Crescent Capital BDC, Inc.: Form 10-Q for the period ended Mar 31, 2025
Filed with the SEC on May 14, 2025 and accepted by EDGAR at May 14, 2025, 20:06 ET.
Management's discussion and analysis
As filed, 41,908 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
The information contained in this section should be read in conjunction with the financial statements and notes thereto appearing elsewhere in this report. This discussion also should be read in conjunction with the “Cautionary Statement Regarding Forward Looking Statements” set forth on page 1 of this Quarterly Report on Form 10-Q. In this report, “we,” “us,” “our” and “Company” refer to Crescent Capital BDC, Inc. and its consolidated subsidiaries.
OVERVIEW
We are a specialty finance company focused on lending to middle-market companies. We are incorporated under the laws of the State of Maryland. We were listed and began trading on the NASDAQ stock exchange on February 3, 2020. We have elected to be treated as a business development company (“BDC”) under the Investment Company Act of 1940 (“1940 Act”). In addition, we have elected to be treated for U.S. federal income tax purposes as a regulated investment company (a “RIC”) under Subchapter M of the Internal Revenue Code of 1986 (the “Code”). As such, we are required to comply with various regulatory requirements, such as the requirement to invest at least 70% of our assets in “qualifying assets,” source of income limitations, asset diversification requirements, and the requirement to distribute annually at least 90% of our taxable income and tax-exempt interest.
We are managed by Crescent Cap Advisors, LLC (the “Adviser”), an investment adviser that is registered with the SEC under the 1940 Act. CCAP Administration, LLC (the “Administrator”), provides the administrative services necessary for us to operate. Our management consists of investment and administrative professionals from the Adviser and Administrator along with our Board. The Adviser directs and executes our investment operations and capital raising activities subject to oversight from the Board, which sets our broad policies. The Board has delegated investment management of our investment assets to the Adviser. The Board consists of six directors, five of whom are independent.
Our investment objective is to maximize the total return to our stockholders in the form of current income and capital appreciation through debt and related equity investments. We invest primarily in secured debt (including first lien, unitranche first lien and second-lien debt) and unsecured debt (including mezzanine and subordinated debt), as well as related equity securities of private U.S. middle-market companies. We may purchase interests in loans or make debt investments, either (i) directly from our target companies as primary market or private credit investments (i.e., private credit transactions), or (ii) primary or secondary market bank loan or high yield transactions in the broadly syndicated “over-the-counter” market (i.e., broadly syndicated loans and bonds). Although our focus is to invest in less liquid private credit transactions, we may from time to time invest in more liquid broadly syndicated loans to complement our private credit transactions.
CRITICAL ACCOUNTING POLICIES
Our discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Changes in the economic environment, financial markets and any other parameters used in determining such estimates could cause actual results to differ materially. The critical accounting policies should be read in connection with our risk factors as disclosed herein.
For a description of our critical accounting policies, see Note 2 “Significant Accounting Policies” to our consolidated financial statements included in this report. We consider the most significant accounting policies to be those related to our Valuation of Portfolio Investments, Revenue Recognition, Non-Accrual Investments, Distribution Policy, and Income Taxes.
COMPONENTS OF OPERATIONS
Investments
We expect our investment activity to vary substantially from period to period depending on many factors, the general economic environment, the amount of capital we have available to us, the level of merger and acquisition activity for middle-market companies, including the amount of debt and equity capital available to such companies and the competitive environment for the type of investments we make. In addition, as part of our risk strategy on investments, we may reduce certain levels of investments through partial sales or syndication to additional investors.
We may not invest in any assets other than “qualifying assets” specified in the 1940 Act, unless, at the time the investments are made, at least 70% of our total assets are qualifying assets (with certain limited exceptions). Qualifying assets include investments in “eligible portfolio companies.” Pursuant to rules adopted by the SEC, “eligible portfolio companies” include certain companies that do not have any securities listed on a national securities exchange and public companies whose securities are listed on a national securities exchange but whose market capitalization is less than $250 million.
The Investment Adviser
Our investment activities are managed by the Adviser, which is responsible for originating prospective investments, conducting research and due diligence investigations on potential investments, analyzing investment opportunities, negotiating and structuring our investments and monitoring our investments and portfolio companies on an ongoing basis. The Adviser has entered into a resource sharing agreement with Crescent Capital Group LP (“Crescent”), pursuant to which Crescent provides the Adviser with experienced investment professionals (including the members of the Adviser’s investment committee) and access to Crescent’s resources so as to enable the Adviser to fulfill its obligations under the Investment Advisory Agreement. Through the resource sharing agreement, the Adviser intends to capitalize on the deal origination, credit underwriting, due diligence, investment structuring, execution, portfolio management and monitoring experience of Crescent’s investment professionals.
