Form: 8-K

Current report filing

October 30, 2019



Exhibit 99.1    
 
baringslogofinalrgba15.jpg

BARINGS BDC, INC. REPORTS THIRD QUARTER 2019 RESULTS
AND ANNOUNCES QUARTERLY CASH DIVIDEND OF $0.15 PER SHARE

CHARLOTTE, N.C., October 29, 2019 - Barings BDC, Inc. (NYSE: BBDC) ("Barings BDC" or the "Company") today reported its financial and operating results for the third quarter of 2019 and announced that the Company's Board of Directors declared a quarterly cash dividend of $0.15 per share.
Highlights
Income Statement
Three Months Ended
September 30, 2019
Three Months Ended
June 30, 2019
(dollars in millions, except per share data)
Total Amount
Per
Share(1)
Total Amount
Per
Share(2)
Net investment income
$
8.0

$
0.16

$
7.4

$
0.15

Net realized gains (losses)
$
(1.0
)
$
(0.02
)
$
0.1

$

Net unrealized appreciation (depreciation)
$
(1.8
)
$
(0.04
)
$
1.9

$
0.04

Net increase in net assets resulting from operations
$
5.2

$
0.10

$
9.2

$
0.18

Dividends paid
 
$
0.14

 
$
0.13

(1) Based on weighted average shares outstanding during the period of 49,987,312.
(2) Based on weighted average shares outstanding during the period of 50,473,640.
Investment Portfolio and Balance Sheet
 
 
 
 
(dollars in millions, except per share data)
As of
September 30, 2019
As of
June 30,
2019
As of
March 31,
2019
As of
December 31, 2018
Investment portfolio at fair value
$1,158.2
$1,200.6
$1,189.4
$1,121.9
Weighted average yield on debt investments, excluding short-term investments (at principal amount)
5.9
%
6.2
%
6.3
%
6.2
%
 
 
 
 
 
Total assets
$1,214.2
$1,226.2
$1,211.2
$1,167.6
Debt outstanding (principal)
$632.5
$633.8
$620.0
$570.0
Total net assets (equity)
$572.4
$583.1
$584.2
$563.0
Net asset value per share
$11.58
$11.59
$11.52
$10.98
Debt-to-equity ratio
1.10
x
1.09
x
1.06
x
1.01x
Third Quarter 2019 Results
Commenting on the quarter, Eric Lloyd, Chief Executive Officer, stated, "The third quarter saw us continue our steady and deliberate middle-market investment ramp, rotating out of $130 million of broadly-syndicated loans and investing $116 million in middle-market loans. These new middle-market investments included three European investments, providing additional diversity with the goal of generating attractive risk-adjusted returns. In today’s competitive environment, Barings’ wide investment frame of reference across global markets and multiple asset classes, further enabled by our joint venture with the South Carolina Retirement System, allows us to find attractive investment opportunities while maintaining an appropriate balance between risk and current income."





