PFX PhenixFIN Corporation

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): August 6, 2024

 

PHENIXFIN CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware		814-00818		27-4576073
(State or other jurisdiction of incorporation or organization)		(Commission file number)		(I.R.S. employer identification no.)

 

445 Park Avenue, 10th Floor, New York, NY		10022
(Address of principal executive offices)		(Zip code)

 

Registrant’s telephone number, including area code: (212) 859-0390

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of exchange on which registered
Common Stock, par value $0.001 per share		PFX		The NASDAQ Global Market
5.25% Notes due 2028		PFXNZ		The NASDAQ Global Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 2.02 Results of Operations and Financial Condition.

 

On August 6, 2024, PhenixFIN Corporation issued a press release announcing its financial results for the quarter ended June 30, 2024. The press release is included as Exhibit 99.1 to this Form 8-K.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.		Description
99.1		Press Release dated August 6, 2024
104		Cover page interactive data file (embedded within the Inline XBRL document)

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, PhenixFIN Corporation has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

DATE: August 6, 2024	PHENIXFIN CORPORATION
	/s/ David Lorber
	Name:	David Lorber
	Title:	Chief Executive Officer

 

 

2

Exhibit 99.1

 

PhenixFIN Corporation Announces Fiscal Third Quarter 2024 Financial Results

 

NAV Per Share Grew 14% In Last 12 Months (taking into account the distribution of the Special Dividend)

Expanded Credit Facility To $87.5 Million

 

New York, NY, August 6, 2024 -- PhenixFIN Corporation (NASDAQ: PFX, PFXNZ) (the “Company”), a publicly traded business development company, today announced its financial results for the fiscal third quarter of 2024.

 

Highlights

 

●

Third quarter total investment income of $6.2 million; net investment income of $2.0 million

●

Net asset value (NAV) of $154.2 million, or $76.35 per share as of June 30, 2024, taking into account the distribution of the special dividend

●

Weighted average yield is 13.8% on debt and other income producing investments

●

On August 5, 2024, the Credit Facility was amended to increase the principal amount available to $87.5 million

●

On May 9, 2024 the Board of Directors declared a special dividend of $1.31 per share which was paid on June 10, 2024 to stockholders of record as of May 27, 2024

 

David Lorber, Chief Executive Officer of the Company, stated:

 

“We had a strong quarter with increased investment activity, continued strong credit fundamentals, and a robust weighted average yield for income producing investments. Our flexible capital solutions continue to provide opportunities for our portfolio companies while we diligently seek to grow our investment portfolio. This approach allows for a unique portfolio of investments which we believe is well-positioned to grow our NAV per share.”

 

Selected Third Quarter 2024 Financial Results for the Quarter Ended June 30, 2024:

 

Total investment income was $6.2 million which was attributable to portfolio interest and dividend income.

 

Total expenses were $4.2 million and total net investment income was $2.0 million.

 

The Company recorded total realized and unrealized gains of $0.5 million due to the sale of Kemmerer Holdings, LLC.

 

Portfolio and Investment Activities for the Quarter Ended June 30, 2024:

 

The fair value of the Company’s investment portfolio totaled $233.7 million and consisted of 43 portfolio companies.

 

Liquidity and Capital Resources

 

At June 30, 2024, the Company had $8.9 million in cash and cash equivalents, $59.1 million in aggregate principal amount of its 5.25% unsecured notes due 2028 and $27.6 million outstanding under the Credit Facility.

 

 

ABOUT PHENIXFIN CORPORATION

 

PhenixFIN Corporation is a non-diversified, internally managed closed-end management investment company incorporated in Delaware that has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. We completed our initial public offering and commenced operations on January 20, 2011. The Company has elected, and intends to qualify annually, to be treated, for U.S. federal income tax purposes, as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. Effective January 1, 2021, the Company operates under an internalized management structure.

 

Safe Harbor Statement and Other Disclosures

 

This press release contains “forward-looking” statements. Such forward-looking statements reflect current views with respect to future events and financial performance, and the Company may make related oral forward-looking statements on or following the date hereof. These forward-looking statements are subject to the inherent uncertainties in predicting future results and conditions. Certain factors could cause actual results and conditions to differ materially from those projected in these forward-looking statements, including among other things, PhenixFIN’s ability to deliver value to shareholders, make additional acquisitions that provide additional growth opportunities, increase investment activity, grow the Company, increase net investment income, reduce operating expenses, implement its investment objective, source and capitalize on investment opportunities, grow its net asset value (NAV) and NAV per share and perform well in the prevailing market environment, the ability of our portfolio companies to perform well and generate income and other factors that are enumerated in the Company’s periodic filings with the Securities and Exchange Commission. PhenixFIN Corporation disclaims and does not undertake any obligation to update or revise any forward-looking statement in this press release.

 

Past performance is not a guarantee of future results. The press release contains unaudited financial results. For ease of review, we have excluded the word “approximately” when rounding the results. This press release is for informational purposes only and is not an offer to purchase or a solicitation of an offer to sell shares of PhenixFIN Corporation’s common stock. There can be no assurance that PhenixFIN Corporation will achieve its investment objective. 

 

For PhenixFIN investor relations, please call 212-859-0390. For media inquiries, please contact info@phenixfc.com.

