INVESTMENTS (Tables)
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3 Months Ended |
Dec. 31, 2022 |
Investments, Debt and Equity Securities [Abstract] |
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Schedule of Fair Value, Assets Measured on Recurring Basis |
As of December 31, 2022 and September 30, 2022, our investments, by security type, at fair value were categorized as follows within the ASC 820 fair value hierarchy:
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Fair Value Measurements |
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Fair Value |
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Quoted Prices in
Active Markets
for Identical Assets
(Level 1)
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Significant
Other
Observable
Inputs
(Level 2)
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Significant
Unobservable
Inputs
(Level 3)
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As of December 31, 2022: |
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Secured first lien debt |
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$ |
450,243 |
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$ |
— |
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$ |
— |
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$ |
450,243 |
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Secured second lien debt |
|
114,755 |
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|
— |
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— |
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|
114,755 |
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Unsecured debt |
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2,403 |
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2,358 |
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(B) |
— |
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|
45 |
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Preferred equity |
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26,140 |
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— |
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— |
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26,140 |
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Common equity/equivalents |
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28,042 |
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(A) |
— |
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31 |
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(C) |
28,011 |
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Total Investments as of December 31, 2022 |
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$ |
621,583
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$ |
2,358
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$ |
31
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$ |
619,194
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Fair Value Measurements |
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Fair Value |
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Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
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Significant
Other
Observable
Inputs
(Level 2)
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Significant
Unobservable
Inputs
(Level 3)
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As of September 30, 2022: |
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Secured first lien debt |
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$ |
463,858 |
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$ |
— |
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$ |
— |
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$ |
463,858 |
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Secured second lien debt |
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115,928 |
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— |
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— |
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115,928 |
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Unsecured debt |
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55 |
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— |
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— |
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55 |
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Preferred equity |
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27,046 |
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— |
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— |
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27,046 |
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Common equity/equivalents |
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36,331 |
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(A) |
— |
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58 |
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(C) |
36,273 |
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Total Investments as of September 30, 2022 |
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$ |
643,218
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$ |
—
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$ |
58
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$ |
643,160
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(A)Excludes our investment in Leeds with fair values of $0.2 million and $6.4 million as of December 31, 2022 and September 30, 2022, respectively. Leeds was valued using NAV as a practical expedient.
(B)Fair value was determined based on the closing market price of B. Riley 6.75% senior notes which are traded on the Nasdaq Global Select Market under the trading symbol RILYO.
(C)Fair value was determined based on the closing market price of shares of Funko, Inc. (our units in Funko can be converted into common shares of Funko, Inc.) at the reporting date less a discount for lack of marketability as our investment was subject to certain restrictions.
The following table presents our portfolio investments, valued using Level 3 inputs within the ASC 820 fair value hierarchy and carried at fair value as of December 31, 2022 and September 30, 2022, by caption on our accompanying Consolidated Statements of Assets and Liabilities and by security type:
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Total Recurring Fair Value Measurements Reported in |
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Consolidated Statements of Assets and Liabilities
Using Significant Unobservable Inputs (Level 3)
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December 31, 2022 |
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September 30, 2022 |
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Non-Control/Non-Affiliate Investments |
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Secured first lien debt |
$ |
399,531
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$ |
413,631 |
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Secured second lien debt |
107,170
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108,263 |
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Unsecured debt |
45
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(A) |
55 |
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Preferred equity |
14,592
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17,719 |
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Common equity/equivalents |
20,564
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(B) |
28,688 |
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(C) |
Total Non-Control/Non-Affiliate Investments |
$ |
541,902
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$ |
568,356 |
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Affiliate Investments |
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Secured first lien debt |
$ |
35,048
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$ |
34,804 |
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Preferred equity |
5,713
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3,640 |
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Common equity/equivalents |
1,179
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647 |
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Total Affiliate Investments |
$ |
41,940
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$ |
39,091 |
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Control Investments |
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Secured first lien debt |
$ |
15,664
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$ |
15,423 |
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Secured second lien debt |
7,585
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7,665 |
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Preferred equity |
5,835
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5,687 |
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Common equity/equivalents |
6,268
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6,938 |
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Total Control Investments |
$ |
35,352
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$ |
35,713 |
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Total Investments at Fair Value Using Level 3 Inputs |
$ |
619,194
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$ |
643,160 |
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(A)Excludes our investment in B. Riley with fair value of $2.4 million as of December 31, 2022. B. Riley was valued using Level 1 inputs.
