MidCap Financial Investment Corporation (NASDAQ: MFIC) or the
“Company,” today announced financial results for its quarter and
fiscal year ended December 31, 2023. The Company’s net
investment income was $0.46 per share for the quarter ended
December 31, 2023, compared to $0.43 per share for the quarter
ended September 30, 2023. The Company’s net asset value (“NAV”) was
$15.41 per share as of December 31, 2023, compared to $15.28
as of September 30, 2023.
On February 23, 2024, the Board of Directors
(the “Board”) declared a dividend of $0.38 per share payable on
March 28, 2024 to stockholders of record as of March 12, 2024.
Mr. Tanner Powell, the Company’s Chief Executive
Officer, commented, “We are pleased to report strong results for
the quarter to cap off a successful year, highlighted by strong net
investment income, an increase in net asset value, and continued
stable credit quality. With the successful repositioning of the
portfolio into mostly first lien floating rate loans, along with
our prudent dividend policy, MFIC’s NAV per share increased each
quarter in 2023 and was up 2.1% for the year. We believe our
results demonstrate the merits of our investment strategy and fee
structure which aligns the incentives of our manager with the
interests of our shareholders.” Mr. Powell continued, “We look
forward to realizing the potential benefits of our previously
announced proposed merger with Apollo Senior Floating Rate Fund
Inc. and Apollo Tactical Income Fund Inc. which will create a
larger, more scaled BDC focused on middle market direct
lending.”
Mr. Gregory W. Hunt, the Company’s Chief
Financial Officer, said, “During the quarter, we executed two
transactions to enhance and further diversify our capital structure
with long-term financing. In November, MFIC closed its first CLO
transaction issuing $232 million of notes, and in December, MFIC
raised $80 million of 5-year unsecured debt. We believe it was
prudent to diversify and extend the maturity of our funding
sources. We intend to continue to evaluate and monitor other
capital raising transactions going forward.”
___________________
(1) |
|
Commitments made for the corporate lending portfolio. |
(2) |
|
During the quarter ended December
31, 2023, corporate lending revolver fundings totaled $21 million,
corporate lending revolver repayments totaled $22 million, and the
Company received a $7 million revolver paydown from Merx Aviation
Finance, LLC. |
(3) |
|
The Company’s net leverage ratio
is defined as debt outstanding plus payable for investments
purchased, less receivable for investments sold, less cash and cash
equivalents, less foreign currencies, divided by net assets. |
(4) |
|
The dividend is payable on March
28, 2024 to stockholders of record as of March 12, 2024. |
|
|
|
FINANCIAL HIGHLIGHTS
($
in billions, except per share data) |
|
December 31, 2023 |
|
|
September 30, 2023 |
|
|
June 30,2023 |
|
|
March 31, 2023 |
|
|
December 31,2022 |
|
Total assets |
|
$ |
2.50 |
|
|
$ |
2.46 |
|
|
$ |
2.50 |
|
|
$ |
2.49 |
|
|
$ |
2.53 |
|
Investment portfolio (fair value) |
|
$ |
2.33 |
|
|
$ |
2.37 |
|
|
$ |
2.41 |
|
|
$ |
2.39 |
|
|
$ |
2.40 |
|
Debt outstanding |
|
$ |
1.46 |
|
|
$ |
1.43 |
|
|
$ |
1.48 |
|
|
$ |
1.47 |
|
|
$ |
1.48 |
|
Net assets |
|
$ |
1.01 |
|
|
$ |
0.99 |
|
|
$ |
0.99 |
|
|
$ |
0.99 |
|
|
$ |
0.99 |
|
Net asset value per share |
|
$ |
15.41 |
|
|
$ |
15.28 |
|
|
$ |
15.20 |
|
|
$ |
15.18 |
|
|
$ |
15.10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt-to-equity ratio |
|
|
1.45 x |
|
|
|
1.44 x |
|
|
|
1.49 x |
|
|
|
1.48 x |
|
|
|
1.50 x |
|
Net leverage ratio (1) |
|
|
1.34 x |
|
|
|
1.40 x |
|
|
|
1.45 x |
|
|
|
1.41 x |
|
|
|
1.41 x |
|
____________________(1) The Company’s net
leverage ratio is defined as debt outstanding plus payable for
investments purchased, less receivable for investments sold, less
cash and cash equivalents, less foreign currencies, divided by net
assets.
