the economy generally. We ask that you refer to FSK's most recent filings with the SEC for important factors and risks that could cause actual results or outcomes to differ materially from these statements. FSK does not undertake to update its forward-looking statements unless required to do so by law. In addition, this call will include certain non-GAAP financial measures. For such measures, reconciliation to the most directly comparable GAAP measures can be found in FSK's fourth quarter earnings release that was filed with the SEC on February 26, 2024. Non-GAAP information should be considered supplemental in nature and should not be considered in isolation or as a substitute for the related financial information prepared in accordance with GAAP. In addition, these non-GAAP financial measures may not be the same as similarly named measures reported by other companies. To obtain copies of the company's latest SEC filings, please visit FSK's website. Speaking on today's call will be Michael Forman, Chief Executive Officer and Chairman, Dan Pietrzak, Chief Investment Officer and Co-President, Brian Gerson, Co-President, and Stephen Lilly, Chief Financial Officer. Also joining us in the room are Co-Chief Operating Officers Drew O'Toole and Ryan Wilson. I will now turn the call over to Michael.

Thank you, Robert, and good morning, everyone. Thank you all for joining us for FSK's fourth quarter and full year 2023 earnings conference call. During 2023, FSK accomplished many key objectives. First, our total investment income grew approximately 12% year over year. Second, our adjusted net investment income per share increased by approximately 6% year over year. Third, For the full year, FSK generated an ROE of 10%. Fourth, we paid $2.95 per share in total distributions in 2023, representing an 11% increase over distributions paid in 2022, equating to a 12% yield on our average net asset value during the year. Fifth, we continued optimizing our capital structure by amending and upsizing our revolver in October, and issuing 400 million of unsecured notes in early November. In terms of our fourth quarter results, we generated net investment income totaling 71 cents per share and adjusted net investment income totaling 75 cents per share. During the fourth quarter, our investment team originated approximately $680 million of new investments, resulting in net portfolio growth of approximately 162 million. Our net asset value declined by 1.7% for the quarter, primarily due to specific challenges associated with a few credits, which we will discuss in more detail later in the call. From a liquidity perspective, we ended the quarter with approximately $3.9 billion of available liquidity. Based upon our overall operating results, our board has declared a first quarter distribution of 70 cents per share consisting of our base distribution of $0.64 per share and a supplemental distribution of $0.06 per share. Also, as we mentioned on our last earnings call in early November, our board declared a special distribution totaling $0.10 per share. This special distribution will be paid in two equal installments of $0.05 per share in the first and second quarters of this year and will be paid in addition to our quarterly base and supplemental distributions. Based on the continued trajectory of the company's earnings power, coupled with our view that interest rate reductions will be more muted than some market participants expect, we are pleased to provide forward-looking dividend guidance for the full year of 2024, as we currently expect our base and supplemental distributions will total at least 70 cents per share per quarter throughout the year. Combining our 70 cents per share quarterly distributions for the full year with our two 5-cent per share of special distributions to be paid during February and May, investors should expect to receive a minimum of $2.90 per share of total distributions during 2024. This equates to an 11.9% yield on our current net asset value and an annualized yield of approximately 14.3% based on our recent share price. While Dan will discuss the current market environment in greater detail, we continue to be optimistic about the significant growth trends within the private credit sector, which we believe will provide meaningful benefits for our industry for many years to come. And with that, I'll turn the call over to Dan and the team to provide additional color on the market and the quarter.