Revenues
We generate revenue primarily in the form of interest income on debt investments, capital gains and distributions, if any, on equity securities that we may acquire in portfolio companies. Certain investments may have contractual PIK interest or dividends. PIK represents accrued interest or accumulated dividends that are added to the loan principal of the investment on the respective interest or dividend payment dates rather than being paid in cash and generally becomes due at maturity or upon being called by the issuer. PIK is recorded as interest or dividend income, as applicable. We also generate revenue in the form of commitment or origination fees. Loan origination fees, original issue discount and market discount or premium are capitalized, and we accrete or amortize such amounts into income over the life of the loan using the effective yield method.
Dividend income from common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly-traded portfolio companies. Dividend income from preferred equity securities is recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected.
We may receive other income, which may include income such as consent, waiver, amendment, underwriting, and arranger fees associated with our investment activities as well as any fees for managerial assistance services rendered to the portfolio companies. Such fees are recognized as income when earned or the services are rendered.
Expenses
Our primary operating expenses include the payment of management fees and incentive fees to the Adviser under the Investment Advisory Agreement, as amended, our allocable portion of overhead expenses under the administration agreement with our Administrator (the “Administration Agreement”), operating costs associated with our sub-administration agreement and other operating costs described below. The management and incentive fees compensate the Adviser for its work in identifying, evaluating, negotiating, closing and monitoring our investments. We bear all other out-of-pocket costs and expenses of our operations and transactions, including:
- the cost of calculating our net asset value, including the cost of any third-party valuation services;
- fidelity bond, directors’ and officers’ liability insurance and other insurance premiums;
- fees and expenses associated with independent audits and outside legal costs;
- independent directors’ fees and expenses;
- administration fees and expenses, if any, payable under the Administration Agreement (including payments based upon our allocable portion of the Administrator’s overhead in performing its obligations under the Administration Agreement, rent and the allocable portion of the cost of certain professional services provided to us, including but not limited to, our accounting professionals, our legal counsel and compliance professionals);
- U.S. federal, state and local taxes;
- the cost of effecting sales and repurchases of shares of our common stock and other securities;
- fees payable to third parties relating to making investments, including out-of-pocket fees and expenses associated with performing due diligence and reviews of prospective investments;
- out-of-pocket fees and expenses associated with marketing efforts;
- federal and state registration fees and any stock exchange listing fees;
- brokerage commissions;
- costs associated with our reporting and compliance obligations under the 1940 Act and other applicable U.S. federal and state securities laws;
- debt service and other costs of borrowings or other financing arrangements; and
- all other expenses reasonably incurred by us in connection with making investments and administering our business.
We expect our general and administrative expenses to be relatively stable or decline as a percentage of total assets during periods of asset growth and to increase during periods of asset declines.
Leverage
Our financing facilities allow us to borrow money and lever our investment portfolio, subject to the limitations of the 1940 Act, with the objective of increasing our yield. This is known as “leverage” and could increase or decrease returns to our stockholders. The use of leverage involves significant risks.
In accordance with applicable SEC staff guidance and interpretations, effective May 5, 2020 with stockholder approval, we, as a BDC, are permitted to borrow amounts such that our asset coverage ratio is at least 150% after such borrowing (if certain requirements are met), rather than 200%, as previously required. Short-term credits necessary for the settlement of securities transactions and arrangements with respect to securities lending will not be considered borrowings for these purposes. The amount of leverage that we employ depends on our Adviser’s and our Board’s assessment of market conditions and other factors at the time of any proposed borrowing.
PORTFOLIO INVESTMENT ACTIVITY
We seek to create a broad and diversified portfolio that generally includes senior secured first lien, unitranche, senior secured second lien, unsecured loans and minority equity securities of U.S. middle market companies. The size of our individual investments varies proportionately with the size of our capital base. We generally invest in securities that have been rated below investment grade by independent rating agencies or that would be rated below investment grade if they were rated. These securities have speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal. In addition, many of our debt investments have floating interest rates that reset on a periodic basis and typically do not fully pay down principal prior to maturity.