PORTFOLIO AND INVESTMENT
ACTIVITY
|
|
Three Months Ended December 31, |
|
|
Nine Months Ended December 31, |
|
|
Twelve Months Ended December 31, |
|
(in
millions)* |
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
Investments made in portfolio companies |
|
$ |
134.1 |
|
|
$ |
158.9 |
|
|
$ |
266.1 |
|
|
$ |
499.6 |
|
|
$ |
417.1 |
|
|
$ |
|
719.7 |
|
Investments sold |
|
|
— |
|
|
|
(27.5 |
) |
|
|
— |
|
|
|
(27.5 |
) |
|
|
— |
|
|
|
|
(37.2 |
) |
Net activity before repaid investments |
|
|
134.1 |
|
|
|
131.4 |
|
|
|
266.1 |
|
|
|
472.1 |
|
|
|
417.1 |
|
|
|
|
682.4 |
|
Investments repaid |
|
|
(180.7 |
) |
|
|
(179.1 |
) |
|
|
(332.8 |
) |
|
|
(559.1 |
) |
|
|
(504.3 |
) |
|
|
|
(823.7 |
) |
Net investment activity |
|
$ |
(46.5 |
) |
|
$ |
(47.7 |
) |
|
$ |
(66.8 |
) |
|
$ |
(86.9 |
) |
|
$ |
(87.2 |
) |
|
$ |
|
(141.2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio companies, at beginning of period |
|
|
149 |
|
|
|
136 |
|
|
|
141 |
|
|
|
139 |
|
|
|
135 |
|
|
|
|
139 |
|
Number of investments in new portfolio companies |
|
|
10 |
|
|
|
4 |
|
|
|
24 |
|
|
|
12 |
|
|
|
32 |
|
|
|
|
18 |
|
Number of exited companies |
|
|
(7 |
) |
|
|
(5 |
) |
|
|
(13 |
) |
|
|
(16 |
) |
|
|
(15 |
) |
|
|
|
(22 |
) |
Portfolio companies at end of period |
|
|
152 |
|
|
|
135 |
|
|
|
152 |
|
|
|
135 |
|
|
|
152 |
|
|
|
|
135 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of investments in existing portfolio companies |
|
|
48 |
|
|
|
40 |
|
|
|
75 |
|
|
|
78 |
|
|
|
84 |
|
|
|
|
89 |
|
____________________* Totals may not foot due to
rounding.
OPERATING RESULTS
|
|
Three Months Ended December 31, |
|
|
Nine Months Ended December 31, |
|
|
Twelve Months Ended December 31, |
|
(in
millions)* |
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
Net investment income |
|
$ |
29.8 |
|
|
$ |
28.0 |
|
|
$ |
86.5 |
|
|
$ |
74.1 |
|
|
$ |
116.0 |
|
|
$ |
101.0 |
|
Net realized and change in unrealized gains (losses) |
|
|
3.5 |
|
|
|
(26.7 |
) |
|
|
2.1 |
|
|
|
(51.2 |
) |
|
|
2.8 |
|
|
|
(73.9 |
) |
Net increase in net assets resulting from operations |
|
$ |
33.3 |
|
|
$ |
1.3 |
|
|
$ |
88.6 |
|
|
$ |
22.9 |
|
|
$ |
118.8 |
|
|
$ |
27.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(per share)* (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income on per average share basis |
|
$ |
0.46 |
|
|
$ |
0.43 |
|
|
$ |
1.33 |
|
|
$ |
1.15 |
|
|
$ |
1.78 |
|
|
$ |
1.57 |
|
Net realized and change in unrealized gain (loss) per share |
|
|
0.05 |
|
|
|
(0.41 |
) |
|
|
0.03 |
|
|
|
(0.79 |
) |
|
|
0.04 |
|
|
|
(1.15 |
) |
Earnings per share — basic |
|
$ |
0.51 |
|
|
$ |
0.02 |
|
|
$ |
1.36 |
|
|
$ |
0.36 |
|
|
$ |
1.82 |
|
|
$ |
0.42 |
|
____________________* Totals may not foot due to
rounding.
(1) Based on the weighted average number of
shares outstanding for the period presented.
SHARE REPURCHASE PROGRAM *
During the three months ended December 31,
2023, the Company did not repurchase any shares.
Since the inception of the share repurchase
program and through February 23, 2024, the Company repurchased
15,593,120 shares at a weighted average price per share of $15.91,
inclusive of commissions, for a total cost of $248.1 million,
leaving a maximum of $26.9 million available for future purchases
under the current Board authorization of $275 million.