During the three months ended September 30, 2019, the Company reported total investment income of $19.3 million, net investment income of $8.0 million, or $0.16 per share, and a net increase in net assets resulting from operations of $5.2 million, or $0.10 per share.
Net asset value ("NAV") per share as of September 30, 2019 was $11.58, as compared to $11.59 as of June 30, 2019. The change in NAV per share from June 30, 2019 to September 30, 2019 was primarily attributable to net unrealized depreciation on the Company's investment portfolio and foreign currency transactions of approximately $0.04 per share and a net realized loss of $0.02 per share, partially offset by net investment income exceeding the second quarter dividend by $0.02 per share and the impact of accretive share repurchases of $0.03 per share.
Share Repurchase Plan
On February 25, 2019, the Company adopted a share repurchase plan, pursuant to Board approval, for the purpose of repurchasing shares of the Company's common stock in the open market (the "Share Repurchase Plan"). The Board authorized the Company to repurchase in 2019 up to a maximum of 5.0% of the amount of shares outstanding under the following targets:
a maximum of 2.5% of the amount of shares of the Company's common stock outstanding if shares trade below NAV per share but in excess of 90% of NAV per share; and
a maximum of 5.0% of the amount of shares of the Company's common stock outstanding if shares trade below 90% of NAV per share.
As of October 29, 2019, the Company had repurchased a total 1,998,835 shares of its common stock in the open market under the Share Repurchase Plan at an average price of $9.95 per share, including broker commissions. The shares of common stock purchased under the Share Repurchase Plan represent approximately 3.9% of the Company's issued and outstanding shares as of February 25, 2019.
Liquidity and Capitalization
As of September 30, 2019, the Company had cash of $12.8 million, short-term money market fund investments of $51.6 million, $169.0 million of borrowings outstanding under the Barings BDC Senior Funding I, LLC credit agreement ("BSF Credit Agreement"), $122.8 million of borrowings outstanding under its $800.0 million senior secured revolving credit agreement and $340.8 million outstanding under its term debt securitization. During the third quarter, the Company elected to reduce total commitments under the BSF Credit Agreement from $250.0 million to $177.0 million.
Dividend Information
The Board has declared a quarterly cash dividend of $0.15 per share. This represents a $0.01 increase from the third quarter dividend of 2019 and a dividend yield of approximately 6%.
The Company’s fourth quarter dividend will be payable as follows:
Fourth Quarter 2019 Dividend:
Amount per share:         $0.15
Record date:             December 11, 2019
Payment date:         December 18, 2019
Dividend Reinvestment Plan
Barings BDC has adopted a dividend reinvestment plan (“DRIP”) that provides for reinvestment of dividends and distributions on behalf of its stockholders, unless a stockholder elects to receive cash. As a result, when the Company declares a cash dividend or distribution, stockholders who have not opted out of the DRIP will have their cash dividends or distributions automatically reinvested in additional shares of the Company’s common stock, rather than receiving cash.
When the Company declares and pays dividends and distributions, it determines the allocation of the distribution between current income, accumulated income and return of capital on the basis of accounting principles generally accepted in the United States (“GAAP”). At each year end, the Company is required for tax purposes to determine the allocation based on tax accounting principles. Due to differences between GAAP and tax accounting principles, the portion of each dividend distribution that is ordinary income, capital gain or return of capital may differ for GAAP and tax purposes. The tax status of the Company’s distributions can be found on the Investor Relations page of its website.





Recent Portfolio Activity
During the three months ended September 30, 2019, the Company purchased $1.0 million in syndicated senior secured loans, made ten new senior secured private middle-market debt investments totaling $102.5 million, made additional debt investments in six existing middle-market portfolio companies totaling $14.0 million and made an additional investment in its joint venture totaling $5.0 million. The Company had three syndicated senior secured loans repaid at par totaling $10.4 million, had two middle-market portfolio company loans repaid at par totaling $34.1 million, received $5.8 million of syndicated senior secured loan principal payments and received $2.2 million of middle-market portfolio company debt principal payments. In addition, the Company sold $114.7 million of syndicated senior secured loans, recognizing a net realized loss on these transactions of $0.5 million, and sold $10.2 million of middle-market portfolio company debt investments to its joint venture. In addition, the Company recognized a realized loss of $0.5 million related to royalty payments due from a legacy Triangle Capital portfolio company.
Subsequent Events
From October 1, 2019 through October 28, 2019, Barings BDC made approximately $69.4 million of new middle-market private debt commitments, of which approximately $24.7 million have closed. The $24.7 million of middle-market investments consists of first lien senior secured debt with a weighted average yield of 7.1%. In addition, as of October 25, 2019, Barings Global Private Finance group had a probability weighted pipeline of approximately $1.05 billion, in which Barings BDC may have the ability to participate. Not all deals may be suitable for Barings BDC and the Company's allocations will be determined in accordance with the Barings Global Private Finance allocation policy.
Conference Call to Discuss Third Quarter 2019 Results
Barings BDC has scheduled a conference call to discuss third quarter 2019 financial and operating results for Wednesday, October 30, 2019, at 9:00 a.m. ET.
To listen to the call, please dial 877-407-8831 or 201-493-6736 approximately 10 minutes prior to the start of the call. A taped replay will be made available approximately two hours after the conclusion of the call and will remain available until November 13, 2019. To access the replay, please dial 877-660-6853 or 201-612-7415 and enter conference ID 13695058.
Barings BDC’s quarterly results conference call will also be available via a live webcast on the investor relations section of its website at https://ir.barings.com/ir-calendar. Access the website 15 minutes prior to the start of the call to download and install any necessary audio software. An archived webcast replay will be available on the Company's website until November 13, 2019.
Forward-Looking Statements
Statements included herein or on the webcast/conference call may constitute “forward-looking statements,” which relate to future events or Barings BDC’s future performance or financial condition. Investors are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date on which they are made, which reflect management’s current estimates, projections, expectations or beliefs, and which are subject to risks and uncertainties that may cause actual results to differ materially. Forward-looking statements include, but are not limited to, the ability of Barings LLC to manage Barings BDC and identify investment opportunities, are subject to change at any time based upon economic, market or other conditions, and may not be relied upon as investment advice or an indication of the Company's trading intent. More information on these risks and other potential factors that could affect the Company’s financial results, including important factors that could cause actual results to differ materially from plans, estimates or expectations included herein or on the webcast/conference call, is included in the Company’s filings with the SEC, including in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s most recently filed periodic reports on Form 10-K and Form 10-Q and subsequent filings. In addition, there is no assurance that Barings BDC or any of its affiliates will purchase additional shares of Barings BDC at any specific discount levels or in any specific amounts. There is no assurance that the market price of Barings BDC’s shares, either absolutely or relative to net asset value, will increase as a result of any share repurchases, or that any repurchase plan will enhance stockholder value over the long term. The Company assumes no obligation to update any forward-looking statements or information, which speak as of their respective dates.
About Barings BDC
Barings BDC, Inc. (NYSE: BBDC) is a publicly traded, externally managed investment company that has elected to be treated as a business development company under the Investment Company Act of 1940. Barings BDC seeks to invest primarily in senior secured loans to private U.S. middle-market companies that operate across a wide range of industries. Barings BDC's