Thanks, Michael. Looking back on 2023, I am pleased with the results for FSK. As we produced an ROE of 10%, and we continue to take positive steps rotating our investment portfolio. Looking back on the last six years since the establishment of the FSK CARE Advisor, I take great pride in the team's accomplishments, as well as the continued growth of the KCARE credit platform, which has current assets under management of $219 billion. Within FSK, we have originated over $22 billion of new investments, and we have and an annualized depreciation rate, which includes both realized and unrealized amounts of less than 50 basis points. In terms of the current economic and market environment, with U.S. inflation beginning to stabilize, combined with significant private equity dry powder, pent up demand from an M&A perspective, as well as the desire for private equity fund LPs to see a higher level of return of capital. We expect to see a material increase in private market transaction activity during 2024, which we believe will be weighted towards the second half of the year. As Michael mentioned, private credit continues to be an exceptionally attractive asset class due to its directly negotiated transactions, attractive total returns, and significant issuer diversification. As a result, Even if the syndicated debt markets become more active during 2024, which we expect they will, we believe private credit structures will continue to be one of the primary avenues for many sponsors, as there is an increasing desire for sponsors to know their lenders. With that said, we are seeing spread compression in the upper end of the middle market, with spreads back to January 2022 levels. In addition, Still elevated interest rates, supply chain disruptions due to the Middle East crisis, and inventory destocking could potentially lead to a slowdown in economic growth. These market inputs will require borrowers and lenders to remain cautious during the coming quarters. In terms of our most recent results, this macro backdrop created challenges for a few of our portfolio companies during the fourth quarter. Specifically, Miami Beach Medical Group and Reliant Rehab, two names we have discussed on prior calls, continue to be affected by higher wage pressures and a challenging Medicare reimbursement environment. And while we do not have any meaningful additional exposure to Medicare reimbursement dependent companies, both of these issuers were placed on non-accrual during the fourth quarter. Additionally, late in the fourth quarter, we received an update from Kellermeyer Bergensen Services, another name we have discussed on prior earnings calls, which showed a material deterioration in the company's forward earning projections. KBS is a labor-intensive facilities maintenance business, and the impact of higher interest rates, wage inflation, and the loss of certain customers has resulted in restructuring discussions. The first step of the restructuring was completed during the fourth quarter, which resulted in a portion of our investment in KBS being placed on non-accrual. We expect the full restructuring to occur in the near term. Our workout team has been active on these names for some time. And as Brian will discuss, they have achieved positive results including significant principal paydowns at par and meaningful progress towards debt restructurings. Turning to investment activity, during the fourth quarter, we originated $680 million of new investments. Approximately 58% of our new investments were focused on add-on financings to existing portfolio companies and long-term KKR relationships. Our new investments, combined with $518 million of net sales and repayments when factoring in sales to our joint venture, equated to a net portfolio increase of $162 million. We are pleased with the quality of our new originations. During the fourth quarter, our direct lending investments had a weighted average EBITDA of approximately $250 million, 5.3 times leverage through our security, and a 60% equity contribution, all with a weighted average coupon of approximately SOFR plus 600. We also continue to see very attractive opportunities in asset-based finance, with our investments this quarter having a weighted average projected IRR of approximately 14%. One asset-based finance investment worth noting is Vehicle Secured Funding Trust, which is an approximately $7 billion secure portfolio of super prime RV loans that we purchased from the Bank of Montreal. Given the scale of our asset-based finance business and the experience of the team, we were able to acquire this high-quality loan portfolio on attractive terms. While the macro backdrop suggests a continued uncertain economic environment in 2024, We continue to see portfolio company revenue and earnings growth. We remain focused on large, high-quality borrowers with strong operating margins and significant equity cushions. The weighted average EBITDA of our portfolio companies was $236 million as of December 31, 2023. Additionally, our portfolio companies reported a weighted average year-over-year EBITDA growth rate of approximately 6% across companies in which we have invested in since April of 2018. And with that, I'll turn the call over to Brian to discuss our portfolio in more detail.