Our portfolio at fair value was comprised of the following:
($ in millions)
| Investment Type | As of March 31, 2025 Fair Value | Percentage | As of December 31, 2024 Fair Value | Percentage |
|---|---|---|---|---|
| Senior Secured First Lien | $400.3 | 24.8% | $379.7 | 23.7% |
| Unitranche First Lien | 1,048.9 | 64.7 | 1,044.1 | 65.3 |
| Unitranche First Lien - Last Out | 25.0 | 1.5 | 14.8 | 0.9 |
| Senior Secured Second Lien | 22.5 | 1.4 | 38.5 | 2.4 |
| Unsecured Debt | 18.2 | 1.1 | 17.5 | 1.1 |
| Equity & Other | 66.8 | 4.1 | 64.9 | 4.1 |
| LLC/LP Equity Interests | 39.0 | 2.4 | 39.4 | 2.5 |
| Total investments | $1,620.7 | 100.0% | $1,598.9 | 100.0% |
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The following table shows our investment activity by investment type:
($ in millions)
| New investments at cost: | For the three months ended March 31, 2025 | March 31, 2024 |
|---|---|---|
| Senior Secured First Lien | $32.6 | $26.1 |
| Unitranche First Lien | 60.7 | 44.0 |
| Unitranche First Lien - Last Out | 9.7 | — |
| Senior Secured Second Lien | — | — |
| Unsecured Debt | — | 3.4 |
| Equity & Other | 1.7 | 0.4 |
| LLC/LP Equity Interests | — | — |
| Total | $104.7 | $73.9 |
| Proceeds from investments sold or repaid: | ||
| Senior Secured First Lien | $9.2 | $46.1 |
| Unitranche First Lien | 50.8 | 42.7 |
| Unitranche First Lien - Last Out | — | 0.9 |
| Senior Secured Second Lien | 16.3 | 2.4 |
| Unsecured Debt | — | — |
| Equity & Other | — | 1.0 |
| LLC/LP Equity Interests | 1.7 | 5.3 |
| Total | $78.0 | $98.4 |
| Net increase (decrease) in portfolio | $26.7 | $(24.5) |
The following table presents certain selected information regarding our investment portfolio:
| As of March 31, 2025 | As of December 31, 2024 | |
|---|---|---|
| Weighted average yield on income producing securities (at cost) (1) | 10.4% | 10.9% |
| Percentage of debt bearing a floating rate (at fair value) | 97.2% | 97.3% |
| Percentage of debt bearing a fixed rate (at fair value) | 2.8% | 2.7% |
| Number of portfolio companies | 191 | 185 |
(1) Includes performing debt and other income-producing investments (excluding investments on non-accrual).
The following table shows the amortized cost and fair value of our performing and non-accrual debt and income producing debt securities:
($ in millions)
| As of March 31, 2025 Cost | % of Cost | Fair Value | % of Fair Value | As of December 31, 2024 Cost | % of Cost | Fair Value | % of Fair Value | |
|---|---|---|---|---|---|---|---|---|
| Performing | $1,497.7 | 96.5% | $1,487.2 | 98.2% | $1,492.7 | 97.8% | $1,480.7 | 99.1% |
| Non-Accrual | 54.2 | 3.5% | 27.6 | 1.8% | 34.3 | 2.2% | 13.5 | 0.9% |
| Total | $1,551.9 | 100.0% | $1,514.8 | 100.0% | $1,527.0 | 100.0% | $1,494.2 | 100.0% |
Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Non-accrual loans are restored to accrual status when past due principal and interest is paid current and, in management’s judgment, are likely to remain current. Management may determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection.
As of March 31, 2025, we had twenty two investments across nine portfolio companies on non-accrual status, which represented 3.5% and 1.8% of the total debt investments at cost and fair value, respectively. As of December 31, 2024, we had seventeen investments across nine portfolio companies on non-accrual status, which represented 2.2% and 0.9% of the total debt investments at cost and fair value, respectively. The remaining debt investments were performing and current on their interest payments as of March 31, 2025 and December 31, 2024.
The Adviser monitors our portfolio companies on an ongoing basis. The Adviser monitors the financial trends of each portfolio company to determine if it is meeting its business plans and to assess the appropriate course of action for each company. The Adviser has a number of methods of evaluating and monitoring the performance and fair value of our investments, which may include the following:
- assessment of success of the portfolio company in adhering to its business plan and compliance with covenants;
- review of monthly and quarterly financial statements and financial projections for portfolio companies;
- contact with portfolio company management and, if appropriate, the financial or strategic sponsor, to discuss financial position, requirements and accomplishments;
- comparisons to other companies in the industry; and
- attendance and participation in board meetings.