investment activities are managed by its investment adviser, Barings LLC, a leading global asset manager based in Charlotte, NC with over $335 billion* of AUM firm-wide. For more information, visit www.baringsbdc.com.
About Barings LLC
Barings is a $335+ billion* global financial services firm dedicated to meeting the evolving investment and capital needs of our clients and customers. Through active asset management and direct origination, we provide innovative solutions and access to differentiated opportunities across public and private capital markets. A subsidiary of MassMutual, Barings maintains a strong global presence with business and investment professionals located across North America, Europe and Asia Pacific.

*As of September 30, 2019
Media Contact:
Rachel White, Media Relations, Barings, (980) 417-5886, rachel.white@barings.com
Investor Relations:
BDCinvestorrelations@barings.com, (888) 401-1088







Barings BDC, Inc.
Consolidated Balance Sheets
 
September 30, 2019
 
December 31, 2018
 
(Unaudited)
 
 
Assets:
 
 
 
Investments at fair value:
 
 
 
Non-Control / Non-Affiliate investments (cost of $1,123,493,075 and $1,128,694,715 as of September 30, 2019 and December 31, 2018, respectively)
$
1,096,632,222

 
$
1,076,631,804

Affiliate investments (cost of $10,158,270 as of September 30, 2019)
10,036,300

 

Short-term investments (cost of $51,552,247 and $45,223,941 as of September 30, 2019 and December 31, 2018, respectively)
51,552,247

 
45,223,941

Total investments at fair value
1,158,220,769

 
1,121,855,745

Cash
12,838,103

 
12,426,982

Interest and fees receivable
5,413,193

 
6,008,700

Prepaid expenses and other assets
1,702,920

 
4,123,742

Deferred financing fees
5,654,274

 
251,908

Receivable from unsettled transactions
30,322,297

 
22,909,998

Total assets
$
1,214,151,556

 
$
1,167,577,075

Liabilities:
 
 
 
Accounts payable and accrued liabilities
$
5,393,118

 
$
5,327,249

Interest payable
2,893,316

 
749,525

Payable from unsettled transactions
2,621,367

 
28,533,014

Borrowings under credit facilities
291,767,549

 
570,000,000

Debt securitization
339,031,226

 

Total liabilities
641,706,576

 
604,609,788

Commitments and contingencies
 
 
 
Net Assets:
 
 
 
Common stock, $0.001 par value per share (150,000,000 shares authorized, 49,418,542 and 51,284,064 shares issued and outstanding as of September 30, 2019 and December 31, 2018, respectively)
49,419

 
51,284

Additional paid-in capital
866,351,909

 
884,894,249

Total distributable earnings (loss)
(293,956,348
)
 