Thanks, Dan. As of December 31, 2023, our investment portfolio had a fair value of $14.6 billion, consisting of 204 portfolio companies. This compares to a fair value of $14.7 billion in 200 portfolio companies as of September 30th, 2023. At the end of the fourth quarter, our 10 largest portfolio companies represented approximately 19% of the fair value of our portfolio, which is consistent with prior quarters. We continue to focus on senior secured investments as our portfolio consists of approximately 58% first lien loans, and 66% senior secured debt as of December 31st. In addition, our joint venture represented 9.5% of the fair value of our portfolio. As a result, when investors consider our entire portfolio, looking through to the investments in our joint venture, then first lien loans total approximately 67% of our total portfolio, and senior secured investments total approximately 75% of our portfolio as of December 31st. The weighted average yield on accruing debt investments was 12.2% as of December 31, 2023, which was flat compared to the yield as of September 30. As a reminder, the calculation of weighted average yield is adjusted to exclude the accretion associated with the merger with FSKR. Including the effects for our investment activity during the fourth quarter, as of December 31, 2023, Approximately 87% of our total investment portfolio is comprised of investments originated either by KKR Credit or the FS KKR Advisor. From a non-accrual perspective, as of the end of the fourth quarter, our non-accruals represented approximately 8.9% of our portfolio on a cost basis and 5.5% of our portfolio on a fair value basis. We believe it is also helpful to provide the market with information based on the assets originated by KKR Credit. As of the end of the fourth quarter, non-accruals related to the 87% of our total portfolio, which has been originated by KKR Credit and the FS KKR Advisor, were 5.1% on a cost basis and 2.6% on a fair value basis. During the fourth quarter, we placed five investments on non-accrual with a combined cost and fair value of $654 million and $422 million respectively. The credit stress we have seen in these names primarily relates to the factors that Dan mentioned earlier. Specifically, Miami Beach Medical Group and Reliant Rehab continue to be affected by higher wage pressures and a challenging Medicare reimbursement environment. Miami Beach is the second largest independent provider of capitated primary care services to Medicare Advantage plans in South Florida. Reliant is hired by skilled nursing facilities to provide outsourced physical and occupational therapy and has also been impacted by a post-COVID environment where skilled nursing facilities are more reluctant to bring outside personnel into their facilities. During the fourth quarter, we restructured our Reliant $125 million first lien term loan into a cash-paid $62.5 million first out-term loan and a $62.5 million second out-term loan, which was placed on non-accrual. Due to the proactive work of the KKR Workout Team, to date, we have received par paydowns of over $100 million on Reliant Rehab and $75 million on Miami Beach. KBS is a labor-intensive facilities maintenance business, and the impact of higher interest rates, wage inflation, and the loss of certain customers has resulted in restructuring discussions. The first step of the restructuring was completed during the fourth quarter, which resulted in our $366 million first lien loan exposure being restructured into $166 million first out and a $200 million second out term loan with the second out investment in KBS being placed on non-accrual. We expect a full consensual restructuring to occur in the near term, which will result in the lenders equitizing a portion of the second out and taking control of the company. Our first lien position in Sweeping Corp of America, which is the largest outsourced provider of street and parking lot sweeping services in the US, was placed on non-accrual due to poor integration of add-on acquisitions and higher than expected customer churn following price increases. We are actively negotiating with the sponsor regarding restructuring, which will result in the sponsor investing a meaningful amount of equity into the company and the majority of the position going back on accrual. Additionally, our preferred stock position in JW Aluminum was placed on non-accrual based on the company's total enterprise value, contributing $215 million of cost and $149 million of fair value to our portfolio. JW Aluminum continues to perform well with strong EBITDA growth. However, given our preferred equity position, our current view of enterprise value does not support continuing to accrue on the name. In terms of one other portfolio update, Solera, a borrower which switched to pick accrual from cash accrual two quarters ago, returned to cash accrual as expected during the fourth quarter. This change accounted for the majority of the reduction in our pick interest income recognized during the quarter. And with that, I'll turn the call over to Stephen to go through our financial results.

Thanks, Brian. Our total investment income decreased by $18 million quarter over quarter to $447 million, primarily due to the specific portfolio company results Dan and Brian mentioned, as well as lower quarterly asset-based finance dividends. The primary components of our total investment income during the quarter were as follows. Total interest income was $368 million, a decrease of $6 million quarter over quarter. Dividend and fee income totaled $79 million, a decrease of $12 million quarter over quarter. Our total dividend and fee income during the quarter is summarized as follows. $51 million of recurring dividend income from our joint venture other dividends from various portfolio companies totaling approximately $16 million during the quarter, and fee income totaling approximately $12 million during the quarter. Our interest expense totaled $118 million, an increase of $1 million quarter over quarter, and our weighted average cost of debt was 5.4% as of December 31st. Management fees totaled $56 million unchanged quarter-over-quarter and incentive fees totaled $41 million, a decrease of $6 million quarter-over-quarter. Other expenses totaled $10 million during the fourth quarter, a decrease of $1 million. The detailed bridge in our net asset value per share on a quarter-over-quarter basis is as follows. 3Q 2023 net asset value per share of $24.89 was increased by GAAP net investment income of 71 cents per share and was decreased by 39 cents per share due to a decrease in the overall value of our investment portfolio. Our net asset value per share was reduced by our 70 cent per share quarterly distribution and the 5 cent per share special distribution. The sum of these activities results in our December 31, 2023 net asset value per share of $24.46. From a forward-looking guidance perspective, we expect first quarter 2024 GAAP net investment income to approximate 73 cents per share, and we expect our adjusted net investment income to approximate 71 cents per share. Detailed first quarter guidance is as follows. Our recurring interest income on a GAAP basis is expected to approximate $348 million. We expect recurring dividend income associated with our joint venture to approximate $51 million. We expect other fee and dividend income to approximate $30 million during the first quarter. From an expense standpoint, we expect our management fees to approximate $55 million We expect incentive fees to approximate $42 million. We expect our interest expense to approximate $117 million. And we expect other G&A expenses to approximate $10 million. And as Michael indicated during his remarks, we currently expect our distributions during the year will total at least $2.90 per share, comprised of $2.80 per share of quarterly distributions and 10 cents per share of special distributions during the first half of the year. Our gross and net debt to equity levels were 120% and 113% respectively at December 31, 2023, compared to 115% and 110% as of September 30, 2023. At December 31, our available liquidity was $3.9 billion and approximately 63% of our drawn balance sheet and 44% of our committed balance sheet was comprised of unsecured debt. Additionally, in November, we issued $400 million of 7.875% unsecured notes through 2029, further enhancing our balance sheet and liquidity position and extending our maturity ladder. And with that, I'll turn the call back to Michael for a few closing remarks before we open the call for questions.