* Share figures have been adjusted for the
1-for-3 reverse stock split which was completed after market close
on November 30, 2018.
LIQUIDITY
As of December 31, 2023, the Company’s
outstanding debt obligations, excluding deferred financing cost and
debt discount of $7.7 million, totaled $1.470 billion which was
comprised of $350 million of Senior Unsecured Notes (the “2025
Notes”) which will mature on March 3, 2025, $125 million of
Unsecured Notes (the “2026 Notes”) which will mature on July 16,
2026, $80 million of Unsecured Notes (the “2028 Notes”) which will
mature on December 15, 2028, $232 million outstanding Class A-1
Notes under the CLO and $683.0 million outstanding under the
multi-currency revolving credit facility (the “Facility”). As of
December 31, 2023, $17.3 million in standby letters of credit
were issued through the Facility. The available remaining capacity
under the Facility was $1.005 billion as of December 31, 2023,
which is subject to compliance with a borrowing base that applies
different advance rates to different types of assets in the
Company’s portfolio.
CONFERENCE CALL / WEBCAST AT 8:30 AM EST
ON FEBRUARY 27, 2024
The Company will host a conference call on
Tuesday, February 27, 2024, at 8:30 a.m. Eastern Time. All
interested parties are welcome to participate in the conference
call by dialing (800) 274-8461 approximately 5-10 minutes prior to
the call; international callers should dial (203) 518-9848.
Participants should reference either MidCap Financial Investment
Corporation Earnings or Conference ID: MFIC0227 when prompted. A
simultaneous webcast of the conference call will be available to
the public on a listen-only basis and can be accessed through the
Events Calendar in the Shareholders section of our website
at www.midcapfinancialic.com. Following the call, you may
access a replay of the event either telephonically or via audio
webcast. The telephonic replay will be available approximately two
hours after the live call and through March 19, 2024, by dialing
(800) 839-2393; international callers should dial (402) 220-7206. A
replay of the audio webcast will also be available later that same
day. To access the audio webcast please visit the Events Calendar
in the Shareholders section of our website
at www.midcapfinancialic.com.
SUPPLEMENTAL INFORMATION
The Company provides a supplemental information
package to offer more transparency into its financial results and
make its reporting more informative and easier to follow. The
supplemental package is available in the Shareholders section of
the Company’s website under Presentations at
www.midcapfinancialic.com.
Our portfolio composition and weighted average
yields as of December 31 2023, September 30, 2023, June 30, 2023,
March 31, 2023, and December 31, 2022 were as follows:
|
|
December 31, 2023 |
|
September 30, 2023 |
|
June 30, 2023 |
|
March 31, 2023 |
|
December 31, 2022 |
Portfolio composition, at fair value: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
First lien
secured debt |
|
|
89% |
|
|
88% |
|
|
88% |
|
|
89% |
|
|
89% |
Second lien secured debt |
|
|
1% |
|
|
3% |
|
|
3% |
|
|
3% |
|
|
3% |
Total secured debt |
|
|
90% |
|
|
91% |
|
|
91% |
|
|
92% |
|
|
92% |
Unsecured debt |
|
|
—% |
|
|
—% |
|
|
0% |
|
|
0% |
|
|
0% |
Structured products and other |
|
|
2% |
|
|
2% |
|
|
2% |
|
|
0% |
|
|
0% |
Preferred equity |
|
|
1% |
|
|
1% |
|
|
1% |
|
|
2% |
|
|
2% |
Common equity/interests and warrants |
|
|
7% |
|
|
6% |
|
|
6% |
|
|
6% |
|
|
6% |
Weighted average yields, at amortized cost
(1): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
First lien secured debt (2) |
|
|
12.1% |
|
|
11.9% |
|
|
11.7% |
|
|
11.4% |
|
|
10.8% |
Second lien secured debt (2) |
|
|
13.7% |
|
|
14.4% |
|
|
14.2% |
