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spk05: Good morning and welcome to Sixth Street Specialty Lending, Inc.' 's third quarter and September 30th, 2021 earnings conference call. Before we begin today's call, I would like to remind our listeners that remarks made during the call may contain forward-looking statements. Statements other than statements of historical facts made during this call may constitute forward-looking statements and will not guarantee the future performance or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of the number of factors, including those described from time to time in Sixth Street Specialty Lending Inc.' 's filings with the Securities and Exchange Commission. The company assumes no obligation to update any such forward-looking statements. Yesterday, after the market closed, the company issued its earnings press release for the third quarter and its September 30th, 2021, and posted a presentation to the Investor Resources section of its website, www.sixstreetspecialtylending.com. The presentation should be reviewed in conjunction with the company's Form 10-Q filed yesterday with the SEC. Six Streets Specialty Lending, Inc.' 's earnings release is also available on the company's website and in the Investor Resources section. Unless noted otherwise, all performance figures mentioned in today's prepared remarks or as of and for the third quarter ended September 30th, 2021. As a reminder, this call is being recorded for replay purposes. I'll now turn the call over to Joshua Easterly, Chief Executive Officer of Sixth Street Specialty Lending, Inc.
spk03: Joshua Easterly Thank you. Good morning, everyone, and thank you for joining us. With me today is my partner and our president, Bo Stanley, and our CFO, Ian Simmons. For our call today, I WILL REVIEW THIS QUARTER'S RESULTS AND PASS IT OVER TO BO TO DISCUSS THIS QUARTER'S ORIGINATION ACTIVITIES AND PORTFOLIO METRICS. IAN WILL REVIEW OUR QUARTERLY FINANCIAL RESULTS IN MORE DETAIL AND I WILL CONCLUDE WITH FINAL REMARKS BEFORE OPENING THE CALLS TO Q&A. AFTER MARKET CLOSED YESTERDAY, WE REPORTED THIRD QUARTER ADJUSTED NET INVESTMENT INCOME OF 55 CENTS PER SHARE AND ADJUSTED NET INCOME OF 80 CENTS PER SHARE. These as well as correspond to an annualized year-to-date return on equity on adjusted net investment income of 12.9% and an adjusted net income of 21.5%. This quarter's robust net investment income was driven by higher fees from elevated repayment activity relative to the first half of the year. It was also supported by a robust level of interest income from the strength and the core earnings power of our portfolio. The difference between this quarter's net investment income and net income was due to the net unrealized and realized gains from portfolio company-specific events, which Bo and Ian will discuss later in the call. As a result of this quarter's net gains, we continue to accrue capital gains and incentive fees, fee expenses, totaling $0.05 per share, which we've excluded in the presentation for this quarter's adjusted results. Again, this is because we believe the expense accrual requirement creates noise around the fundamental earnings power of our business. If the year were to have ended on September 30th and we were to calculate the capital gains incentive fees that are actually payable to the advisor in cash, it would have been zero because the gains driving this fee accrual are unrealized. At quarter end, We had approximately 21 cents per share of cumulative accrued capital gain incentive fees on the balance sheet. And approximately half of these would be payable in cash if our entire portfolio would be realized at their quarter end mark and normal course. The rest of the accrued fees are tied to unrealized gains resulting from the valuation of our debt investments, inclusive of call protection, which if prepaid would result in a recognition of fees investment income and trigger a reversal of previously accrued capital gains and the fees related to these investments. If we were to hold these debt investments to maturity, realizing them in normal course at par over time, there would be an uplift to our NAV of approximately 10 cents per share related to the reversal of accrued capital gains and the fees. RETURNING TO OUR Q3 RESULTS, THE OVEREARNING OF OUR BASE DIVIDEND AND NET GAINS THIS QUARTER DROVE GROWTH IN OUR REPORTED NET ASSET VALUE PER SHARE TO A NEW HIGH OF 1718. THIS RESULTS, THIS REPRESENTS A 2% INCREASE FROM THE PRIOR QUARTER AND IT'S TWO CENTS PER SHARE IN EXCESS OF OUR PRIOR RECORD HIGH IN Q4 2020 OF 1716. RECALL THAT UPON THE RELEASE OF OUR Q4 RESULTS THIS FEBRUARY, OUR BOARD declared a special dividend of $1.25 per share. Since that time, we have fully rebuilt our net asset value per share, primarily through net gains in our portfolio that continued over-earning of our base dividend and the benefit of tightening credit spreads and the valuation of our investments. Over the trailing 12-month period, we've generated total shareholder economic return of 20 percent through dividends and growth in net asset value per share. Let me now provide an update on our convertible notes due in August 2022, of which 143 million principal value remained outstanding at quarter end. On September 30th, these notes became eligible for early conversion and holders of approximately 43 million principal value of notes opted to early convert subsequent to quarter end. Based on the calculations laid out in the venture, the nearly all stock settlement we've elected to apply on this portion of the notes translate to approximately $0.04 per share of accretion in net asset value. To offset the deleveraging impact of the stock settlement, our Board has declared a special cash dividend of $0.50 per share to shareholders of record as of December 7th, payable on December 20th. This special dividend also serves to enhance our capital efficiency by eliminating nearly all of the excise tax drag on our spillover income, which is currently estimated to be two cents per share on an annualized basis. Given that the combination of these transactions is leveraged neutral, the reduction in our excise tax burden will result in approximately 10 basis points of ROE uplift on an annualized basis. YESTERDAY OUR BOARD ALSO APPROVED A BASE QUALITY DIVIDEND AT 41 CENTS PER SHARE TO SHAREHOLDERS OF RECORD AS OF DECEMBER 15TH PAYABLE ON JANUARY 14TH. OUR BOARD ALSO DECLARED A SUPPLEMENTAL DIVIDEND OF 7 CENTS PER SHARE BASED ON Q3 ADJUSTED NET INVESTMENT INCOME TO SHAREHOLDERS OF RECORD AS OF NOVEMBER 30TH PAYABLE ON DECEMBER 31ST. ANY NET ASSET VALUE per share inclusive of the impact of the special and supplemental dividends that was declared yesterday would be 1661. With that, I'll now pass it over to Bo to discuss this quarter's origination activities and portfolio metrics.