Thanks, Stephen. In 2023, FSK shareholders earned a total return of over 30%. And from a forward-looking perspective, giving our earnings prospect for the year, we believe we'll continue to provide shareholders with an attractive distribution and total return in 2024. And while we were disappointed with the challenge credits during the fourth quarter, the temporary loss in revenue associated with these companies does not alter the long-term view of our ability to continue to provide investors with an above average dividend yield going forward. On behalf of our team, we thank you all for joining the call and for your continued support. And with that, operator, we'd like to open the call for questions.

Certainly. Ladies and gentlemen, if you do have a question at this time, please press star 11 on your telephone. If your question has been answered and you'd like to remove yourself from the queue, simply press star 11 again. One moment for our first question, and our first question comes from the line of John Heck from Jefferies. Your question, please.

Hey, guys. Good morning. Thanks for taking my questions. Just on credit, maybe could you just give us an update on GlobalJet and then maybe talk about kind of the pipeline of credit as you see other companies within the portfolio that are exposed to either wage pressures or interest rate pressures? And given that inflation and rates are now stabilizing, are those types of issues starting to stabilize as well?

Yeah, good morning, John. Maybe starting with GlobalJet, it's a fair question. It is a decent-sized position. It is a name that is on non-accrual. I think it's just north of 2% of the non-accrual balance. I think on the positive side of the story, though, the business continues to perform quite well I think there's actually, you know, not an even delinquent sort of line item in their entire leasing or sort of loan book. So, you know, the management team there has done a very good job. That market has held up sort of quite well. As you recall, that's more of a Finco who does, you know, loan and leasing to the private jet space, which has had, you know, no pun intended, a good sort of tailwind behind it for the last sort of several years. You know, I think on the credit side, you know, it – Obviously, it's sort of a tough quarter with some of these names. I mean, you've got some sector issues with the Medicare reimbursement space. You've got kind of wage inflation, a bit of a common theme. You know, we haven't necessarily seen that abate yet. You know, I think we are kind of cautious on kind of macro sort of generally. You know, I think the rates for sort of higher will continue to put kind of free cash flow stress on companies. I think those who have the big wage footprint could be a challenge. But I think we are seeing revenue growth across the portfolio. I think there's always going to be a watch list and a credit business of kind of names on it, but there's not really much in the near term sort of watch list that probably has us sort of focused other than the names that we're sort of talking about sort of here on the call today. So, yeah, I guess just a quick summary. GlobalJet Compu.

That's so cool. And then just thinking about 2024, I guess kind of balancing your cautious outlook along with the other side of the story, which is that the deal environment, it looks like it's improving over the course of the year given, I guess, the private equity framework out there. Kind of maybe balance your perspectives on the leverage that you're willing to put on the book relative to where you are now, and then maybe thinking about interest rates kind of your willingness or your appetite to use the revolver to fund growth relative to other sources of capital?

Yeah, I mean, a couple of questions in there. I mean, I guess first and foremost, you know, we're not going to change, I think, sort of our leverage target, right? I think we feel comfortable with inside the range. We talked about, you know, I think, you know, kind of 1.13 to, you know, 1.18 to the 1.2 feels like a good number. So, yeah, we do have some room for some growth, but I think we're going to be mindful about going above any sort of target there. The deal environment, we are expecting more robust deal flow just generally in private markets. Obviously, M&A has been quite slow now for approaching two years. You do have, I think, a bit of a situation out there where LPs and private equity funds are looking for return of capital, so there is some pressure on What I call the selling side and then there remains a fair amount of dry powder on the buying side, and I think the market has been waiting for you. I believe that inflation is kind of stabilized, which I think broad stroke would agree with that. I think you're still going to see it in sort of some spots. You know our view, you know, has been and kind of remains that you know the the the rain environment will remain elevated for some period of time. I think the market, you know, got a fair amount of euphoria around. They're almost pricing in sort of six rate cuts, which we just didn't see. I think you'll see some downward movement in rates, but probably pretty muted during the course of 24. Okay, great. Thanks. Thank you.

Thank you. One moment for our next question. And our next question comes from the line of Price Rowe from B. Riley. Your question.