(321,978,246
)
Total net assets
572,444,980

 
562,967,287

Total liabilities and net assets
$
1,214,151,556

 
$
1,167,577,075

Net asset value per share
$
11.58

 
$
10.98










Barings BDC, Inc.
Unaudited Consolidated Statements of Operations
 
Three Months
Ended
 
Three Months
Ended
 
Nine Months Ended
 
Nine Months Ended
 
September 30,
2019
 
September 30,
2018
 
September 30,
2019
 
September 30,
2018
Investment income:
 
 
 
 
 
 
 
Interest income:
 
 
 
 
 
 
 
Non-Control / Non-Affiliate investments
$
18,169,034

 
$
8,769,282

 
$
54,853,833

 
$
45,282,969

Affiliate investments

 
669,553

 

 
5,580,051

Control investments

 
91,678

 

 
644,805

Short-term investments
279,908

 
535,153

 
703,947

 
535,153

Total interest income
18,448,942

 
10,065,666

 
55,557,780

 
52,042,978

Dividend income:
 
 
 
 
 
 
 
Non-Control / Non-Affiliate investments
4,221

 

 
8,932

 
252,369

Affiliate investments

 
303,062

 

 
642,187

Total dividend income
4,221

 
303,062

 
8,932

 
894,556

Fee and other income:
 
 
 
 
 
 
 
Non-Control / Non-Affiliate investments
848,792

 
304,835

 
1,669,819

 
4,225,905

Affiliate investments

 
72,891

 

 
601,571

Control investments

 

 

 
107,819

Total fee and other income
848,792

 
377,726

 
1,669,819

 
4,935,295

Payment-in-kind interest income:
 
 
 
 
 
 
 
Non-Control / Non-Affiliate investments

 
366,344

 

 
2,814,474

Affiliate investments

 
136,603

 

 
962,080

Total payment-in-kind interest income

 
502,947

 

 
3,776,554

Interest income from cash
2,152

 
822,995

 
9,022

 
1,972,591

Total investment income
19,304,107

 
12,072,396

 
57,245,553

 
63,621,974

Operating expenses:
 
 
 
 
 
 
 
Interest and other financing fees
6,727,780

 
4,369,994

 
19,598,992

 
19,304,877

Base management fee (Note 2)
3,263,803

 
1,546,675

 
8,845,753

 
1,546,675

Compensation expenses
107,779

 
29,435,834

 
334,869

 
37,371,342

General and administrative expenses (Note 2)
1,217,570

 
8,766,516

 
5,108,595

 
14,659,656

Total operating expenses
11,316,932

 
44,119,019

 
33,888,209

 
72,882,550

Base management fee waived (Note 2)

 
(993,317
)
 

 
(993,317
)
Net operating expenses
11,316,932

 
43,125,702

 
33,888,209

 
71,889,233

Net investment income (loss)
7,987,175

 
(31,053,306
)
 
23,357,344

 
(8,267,259
)
Realized and unrealized gains (losses) on investments and foreign currency transactions:
 
 
 
 
 
 
 
Net realized gains (losses):
 
 
 
 
 
 
 
Non-Control / Non-Affiliate investments
(1,066,536
)
 
(92,881,851
)
 
(1,146,287
)
 
(134,191,161
)
Affiliate investments

 
7,586,818

 

 
9,939,330

Control investments

 
(31,916,157
)
 

 
(38,542,704
)
Net realized losses on investments
(1,066,536
)
 
(117,211,190
)
 
(1,146,287
)
 
(162,794,535
)
Foreign currency transactions
83,037

 

 
83,037

 
1,081,211

Net realized losses
(983,499
)
 
(117,211,190
)
 
(1,063,250
)
 
(161,713,324
)
Net unrealized appreciation (depreciation):
 
 
 
 
 
 
 
Non-Control / Non-Affiliate investments
(2,209,225
)
 
50,825,657

 
25,202,059

 
82,978,562

Affiliate investments
40,119

 
(15,887,729
)
 
(121,970
)
 
3,197,568

Control investments

 
22,717,499

 

 
24,387,532

Net unrealized appreciation (depreciation) on investments
(2,169,106
)
 
57,655,427

 
25,080,089

 
110,563,662

Foreign currency transactions
374,278

 

 
374,278

 
(863,980
)
Net unrealized appreciation (depreciation)
(1,794,828
)
 
57,655,427

 
25,454,367

 
109,699,682

Net realized losses and unrealized appreciation (depreciation) on investments and foreign currency transactions
(2,778,327
)
 
(59,555,763
)
 