As part of the monitoring process, the Adviser regularly assesses the risk profile of each of our investments and, on a quarterly basis, grades each investment on a risk scale of 1 to 5. Risk assessment is not standardized in our industry and our risk assessment may not be comparable to ones used by our competitors. Our assessment is based on the following categories:
1. Involves the least amount of risk relative to cost or amortized cost. Investment performance is above expectations since origination or acquisition. Trends and risk factors are generally favorable, which may include financial performance or a potential exit.
2. Involves a level of risk that is similar to the risk at the time of origination or acquisition. The investment is generally performing as expected, and the risks around our ability to ultimately recoup the cost of the investment are neutral to favorable relative to the time of origination or acquisition. New investments are generally assigned a rating of 2 at origination or acquisition.
3. Indicates an investment performing below expectations where the risks around our ability to ultimately recoup the cost of the investment have increased since origination or acquisition. For debt investments, borrowers are more likely than not in compliance with debt covenants and loan payments are generally not past due. An investment rating of 3 requires closer monitoring.
4. Indicates an investment performing materially below expectations where the risks around our ability to ultimately recoup the cost of the investment have increased materially since origination or acquisition. For debt investments, borrowers may be out of compliance with debt covenants and loan payments may be past due (but generally not more than 180 days past due). Non-accrual status is strongly considered for debt investments rated 4.
5. Indicates an investment performing substantially below expectations where the risks around our ability to ultimately recoup the cost of the investment have substantially increased since origination or acquisition. We do not expect to recover our initial cost basis from investments rated 5. Debt investments with an investment rating of 5 are generally in payment and/or covenant default and are on non-accrual status.
The following table shows the composition of our portfolio on the 1 to 5 investment performance rating scale. Investment performance ratings are accurate only as of those dates and may change due to subsequent developments relating to a portfolio company’s business or financial condition, market conditions or developments, and other factors.
($ in millions)
| Investment Performance Rating | As of March 31, 2025 Investments at Fair Value | Percentage of Total Portfolio | As of December 31, 2024 Investments at Fair Value | Percentage of Total Portfolio |
|---|---|---|---|---|
| 1 | 30.5 | 1.9% | 29.9 | 1.9% |
| 2 | 1,373.0 | 84.7 | 1,360.9 | 85.0 |
| 3 | 189.5 | 11.7 | 194.6 | 12.2 |
| 4 | 23.2 | 1.4 | 12.0 | 0.8 |
| 5 | 4.5 | 0.3 | 1.5 | 0.1 |
| Total | 1,620.7 | 100.0% | 1,598.9 | 100.0% |
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RESULTS OF OPERATIONS
Summarized Statement of Operations
| (in $ millions) | For the three months ended March 31, 2025 | 2024 |
|---|---|---|
| Total investment income | $42.1 | $50.4 |
| Total net expenses, including taxes | 25.5 | 27.0 |
| Net investment income | $16.6 | $23.4 |
| Net realized gain (loss) on investments and forward contracts | (6.5) | (0.2) |
| Net unrealized appreciation (depreciation) on investments, forward contracts and foreign transactions | (6.2) | 4.5 |
| Net realized and unrealized gains (losses) | $(12.7) | $4.3 |
| Benefit (provision) for taxes on realized and unrealized appreciation (depreciation) on investments | - | 0.3 |
| Net increase (decrease) in net assets resulting from operations | $3.9 | $28.0 |
Investment Income
| (in $ millions) | For the three months ended March 31, 2025 | 2024 |
|---|---|---|
| Interest from investments | $39.7 | $46.2 |
| Dividend income | 1.5 | 3.3 |
| Other income | 0.9 | 0.9 |
| Total investment income | $42.1 | $50.4 |
Interest income, which includes amortization of upfront fees, decreased from $46.2 million for the three months ended March 31, 2024, to $39.7 million for the three months ended March 31, 2025, primarily due to a decline in benchmark rates. Included in interest from investments for the three months ended March 31, 2025 and 2024 are $0.8 million and $0.9 million of accelerated accretion of OID related to paydown activity, respectively.
Dividend income decreased from $3.3 million for the three months ended March 31, 2024 to $1.5 million for the three months ended March 31, 2025 due to lower dividend income from our investment in First Eagle Logan JV, LLC. For the three months ended March 31, 2025 and 2024, we recorded $0.9 million and $0.9 million of other income related to one-time arranger fees, respectively.