spk12: Thanks, Josh. Let me first provide our thoughts on the current direct lending environment and how our business is positioned to serve borrowers and management teams, as well as our stakeholders for the period ahead. It was 10 years ago when TSLX made its first direct lending investment, and the landscape of private credit has changed dramatically since then. In the last 10 years, private debt AUM has grown over threefold, and what was a relatively niche asset class has become increasingly institutionalized, attracting new managers and investors into the space. The value proposition of private credit for borrowers over this time has remained constant. Speed and certainty of execution, documentation flexibility for management teams to achieve strategic goals, and the opportunity to work with value-added, trusted financing partners. The pandemic-induced market volatility and growth trends in sponsor M&A have only underscored the value proposition of direct lenders. More so than ever, we're seeing an increasing number of borrowers and sponsors turn to the direct lending market for larger financings instead of the traditional syndicated markets. We believe this broadening of the opportunity set is a net positive for our sector, and specifically for our business and our stakeholders, given our ability to be solutions providers at scale to co-investment with our affiliated funds. While competition for direct vendors is likely to remain strong in both the larger cap and traditional mid-market for the foreseeable future, we believe that our thematic investment approach and differentiated underwriting capabilities will allow us to expand our borrower and sponsor relationships and continued generating attractive risk-adjusted returns for our shareholders. Moving now to this quarter's origination activity, we funded five investments, including upsizes to our existing portfolio investments, totaling $105.4 million in commitments and $65.4 million in fundings. We mentioned in our last earnings call that we had a strong funding pipeline heading into the second half of the year. Given the timing of various M&A processes, Our funding activity is now back-end weighted for the fourth quarter. Post-quarter end of date, we've already funded approximately $100 million of new investments, including one where we're the agent on a $975 million credit facility. Based on our current pipeline, we'd expect to fund another $150 to $250 million of net investments by year-end, including what is funded to date. Circling back to Q3 activity, a new investment this quarter was a $317 million TSLX agent in its senior security facility to support the sponsor acquisition of Extra Hot Networks, a provider of cloud-based cybersecurity solutions. We believe that the sponsor chose us to lead the financing as a result of our deep knowledge of the sector and our ability to be constructive early in our financing process. This, in turn, allowed us to structure attractive risk-adjusted returns to our security approximately $50 million of which was held by TSLX at quarter end. Also this quarter, we in the Sixth Street platform completed $250 million term loan facility upsize for Biohaven, a biopharmaceutical company. Our initial $500 million Biohaven term loan facility was completed in August of last year to support the company's commercialization of its FDA-approved migraine drug, which has had strong fundamental performance post our investment to date. The upsized facility, which generates an attractive blended yield to maturity of over 11% on our total investment, will be used to support the continued commercialization of this drug and the clinical development of the company's pipeline assets. We believe that ExtraHop and BioHaven are examples of how our platform's expertise across sectors and themes allows us to source and underwrite strong risk-adjusted returns across both sponsored and non-sponsored landscapes. On the repayment side, after a quiet first half of the year, we fully realized six investments and partially sold one investment, totaling $284 million in the third quarter. Our full investment realizations were driven by a combination of company-specific M&A as well as a favorable refinancing environment. Through prepayment-related fees and equity upside that we structured into these fully realized investments, we generated a weighted average MLM of approximately 1.2x based on our capital invested. From a portfolio yield perspective, funding and repayment activity this quarter had a slight positive impact to our weighted average yield on debt and income-producing securities at amortized cost. Yields increased from 10.1 percent to 10.2 percent quarter-over-quarter and is on par with what it was a year ago. The weighted average yield at amortized costs on new investments including upsizes this quarter was 11.7% compared to a yield of 9.5% on exited investments. Moving on to the portfolio composition and credit stats. This quarter, our portfolio's equity concentration increased slightly from 6% to 7% on a fair value basis quarter over quarter, primarily driven by our increase in the fair value of our existing equity positions. The biggest driver was our IRG equity position, whose fair value at quarter end reflected the pending sale of certain of the company's assets at a contracting price meaningfully above what was implied by our prior quarter's fair value mark. The IRG sale process is expected to be completed in the first half of 2022. While we continue to be focused on investing at the top of the capital structure, with approximately 93% of our portfolio being first lien at quarter end, From time to time, we may like to selectively increase our junior capital exposure in sectors and companies that we believe have strong K1s and resilient business models. Finally, the performance rating of our portfolio continues to be strong with a weighted average rating of 1.12 on a scale of 1 to 5, with 1 being the strongest. We continue to have minimal non-accruals at less than 0.01% of the portfolio at fair value. With that, I'd like to turn it over to Ian to cover this quarter's financial results in more detail.