(B)Excludes our investments in Leeds and Funko with fair values of $0.2 million and $31 thousand, respectively, as of December 31, 2022. Leeds was valued using NAV as a practical expedient, and Funko was valued using Level 2 inputs.
(C)Excludes our investments in Leeds and Funko with fair values of $6.4 million and $58 thousand, respectively, as of September 30, 2022. Leeds was valued using NAV as a practical expedient, and Funko was valued using Level 2 inputs.
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Schedule of Fair Value Measurement Inputs and Valuation Techniques |
The table below is not intended to be all-inclusive, but rather provides information on the significant Level 3 inputs as they relate to our fair value measurements. The weighted average calculations in the table below are based on the principal balances for all debt related calculations and on the cost basis for all equity related calculations for the particular input.
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Quantitative Information about Level 3 Fair Value Measurements |
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Range / Weighted Average as of |
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December 31, 2022 |
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September 30, 2022 |
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Valuation
Techniques/
Methodologies
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Unobservable
Input
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December 31, 2022 |
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September 30, 2022 |
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Secured first lien debt |
$ |
410,235
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$ |
423,912 |
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Yield Analysis |
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Discount Rate |
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10.7% - 34.9%
/ 13.2%
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8.0% - 29.5%
/ 11.8%
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40,008
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39,946 |
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TEV |
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EBITDA multiple |
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4.7x – 6.6x
/ 6.1x
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4.8x – 6.7x
/ 6.2x
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EBITDA |
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$862 - $10,103
/ $7,352
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$800 - $10,257
/ $7,605
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Revenue multiple |
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0.3x – 0.6x
/ 0.4x
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0.3x – 0.6x
/ 0.5x
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Revenue |
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$12,908 - $15,526
/ $14,543
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$11,514 - $16,320
/ $14,656
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Secured second lien debt |
97,340
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97,472 |
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Yield Analysis |
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Discount Rate |
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11.4% - 15.2%
/ 14.1%
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11.5% - 15.4%
/ 13.8%
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9,830
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10,791 |
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Market Quote |
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IBP |
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54.3% - 97.5%
/ 78.8%
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82.0% - 95.0%
/ 86.5%
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7,585
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7,665 |
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TEV |
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EBITDA multiple |
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5.6x – 5.6x
/ 5.6x
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5.6x – 5.6x
/ 5.6x
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EBITDA |
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$2,996 - $2,996
/ $2,996
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$3,299 - $3,299
/ $3,299
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Unsecured debt(A)
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45
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55 |
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TEV |
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Revenue multiple |
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1.3x – 1.3x
/ 1.3x
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0.3x – 1.3x
/ 1.0x
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Revenue |
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$6,125 - $6,125
/ $6,125
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$764 - $11,514
/ $4,249
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Preferred and common equity / equivalents(B)
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54,151
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63,319 |
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TEV |
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EBITDA multiple |
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4.0x – 10.8x
/ 6.5x
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4.1x – 11.0x
/ 6.5x
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EBITDA |
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$862 -$80,276
/ $9,873
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$800 -$74,512
/ $11,742
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Revenue multiple |
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0.3x – 4.4x
/ 1.5x
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0.3x– 4.4x
/ 1.4x
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Revenue |
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$3,130 -$43,117
/ $20,544
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$764 -$42,926
/ $19,963
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Total Level 3 Investments, at Fair Value |
$ |
619,194
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$ |
643,160 |
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(A)Fair value as of December 31, 2022 excludes our investment in B. Riley with fair value of $2.4 million. B. Riley was valued using Level 1 inputs as of December 31, 2022.
(B)Fair value as of December 31, 2022 excludes our investments in Leeds and Funko with fair values of $0.2 million and $31 thousand, respectively. Fair value as of September 30, 2022 excludes our investments in Leeds and Funko with fair values of $6.4 million and $58 thousand, respectively. Leeds was valued using NAV as a practical expedient and Funko was valued using Level 2 inputs as of both December 31, 2022 and September 30, 2022.
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Schedule of Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation |
The following tables provide the changes in fair value, broken out by security type, during the three months ended December 31, 2022 and 2021 for all investments for which we determine fair value using unobservable (Level 3) inputs.