Thanks. Good morning. Wanted to maybe follow up on John's question there about the balance sheet use of leverage. Dan, it certainly sounds like you're comfortable maybe going a little bit higher from a leverage perspective, but do want to get a sense for what that leverage might look like, especially with some note maturities that come up here in the second half of 24 and in the first half of 25, just trying to trying to get a feel for how the debt stack might look as we get to about this time next year. Thanks.

Yeah, I'm happy to do that, and good morning. I think we're pretty happy with where we sit from a liability perspective. We increased and extended the revolver during the course of 2023. That revolver provides a lot of flexibility to us. Obviously, we've got a lot of capacity on that. We did the note issuance that we mentioned in our prepared remarks that was essentially pre-funding, you know, these kind of near-term maturities that are out there. So I think you should see us to remain consistent with how we think about the right side of the balance sheet. You know, the revolver will be important. We will keep looking to extend that. You know, every so often to keep it more of a long-term maturity, we will continue to access the unsecureds of the bond market. We have used CLOs in the past. That may be something else we should consider, but I think we want to be cautious on the liability side. Operate with inside that target leverage, be a frequent market participant in the market. I think those are important pieces of BDC balance sheets, and I think we've done a good job there over the last several years, and we intend to continue that.

Great. That's a helpful color. Then maybe one more just around the spread environment. I mean, you mentioned in your prepared remarks that spreads were back to January 2022 levels. Can you talk about kind of how it might feel with the environment the way it is right now? I guess the prepared comments you made about market activity possibly picking up. Do you think that there will be more spread compression from here or a bit of a stabilization Going forward.

Yeah, I mean, there's obviously the spread moves have been. You know, I think. You know, pretty material sort of both sides, right? You know, kind of your regular way loan in January of of 22. You know, I would say it would have been, you know, 55575. You know that gapped out arguably to 675 with kind of four fees and sort of more call Prodorn. It was called the summer 23 and now you've got to come back. You know, I think part of that, you know, move back has has been that lack of of deal flow. You know there. We we you know we've got a pretty decent origination number this quarter. You know inside of FSK and even sort of across the platform or just that regular way deal volume is lower. So I think that you know there is a bit of a we'll call it technical in there. So I you know I think we're getting maybe close to the point of maybe that bottom on sort of spread moves. Maybe even see a little bit sort of wider. if that volume picks up kind of more normally, but maybe TBD on that. The only point that I would say, though, is I do think the quality of risk that we're seeing is quite good and what we're getting paid in a total return sort of fashion. These loans are still paying roughly 11% when you factor in some amortization of the upfront fee instead of OID. You know, to get paid that kind of level for the size of companies that we're seeing, for the equity contributions that are below us, you know, it feels like very good risk-adjusted return. So, you know, we're not entirely surprised by that spread move. Usually when your benchmark kind of gaps out, especially as much as it did, you know, for how these loans are priced, which is so verbatim, you don't get the benefit of spread wide to two, right? So I think we're not surprised by that move. And I just, you know, 11%, you know, for this type of risk feels pretty good. Okay.

Thanks for taking the questions.

Thank you. Have a good day.

Thank you. One moment for our next question. And our next question comes from the line from Wells Fargo. Your question, please.

Hey, everyone. Good morning. Good morning. First, how are you? So, first question I want to hit on the partial accruals. It looks like we have a couple new examples with the Kellermeyer and Reliant rehab cases this quarter, but it does seem to be a general practice where you're acknowledging that you won't fully recover the investment you made, but then you carve out a piece that allows you to run interest income through, and that can create the impression that you're further super prioritizing your performance fee at the expense of shareholder recovery. So can you outline the thinking in these setups? Thank you.

Yeah, and I'm happy to, Finn. And I would put it in context with maybe just the way a normal restructuring works, right? But just to take these two cases kind of individually, and we talked about these in the prepared remarks. I mean, on KBS, I think the first step of taken place, you know, we expect there to be, you know, a consensual sort of handover of that business. So the loan, you know, has essentially been right sized for what the, you know, that amount will be on kind of the go forward basis. You know, reliant, I think not entirely the same situation, but that loan has been placed and has been restructured into two pieces. You know, one of those pieces is you know regular cash play one of them has the ability for the For the borrower and the sponsor to pick they would have to pick at an additional sort of rate But that is giving the company sort of flexibility to kind of manage their cash flow or sort of cash burn and effectively reinvest in the business So I don't think then it's entirely, you know, just just think when you you know restructure a company You are going to put a debt claim back on that company you are going to sort of own equity in that sort of company on the other side and You know, I'd equate it similar to the situations that are here. You know, the only other point I would note is it is more likely than not that on the two examples that we just talked about, at least one of them, if not both of them, the pieces that we put on non-accrual will pay cash in, you know, the coming quarter, coming quarters, but we would just use that to reduce the basis.