spk11: Thanks, Bo. For Q3, we generated adjusted net investment income per share of 55 cents and adjusted net income per share of 80 cents. At quarter end, total investments were 2.4 billion, down from 2.6 billion in the prior quarter as a result of net repayment activity. Total principal debt outstanding at quarter end was 1.1 billion, and net assets were $1.3 billion, or $17.18 per share, prior to the impact of the special and supplemental dividends that were declared yesterday. Our average debt-to-equity ratio decreased slightly quarter over quarter from 1.07 times to 1.01 times, and our debt-to-equity ratio at September 30 was 0.9 times. As Beau previewed, the net funding activity we've experienced post-quarter end to date has brought our debt to equity ratio back to approximately one times, and we expect to finish the quarter at 1.05 to 1.15 times leverage. Given that the size of the stock settlement on our convertible notes in Q4 will approximate our special dividend payment, there will be no material net impact from those two transactions on our financial leverage. As we head into year end, Our liquidity position remains robust with over 1.3 billion of unfunded revolver capacity at quarter end against 122 million of unfunded portfolio company commitments eligible to be drawn. Note that during the quarter, we increased the size of our revolver by 25 million to 1.51 billion with the addition of a new lender. We now have 21 lenders in our credit facility. Looking across our debt maturities, As Josh mentioned, we have approximately $100 million remaining principal value of 2022 convertible notes that will mature in August of next year. Similar to our approach on the early conversion on a portion of these notes this fall, we plan to settle our remaining convertible notes in either cash, stock, or a combination thereof, as permitted by the indenture, depending on our balance sheet leverage and our investment opportunity set at the time any election is required. As you can expect, we will choose settlement methods that consider the overall impact of conversion on our NAV and ROE. We continue to believe that maintaining a strong balance sheet with diversified funding sources and well-staggered maturities is important to our ability to create value for our shareholders in any environment. As such, we will continue to actively manage the right-hand side of our balance sheet to ensure we have appropriate funding mix diversity and remaining duration on our liabilities. Moving to our presentation materials, slide 8 contains this quarter's NAV bridge. Walking through the main drivers of NAV growth, we added $0.55 per share from adjusted net investment income against our base dividend of $0.41 per share. As Josh mentioned at the beginning of this call, there was $0.05 per share of accrued capital gains incentive fee expenses related to this quarter's net realized and unrealized gains. The impact of tightening credit spreads on the valuation of our portfolio had a positive 2 cents per share impact, and there was a positive 39 cents per share impact from other changes, primarily net unrealized gains on investments due to portfolio company-specific events of 34 cents per share. A large portion of this was driven by our investment in IRG, which Bo mentioned earlier. Note that this quarter, there was a realized loss of 18 cents per share related to the sale of our pre-petition JCPenney term loan and secured notes. The recognition of this loss in our income statement corresponded with an unwind of prior period unrealized losses on our balance sheet, totaling the same amount. And therefore, the overall impact was NAV neutral. There was, however, a positive impact from the recognition of this loss in the form of a reduction to our excise tax accrual. For context, recall that last December, upon JCPenney's emergence from bankruptcy, our pre-petition term loan and notes were converted to non-interest-paying instruments with rights to immediate and future distributions in cash and other instruments, including the exit term loan and earn-out and prop-co interests. The combined value of these other instruments and cash distributions that we've received to date have far exceeded our total capital invested in the original JCPenney pre-petition securities. Through September 30, we've generated an MOM of 1.23 times and a gross unlevered IRR of 26% on our total capital invested. Moving on to our operating results detail on slide nine, total investment income for the quarter was 71.2 million compared to 62.8 million in the prior quarter. Walking through the components of income, interest and dividend income was 59.4 million stable from the prior quarter. Other fees, representing prepayment fees and accelerated amortization of upfront fees from unscheduled paydowns, were $10 million, up from $2.2 million in the prior quarter due to higher portfolio repayment activity. Other income was $1.8 million, up from $1.1 million in the prior quarter. Net expenses, excluding the impact of the non-cash accrual related to capital gains incentive fees, were $31.2 million. up slightly from 29.7 million in the prior quarter. This was primarily due to higher incentive fees as a result of this quarter's over-earning. Due to the decrease in the effective LIBOR on our floating rate liability structure, our weighted average interest rate on debt outstanding decreased by approximately five basis points. Similar to Q2, we applied a fee waiver on base management fees related to the portion of average gross assets this quarter financed with greater than one times leverage. As Josh mentioned, through the first three quarters of the year, we've generated an annualized return on equity on adjusted net investment income of 12.9% and on adjusted net income of 21.5%. This quarter, an elevated level of portfolio repayments contributed to robust activity-related fees, and we expect this trend to continue through Q4. Dovetailing this with our active funding pipeline, We would expect to drive strong ROE results for Q4 through the combination of activity-related fees and an increase in our financial leverage. As a result, we would expect our full year 2021 adjusted net investment income to exceed $2 per share, which is above the upper end of our beginning year ROE target of 12% or $1.90 per share. With that, I'd like to turn it back to Josh for concluding remarks.