Fair Value Measurements Using Significant Unobservable Inputs (Level 3)
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Three months ended December 31, 2022 |
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Secured First Lien Debt |
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Secured Second Lien Debt |
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Unsecured Debt |
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Preferred Equity |
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Common Equity/ Equivalents |
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Total |
Fair Value as of September 30, 2022 |
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$ |
463,858
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$ |
115,928
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$ |
55
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$ |
27,046
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$ |
36,273
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$ |
643,160
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Total gains (losses): |
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Net realized gain (loss)(A)
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— |
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— |
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(95) |
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— |
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4,995 |
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4,900 |
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Net unrealized appreciation (depreciation)(B)
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(455) |
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(544) |
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(10) |
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(906) |
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(784) |
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(2,699) |
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Reversal of prior period net depreciation (appreciation) on realization(B)
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103 |
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— |
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95 |
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— |
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(4,995) |
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(4,797) |
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New investments, repayments and settlements: (C)
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Issuances/originations |
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11,475 |
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182 |
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— |
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— |
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|
500 |
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12,157 |
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Settlements/repayments |
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(24,738) |
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(811) |
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— |
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— |
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— |
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(25,549) |
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Net proceeds from sales |
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— |
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— |
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— |
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— |
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(7,978) |
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(7,978) |
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Transfers |
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— |
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— |
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— |
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— |
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— |
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— |
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Fair Value as of December 31, 2022 |
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$ |
450,243
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$ |
114,755
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$ |
45
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$ |
26,140
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$ |
28,011
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$ |
619,194
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Fair Value Measurements Using Significant Unobservable Inputs (Level 3)
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Three months ended December 31, 2021 |
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Secured First Lien Debt |
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Secured Second Lien Debt |
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Unsecured Debt |
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Preferred Equity |
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Common Equity/ Equivalents |
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Total |
Fair Value as of September 30, 2021 |
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$ |
337,394
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$ |
135,956
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$ |
10
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$ |
29,246
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$ |
48,441
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$ |
551,047
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Total gains (losses): |
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Net realized gain (loss)(A)
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— |
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— |
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— |
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— |
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13,876 |
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13,876 |
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Net unrealized appreciation (depreciation)(B)
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4,493 |
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|
559 |
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56 |
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(661) |
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|
522 |
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4,969 |
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Reversal of prior period net depreciation (appreciation) on realization(B)
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(95) |
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(1,718) |
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— |
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(4,281) |
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(9,114) |
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(15,208) |
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New investments, repayments and settlements: (C)
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Issuances/originations |
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74,703 |
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30,170 |
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— |
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|
3,500 |
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3,500 |
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|
111,873 |
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Settlements/repayments |
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(20,742) |
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|
(58,735) |
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|
— |
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— |
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— |
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(79,477) |
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Net proceeds from sales |
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— |
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|
— |
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|
— |
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(1,321) |
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(15,731) |
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(17,052) |
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Transfers |
|
— |
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— |
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|
— |
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|
— |
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|
— |
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— |
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Fair Value as of December 31, 2021 |
|
$ |
395,753
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$ |
106,232
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$ |
66
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$ |
26,483
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$ |
41,494
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$ |
570,028
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(A)Included in net realized gain (loss) on investments on our accompanying Consolidated Statements of Operations for the corresponding period.
(B)Included in net unrealized appreciation (depreciation) on investments on our accompanying Consolidated Statements of Operations for the corresponding period.
(C)Includes increases in the cost basis of investments resulting from new portfolio investments, accretion of discounts, PIK, and other non-cash disbursements to portfolio companies, as well as decreases in the cost basis of investments resulting from principal repayments or sales, the amortization of premiums and acquisition costs and other cost-basis adjustments.