|
|
13.7% |
|
|
13.2% |
Total secured debt (2) |
|
|
12.1% |
|
|
12.0% |
|
|
11.8% |
|
|
11.4% |
|
|
10.9% |
Unsecured debt portfolio (2) |
|
|
—% |
|
|
—% |
|
|
10.0% |
|
|
10.0% |
|
|
10.0% |
Total debt portfolio (2) |
|
|
12.1% |
|
|
12.0% |
|
|
11.8% |
|
|
11.4% |
|
|
10.9% |
Total portfolio (3) |
|
|
10.1% |
|
|
10.1% |
|
|
10.0% |
|
|
9.7% |
|
|
9.3% |
Interest rate type, at fair value (4): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed rate amount |
|
$ |
0.0 billion |
|
$ |
0.0 billion |
|
$ |
0.0 billion |
|
$ |
0.0 billion |
|
$ |
0.0 billion |
Floating rate amount |
|
$ |
2.0 billion |
|
$ |
2.0 billion |
|
$ |
2.1 billion |
|
$ |
2.1 billion |
|
$ |
2.0 billion |
Fixed rate, as percentage of total |
|
|
0% |
|
|
0% |
|
|
0% |
|
|
0% |
|
|
0% |
Floating rate, as percentage of total |
|
|
100% |
|
|
100% |
|
|
100% |
|
|
100% |
|
|
100% |
Interest rate type, at amortized cost (4): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed rate amount |
|
$ |
0.0 billion |
|
$ |
0.0 billion |
|
$ |
0.0 billion |
|
$ |
0.0 billion |
|
$ |
0.0 billion |
Floating rate amount |
|
$ |
2.0 billion |
|
$ |
2.1 billion |
|
$ |
2.1 billion |
|
$ |
2.1 billion |
|
$ |
2.0 billion |
Fixed rate, as percentage of total |
|
|
0% |
|
|
0% |
|
|
0% |
|
|
0% |
|
|
0% |
Floating rate, as percentage of total |
|
|
100% |
|
|
100% |
|
|
100% |
|
|
100% |
|
|
100% |
(1) |
|
An
investor’s yield may be lower than the portfolio yield due to sales
loads and other expenses. |
(2) |
|
Exclusive of investments on
non-accrual status. |
(3) |
|
Inclusive of all income
generating investments, non-income generating investments and
investments on non-accrual status. |
(4) |
|
The interest rate type
information is calculated using the Company’s corporate debt
portfolio and excludes aviation and investments on non-accrual
status. |
|
|
|
|
MIDCAP
FINANCIAL INVESTMENT CORPORATION CONSOLIDATED STATEMENTS OF
ASSETS AND LIABILITIES (In thousands, except share
and per share data) |
|
|
|
December 31, 2023 |
|
|
December 31, 2022 |
|
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
Investments at fair value: |
|
|
|
|
|
|
|
|
Non-controlled/non-affiliated investments (cost — $2,012,273 and
$2,019,573, respectively) |
|
$ |
1,936,327 |
|
|
$ |
1,960,199 |
|
Non-controlled/affiliated investments (cost — $130,648 and
$121,307, respectively) |
|
|
77,528 |
|
|
|
49,141 |
|
Controlled investments (cost — $395,221 and $466,294,
respectively) |
|
|
320,344 |
|
|
|
388,780 |
|
Cash and cash equivalents |
|
|
93,575 |
|
|
|
84,713 |
|
Foreign currencies (cost — $28,563 and $2,404, respectively) |
|
|
28,553 |
|
|
|
2,378 |
|
Receivable for investments sold |
|
|
2,796 |
|
|
|
3,100 |
|
Interest receivable |
|
|
21,441 |
|
|
|
17,169 |
|
Dividends receivable |
|
|
1,327 |
|
|
|
4,836 |
|
Deferred financing costs |
|
|
19,435 |
|
|
|
13,403 |
|
Prepaid expenses and other assets |
|
|
5 |
|
|
|
1,797 |
|
Total Assets |
|
$ |
2,501,331 |
|
|
$ |
2,525,516 |
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
Debt |
|
$ |
1,462,267 |
|
|
$ |
1,483,394 |
|
Distributions payable |
|
|
— |
|
|
|
24,217 |
|
Management and performance-based incentive fees payable |
|
|
10,729 |
|
|
|
9,060 |
|
Interest payable |
|
|
14,494 |
|
|
|
13,546 |
|
Accrued administrative services expense |
|
|
1,657 |
|
|
|
748 |
|
Other liabilities and accrued expenses |
|
|
6,874 |
|
|
|
6,445 |
|
Total Liabilities |
|
$ |
1,496,021 |
|
|
$ |
1,537,410 |
|
Commitments and contingencies (Note 9) |
|
|
|
|
|
|
|
|
Net Assets |
|
$ |
1,005,310 |
|
|
$ |
988,106 |
|
|
|
|
|
|
|
|
|
|
Net Assets |
|
|
|
|
|
|
|
|
Common stock, $0.001 par value (130,000,000 shares authorized;
65,253,275 and 65,451,359 shares issued and outstanding,
respectively) |
|
$ |
65 |
|
|