spk03: Thank you, Ian. With this being the 10-year anniversary of when we first began our investment activities, we think it's a good time to reflect on the basis of any success we've enjoyed to date. We think there are two root drivers for this, with the first being our one-team culture. Our cultural philosophy of collaborating across platforms to harness best ideas and best practices allow us to continue to provide thoughtful solutions for our management teams and sponsors while also creating strong outcomes for our shareholders. EXAMPLES OF THIS INCLUDE THEMATIC INVESTING IN RETAIL ABL, FINANCING FORMER ROYALTY STREAMS, UPSTREAM EMP, AND GROWTH CAPITAL, WHICH HAVE ALL CONTRIBUTED IN THEIR OWN WAY TO THE ALPHA IN OUR PORTFOLIO'S PERFORMANCE TODAY. THIS ONE TEAM CULTURE EXTENDS TO OUR CAPITAL BASE. THE POWER TO CO-INVEST WITH OUR AFFILIATED FUNDS, WHICH IN Q3 SURPASSED 9 BILLION IN CUMULATIVE SIXTH STREET DIRECTLY INVESTMENTS, HAS ALLOWED US TO EXPAND OUR INVESTMENT OPPORTUNITY FED. and our relationships with sponsors and management teams. Our ability to scale up through co-investment, co-investing with affiliated funds continue to benefit TSLX shareholders as it allows us to size our funds appropriately to remain nimble in any environment or supporting middle market borrowers. The second driver of our success today, if any, we believe is simply our focus on doing good fundamental credit work. Our emphasis on first principles thinking and using tools to manage the inherent fragility of our credit assets are in our view, the foundation of our strong track record to date. Since inception, we've experienced an annual, experienced an average annual gross realized loss rate on assets of seven basis points or net realized gain of five basis points. This compares to a net loss of 115 basis points across all private credit during this period. an outperformance of 120 basis points according to the Cliffwater Direct Lending Index. Given that BDCs are now levered approximately one to one debt to equity, this means in theory that we've generated an outperformance of 250 basis points on equity solely attributed to our credit selection. Looking ahead, we will continue to be focused on the shareholder experience. As you can see, since the end of 2019, We've kept net asset value per share fairly stable while distributing a total of $5.42 per share in regular, supplemental, and special dividends. One final note, yesterday in consultation with our board, we decided to amend our existing $15 million stock repurchase program. So again, we'll be purchasing shares automatically when our stock trades at prices starting at one penny below OR MOST RECENTLY REPORTED PRO FORM AND NET ASSET VALUE PER SHARE INSTEAD OF BELOW ONE. GIVEN THE STRENGTH AND EARNINGS POWER OF OUR PORTFOLIO ON OUR ONGOING CADENCE OF SUPPLEMENTAL AND SPECIAL DIVIDENDS AND EXPECTATIONS OF OPERATING IN A TARGETED DEBT TO EQUITY RANGE, WE BELIEVE THAT REINVESTING OUR EXISTING PORTFOLIO PRICES STARTING BELOW 1.05 TIMES BOOK VALUE WOULD BE HIGHLY ROE ACCRETIVE. with a short payback period compared to any solution in that asset value. At the end of the day, our goal is to make the optimal capital allocation choices for our shareholders, independent of what it means for asset growth and implications for fee income for the manager. With that, thank you for your time today. Operator, please open the line for questions.
spk01: Certainly. And ladies and gentlemen, to ask a question, simply press star 1 on your telephone. To withdraw the question, press the pound or hash key. Again, that is star one to get in the queue. Please stand by while we compile the Q&A roster. First question comes from Devin Ryan with JMP Securities. Your line is open.
