Form: 8-K

Current report filing

August 9, 2023


                                                 Exhibit 99.1    
        
baringslogofinalrgba19.jpg

BARINGS BDC, INC. REPORTS SECOND QUARTER 2023 RESULTS AND
ANNOUNCES INCREASE IN QUARTERLY CASH DIVIDEND TO $0.26 PER SHARE
CHARLOTTE, N.C., August 9, 2023 - Barings BDC, Inc. (NYSE: BBDC) (“Barings BDC” or the “Company”) today reported its financial and operating results for the second quarter of 2023 and announced that the Company’s Board of Directors (the “Board”) declared a quarterly cash dividend of $0.26 per share.
Highlights
Income Statement
Three Months Ended
June 30, 2023
Three Months Ended
March 31, 2023
(dollars in millions, except per share data) Total Amount
Per
Share(1)
Total Amount
Per
Share(2)
Net investment income $33.6 $0.31 $27.5 $0.25
Net realized losses $(48.5) $(0.45) $(9.7) $(0.09)
Net unrealized appreciation $55.1 $0.51 $22.0 $0.20
Net increase in net assets resulting from operations $40.1 $0.37 $39.7 $0.37
Dividends paid $0.25 $0.25
(1) Based on weighted average shares outstanding during the period of 107,381,276.
(2) Based on weighted average shares outstanding during the period of 107,916,166.
Investment Portfolio and Balance Sheet
(dollars in millions, except per share data) As of
June 30,
 2023
As of
March 31, 2023
As of
December 31, 2022
Investment portfolio at fair value $2,506.0 $2,556.1 $2,448.9
Weighted average yield on performing debt investments (at principal amount) 10.4  % 10.2  % 9.7  %
Total assets $2,730.4 $2,726.9 $2,710.0
Debt outstanding (principal) $1,497.1 $1,494.1 $1,454.1
Total net assets (equity) $1,207.6 $1,205.0 $1,192.3
Net asset value per share $11.34 $11.17 $11.05
Debt-to-equity ratio 1.24x 1.24x 1.22x
Net debt-to-equity ratio (adjusted for unrestricted cash and net unsettled transactions) 1.15x 1.19x 1.12x
Second Quarter 2023 Results
Commenting on the quarter, Eric Lloyd, Chief Executive Officer of Barings BDC, stated, “We continued to deliver strong results for our shareholders through the second quarter, led by increased investment income combined with strong credit characteristics within our holdings. BBDC’s diversified portfolio of directly originated middle market loans, conservatively underwritten to withstand the effects of higher base rates, have contributed to a 1.5% increase in net asset value per share compared to the prior quarter.”
During the three months ended June 30, 2023, the Company reported total investment income of $75.3 million, net investment income of $33.6 million, or $0.31 per share, and a net increase in net assets resulting from operations of $40.1 million, or $0.37 per share.