$ |
65 |
|
Capital in excess of par value |
|
|
2,103,718 |
|
|
|
2,107,120 |
|
Accumulated under-distributed (over-distributed) earnings |
|
|
(1,098,473 |
) |
|
|
(1,119,079 |
) |
Net Assets |
|
$ |
1,005,310 |
|
|
$ |
988,106 |
|
|
|
|
|
|
|
|
|
|
Net Asset Value Per Share |
|
$ |
15.41 |
|
|
$ |
15.10 |
|
|
MIDCAP
FINANCIAL INVESTMENT CORPORATION CONSOLIDATED
STATEMENTS OF OPERATIONS (In thousands, except per
share data) |
|
|
|
Twelve MonthsEnded December 31, |
|
|
Nine Months EndedDecember
31, |
|
|
Twelve Months Ended March 31, |
|
|
|
2023 |
|
|
2022 |
|
|
2022 |
|
Investment Income |
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlled/non-affiliated investments: |
|
|
|
|
|
|
|
|
|
|
|
|
Interest income (excluding Payment-in-kind (“PIK”) interest
income) |
|
$ |
249,102 |
|
|
$ |
143,564 |
|
|
$ |
164,878 |
|
Dividend income |
|
|
409 |
|
|
|
61 |
|
|
|
560 |
|
PIK interest income |
|
|
2,012 |
|
|
|
1,156 |
|
|
|
2,652 |
|
Other income |
|
|
3,727 |
|
|
|
2,234 |
|
|
|
5,060 |
|
Non-controlled/affiliated investments: |
|
|
|
|
|
|
|
|
|
|
|
|
Interest income (excluding PIK interest income) |
|
|
1,126 |
|
|
|
363 |
|
|
|
190 |
|
Dividend income |
|
|
1,010 |
|
|
|
718 |
|
|
|
1,290 |
|
PIK interest income |
|
|
125 |
|
|
|
58 |
|
|
|
71 |
|
Other income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Controlled investments: |
|
|
|
|
|
|
|
|
|
|
|
|
Interest income (excluding PIK interest income) |
|
|
17,892 |
|
|
|
25,530 |
|
|
|
35,043 |
|
Dividend income |
|
|
— |
|
|
|
— |
|
|
|
2,059 |
|
PIK interest income |
|
|
869 |
|
|
|
1,448 |
|
|
|
1,352 |
|
Other income |
|
|
250 |
|
|
|
477 |
|
|
|
— |
|
Total Investment Income |
|
$ |
276,522 |
|
|
$ |
175,609 |
|
|
$ |
213,155 |
|
Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
Management fees |
|
$ |
17,369 |
|
|
$ |
26,621 |
|
|
$ |
36,142 |
|
Performance-based incentive fees |
|
|
24,565 |
|
|
|
5,691 |
|
|
|
11,681 |
|
Interest and other debt expenses |
|
|
104,198 |
|
|
|
59,363 |
|
|
|
55,020 |
|
Administrative services expense |
|
|
5,840 |
|
|
|
4,188 |
|
|
|
5,835 |
|
Other general and administrative expenses |
|
|
10,131 |
|
|
|
6,551 |
|
|
|
9,106 |
|
Total expenses |
|
|
162,103 |
|
|
|
102,414 |
|
|
|
117,784 |
|
Management and performance-based incentive fees waived |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Performance-based incentive fee offset |
|
|
(274 |
) |
|
|
(178 |
) |
|
|
(247 |
) |
Expense reimbursements |
|
|
(1,306 |
) |
|
|
(770 |
) |
|
|
(343 |
) |
Net Expenses |
|
$ |
160,523 |
|
|
$ |
101,466 |
|
|
$ |
117,194 |
|
Net Investment Income |
|
$ |
115,999 |
|
|
$ |
74,143 |
|
|
$ |
95,961 |
|
Net Realized and Change in Unrealized Gains
(Losses) |
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gains (losses): |
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlled/non-affiliated investments |
|
$ |
131 |
|
|
$ |
1,977 |
|
|
$ |
2,977 |
|
Non-controlled/affiliated investments |
|
|
— |
|
|
|
(2,224 |
) |
|
|
541 |
|
Controlled investments |
|
|
— |
|
|
|
(69,265 |
) |
|
|
(65,299 |
) |
Foreign currency transactions |
|
|
69 |
|
|
|
273 |
|
|
|
(5,586 |
) |
Net realized gains (losses) |
|
|
200 |
|
|
|
(69,239 |
) |
|
|
(67,367 |
) |
Net change in unrealized gains (losses): |
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlled/non-affiliated investments |
|
|
(1,326 |
) |
|
|
(35,113 |
) |
|
|
2,184 |
|
Non-controlled/affiliated investments |
|
|
3,799 |
|
|
|
(5,008 |
) |
|
|
15,398 |
|
Controlled investments |
|
|
2,636 |
|
|
|
53,726 |
|
|
|
27,010 |
|
Foreign currency translations |
|
|
(2,548 |
) |
|
|
4,431 |
|
|
|
9,178 |
|
Net change in unrealized gains (losses) |
|
|
2,561 |
|
|
|
18,036 |
|
|
|
53,770 |
|
Net Realized and Change in Unrealized Gains
(Losses) |
|