spk10: Good morning. This is Kevin Fultz on for Devin. First question, just looking at investment activity during the quarter, gross originations were fairly healthy at $572 million. but new investment commitments were fairly light at 105, which is more than 80% of originations were sold down. Just curious, given where leverage is at in the level of repayments, if that gross origination number was skewed by a larger deal during the quarter, or if the small share that you retained was the result of original investments that were less suitable for that portfolio?
spk03: Yeah, great question. So that gross origination number, I think, is largely impacted by Biohaven. which we had capped out basically at our position size, risk position size, or risk appetite for the portfolio. The other thing I would note on origination activity in this quarter, there is a, as Ian noted and Bo in their prepared comments, there was a timing issue, which is there's been a large net origination already in Q4, We expect that to continue. And so, you know, quarters are somewhat arbitrary, right, in the sense that they're a moment in time. They don't tell the entire story. I think this year, obviously, the portfolio has grown significantly year over year. Our expectation is it will, on a calendar year basis, experience net portfolio growth, too. It just happens to be, you know, slipped in the Q4.
spk10: Okay, that makes sense, Josh. And then just on the repayment side, obviously repayment activity was elevated during the third quarter. Could you talk about how repayment activity has tracked quarter to date and your expectations for repayment activity through the end of the year?
spk03: Yeah, so by the way, it's funny you just said take a step back and rewind. I know it's hard for people to rewind. If you talk about Q2, I think there was like very little repayment activity. and people were questioning what was happening with investment income, given that there was no activity-based fees. So, again, you know, there happened to be something in Q3, which helped economics and helped earnings. I think in Q4, it feels like it's a pretty good mix, which there will be most definitely repayment activity. One that's public is Motus. We're being taken out of Motus, which was a longtime client of ours. like in the syndicated loan market. We also had an equity co-investment modus. And so I would say generally the portfolio activity, it's pretty balanced and kind of looks like historical between repayment, new activity, and less repayments, but net portfolio growth. So, you know, that's how I would frame it, if that's helpful.
spk10: Okay, that's helpful, and thank you for taking my questions, and congratulations on a strong quarter. Great, thank you so much.
spk01: Thanks. Thank you. Our next question comes from Ryan Lynch with KBW. Your line is open.
spk04: Good morning, and thanks for taking my questions. First one I had was, Josh, do you or Sixth Street really have any high-level views on how the inflation picture will look over the coming quarters or even coming years. And are there any actions that you guys are taking within your portfolio companies, existing portfolio companies, or potential new deals in how to prepare for this?
spk03: Yeah, it's a great question, Ryan. We most definitely have views. And I would say they're informed. The reality is that... It's a complicated issue, and I think there's divergent opinions in the firm. I'm not sure my opinion matters, but I can tell you kind of the framework, how I think about the framework, and then I can tell you about how we position the portfolio. Look, so obviously a lot of money printing, and if people talk about the inflation, they really point to that. If you really look at, there's still a decent amount of excess capacity, especially labor capacity in the markets. That labor capacity has been really sidelined given the stimulus that, and the residual stimulus from COVID. And so I think there's, you know, 13 to $17 billion of, or 13 to $17 trillion of excess savings in the US system. You saw this with household debt coming down and credit card balances coming down, and those are starting to pick up. And so at some point, people are going to have to go back to work once they've burned through the stimulus and the excess savings. And I think we're getting close to an inflection point on that. I think there was a jobs member out today, so there was a decent amount of jobs creation. So I think people are starting to come back to work given that they're burning through that stimulus. I think most definitely that's a deflationary factor. Look, as people know, and we participated in the portfolio construction side, we've been an early investor in software and technology, and that industry sector is a massive exporter of deflation on a global basis. And so I think that surely, I think, People need to take a step back and look at the world and the world over the last 10 to 15 years, I think, or 20 years has been really deflationary, driven by globalization and technology and demographics. And I think except for globalization, which we probably were at peak globalization prior to the global financial crisis, those factors are actually going to continue. So I'm not as concerned about inflation as the average bear, so to speak. I think there's divergent views in our group. That being said, I think how we've set the portfolio, generally speaking, is we typically finance companies and like to finance companies that have a ton of pricing power, that live in ecosystems where pricing power exists, and where they're not quote-unquote commodity providers. And so our expectation of our portfolio, given the average EBITDA margin in our portfolio, I think is the core portfolio is probably in the 30%, 35%, or 40% range, which tells you they have pricing power, is that if inflation does come, they will be able to pass along And by the way, their cost structure is, you know, typically, you know, given its high margin, high gross margin, there's less impact on inflation, but they'll be able to pass along and have pricing power. So from a portfolio construction standpoint, I think our portfolio is super robust from an inflation standpoint. And then when you look at our, when you look at the, the behavior or the model for TSOX is that we have a little bit, there's a little bit of a pinch point between the, if there is inflation, between the floors. We have basically a floating rate capital structure, floating rate left-hand side balance sheet, floating rate right-hand side balance sheet. There will be EPS expansion. Once we get to our floors, there's a little pinch point on the floors, but if there is inflation, my expectation is that we would kind of rip through those floors pretty quickly and be in EPS expansion. So kind of my framework for inflation, how the portfolio behaves in an inflationary environment, which is, I think, robust, and then robust and then the earnings power of TSOX in an inflationary environment.