Net asset value (“NAV”) per share as of June 30, 2023 was $11.34, as compared to $11.17 as of March 31, 2023. The increase in NAV per share from March 31, 2023 to June 30, 2023 was primarily attributed to net unrealized appreciation on the Company’s investment portfolio, credit support agreements and foreign currency transactions of approximately $0.51 per share, net investment income exceeding the Company’s second quarter dividend by $0.06 per share and share repurchases of $0.05 per share, partially offset by a net realized loss on investments and foreign currency transactions of $0.45 per share.
Elizabeth Murray, Chief Financial Officer and Chief Operating Officer of Barings BDC, stated, “During the second quarter, we were pleased to extend the maturity of our senior secured credit facility with ING to February 2026, which aligns with the continued strength of our balance sheet. Significant growth in net investment income, coupled with our stable funding profile, led our Board of Directors to declare a dividend increase of 4.0% to $0.26 per share for the third quarter, further benefiting our shareholders.”
Recent Portfolio Activity
During the three months ended June 30, 2023, the Company made four new investments totaling $11.7 million, made investments in existing portfolio companies totaling $41.6 million, made a $10.0 million add-on equity co-investment alongside certain affiliates in a portfolio company that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation and made additional investments in joint venture equity portfolio companies totaling $2.5 million. During the three months ended June 30, 2023, the Company had five loans repaid totaling $31.6 million and received $25.6 million of portfolio company principal payments, recognizing a loss on these repayments of $0.7 million. The Company received $7.1 million of return of capital from its joint ventures and equity investments. In addition, the Company sold $24.4 million of loans, recognizing a net realized loss on these transactions of $43.7 million and sold $46.5 million of middle-market portfolio debt investments to its joint ventures realizing a gain on these transactions of $0.1 million. Lastly, investments in two portfolio companies were restructured, which resulted in a loss of $2.0 million.
During the three months ended June 30, 2023, the Company recorded net unrealized appreciation totaling $55.1 million, consisting of net unrealized appreciation on its current portfolio of $5.4 million, unrealized appreciation of $2.4 million on the MVC credit support agreement with Barings and unrealized appreciation reclassification adjustments of $48.3 million related to the net realized losses on the sales / repayments of certain investments, net of unrealized depreciation of $0.4 million on the Sierra credit support agreement with Barings and net unrealized depreciation related to foreign currency transactions of $0.6 million. The net unrealized appreciation on our current portfolio of $5.4 million was driven primarily by credit or fundamental performance of investments of $2.5 million and the impact of foreign currency exchange rates on investments of $3.8 million partially offset by broad market moves for investments of $0.9 million.
Liquidity and Capitalization
As of June 30, 2023, the Company had cash and foreign currencies of $80.3 million, $772.1 million of borrowings outstanding under its $1.1 billion senior secured revolving credit agreement, $725.0 million aggregate principal amount of unsecured notes outstanding and a net receivable from unsettled transactions of $27.6 million. On May 9, 2023 the Company closed an extension to its senior secured revolving credit facility, with the revolving period now scheduled to expire on February 21, 2025 and the maturity date now scheduled to occur on February 21, 2026.
Share Repurchase Program
On February 23, 2023, the Board authorized a new 12-month share repurchase program. Under the program, the Company may repurchase, during the 12-month period that commenced on March 1, 2023, up to $30.0 million in the aggregate of its outstanding common stock in the open market at prices below the then-current NAV per share. The timing, manner, price and amount of any share repurchases will be determined by the Company, in its discretion, based upon the evaluation of economic and market conditions, the Company’s stock price, applicable legal, contractual and regulatory requirements and other factors. The program is expected to be in effect until March 1, 2024, unless extended or until the aggregate repurchase amount that has been approved by the Board has been expended. The program does not require the Company to repurchase any specific number of shares, and the Company cannot assure stockholders that any shares will be repurchased under the program. The program may be suspended, extended, modified or discontinued at any time. As of August 9, 2023, the Company had repurchased a total of 1,400,000 shares of its common stock in the open market under the authorized program at an average price of $7.75 per share, including broker commissions.



Dividend Information
The Board declared a quarterly cash dividend of $0.26 per share.
The Company’s third quarter dividend is payable as follows:
Third Quarter 2023 Dividend:
Amount per share:         $0.26
Record date:             September 6, 2023
Payment date:             September 13, 2023
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, capital gains 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.
Subsequent Events
Subsequent to June 30, 2023, the Company made approximately $35.7 million of new commitments, of which $23.6 million closed and funded. The $23.6 million of investments consists of $23.2 million of first lien senior secured debt investments and $0.4 million of equity investments. The weighted average yield of the debt investments was 11.6%. In addition, the Company funded $8.4 million of previously committed delayed draw term loans.
Conference Call to Discuss Second Quarter 2023 Results
Barings BDC has scheduled a conference call to discuss second quarter 2023 financial and operating results for Thursday, August 10, 2023, 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 August 17, 2023. To access the replay, please dial 877-660-6853 or 201-612-7415 and enter conference ID 13739831.
This conference call will also be available via a live webcast on the investor relations section of Barings BDC’s 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 August 17, 2023.
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 Company’s projected net investment income and earnings, the Company’s distribution levels and frequency of distributions, the Company’s share repurchase activity, and the ability of Barings LLC to manage Barings BDC and identify investment opportunities, all of which 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 Barings BDC’s trading intent. More information on the risks and other potential factors that could affect Barings BDC’s financial results and future events, including important factors that could cause actual results or events to differ materially from plans, estimates or expectations included herein or discussed on the webcast/conference call, is included in Barings BDC’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 Barings BDC’s most recently filed annual report on Form 10-K, as well as in subsequent