Expenses
| (in $ millions) | For the three months ended March 31, 2025 | 2024 |
|---|---|---|
| Interest and other debt financing costs | $14.6 | $15.6 |
| Management fees, net of waiver | 5.0 | 5.0 |
| Income based incentive fees, net of waiver | 3.5 | 4.9 |
| Professional fees | 0.7 | 0.4 |
| Directors’ fees | 0.2 | 0.2 |
| Other general and administrative expenses | 1.0 | 0.5 |
| Total net expenses | $25.0 | $26.6 |
| Provision for income and excise taxes | 0.5 | 0.4 |
| Total net expenses, including taxes | $25.5 | $27.0 |
Interest and other debt financing costs
Interest and other debt financing costs include interest, amortization of deferred financing costs including upfront commitment fees and unused fees on our credit facilities. For the three months ended March 31, 2025 and 2024 interest and other debt financing costs were $14.6 million and $15.6 million, respectively. The decrease in interest and other debt financing costs was due to lower weighted average cost of debt related to a decline in benchmark rates offset by higher weighted average outstanding balance.
Base Management Fees
For the three months ended March 31, 2025 and 2024, we incurred management fees, net of waivers, of $5.0 million and $5.0 million, respectively.
Incentive Fees
For the three months ended March 31, 2025 and 2024, we incurred income based incentive fees, net of waivers, of $3.5 million and $4.9 million, respectively. The decrease in net incentive fees was driven by lower pre-incentive fee net investment income.
Professional Fees and Other General and Administrative Expenses
Professional fees generally include expenses from independent auditors, tax advisors, legal counsel and third party valuation agents. Other general and administrative expenses generally include overhead and staffing costs allocated from the Administrator, insurance premiums, sub-administration expenses and miscellaneous administrative costs associated with our operations and investment activity.
For the three months ended March 31, 2025 and 2024, professional fees were $0.7 million and $0.4 million, respectively. The increase is primarily related to higher costs related to regulatory compliance.
For the three months ended March 31, 2025 and 2024, other general and administrative expenses were $1.0 million and $0.5 million, respectively. The increase is related to higher costs primarily related to certain one-time administrative fees.
Income and Excise Taxes
For the three months ended March 31, 2025 and 2024, we expensed income and excise taxes of $0.5 million and $0.4 million, respectively, due to higher undistributed taxable income balance.
Net Investment Income
For the three months ended March 31, 2025 and 2024, net investment income was $16.6 million or $0.45 per share and $23.4 million or $0.63 per share, respectively. The decrease in the per share net investment income was due to lower investment income earned year to date.
Net Realized and Unrealized Gains and Losses
We value our portfolio investments quarterly and any changes in fair value are recorded as unrealized appreciation (depreciation) on investments. Net realized gains (losses) and net unrealized appreciation (depreciation) on our investment portfolio were comprised of the following:
($ in millions)
| For the three months ended March 31, 2025 | 2024 | |
|---|---|---|
| Realized losses on non-controlled and non-affiliated investments | $(3.0) | $(3.4) |
| Realized gains on non-controlled and non-affiliated investments | — | 1.8 |
| Realized losses on non-controlled and affiliated investments | — | — |
| Realized gains on non-controlled and affiliated investments | — | — |
| Realized losses on controlled investments | (3.8) | — |
| Realized gains on controlled investments | — | — |
| Realized losses on foreign currency forwards | — | — |
| Realized gains on foreign currency forwards | — | 1.4 |
| Realized losses on foreign currency transactions | — | — |
| Realized gains on foreign currency transactions | 0.4 | — |
| Net realized gains (losses) on investments | $(6.4) | $(0.2) |
| Change in unrealized depreciation on non-controlled and non-affiliated investments | $(18.8) | $(12.3) |
| Change in unrealized appreciation on non-controlled and non-affiliated investments | 11.8 | 16.4 |
| Change in unrealized depreciation on foreign currency translation | (3.1) | — |
| Change in unrealized appreciation on foreign currency translation | — | 0.8 |
| Change in unrealized depreciation on non-controlled and affiliated investments | (1.5) | (0.2) |
| Change in unrealized appreciation on non-controlled and affiliated investments | 1.8 | 0.4 |
| Change in unrealized depreciation on controlled and affiliated investments | (0.4) | (2.2) |
| Change in unrealized appreciation on controlled and affiliated investments | 4.8 | 2.0 |
| Change in unrealized depreciation on foreign currency forwards | (0.9) | (0.4) |
| Change in unrealized appreciation on foreign currency forwards | — | — |
| Net unrealized appreciation (depreciation) on investments | $(6.3) | $4.5 |
| Net realized and unrealized gains (losses) on investments | $(12.7) | $4.3 |
Hedging
We may, but are not required to, enter into interest rate, foreign exchange or other derivative agreements to hedge interest rate, currency, credit or other risks. Generally, we do not intend to enter into any such derivative agreements for speculative purposes. Any derivative agreements entered into for speculative purposes are not expected to be material to our business or results of operations. These hedging activities, which are in compliance with applicable legal and regulatory requirements, may include the use of various instruments, including futures, options and forward contracts. We bear the costs incurred in connection with entering into, administering and settling any such derivative contracts. There can be no assurance any hedging strategy we employ will be successful.