spk04: Does that help? Yeah, that's a super comprehensive and very thoughtful response. I very much appreciate that. Kind of on the opposite end, more just a technical question, I think, for Ian. Can the convertible owners, can they continue to convert early? until the maturity in August 2022, or is that just like a one-time event that they only have the option to do it then, and then they'll have to decide when it comes to maturity?
spk03: Ryan, I just want to point out that I can answer technical questions too, but we'll let Ian take that one.
spk04: We know, Josh. I just want to give Ian some air time.
spk11: I'm messing with you. Ryan, there's kind of two parts to that question. One depends on whether the early conversion triggers have been met prior to six months prior to maturity. So think of it as two periods. Prior to February 1 of next year, there has to be an early conversion trigger met. As of today, there's no early conversion triggers met. So as of today, there's no more early conversion until we get to February 1, which is six months prior to maturity. And then the early conversion triggers are not applicable, and holders can convert early at their option.
spk03: Yeah, let me color that up. So Ian's right on. The early conversion trigger was a broker bid parity calculation. And for some reason, in a moment in time, the broker bids were less than, I think, 98% of parity. That doesn't seem to exist today. It sometimes happens in high-paying dividend stocks. And what I would say is we take another step back is that there's two basically nature – there's two kind of holders of the convertible bonds, hedgeholders and non-hedgeholders. And the hedgeholders, when the bonds get deeply in the money and – and like really deeply in the money, and they delta hedge the bonds. They basically are hedging the bonds on a one-to-one basis because they effectively just own the stock. And therefore, they're short the dividend of SLX, and they only have four and a half points on the coupon, and the dividend yield is much higher. And so they have a cash flow. So they really want to issue. So they really want to unwind the hedge, which is why that early, And they can unwind the hedge basically through two things. One is either selling the bonds and unwinding the hedge. And the trigger exists, which is if the bonds, for some reason, are trading below parity, that they have a liquidity option so they can unwind the hedge. It has felt like all of the hedged buyers have exercised early conversion option and In addition to that, it feels like that environment of where the bonds trade at parity no longer exists. And so I would expect that we won't see that again. That was a point in time given, you know, a little bit of a market dislocation on the price of the bonds and in the nature of the holders. And the nature of the holders are no longer hedged holders. Okay. Yes, that makes sense. I understood the color behind that.
spk04: Yes, technical. Technical answer. Not on both. All right. Well, I appreciate the time today and nice work, guys. Thanks.
spk01: Thank you. Our next question comes from Melissa Waddell with J.P. Morgan, and your line is open.
spk07: Good morning, everyone. Thanks for taking my questions today. Most of them have actually been either anticipated or already asked and answered.
spk12: Hey, Melissa, we can't hear you. Sorry, you're muffled.
spk06: Sorry about that. I hope that's better.
spk12: Perfect. Yeah.
spk06: Okay. I wanted to clarify the $100 million in activity that you mentioned so far quarter to date. Was that gross or net?
spk12: That was gross.
spk06: Gross. Okay. And then the $100 to $150 of additional that you expected, that was a net number, correct?
spk12: That's correct. That's a net number. That's expected.
spk06: Okay. And then just to round out that map a little bit, you also continue to expect elevated prepayment activity into 4Q?
spk12: Yeah, I think what Josh said is we expect normalized repayment activity in Q4 to, you know, what we've seen at typical levels. And combine that with a, you know, robust pipeline coming into Q4. we expect those net fundings between 150 and 250.
spk03: Yeah, look, I think the math historically, and somebody can correct me if I'm wrong, typical average repayments tend to be, you know, 200, 175 to 250, and then gross originations tend to be, you know, somewhere between 200 and, you know, 275. And I would expect that, you know, We're 150, 100 to 150 net on the quarter up. Is that helpful?
spk12: We may have lost her.
spk01: We lost her.
spk07: Okay.
spk01: If you can recue. Shall we continue with the next question, sir?
spk03: Sure, sure.
spk01: It's from Finian O'Shea with Wells Fargo. Your line is open.
spk02: Hey, everyone. Good morning. I guess first question for Josh or Bo on the ABL opportunity set. High level. We haven't seen a new portfolio company too recently. It is... Is this part of the private credit arena, as Beau described, where, you know, there's a lot of new entrants in terms of coming too much, or are you just not seeing your style of opportunity, preferred opportunity there?