Okay, thanks. And then just zooming out, a follow on the advisor joint venture. There's a lot of discussion still of your success in rotation, but the new FSKKR advisor is starting to chalk up its own, you know, sometimes significant credit losses. So do you think, like, is it time maybe to look more inward? And on that matter, is the partnership model really working the right way for shareholders. Thank you.

Yeah, I'm happy to do it. I think the partnership model has worked quite well, and I think, Finn, you've got to look at the numbers a bit, right? You know, when we did take over this portfolio, it was, you know, and the entities which had emerged, it was roughly 75% sort of legacy assets, 25% of the KKR originated. You know that's 8713 today. The other way, including one of the large positions is as part of that 13 would have repaid in in January. You look at just total originations. I mean, look at 2223 odd billion of originations inside of FSK since April 2018. You know, and and a 50 basis point or sub 50 basis point sort of depreciation rate, which is realized and unrealized numbers like that's pretty good. And, you know, I look at our kind of performance on the institutional funds that was investing in the same assets, which has that to the vintage. Like those are sort of, I think, pretty strong numbers. So, you know, we're not happy with the quarter here. I think we can be honest with that. And, you know, we were always expecting a certain amount of, you know, either non-accruals or challenges in assets that we invested. It is a credit book, right? But, you know, I do think it's a pretty interesting stat know you look at you know roughly half of the non-accruals are coming from 87 of the portfolio and roughly half of the non-accruals are coming from 13 of the portfolio so you know we we know we're in the business of um you know in the credit business you need to be right so the 99 out of 100 times right you know i think these credits have got a lot of focus on them from you know the deal team the restructuring team and we're going to look to maximize value there but I think that $22 to $23 billion is a pretty real number, as is that sub-50 basis point depreciation rate.

Thank you.

Thanks, Matt.

Thank you.

One moment for our next question.

And our next question comes from the line of Casey Alexander from Compass Point. Your question, please.

Hi. Good morning. Not to over nitpick, but in relation to Miami Beach and Reliant, Medicare reimbursement has been an area that private credit managers have assiduously avoided. I'm curious, when were those underwritten and what was the base case that made you comfortable that you could underwrite a Medicare reimbursement model? And then how did that get sideways and, you know, lead us again through the potential recoveries on this?

Yeah, I'm happy to. And then frame them both. I mean, they were both done, you know, essentially prior to COVID or at least in kind of the earliest sort of days of COVID. You know, both of these deals would have been, You know, well south of 50 LTV from. From an equity perspective, I think Casey, one of the interesting things is these were both sponsor owned businesses. You know the sponsors injected a meaningful amount of additional capital in these sort of postclose. You know that's the reference we made that we got $175 million of of, you know, par debt pay downs along the way. Yeah, so I think that's a that's been a good result and will make out of a when you think about a net recovery rate on the overall loan. Yes, sort of much higher and makes these kind of, you know, smaller positions to where we sit today. I I think that the path for each is is, you know, probably still an active dialogue. I mean, we have been approached, you know, for for certain of these or or either of them with with, you know, inbound sort of M&A sort of opportunities or merger opportunities. You know, I think there will be some settling of these businesses over the we'll call it the medium to sort of long term, but you know they were materially impacted from COVID is probably specifically reliant and we'll do what we can to kind of maximize value. But I I would you know these weren't kind of one off kind of random things. I mean big name. I think you know kind of sponsors in there, you know large sort of equity checks. We thought we were we were well downside protected. We've taken real principle dollars off the table along the way.

All right, thank you for that. And second, my follow-up question is, you know, the stock is now, once again, at a pretty elevated discount to NAV. Is there an existing share repurchase program, you know, and are we at levels where, you know, you think the board would consider starting to act on a share repurchase program given the elevated level of the discount?

Yeah, I think, you know, we've been active here in the past. You know, just in terms of the sheer number of, you know, dollars that we have repurchased, obviously we've been, you know, rewarding shareholders with ensuring we're paying out kind of all the earnings we earned. You know, I think that, you know, we essentially declared 20 cents of specials this year, right? So even though you look at our, you know, kind of year-on-year, so the number is that 10% ROE, and you do see a 1.7% sort of NAV decline, you know, after the specials, that's closer to 85 basis points. It is a conversation we frequently have with the board. We'll continue to do that, but it is something we did in the past and we'll have it under consideration.

Thank you. Thank you. One moment for our next question. And our next question comes from the line of Paul Johnson from KBW. Your question, please.