During the three months ended March 31, 2025 and 2024, our average U.S. Dollar notional exposure, calculated daily on a weighted average based on the duration of each forward contract, to foreign currency forward contracts were $64.8 million and $63.2 million, respectively.
FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
The primary uses of our cash and cash equivalents are for (1) investments in portfolio companies and other investments; (2) the cost of operations (including paying the Adviser); (3) debt service, repayment, and other financing costs; and (4) cash distributions to the holders of our common stock. We expect to generate additional liquidity from (1) future offerings of securities, (2) future borrowings and (3) cash flows from operations, including investment sales and repayments as well as income earned on investments.
As of March 31, 2025, we had $30.5 million in cash and cash equivalents and restricted cash and cash equivalents and $310.0 million of undrawn capacity on our senior revolving credit and special purpose vehicle asset facilities, subject to borrowing base and other limitations. As of March 31, 2025, the undrawn capacity under our facilities and cash and cash equivalents were in excess of our unfunded commitments.
As of March 31, 2025, we were in compliance with our asset coverage requirements under the 1940 Act. In addition, we were in compliance with all the financial covenant requirements of our credit facilities as of March 31, 2025. However, an increase in realized losses or unrealized depreciation of our investment portfolio or significant reductions in our net asset value as a result of the effects of the rising rate environment and the potential for a recession increase the risk of breaching the relevant covenants requirements. Any breach of these requirements may adversely affect the access to sufficient debt and equity capital.
Debt
($ in millions)
| March 31, 2025 Aggregate Principal Amount Committed | Drawn Amount | Amount Available (1) | Carrying Value(2) | December 31, 2024 Aggregate Principal Amount Committed | Drawn Amount | Amount Available (1) | Carrying Value(2) | |
|---|---|---|---|---|---|---|---|---|
| SPV Asset Facility(3) | $500.0 | $344.5 | $155.5 | $344.5 | $500.0 | $344.9 | $155.1 | $344.9 |
| SMBC Corporate Revolving Facility | 310.0 | 155.5 | 154.5 | 155.5 | 310.0 | 242.6 | 67.4 | 242.6 |
| Series 2021A Unsecured Notes | 135.0 | 135.0 | — | 135.0 | 135.0 | 135.0 | — | 135.0 |
| FCRX Unsecured Notes | 111.6 | 111.6 | — | 111.6 | 111.6 | 111.6 | — | 111.6 |
| Series 2023A Unsecured Notes | 50.0 | 50.0 | — | 50.0 | 50.0 | 50.0 | — | 50.0 |
| Series 2024A Unsecured Notes - 2028 | 35.0 | 35.0 | — | 35.0 | 35.0 | — | 35.0 | — |
| Series 2024A Unsecured Notes - 2030 | 80.0 | 80.0 | — | 80.0 | 80.0 | — | 80.0 | — |
| Total Debt | $1,221.6 | $911.6 | $310.0 | $911.6 | $1,221.6 | $884.1 | $337.5 | $884.1 |
(1) The amount available is subject to any limitations related to the respective debt facilities’ borrowing bases and foreign currency translation adjustments.
(2) Amount presented excludes netting of deferred financing costs.
(3) On April 10, 2025, the commitment amount was reduced from $500.0 million to $400.0 million. See Recent Developments for detail.
The combined weighted average interest rate of the aggregate borrowings outstanding for the three months ended March 31, 2025 and 2024 was 6.49% and 6.97%, respectively. The combined weighted average debt of the aggregate borrowings outstanding for the three months ended March 31, 2025 and 2024 was $902.4 million and $858.6 million, respectively. As of March 31, 2025 and December 31, 2024, the weighted average cost of debt was 6.36% and 6.38%, respectively.
SPV Asset Facility
On March 28, 2016, Crescent Capital BDC Funding, LLC (“CCAP SPV”), a wholly owned subsidiary of CCAP, entered into a loan and security agreement, as amended from time to time (the “SPV Asset Facility”), with us as the collateral manager, seller and equity holder, CCAP SPV as the borrower, the banks and other financial institutions from time to time party thereto as lenders, and Wells Fargo Bank, National Association (“Wells Fargo”), as administrative agent, collateral agent, and lender. We consolidate CCAP SPV in our consolidated financial statements and no gain or loss is recognized from the transfer of assets to and from CCAP SPV.