spk03: Yeah, hey, Finney, good morning. So thanks for your question. Good question. So the good news is, well, not the good news. There's one in Q4. We actually have one that we've committed to that we've been actually earning a little bit of commitment fees along the way over last quarter and this quarter. That's taken some time to get regulatory approval, but that should close early next week. That's consistent with what you've seen in the past. I would say it's not really a private credit competition issue. It's really a broader issue, which is when you look at pre-pandemic, what retail looked like was that you had foot traffic declining in store-based retailers. You had, it's a low-barrier industry, so you had a lot of competition. You had share being taken away from physical stores, from on-the-channel providers, and from Amazon. And so you saw a lot of pressure on those business models, including on a gross margin basis and a discounting basis. And then, you know, then the consumer was kind of stable down. And then when the pandemic hit, what you had was you had basically a culling of the herd of retailers. Only the strong survived and got to reduce their footprint and rebase. SO THEY WERE THEMSELVES BETTER POSITIONED. THERE WAS LESS COMPETITION. FOOT TRAFFIC HAS REMAINED, YOU KNOW, STABLE, SLIGHTLY DECLINING. CONSUMERS ARE IN MUCH BETTER SHAPE GIVEN EXCESS SAVINGS. AND SO YOU'VE HAD NO DISCOUNTING. YOU'VE HAD MARGIN EXPANSION. AND RETAILERS ARE GENERALLY THOSE WHO SURVIVED ARE LIVING IN A SLIGHTLY BETTER ENVIRONMENT WITH A BETTER CONSUMER. My guess is the big secular will continue to play out, but in this moment in time, retail is relatively healthy.
spk02: Yeah, no, it makes sense. Just a follow-up. We can call it technical or high-level, but either way, it goes to Ian. Is there a change in the supplemental... dividend policy, I think you used to pay out about half of the NOI spillover. I know there's a few wrinkles going on this quarter with the big special and the preferred and everything, but are we seeing any change to what you pay out for your quarter supplemental?
spk11: No, Finn, it's the same formula. I think maybe what we didn't do as good a job of articulating, we're using the adjusted formula NII figure to calculate that. So it's the 55 cents less the base dividend of 41 and then 50% of that. So that's how we got to the seven.
spk03: Because the part two and capital gains incentive fees are not paid in cash and are not expected to be paid in cash anytime soon, that you have to make an adjustment to be adjusted in that investment income number to get to the earnings power and the cash earnings power of the business.
spk02: Awesome. Thank you so much. Thank you.
spk01: And as a reminder, ladies and gentlemen, to get in the queue with your questions, simply press star 1. Our next question is from Robert Dodd with Raymond James.
spk08: Hi, everyone, and congratulations on the quarter. For what it's worth, my questions are over. Anybody can answer them. On the kind of portfolio mix going forward, and I don't mean firstly and secondly, and I mean more by verticals. I mean, you addressed ABL, but you've got farmer loyalty expertise. You've got a whole bunch of other things. expertise beyond just, you know, regular way LBO sponsor finance. Do you expect to shift the mix at all? I mean, as you point out, right, the regular way business seems to be getting more competitive. Big managers come in and large pools of capital. You've always run higher, typically higher R's, MOIs, whichever metric you want to look at. because of those more niche verticals that a lot of big players don't participate in. So should we expect the number of verticals you're willing or want to operate in to increase or expand as a piece of the mix as the more vanilla ends of the market get increasingly competitive?
spk03: Yeah, so that's a great question. I'll let Fishy answer it. No, I'm just joking. But Fishy is here. He can hop in. And I like your approach to who you direct the question at. But I'll take a shot at Bo and everybody else. First of all, look, I think you're right. We try to be very thoughtful in the sectors and lanes that we've operated in. And quite frankly, there is inefficiencies where we operate. What you find over now in the 10-year anniversary of the business You found us having higher IRRs or higher ROAs or higher spreads and less defaults, significantly less defaults, like actual net gains versus losses. And so we've found lanes that offer higher risk adjusted returns. That's the power of the Sixth Street platform. The power of the Sixth Street platform is we have 400 people now And, you know, we have a whole bunch of people in sectors and hunting and thinking about what's happening in those individual ecosystems and where we can, you know, have direct dialogue with companies and, you know, pick our lanes and pick them in a thoughtful way where we can find the balance of providing a tremendous amount of value to our issuers, but also value to our shareholders. You know, I think you will see us continue to evolve, like, you know, This year, retail was down. My expectation is retail will come back when that industry is less healthy and the secular overrides the cyclical vis-a-vis the consumer. I think you'll see us do some energy stuff in the coming moment given the pullback of capital in that space. I think you'll continue to still attack software as we have. and we have a little bit of an incumbency benefit there. And so I just think that there is, you know, on the pharma side, we'll continue to be a thoughtful investor there as well. So I just think that there were, you know, given the, you know, that Sixth Street Specialty Lending Inc. is really focused on the middle market and focused on specialty verticals, I think you'll continue, you know, us to do our thing and, you know, across sectors when we find good relative value and good risk-adjusted returns and where we can provide value to our issuers. Fishy, you have anything to add? Fishy is just in the background always judging, but he's here as well.