$ |
2,761 |
|
|
$ |
(51,203 |
) |
|
$ |
(13,597 |
) |
Net Increase (Decrease) in Net Assets Resulting from
Operations |
|
$ |
118,760 |
|
|
$ |
22,940 |
|
|
$ |
82,364 |
|
Earnings (Loss) Per Share — Basic |
|
|
1.82 |
|
|
|
0.36 |
|
|
|
1.28 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Important Information
Investors are advised to carefully
consider the investment objective, risks, charges and expenses of
the Company before investing. The prospectus dated April 12, 2023,
which has been filed with the Securities and Exchange Commission
(“SEC”), contains this and other information about the Company and
should be read carefully before investing. An effective
shelf registration statement relating to certain securities of the
Company is on file with the SEC. Any offering may be made only by
means of a prospectus and any accompanying prospectus supplement.
Before you invest, you should read the base prospectus in that
registration statement, the prospectus and any documents
incorporated by reference therein, which the issuer has filed with
the SEC, for more complete information about the Company and an
offering. You may obtain these documents for free by visiting EDGAR
on the SEC website at www.sec.gov.
The information in the prospectus and in this
announcement is not complete and may be changed. This communication
shall not constitute an offer to sell or the solicitation of an
offer to buy nor shall there be any sale of these securities in any
state or other jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such state or other jurisdiction.
Past performance is not indicative of,
or a guarantee of, future performance. The performance and
certain other portfolio information quoted herein represents
information as of dates noted herein. Nothing herein shall be
relied upon as a representation as to the future performance or
portfolio holdings of the Company. Investment return and principal
value of an investment will fluctuate, and shares, when sold, may
be worth more or less than their original cost. The Company’s
performance is subject to change since the end of the period noted
in this report and may be lower or higher than the performance data
shown herein.
About MidCap Financial Investment
Corporation
MidCap Financial Investment Corporation (NASDAQ:
MFIC) is a closed-end, externally managed, diversified management
investment company that has elected to be treated as a business
development company (“BDC”) under the Investment Company Act of
1940 (the “1940 Act”). For tax purposes, the Company has elected to
be treated as a regulated investment company (“RIC”) under
Subchapter M of the Internal Revenue Code of 1986, as amended (the
“Code”). The Company is externally managed by Apollo Investment
Management, L.P. (the “MFIC Adviser”), an affiliate of Apollo
Global Management, Inc. and its consolidated subsidiaries
(“Apollo”), a high-growth global alternative asset manager. The
Company’s investment objective is to generate current income and,
to a lesser extent, long-term capital appreciation. The Company
primarily invests in directly originated and privately negotiated
first lien senior secured loans to privately held U.S.
middle-market companies, which the Company generally defines as
companies with less than $75 million in EBITDA, as may be adjusted
for market disruptions, mergers and acquisitions-related charges
and synergies, and other items. To a lesser extent, the Company may
invest in other types of securities including, first lien
unitranche, second lien senior secured, unsecured, subordinated,
and mezzanine loans, and equities in both private and public middle
market companies. For more information, please visit
www.midcapfinancialic.com.
About Apollo Senior Floating Rate Fund
Inc.