On May 31, 2024, CCAP SPV entered into the Seventh Amendment to Loan and Security Agreement. The amendment, among other things, (a) extended the last day of the reinvestment period to May 31, 2027, and the stated maturity date to May 31, 2029 and (b) reduced the spread from 2.75% to 2.45%.
The maximum commitment amount under the SPV Asset Facility is $500.0 million, and may be increased with the consent of Wells Fargo or reduced upon our request. Proceeds of the advances under the SPV Asset Facility may be used to acquire portfolio investments, to make distributions to us in accordance with the SPV Asset Facility, and to pay related expenses. The maturity date is the earlier of (a) the date the borrower voluntarily reduces the commitments to zero, (b) May 31, 2029 and (c) the date upon which Wells Fargo declares the obligations due and payable after the occurrence of an Event of Default. Borrowings under the SPV Asset Facility bear interest at daily simple SOFR plus a 2.45% margin with no floor. We pay unused facility fees of 0.50% per annum on committed but undrawn amounts under the SPV Asset Facility. The unused facility fee rate may vary based on the utilization. The SPV Asset Facility includes customary covenants, including certain limitations on the incurrence of additional indebtedness and liens, as well as usual and customary events of default for revolving credit facilities of this nature.
The facility size is subject to availability under the borrowing base, which is based on the amount of CCAP SPV’s assets from time to time, and satisfaction of certain conditions, including an asset coverage test and certain concentration limits.
SMBC Corporate Revolving Facility
On October 27, 2021, we entered into a senior secured revolving credit agreement, as amended from time to time, with Sumitomo Mitsui Banking Corporation, as administrative agent, collateral agent and lender (the “SMBC Corporate Revolving Facility”). On December 3, 2024, we amended the SMBC Corporate Revolving Facility. The amendment, among other things, (i) decreased the size of the aggregate revolving commitment from $350.0 million to $285.0 million, (ii) added an initial term commitment of $25.0 million for an aggregate facility size of $310.0 million, (iii) increased the interest rate by 0.125% so that borrowings under the revolving commitment will bear interest at the applicable benchmark rate plus 2.000% or 2.125%, subject to certain provisions, (iii) extended the facility termination to December 3, 2029 and (iv) extended the facility revolving commitment period termination to December 1, 2028.
The maximum principal amount of the SMBC Corporate Revolving Facility is $310.0 million, comprised of $25.0 million term loan and $285.0 million revolving commitment, subject to availability under the borrowing base. Borrowings under the SMBC Corporate Revolving Facility bear interest at adjusted SOFR plus 2.000% or 2.125%, subject to certain provisions in the SMBC Corporate Revolving Facility agreement, with no benchmark rate floor. We pay unused facility fees of 0.375% per annum on committed but undrawn amounts under the SMBC Corporate Revolving Facility. Any amounts borrowed under the SMBC Corporate Revolving Facility, and all accrued and unpaid interest, will be due and payable, on December 3, 2029.
Series 2021A Unsecured Notes
On February 17, 2021, we completed a private offering of $135.0 million aggregate principal amount of 4.00% senior unsecured notes due February 17, 2026 (the “Series 2021A Unsecured Notes”). The initial issuance of $50.0 million of Series 2021A Unsecured Notes closed February 17, 2021. The issuance of the remaining $85.0 million of 2026 Unsecured Notes closed on May 5, 2021.
The Series 2021A Unsecured Notes will mature on February 17, 2026 and may be redeemed in whole or in part, at our option, at any time or from time to time at par plus a “make-whole” premium, if applicable. Interest on the Series 2021A Unsecured Notes is due and payable semiannually in arrears on February 17 and August 17 of each year.
FCRX Unsecured Notes
On March 9, 2023, in connection with the acquisition of First Eagle Alternative Capital BDC, Inc., we assumed $111.6 million of unsecured notes ("FCRX Unsecured Notes"). The FCRX Unsecured Notes mature on May 25, 2026 and may be redeemed in whole or in part at any time or from time to time at the Company’s option at a redemption price of 100% of the outstanding principal amount thereof plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to but not including the date fixed for redemption. The FCRX Unsecured Notes bear interest at a rate of 5.00% per year payable quarterly on
March 30, June 30, September 30 and December 30 of each year. The FCRX Unsecured Notes trade on the New York Stock Exchange under the trading symbol “FCRX”.