24,391,117

 
(52,013,642
)
Loss on extinguishment of debt
(13,357
)
 
(10,507,183
)
 
(143,108
)
 
(10,507,183
)
Provision for taxes

 
(274,132
)
 
(499
)
 
(813,767
)
Net increase (decrease) in net assets resulting from operations
$
5,195,491

 
$
(101,390,384
)
 
$
47,604,854

 
$
(71,601,851
)
Net investment income (loss) per share—basic and diluted
$
0.16

 
$
(0.59
)
 
$
0.46

 
$
(0.17
)
Net increase (decrease) in net assets resulting from operations per share—basic and diluted
$
0.10

 
$
(1.94
)
 
$
0.94

 
$
(1.45
)
Dividends/distributions per share:
 
 
 
 
 
 
 
Total dividends/distributions per share
$
0.14

 
$
0.03

 
$
0.39

 
$
0.33

Weighted average shares outstanding—basic and diluted
49,987,312

 
52,300,269

 
50,535,246

 
49,429,678







Barings BDC, Inc.
Unaudited Consolidated Statements of Cash Flows 
 
Nine Months Ended
 
Nine Months Ended
 
September 30, 2019
 
September 30, 2018
Cash flows from operating activities:
 
 
 
Net increase (decrease) in net assets resulting from operations
$
47,604,854

 
$
(71,601,851
)
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
 
 
 
Purchases of portfolio investments
(294,160,380
)
 
(789,746,110
)
Repayments received/sales of portfolio investments
251,057,329

 
314,112,490

Proceeds from sale of portfolio to Asset Buyer

 
793,281,722

Purchases of short-term investments
(577,451,108
)
 
(730,233,448
)
Sales of short-term investments
571,122,802

 
685,233,448

Loan origination and other fees received
5,118,390

 
1,212,914

Net realized loss on investments
1,146,287

 
162,794,535

Net realized gain on foreign currency transactions
(83,037
)
 
(1,081,211
)
Net unrealized appreciation of investments
(25,080,089
)
 
(109,232,129
)
Net unrealized (appreciation) depreciation of foreign currency transactions
(374,278
)
 
863,980

Payment-in-kind interest accrued, net of payments received

 
120,933

Amortization of deferred financing fees
951,134

 
1,710,047

Loss on extinguishment of debt
143,108

 
10,507,183

Loss on disposal of property and equipment

 
22,236

Accretion of loan origination and other fees
(1,254,234
)
 
(3,205,327
)
Amortization/accretion of purchased loan premium/discount
(187,967
)
 
(37,486
)
Depreciation expense

 
27,414

Stock-based compensation

 
14,229,633

Changes in operating assets and liabilities:
 
 
 
Interest and fees receivables
595,826

 
(4,098,768
)
Prepaid expenses and other assets
2,421,921

 
(2,085,170
)
Accounts payable and accrued liabilities
65,869

 
(8,579,273
)
Interest payable
2,141,975

 
(3,845,616
)
Net cash provided by (used in) operating activities
(16,221,598
)
 
260,370,146

Cash flows from investing activities:
 
 
 
Proceeds from sales of property and equipment

 
31,499

Net cash provided by investing activities

 
31,499

Cash flows from financing activities:
 
 
 
Repayments of SBA-guaranteed debentures payable

 
(250,000,000
)
Borrowings under credit facilities
188,225,262

 
214,100,000

Repayments of credit facilities
(466,000,000
)
 
(159,953,253
)
Proceeds from debt securitization
348,250,000

 

Repayment of debt securitization
(7,468,690
)
 

Redemption of notes

 
(166,750,000
)
Financing fees paid
(8,246,692
)
 
(47,900
)
Net proceeds related to issuance of common stock

 
99,839,845

Purchases of shares in repurchase plan
(18,544,205
)
 
(50,796,324
)
Common stock withheld for payroll taxes upon vesting of restricted stock

 
(6,018,828
)
Cash dividends/distributions paid
(19,582,956
)
 
(15,945,906
)
Net cash provided by (used in) financing activities
16,632,719

 
(335,572,366
)
Net increase (decrease) in cash
411,121

 
(75,170,721
)
Cash, beginning of period
12,426,982

 
191,849,697

Cash, end of period
$
12,838,103

 
$
116,678,976

Supplemental disclosure of cash flow information:
 
 
 
Cash paid for interest
$
14,398,249

 
$
19,845,947