Apollo Senior Floating Rate Fund Inc. (NYSE:
AFT) is registered under the 1940 Act as a diversified closed-end
management investment company. AFT’s investment objective is to
seek current income and preservation of capital by investing
primarily in senior, secured loans made to companies whose debt is
rated below investment grade and investments with similar economic
characteristics. Senior loans typically hold a first lien priority
and pay floating rates of interest, generally quoted as a spread
over a reference floating rate benchmark. Under normal market
conditions, AFT invests at least 80% of its managed assets (which
includes leverage) in floating rate senior loans and investments
with similar economic characteristics. Apollo Credit Management,
LLC, an affiliate of Apollo, serves as AFT’s investment adviser.
For tax purposes, AFT has elected to be treated as a RIC under the
Code. For more information, please visit
www.apollofunds.com/apollo-senior-floating-rate-fund.
About Apollo Tactical Income Fund
Inc.
Apollo Tactical Income Fund Inc. (NYSE: AIF) is
registered under the 1940 Act as a diversified closed-end
management investment company. AIF’s primary investment objective
is to seek current income with a secondary objective of
preservation of capital by investing in a portfolio of senior
loans, corporate bonds and other credit instruments of varying
maturities. AIF seeks to generate current income and preservation
of capital primarily by allocating assets among different types of
credit instruments based on absolute and relative value
considerations. Under normal market conditions, AIF invests at
least 80% of its managed assets (which includes leverage) in credit
instruments and investments with similar economic characteristics.
Apollo Credit Management, LLC, an affiliate of Apollo, serves as
AIF’s investment adviser. For tax purposes, AIF has elected to be
treated as a RIC under the Code. For more information, please visit
www.apollofunds.com/apollo-tactical-income-fund.
Forward-Looking Statements
Some of the statements in this press release
constitute forward-looking statements because they relate to future
events, future performance or financial condition. The
forward-looking statements may include statements as to: future
operating results of MFIC, AFT and AIF, and distribution
projections; business prospects of MFIC, AFT and AIF, and the
prospects of their portfolio companies, if applicable; and the
impact of the investments that MFIC, AFT and AIF expect to make. In
addition, words such as “anticipate,” “believe,” “expect,” “seek,”
“plan,” “should,” “estimate,” “project” and “intend” indicate
forward-looking statements, although not all forward-looking
statements include these words. The forward-looking statements
contained in this press release involve risks and uncertainties.
Certain factors could cause actual results and conditions to differ
materially from those projected, including the uncertainties
associated with (i) the ability of the parties to consummate one or
both of the Mergers contemplated by the Agreement and Plan of
Merger among MFIC, AFT and certain other parties thereto and the
Agreement and Plan of Merger among MFIC, AIF and certain other
parties thereto on the expected timeline, or at all; (ii) the
expected synergies and savings associated with the Mergers; (iii)
the ability to realize the anticipated benefits of the Mergers,
including the expected elimination of certain expenses and costs
due to the Mergers; (iv) the percentage of the stockholders of
MFIC, AFT and AIF voting in favor of the applicable Proposals (as
defined below); (v) the possibility that competing offers or
acquisition proposals will be made; (vi) the possibility that any
or all of the various conditions to the consummation of the Mergers
may not be satisfied or waived; (vii) risks related to diverting
management’s attention from ongoing business operations; (viii) the
combined company’s plans, expectations, objectives and intentions,
as a result of the Mergers; (ix) any potential termination of one
or both merger agreements; (x) the future operating results and net
investment income projections of MFIC, AFT and AIF or, following
the closing of one or both of the Mergers, the combined company;
(xi) the ability of MFIC Adviser to implement MFIC Adviser’s future
plans with respect to the combined company; (xii) the ability of
MFIC Adviser and its affiliates to attract and retain highly
talented professionals; (xiii) the business prospects of MFIC, AFT
and AIF or, following the closing of one or both of the Mergers,
the combined company and the prospects of their portfolio
companies; (xiv) the impact of the investments that MFIC, AFT and
AIF or, following the closing of one or both of the Mergers, the
combined company expect to make; (xv) the ability of the portfolio
companies of MFIC, AFT and AIF or, following the closing of one or
both of the Mergers, the combined company to achieve their
objectives; (xvi) the expected financings and investments and
additional leverage that MFIC, AFT and AIF or, following the
closing of one or both of the Mergers, the combined company may
seek to incur in the future; (xvii) the adequacy of the cash
resources and working capital of MFIC, AFT and AIF or, following
the closing of one or both of the Mergers, the combined company;
(xviii) the timing of cash flows, if any, from the operations of
the portfolio companies of MFIC, AFT and AIF or, following the
closing of one or both of the Mergers, the combined company; (xix)
future changes in laws or regulations (including the interpretation
of these laws and regulations by regulatory authorities); and (xx)
the risk that stockholder litigation in connection with one or both
of the Mergers may result in significant costs of defense and
liability. MFIC, AFT and AIF have based the forward-looking
statements included in this press release on information available
to them on the date hereof, and they assume no obligation to update
any such forward-looking statements. Although MFIC, AFT and AIF
undertake no obligation to revise or update any forward-looking
statements, whether as a result of new information, future events
or otherwise, you are advised to consult any additional disclosures
that they may make directly to you or through reports that MFIC,
AFT, and/or AIF in the future may file with the SEC, including the
Joint Proxy Statement and the Registration Statement (in each case,
as defined below), annual reports on Form 10-K, annual reports on
Form N-CSR, quarterly reports on Form 10-Q, semi-annual reports on
Form N-CSRS and current reports on Form 8-K.