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Summary Investment Holdings |
The following table outlines our investments by security type as of December 31, 2022 and September 30, 2022:
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December 31, 2022 |
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September 30, 2022 |
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Cost |
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Fair Value |
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Cost |
|
Fair Value |
Secured first lien debt |
$ |
462,543
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|
72.2
|
% |
|
$ |
450,243
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|
72.4
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% |
|
$ |
475,806 |
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|
72.5 |
% |
|
$ |
463,858 |
|
|
71.4 |
% |
Secured second lien debt |
118,320
|
|
|
18.5
|
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|
114,755
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|
18.5
|
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|
118,949 |
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18.2 |
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|
115,928 |
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|
17.8 |
|
Unsecured debt |
2,614
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|
0.4
|
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|
2,403
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0.4
|
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|
293 |
|
|
0.0 |
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|
55 |
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|
0.0 |
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Total debt investments |
583,477
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|
91.1
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|
567,401
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|
91.3
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|
595,048 |
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|
90.7 |
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|
579,841 |
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|
89.2 |
|
Preferred equity |
34,505
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|
5.4
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|
26,140
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|
4.2
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|
34,505 |
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|
5.3 |
|
|
27,046 |
|
|
4.2 |
|
Common equity/equivalents |
22,794
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|
|
3.5
|
|
|
28,198
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|
4.5
|
|
|
26,500 |
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|
4.0 |
|
|
42,728 |
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|
6.6 |
|
Total equity investments |
57,299
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|
8.9
|
|
|
54,338
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|
8.7
|
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|
61,005 |
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|
9.3 |
|
|
69,774 |
|
|
10.8 |
|
Total Investments |
$ |
640,776
|
|
|
100.0
|
% |
|
$ |
621,739
|
|
|
100.0
|
% |
|
$ |
656,053 |
|
|
100.0 |
% |
|
$ |
649,615 |
|
|
100.0 |
% |
Our investments at fair value consisted of the following industry classifications as of December 31, 2022 and September 30, 2022:
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December 31, 2022 |
|
September 30, 2022 |
Industry Classification |
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Fair Value |
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Percentage of Total Investments |
|
Fair Value |
|
Percentage of Total Investments |
Diversified/Conglomerate Service |
|
$ |
134,598
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|
|
21.6 |
% |
|
$ |
148,907 |
|
|
22.9 |
% |
Healthcare, Education, and Childcare |
|
132,507
|
|
|
21.3 |
|
|
136,401 |
|
|
21.0 |
|
Diversified/Conglomerate Manufacturing |
|
113,571
|
|
|
18.3 |
|
|
114,105 |
|
|
17.6 |
|
Aerospace and Defense |
|
86,118
|
|
|
13.9 |
|
|
88,649 |
|
|
13.6 |
|
Beverage, Food, and Tobacco |
|
65,218
|
|
|
10.5 |
|
|
64,283 |
|
|
9.9 |
|
Oil and Gas |
|
24,914
|
|
|
4.0 |
|
|
25,373 |
|
|
3.9 |
|
Automobile |
|
19,469
|
|
|
3.1 |
|
|
20,144 |
|
|
3.1 |
|
Personal and Non-Durable Consumer Products |
|
19,211
|
|
|
3.1 |
|
|
18,583 |
|
|
2.9 |
|
Machinery |
|
9,861
|
|
|
1.6 |
|
|
9,562 |
|
|
1.5 |
|
Telecommunications |
|
8,025
|
|
|
1.3 |
|
|
10,088 |
|
|
1.6 |
|
Textiles and Leather |
|
—
|
|
|
— |
|
|
7,978 |
|
|
1.2 |
|
Other, < 2.0% |
|
8,247
|
|
|
1.3 |
|
|
5,542 |
|
|
0.8 |
|
Total Investments |
|
$ |
621,739
|
|
|
100.0 |
% |
|
$ |
649,615 |
|
|
100.0 |
% |
Our investments at fair value were included in the following U.S. geographic regions as of December 31, 2022 and September 30, 2022:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2022 |
|
September 30, 2022 |
Location |
|
Fair Value |
|
Percentage of
Total
Investments
|
|
Fair Value |
|
Percentage of
Total Investments
|
South |
|
$ |
301,962
|
|
|
48.6
|
% |
|
$ |
326,524 |
|
|
50.3 |
% |
West |
|
169,476
|
|
|
27.2
|
|
|
169,415 |
|
|
26.1 |
|
Midwest |
|
115,006
|
|
|
18.5
|
|
|
118,191 |
|
|
18.2 |
|
Northeast |
|
35,295
|
|
|
5.7
|
|
|
35,485 |
|
|
5.4 |
|
Total Investments |
|
$ |
621,739
|
|
|
100.0
|
% |
|
$ |
649,615 |
|
|
100.0 |
% |
|
Schedule of Investments Classified by Contractual Maturity Date |
The following table summarizes the contractual principal repayment and maturity of our investment portfolio by fiscal year, assuming no voluntary prepayments, as of December 31, 2022:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount |
For the remaining nine months ending September 30: |
|
2023(A)
|
|
$ |
8,790 |
|
For the fiscal years ending September 30: |
|
2024 |
|
48,181 |
|
|
|
2025 |
|
81,691 |
|
|
|
2026 |
|
155,294 |
|
|
|
2027 |
|
253,672 |
|
|
|
Thereafter |
|
36,975 |
|
|
|
Total contractual repayments |
|
$ |
584,603
|
|
|
|
Adjustments to cost basis of debt investments |
|
(1,126) |
|
|
|
Investments in equity securities |
|
57,299 |
|
|
|
Investments held as of December 31, 2022 at cost: |
|
$ |
640,776
|
|
(A)Includes debt investments with contractual principal amounts totaling $0.3 million for which the maturity date has passed as of December 31, 2022.
|