filings, including Barings BDC’s quarterly reports on Form 10-Q. 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 NAV, will increase as a result of any share repurchases, or that any repurchase plan will enhance stockholder value over the long term.
Non-GAAP Financial Measures
To provide additional information about the Company’s results, the Company’s management has discussed in this press release the Company’s net debt (calculated as (i) total debt less (ii) unrestricted cash and foreign currencies (excluding restricted cash) net of net payables/receivables from unsettled transactions) and its net debt-to-equity ratio (calculated as net debt divided by total net assets), which are not prepared in accordance with GAAP. These non-GAAP measures are included to supplement the Company’s financial information presented in accordance with GAAP and because the Company uses such measures to monitor and evaluate its leverage and financial condition and believes the presentation of these measures enhances investors’ ability to analyze trends in the Company’s business and to evaluate the Company’s leverage and ability to take on additional debt. However, these non-GAAP measures have limitations and should not be considered in isolation or as a substitute for analysis of the Company’s financial results as reported under GAAP.
These non-GAAP measures are not in accordance with, or an alternative to, measures prepared in accordance with GAAP and may be different from non-GAAP measures used by other companies. In addition, these non-GAAP measures are not based on any comprehensive set of accounting rules or principles. These measures should only be used to evaluate the Company’s results of operations in conjunction with their corresponding GAAP measures. Pursuant to the requirements of Item 10(e) of Regulation S-K, as promulgated under the Securities Exchange Act of 1934, as amended, the Company has provided a reconciliation of these non-GAAP measures in the last table included in this press release.
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 in 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 $351+ billion* of AUM firm-wide. For more information, visit www.baringsbdc.com.
About Barings LLC
Barings is a $351+ billion* global investment manager sourcing differentiated opportunities and building long-term portfolios across public and private fixed income, real estate, and specialist equity markets. With investment professionals based in North America, Europe and Asia Pacific, the firm, a subsidiary of MassMutual, aims to serve its clients, communities and employees, and is committed to sustainable practices and responsible investment. Learn more at www.barings.com.
*Assets under management as of June 30, 2023

Media Contact:
MediaRelations@barings.com

Investor Relations:
BDCinvestorrelations@barings.com, 888-401-1088



















Barings BDC, Inc.
Consolidated Balance Sheets
(in thousands, except share and per share data)
June 30,
2023
December 31, 2022
(Unaudited)
Assets:
Investments at fair value:
Non-Control / Non-Affiliate investments (cost of $2,138,921 and $2,191,345 as of June 30, 2023 and December 31, 2022, respectively)
$ 2,053,044  $ 2,052,614 
Affiliate investments (cost of $317,916 and $275,482 as of June 30, 2023 and December 31, 2022, respectively)
345,990  289,993 
Control investments (cost of $97,868 and $95,571 as of June 30, 2023 and December 31, 2022, respectively)
106,958  106,328 
Total investments at fair value 2,505,992  2,448,935 
Cash 63,410  96,160 
Foreign currencies (cost of $16,811 and $42,627 as of June 30, 2023 and December 31, 2022, respectively)
16,920  43,255 
Interest and fees receivable 46,582  42,738 
Prepaid expenses and other assets 1,576  1,079 
Credit support agreements (cost of $58,000 as of both June 30, 2023 and December 31, 2022, respectively)
60,650  53,086 
Derivative assets 2,644  1,508 
Deferred financing fees 4,859  3,224 
Receivable from unsettled transactions 27,780  19,972 
Total assets $ 2,730,413  $ 2,709,957 
Liabilities:
Accounts payable and accrued liabilities $ 1,856  $ 971 
Interest payable 8,193  7,635 
Administrative fees payable 486  677 
Base management fees payable 8,134  7,981 
Incentive management fees payable 10,086  — 
Derivative liabilities 2,049  16,677 
Payable from unsettled transactions 135  35,565 
Borrowings under credit facilities 772,087  729,144 
Notes payable (net of deferred financing fees) 719,790  718,978 
Total liabilities 1,522,816  1,517,628 
Commitments and contingencies
Net Assets:
Common stock, $0.001 par value per share (150,000,000 shares authorized, 106,516,166 and 107,916,166 shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively)
107  108 
Additional paid-in capital 1,845,122  1,855,975 
Total distributable earnings (loss) (637,632) (663,754)
Total net assets 1,207,597  1,192,329 
Total liabilities and net assets $ 2,730,413  $ 2,709,957 
Net asset value per share $ 11.34  $ 11.05 