Yeah, good morning. Thanks for taking my questions. I'm just curious, so any of the non-accruals, the new non-accruals this quarter, do any of those overlap with the joint venture? And was that, I guess, what drove, I guess, the lower mark on the joint venture this quarter?

Yeah, just to level set again, I mean, obviously, we went through the names that we put on non-accrual, you know, five in total. You know two of those relate to the to the Medicare reimbursement story. Two of those relate to the to the wage kind of inflation piece and maybe some of the roll ups and JWA was like more of an EV point than a. That a performance point and then we took two names kind of off non accrual. There was some overlap with these names between you know. You know FSK and and the JV. I think KBS and Reliant would have been the bigger of those. But, you know, smaller-sized dollars kind of in the JV. If you do recall the JV, most of the assets are, you know, kind of originated onto the FSK balance sheet, and then, you know, we're creating that portfolio down at the JV. A little bit strategically based upon the purpose of the JV, but then also just thinking about broader kind of diversification and portfolio management. So a little bit of overlap, but not everything.

Got it. Thanks. And then for any of these non-accruals, you know, new or existing, I guess, you know, we're talking about KBS, the sweeping. I mean, are any of these in any way related to kind of the downturn in the CRE market, just kind of referring to like, you know, lower CapEx and lower property level budgets? Is that, are any of these related to that situation?

It's an interesting question and I think a thoughtful one considering what's going on in that office market. It's not a big driver here, though. I think the big driver is more wage inflation and then higher interest costs, higher debt costs, creating limited free cash flow. And then when you sort of you know, I think exacerbate that or, you know, include that in a situation where, you know, KBS had, we'll call it some revenue volatility. You know, it had extremely strong, you know, performance, you know, during and right after COVID. You know, that was always going to sort of fall off a bit, but probably fell off a little bit more than sort of folks' expectations. So, you know, it has to be a certain amount of a factor, but I just don't find it. I just don't think it's, you know, a material or sort of major one.

Got it. Thanks. That's helpful. And last one, just kind of stepping back here, just on the pipeline, just, you know, any high-level comments you might have on kind of the outlook, you know, for the year, and just I'm also sort of curious, you know, what the pipeline looks like today, maybe compared to, like, you know, a year ago, beginning of last year. That's all for me. Thanks.

Yeah, no, and it's, you know, in line with, I think, what we sort of talked about, either from the remarks or maybe John had to answer the question, but It feels like it will be a more active 24. It feels like there's pressure on both sides, for lack of a better word, to do deals. I think the valuation mismatch that existed to get the willing buyer, willing seller there is starting to sort of fall away. Obviously, the syndicated loan markets have started to return. I think that would be highly correlated to just more M&A volumes sort of coming through. Yeah, that is our expectation. I think it will be, you know, weighted to the back half of 24 just because we're seeing more and more kind of processes either being considered or started. It would take time to get those done for the deal to sign the deals to close, so that would probably point to fundings, you know, more in the second half of the year. Obviously that should be accretive to fee income, which has been historically low, you know, for us, you know, during the course of 2023.

Thank you both. Thank you. One moment for our next question.

And our next question comes from the line of Kenneth Lee from RBC Capital Markets. Your question, please.

Hey, good morning. Thanks for taking my question. Wondering if you could just share some thoughts around where you think portfolio average interest coverage ratios could trough and perhaps just Give us a little color around what you're seeing from portfolio companies in terms of managing across the elevated interest expense there. Thanks.

Yeah, thanks for the question. I think we have sort of troughed, right? You start to see SOFR trend down this kind of past quarter, although that number is the minimum. I think it was like seven basis points on average across the portfolio. As I said before, I don't believe in the six rate cuts, but I think you will start to see that I think trend out to the overall. So I think we have kind of hit the bottom there. I would note, Ken, for your benefit, I think there's only seven or eight names in the portfolio that have an interest coverage less than one. So that's roughly 200 names, so kind of small sort of percentage there. But I think you'll see that 1.5 sort of start to tick up over the course of 2024. I think in terms of how they're managing it, I think they're you know, they're doing kind of all they can, sort of pulling the levers they can. You know, a decent amount of companies did have a certain amount of hedges, but they were never perfect. A lot of those sort of could be rolling off. So I think it is an environment that, you know, portfolio companies, CFOs, sort of treasurers, obviously have a lot to do these days and have to spend a lot of time sort of focused on that. And I think the majority of the portfolio has done a good job with them.

The other thing, Brian, the other thing that we've seen is for our more acquisitive companies, sponsor raising junior capital, typically pick preferred or something like that, to continue to drive acquisition strategies and growth. So, you know, as well as sponsors contributing equity on their own. So we're definitely seeing some junior capital support in certain companies.