spk09: I think the only thing I would add is we say software, right? It's such a broad category and encompasses so much. I think one of the things we've done is kind of dig deeper. There's a lot of sub-verticals, whether it's, you know, healthcare, IT, or education, or ed tech, or payments. I mean, it's such a, you know, we're developing, I guess, expertise, I would call it, in sub-verticals of something that's very, very broad. So, we're constantly looking for, you know, I would say, a differentiated view in different areas, and, you know, I know we just throw around software a lot. So that's the only thing I would talk about.
spk12: Anything to add? No, I mean, I guess what I would add is when I look forward at the Q4 pipeline, it's across a number of themes and a good mix of both sponsor and non-sponsor deals. I think that has been the power of the platform, this constantly rotating thematic approach where we have hundreds of investment professionals speaking directly to management teams, sponsors, intermediaries to find the best risk-adjusted return. And I think that's going to be represented in our Q4 results.
spk03: Robert, I know you didn't ask this question, but I think it's worth saying. Look, we didn't get the spillover question, and I want to talk quickly about the spillover. Spillover, given the unrealized gains in the portfolio, spillover is going to quickly increase again. That being said, I am not sure the value of keeping a whole bunch of spillover income in the system. Ultimately, what matters is the forward earnings power of the business and protecting the dividend vis-a-vis the forward earnings power of the business. And so we've tried to do a decent job of being thoughtful and appropriately choosing our capital structure and eliminating the excise tax, although that excise tax will probably build again given as we convert the unrealized book to realized, we'll create more spillover income. That being said, I think our philosophy is a little bit shifting, and we're using that as a lever to optimize our capital structure at any given time to create the right balance to generate forward earnings of the business and making sure that we keep ROEs at an acceptable level. So I wanted to hit that. THE OTHER THING I WANTED TO HIT, YOU KNOW, I THINK IAN'S, YOU KNOW, EARNINGS ESTIMATE, WHICH WAS IN EXCESS OF $2 PER SHARE, I WOULD PROBABLY SLIGHTLY REFRAME THAT. IT'S PROBABLY GOING TO BE WELL IN EXCESS OF $2 PER SHARE OR, YOU KNOW, YOU KNOW, FOR Q4, MY GUESS. AND SO I, YOU KNOW, I WANT TO FIND WELL IN EXCESS, BUT IT'S It's going to be, you know, it's going to be, it's going to be. That was going to be my next question. Yeah, people shouldn't model $2 a share for the year. That would be wrong. So, or I think would be wrong. But, and then, Robert, offline, we could debate the spillover income piece because I think the spillover income concept was this idea of providing protection to the dividend. Ultimately, if you're paying the dividend through spillover income, you're reducing net asset value per share. FROM THAT MOMENT FORWARD. SO WE'RE TRYING TO REALLY FIND THAT BALANCE OF, YOU KNOW, KIND OF LETTING SPILL-UP OVER-INCOME INCREASE, WHICH IT WILL, AND THEN USING IT AS A KIND OF LETTING THE AIR OUT OF THE BALLOON TO MAKE SURE WE KEEP THE OPTIMAL FINANCIAL LEVERAGE AND MAKE SURE THAT WE DON'T HAVE A DRAG ON EARNINGS THROUGH THE EXCISE PACK.
spk08: I appreciate that. And you're not the only one whose view on spillover may be philosophically evolving as well. So I look forward to that debate later. I appreciate that column. Thank you. Okay, great.
spk03: Thank you so much.
spk01: Thank you. And this concludes our Q&A. I would like to turn the call back to Joshua Easterly for his final remarks.
spk03: Thank you. Thanks for the time and attention and participation from everybody. What I would say is this time of year always makes me feel a little bit sad because it's going to be a longer period before we connect next. I think in February sometime, given the Q4 additional timing to facilitate the year end audit. So first, I want to wish people a happy Thanksgiving. A lot to be thankful for this year. Um, you know, um, and a lot to reflect on. It's obviously been a difficult, you know, two years for, um, for, for people, um, and given the pandemic, uh, and the uncertainty in the world, um, and a lot of other issues of this diversity and equity issues, um, that are real and affecting parts of, of our community. So, um, and, you know, we obviously have to deal with some as, as a society deal you know, with the reckoning of some of our history. And so, you know, but a lot to be thankful for. So thank you for your time and efforts. And I, you know, I deeply from our team hope people have a healthy holiday season. It can take some time to spend with their family given the last two years. Thanks, everybody.
spk01: Thank you, ladies and gentlemen, for participating in today's conference, and you may now disconnect. Good day.
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