 

 

PHENIXFIN CORPORATION

Consolidated Statements of Assets and Liabilities

 

		June 30, 2024 (Unaudited)				September 30, 2023
Assets:
Investments at fair value
Non-controlled, non-affiliated investments (amortized cost of $152,515,155 and $134,339,121 respectively)		$	148,691,260			$	125,531,031
Affiliated investments (amortized cost of $20,564,242 and $48,233,910, respectively)			14,407,827				37,289,617
Controlled investments (amortized cost of $98,034,975 and $82,437,692, respectively)			70,582,278				63,640,043
Total Investments at fair value			233,681,365				226,460,691
Cash and cash equivalents			8,866,519				5,988,223
Receivables:
Interest receivable			1,715,284				971,115
Dividends receivable			215,705				161,479
Other receivable			205,984				31,425
Deferred financing costs			649,042				699,124
Due from Affiliate			451,178				409,214
Other assets			410,565				833,000
Prepaid share repurchase			101,115				199,019
Receivable for investments sold			-				3,940,175
Total Assets		$	246,296,757			$	239,693,465
Liabilities:
Credit facility and notes payable (net of debt issuance costs of $1,439,916 and $1,688,835, respectively)		$	85,294,535			$	84,253,106
Payable for investments purchased			1,834,831				4,123,059
Accounts payable and accrued expenses			3,789,402				3,066,984
Interest and fees payable			520,057				690,398
Other liabilities			327,045				432,698
Administrator expenses payable (see Note 6)			143,936				-
Due to Affiliate			183,548				-
Deferred revenue			-				421,685
Total Liabilities			92,093,354				92,987,930
Commitments and Contingencies (see Note 8)
Net Assets:
Common Shares, $0.001 par value; 5,000,000 shares authorized; 2,723,709 shares issued; 2,019,778 and 2,073,713 common shares outstanding, respectively			2,021				2,074
Capital in excess of par value			692,441,333				694,812,239
Total distributable earnings (loss)			(538,239,951	)			(548,108,778	)
Total Net Assets			154,203,403				146,705,535
Total Liabilities and Net Assets		$	246,296,757			$	239,693,465
Net Asset Value Per Common Share		$	76.35			$	70.75

 

 

PHENIXFIN CORPORATION

Consolidated Statements of Operations

(Unaudited)

 

		For the Three Months Ended June 30,								For the Nine Months Ended June 30,
		2024				2023				2024				2023
Interest Income:
Interest from investments
Non-controlled, non-affiliated investments:
Cash		$	2,971,965			$	1,794,974			$	7,605,006			$	5,827,756
Payment in-kind			231,113				110,477				412,317				336,257
Affiliated investments:
Cash			10,682				652,304				742,858				1,111,785
Payment in-kind			-				-				-				-
Controlled investments:
Cash			650,244				30,610				1,230,510				282,425
Payment in-kind			334,398				134,550				603,229				380,287
Total interest income			4,198,402				2,722,915				10,593,920				7,938,510
Dividend income
Non-controlled, non-affiliated investments			531,151				1,216,137				1,963,744				2,824,666
Affiliated investments			-				-				-				-
Controlled investments			982,903				709,912				3,216,298				2,637,116
Total dividend income			1,514,054				1,926,049				5,180,042				5,461,782
Interest from cash and cash equivalents			147,127				95,356				387,501				313,053
Fee income (see Note 9)			375,363				94,482				453,988				339,136
Other income			-				-				22				401,986
Total Investment Income			6,234,946				4,838,802				16,615,473				14,454,467
Expenses:
Interest and financing expenses			1,721,767				1,415,102				4,831,180				4,029,874
Salaries and benefits			1,514,872				1,277,797				4,464,372				2,937,420
Professional fees, net			432,416				310,878				1,133,120				1,036,024
General and administrative expenses			226,903				253,298				862,740				674,456
Directors fees			187,500				170,833				562,500				541,333
Insurance expenses			95,983				115,654				290,433				361,125
Administrator expenses (see Note 6)			75,351				76,351				210,753				232,172
Total expenses			4,254,792				3,619,913				12,355,098				9,812,404
Net Investment Income			1,980,154				1,218,889				4,260,375				4,642,063
Realized and unrealized gains (losses) on investments
Non-controlled, non-affiliated investments			155,419				(1,374,437	)			585,977				(2,199,059	)
Affiliated investments			-				30,211				(1,991,456	)			30,211
Controlled investments			8,542,831				858				8,542,831				24,131
Total net realized gains (losses)			8,698,250				(1,343,368	)			7,137,352				(2,144,717	)
Net change in unrealized gains (losses):
Non-controlled, non-affiliated investments			1,823,185				3,907,130				4,984,195				6,233,742
Affiliated investments			73,960				2,322,910				4,787,878				3,312,510
Controlled investments			(9,966,938	)			2,811,099				(8,655,048	)			7,533,196
Total net change in unrealized gains (losses)			(8,069,793	)			9,041,139				1,117,025				17,079,448
Total realized and unrealized gains (losses)			628,457				7,697,771				8,254,377				14,934,731
Net Increase (Decrease) in Net Assets Resulting from Operations		$	2,608,611			$	8,916,660			$	12,514,752			$	19,576,794
Weighted average basic and diluted earnings per common share		$	1.29			$	4.26			$	6.11			$	9.34
Weighted average common shares outstanding - basic and diluted (see Note 11)			2,019,786				2,090,691				2,047,127				2,095,591

 

 

4

 

v3.24.2.u1

Cover	Aug. 06, 2024
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 06, 2024
Entity File Number	814-00818
Entity Registrant Name	PHENIXFIN CORPORATION
Entity Central Index Key	0001490349
Entity Tax Identification Number	27-4576073
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	445 Park Avenue
Entity Address, Address Line Two	10th Floor
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10022
City Area Code	212
Local Phone Number	859-0390
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock, par value $0.001 per share
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	PFX
Security Exchange Name	NASDAQ
5.25% Notes due 2028
Title of 12(b) Security	5.25% Notes due 2028
Trading Symbol	PFXNZ
Security Exchange Name	NASDAQ

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