Gotcha. Very helpful there. And just one follow-up, if I may. I wonder if you could just talk about what you're seeing around either covenants or documentation for recent investments, especially within the upper middle market segment. Thanks.

Yeah, I think the documentation, I think, is hell, right? I think people know that we're in the, I like to say we're in the storage business in direct lending and private credit, so they're not in the moving business. So, You know, I think things like collateral stripping or other terms like that have kind of not made their way into the market. You know, I think covenants is a little bit more sort of case specific. You know, I think as we've just, you know, been more and more active in, you know, sort of larger size deals, I mean, the EBITDA numbers I spoke on in the prepared remarks, you know, $250 million plus, you're getting less access to what I would call financial covenants, but you're lending to better companies. I think we're sort of comfortable with that. I don't think those size numbers, though, you know, will necessarily be sustainable, right? As companies have, you know, access to the public market, some of them will take that. I think we'll average more down in line with what our historical kind of medians or weighted average numbers have been. But, you know, there will be certain parts of or certain sort of sectors or size of companies where we would only do the deal with the financial covenant larger companies, I think we'll be a little bit more flexible there because we're going to like the credit risk.

Got you. Very helpful there. Thanks again.

Thanks.

Thank you. One moment for our next question. And our next question comes from the line of Mark Hughes from Two Securities. Your question, please.

Yeah, thank you. Good morning. Looks like you had some good success with the asset-based finance in the quarter. Is there anything there that was just kind of opportunistic, or is there more activity?

Yeah, and thanks for the question, Mark. A little bit more, I'd say, activity. You know, the one deal I mentioned in the prepared remarks, the high FICO sort of loan book out of BMO, we were pretty excited about that. know seven odd billion dollar portfolio um yeah we're pretty constructive on you know the prime and sort of super prime part of the consumer um sort of portfolios about this i think we're happy to be in that you know the two other names just you have it that probably drove that we talked about on prior calls uh the deal with paypal in europe uh that transaction funded um so we're happy to see that you know getting off to to a good start And then we did do a receivables facility. I think there was a press release out there on it for a company, Weber. So those were the three big drivers. But we do think that's a really interesting space right now. We do think what's going on with the regional banks in the United States allows us to potentially acquire assets or fill certain voids. So that's an area we're spending a lot of time on.

Understood. And then you talked about some pressure on spreads in the, I think, for larger deals. Does that extend down to the middle market, smaller deals?

Yeah, we do see it kind of extending. I mean, I think we're, you know, our definition of upper end of the middle market is pretty broad, right? You know, we're thinking about companies historically in kind of 50 to 150 contexts. Obviously, we've been above that, you know, with the numbers that we quoted in the remarks around the deal flow in Q4. You know, I do think it's an important point, though, to think about what the total return is on these deals, you know, versus the risk you're taking versus where you're sitting in the capital structure as sort of, you know, still, you know, pretty darn interesting risk-adjusted returns. But, you know, spreads, you know, kind of definitely did move in Q4 downward.

Understood. Thank you.

Thank you.

Thank you. One moment for our next question. And our next question comes from the line of Robert Dodd from Raymond James. Your question, please.

Morning. If I can ask another question about the JV, right? So if we look at the BBC total income dropped policy, three and a half percent, I think, this quarter. But within the JV, it was down more than double that, north of eight percent. Yeah, there's some same exposure, Reliant, KBS, Roanoke, where the dividend's dropping. But can you walk us through about what's driving that greater decline at the JV than you're experiencing at the BDC? And given that the guidance for the dividend for Q1 is down again, It appears maybe whatever's driving that isn't over yet. So can you give us any color on that?

Yeah, it's a fair question. I think part of it, and Stephen Lilly might want to sort of add to this as well, but part of it was just a certain amount of larger fee income or ABF dividends on names that were probably overweight in the joint venture flowing through in Q3 than they were in Q4. There's nothing kind of broader than that, you know, vis-a-vis kind of the rest of the portfolio there. If anything, you know, I think we've got room to grow the joint venture, you know, room to, you know, sort of increase kind of dividends that can be paid out there over the coming quarters or during, you know, the overall kind of 2000, sort of 24. But if you have any thoughts of it, that's exactly it.

Okay, thank you.

Thank you. This does conclude the question and answer session of today's program. I'd like to hand the program back to Dan Pietrzak for any further remarks.

Well, thank you all for joining the call today and the support during 2023. If you do have any follow-ups, please let us know. We're very happy to spend the time. Thanks and have a good day.

Thank you, ladies and gentlemen, for your participation in today's conference. This does conclude the program. you may now disconnect.