Barings BDC, Inc.
Unaudited Consolidated Statements of Operations
(in thousands, except share and per share data)
Three Months
Ended
Three Months
Ended
Six Months Ended
Six Months Ended
June 30,
2023
June 30,
2022
June 30,
2023
June 30,
2022
Investment income:
Interest income:
Non-Control / Non-Affiliate investments $ 54,561  $ 40,010  $ 105,729  $ 71,634 
Affiliate investments 459  411  839  584 
Control investments 404  363  746  636 
Total interest income 55,424  40,784  107,314  72,854 
Dividend income:
Non-Control / Non-Affiliate investments 831  63  1,658  186 
Affiliate investments 9,419  7,183  16,466  14,753 
Total dividend income 10,250  7,246  18,124  14,939 
Fee and other income:
Non-Control / Non-Affiliate investments 4,232  4,924  7,314  7,147 
Affiliate investments 37  26  204  39 
Control investments 32  122  83  (918)
Total fee and other income 4,301  5,072  7,601  6,268 
Payment-in-kind interest income:
Non-Control / Non-Affiliate investments 4,782  2,070  8,317  4,358 
Affiliate investments 48  93  251  137 
Control investments 292  311  496  778 
Total payment-in-kind interest income 5,122  2,474  9,064  5,273 
Interest income from cash 205  16  403  16 
Total investment income 75,302  55,592  142,506  99,350 
Operating expenses:
Interest and other financing fees 20,811  13,168  40,127  24,829 
Base management fee 8,134  7,381  15,987  13,253 
Incentive management fees 10,086  —  19,691  4,754 
General and administrative expenses 2,447  3,269  5,183  5,727 
Total operating expenses 41,478  23,818  80,988  48,563 
Net investment income before taxes 33,824  31,774  61,518  50,787 
Income taxes, including excise tax expense 200  —  395 
Net investment income after taxes 33,624  31,774  61,123  50,781 



Barings BDC, Inc.
Unaudited Consolidated Statements of Operations — (Continued)
(in thousands, except share and per share data)
Three Months
Ended
Three Months
Ended
Six Months Ended
Six Months Ended
June 30,
2023
June 30,
2022
June 30,
2023
June 30,
2022
Realized gains (losses) and unrealized appreciation (depreciation) on investments, credit support agreements and foreign currency transactions:
Net realized gains (losses):
Non-Control / Non-Affiliate investments $ (46,218) $ (6,701) (45,446) (6,951)
Affiliate investments —  —  —  101 
Control investments —  (813) —  (813)
Net realized gains (losses) on investments (46,218) (7,514) (45,446) (7,663)
Foreign currency transactions (2,320) (2,709) (12,837) (4,002)
Net realized gains (losses) (48,538) (10,223) (58,283) (11,665)
Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments 45,334  (65,428) 52,771  (94,016)
Affiliate investments 2,722  (13,435) 13,563  (440)
Control investments 5,602  17,050  (1,667) 31,696 
Net unrealized appreciation (depreciation) on investments 53,658  (61,813) 64,667  (62,760)
Credit support agreements 1,978  (13,361) 7,564  (13,760)
Foreign currency transactions (577) 30,520  4,798  35,332 
Net unrealized appreciation (depreciation) 55,059  (44,654) 77,029  (41,188)
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, credit support agreements and foreign currency transactions 6,521  (54,877) 18,746  (52,853)
Benefit from (provision for) income taxes (28) (1,890) (101) (1,890)
Net increase (decrease) in net assets resulting from operations $ 40,117  $ (24,993) $ 79,768  $ (3,962)
Net investment income per share—basic and diluted $ 0.31  $ 0.29  $ 0.57  $ 0.52 
Net increase (decrease) in net assets resulting from operations per share—basic and diluted $ 0.37  $ (0.23) $ 0.74  $ (0.04)
Dividends/distributions per share:
Total dividends/distributions per share $ 0.25  $ 0.24  $ 0.50  $ 0.47 
Weighted average shares outstanding—basic and diluted 107,381,276  110,759,443  107,647,243  96,785,517 