No Offer or Solicitation
This press release is not, and under no
circumstances is it to be construed as, a prospectus or an
advertisement and the communication of this press release is not,
and under no circumstances is it to be construed as, an offer to
sell or a solicitation of an offer to purchase any securities in
MFIC, AFT and AIF or in any fund or other investment vehicle
managed by Apollo or any of its affiliates.
Additional Information and Where to Find
It
This press release relates to the proposed
Mergers and certain related matters (the “Proposals”). In
connection with the Proposals, MFIC, AFT, and AIF will file with
the SEC and mail to their respective stockholders a joint proxy
statement on Schedule 14A (the “Joint Proxy Statement”), and MFIC
will file with the SEC a registration statement that includes the
Joint Proxy Statement and a prospectus of MFIC (the “Registration
Statement”). The Joint Proxy Statement and the Registration
Statement will each contain important information about MFIC, AFT
and AIF and the Proposals. This communication does not constitute
an offer to sell or the solicitation of an offer to buy any
securities or a solicitation of any vote or approval. No offer of
securities shall be made except by means of a prospectus meeting
the requirements of Section 10 of the Securities Act.
STOCKHOLDERS OF MFIC, AFT, AND AIF ARE URGED TO READ THE
JOINT PROXY STATEMENT AND REGISTRATION STATEMENT, AND OTHER
DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC, AS WELL AS
ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN
THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION ABOUT MFIC, AFT, AND AIF AND THE
PROPOSALS. Investors and security holders will be able to
obtain the documents filed with the SEC free of charge at the SEC’s
website, http://www.sec.gov or, for documents filed by MFIC, from
MFIC’s website at https://www.midcapfinancialic.com, and, for
documents filed by AFT, from AFT’s website at
https://www.apollofunds.com/apollo-senior-floating-rate-fund, and,
for documents filed by AIF, from AIF’s website at
https://www.apollofunds.com/apollo-tactical-income-fund.
Participants in the
Solicitation
MFIC, its directors, certain of its executive
officers and certain employees and officers of MFIC Adviser and its
affiliates may be deemed to be participants in the solicitation of
proxies in connection with the Proposals. Information about the
directors and executive officers of MFIC is set forth in its proxy
statement for its 2023 Annual Meeting of Stockholders, which was
filed with the SEC on May 1, 2023. AFT, AIF, their directors,
certain of their executive officers and certain employees and
officers of Apollo Credit Management, LLC and its affiliates may be
deemed to be participants in the solicitation of proxies in
connection with the Proposals. Information about the directors and
executive officers of AFT and AIF is set forth in the proxy
statement for their 2023 Annual Meeting of Stockholders, which was
filed with the SEC on April 21, 2023. Information regarding the
persons who may, under the rules of the SEC, be considered
participants in the solicitation of the MFIC, AFT, and AIF
stockholders in connection with the Proposals is contained in the
Joint Proxy Statement. These documents may be obtained free of
charge from the sources indicated above.
Contact
Elizabeth Besen Investor Relations Manager
MidCap Financial Investment Corporation 212.822.0625
ebesen@apollo.com
Apollo Tactical Income (NYSE:AIF)
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De Dic 2024 a Ene 2025
Apollo Tactical Income (NYSE:AIF)
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De Ene 2024 a Ene 2025