Barings BDC, Inc.
Unaudited Consolidated Statements of Cash Flows 
(in thousands)
Six Months Ended
Six Months Ended
June 30, 2023 June 30, 2022
Cash flows from operating activities:
Net increase (decrease) in net assets resulting from operations $ 79,768  $ (3,962)
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 (255,744) (708,703)
Net cash acquired from mergers (cash consideration paid) —  101,896 
Transaction costs from mergers —  (6,804)
Repayments received/sales of portfolio investments 188,422  603,169 
Loan origination and other fees received 2,876  11,492 
Net realized (gain) loss on investments 45,446  7,663 
Net realized (gain) loss on foreign currency transactions 12,837  4,002 
Net unrealized (appreciation) depreciation on investments (64,667) 62,760 
Net unrealized (appreciation) depreciation of CSAs (7,564) 13,760 
Net unrealized (appreciation) depreciation on foreign currency transactions (4,798) (35,332)
Payment-in-kind interest / dividends (11,567) (5,273)
Amortization of deferred financing fees 1,565  1,498 
Accretion of loan origination and other fees (4,094) (5,313)
Amortization / accretion of purchased loan premium / discount (946) (1,240)
Payments for derivative contracts (19,437) (2,901)
Proceeds from derivative contracts 2,526  2,877 
Changes in operating assets and liabilities:
Interest and fees receivable (2,730) (50,492)
Prepaid expenses and other assets 651  (2,624)
Accounts payable and accrued liabilities 9,702  (176)
Interest payable 558  1,033 
Net cash provided by (used in) operating activities (27,196) (12,670)
Cash flows from financing activities:
Borrowings under credit facilities 35,000  184,657 
Financing fees paid (2,389) (1,829)
Purchases of shares in repurchase plan (10,854) (15,113)
Cash dividends / distributions paid (53,646) (41,528)
Net cash provided by (used in) financing activities (31,889) 126,187 
Net increase (decrease) in cash and foreign currencies (59,085) 113,517 
Cash and foreign currencies, beginning of period 139,415  84,253 
Cash and foreign currencies, end of period $ 80,330  $ 197,770 
Supplemental Information:
Cash paid for interest $ 37,354  $ 21,766 
Excise taxes paid during the period $ 800  $ — 
Supplemental non-cash information
Acquisitions:
Fair value of net assets acquired, net of cash $ —  $ (435,811)
Transaction costs —  3,756 
Common stock issued in acquisition of net assets —  499,418 
Credit support agreement —  (44,400)
Deemed contribution - from Adviser —  27,729 
Deemed contributions - CSA —  44,400 




Barings BDC, Inc.
Unaudited Reconciliation of Debt to Net Debt and Calculation of Net Debt-to-Equity Ratio
(in thousands, except ratios)

June 30,
 2023
March 31, 2023 December 31, 2022
Total debt (principal) $ 1,497,087  $ 1,494,112  $ 1,454,144 
minus: Cash and foreign currencies (excluding restricted cash) (80,330) (55,395) (139,415)
plus: Payable from unsettled transactions 135  649  35,565 
minus: Receivable from unsettled transactions (27,780) (1,519) (19,972)
Total net debt(1)
$ 1,389,112  $ 1,437,847  $ 1,330,322 
Total net assets $ 1,207,597  $ 1,205,001  $ 1,192,329 
Total net debt-to-equity ratio(1)
1.15  x 1.19  x 1.12  x
(1) See the “Non-GAAP Financial Measures” section of this press release.