Series 2023A Unsecured Notes
On May 9, 2023, we completed a private offering of $50.0 million aggregate principal amount of 7.54% senior unsecured notes due July 28, 2026 ("Series 2023A Unsecured Notes"). These notes were issued immediately after the repayment of $50.0 million of the Series 2020A Unsecured Notes on July 28, 2023.
The Series 2023A Unsecured Notes will mature on July 28, 2026 and may be redeemed in whole or in part, at our option, at any time or from time to time at par plus a “make-whole” premium, if applicable. Interest on the Series 2023A Unsecured Notes is due and payable semiannually in arrears on January 28 and July 28 of each year.
Series 2024A Unsecured Notes - 2028 and 2030
On February 18, 2025, we issued $115.0 million aggregate principal amount of two tranches of senior unsecured notes: (a) $35.0 million 6.77% notes due February 18, 2028 ("Series 2024A Unsecured Notes - 2028") and (b) $80.0 million 6.90% notes due February 18, 2030 ("Series 2024A Unsecured Notes – 2030") . Interest on both unsecured notes will be payable semiannually, on the 18th day of February and August in each year, commencing with August 18, 2025. Both tranches may be redeemed in whole or in part, at the Company’s option, at any time or from time to time at par plus a “make-whole” premium, if applicable.
The summary of costs incurred in connection with our credit facilities and unsecured debt is presented below:
($ in millions)
| For the three months ended March 31, 2025 | 2024 | |
|---|---|---|
| Borrowing interest expense | $13.7 | $14.7 |
| Unused facility fees | 0.3 | 0.4 |
| Amortization of financing costs | 0.6 | 0.5 |
| Total interest and credit facility expenses | $14.6 | $15.6 |
| Weighted average outstanding balance | $902.4 | $858.6 |
To the extent we determine that additional capital would allow us to take advantage of additional investment opportunities, if the market for debt financing presents attractively priced opportunities, or if our Board otherwise determines that leveraging our portfolio would be in our best interest and the best interests of our stockholders, we may enter into new debt financing opportunities in addition to our existing debt. The pricing and other terms of any such opportunities would depend upon market conditions and the performance of our business, among other factors.
In accordance with applicable SEC staff guidance and interpretations, effective May 5, 2020 with stockholder approval, we, as a BDC, are permitted to borrow amounts such that our asset coverage ratio is at least 150% after such borrowing (if certain requirements are met), rather than 200%, as previously required. Short-term credits necessary for the settlement of securities transactions and arrangements with respect to securities lending will not be considered borrowings for these purposes. The amount of leverage that we employ depends on our Adviser’s and our Board’s assessment of market conditions and other factors at the time of any proposed borrowing.
As of March 31, 2025 and December 31, 2024, our asset coverage ratio was 179% and 183%, respectively. We may also refinance or repay any of our indebtedness at any time based on our financial condition and market conditions. See Note 6. Debt to our consolidated financial statements for more detail on the debt facilities.
OFF BALANCE SHEET ARRANGEMENTS
Our investment portfolio may contain investments that are in the form of lines of credit or unfunded commitments which require us to provide funding when requested by portfolio companies in accordance with the terms of the underlying agreements. Unfunded commitments to provide funds to portfolio companies are not reflected on our Consolidated Statements of Assets and Liabilities. These commitments are subject to the same underwriting and ongoing portfolio maintenance as are the on-balance sheet financial instruments that we hold. Since these commitments may expire without being drawn, the total commitment amount does not necessarily represent future cash requirements. As of March 31, 2025 and December 31, 2024, we had aggregate unfunded commitments totaling $212.4 million and $212.5 million, respectively.
RECENT DEVELOPMENTS
On April 10, 2025, CCAP SPV entered into the Eighth Amendment to Loan and Security Agreement. The amendment, among other things, (a) reduced the spread from 2.45% to 1.95%, and (b) reduced the facility size from $500.0 million to $400.0 million.
On May 8, 2025, our Board of Directors declared a regular second quarter cash dividend of $0.42 per share, which will be paid on July 15, 2025 to stockholders of record as of June 30, 2025.
Market risk
As filed, 5,027 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
We are subject to financial market risks, including valuation risk, interest rate risk and currency risk.
Valuation Risk
We have invested, and plan to continue to invest, in illiquid debt and equity securities of private companies. These investments will generally not have a readily available market price, and we will value these investments at fair value as determined in good faith by our Adviser, as the Board's valuation designee, in accordance with our valuation policy. There is no single standard for determining fair value in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make. If we were required to liquidate a portfolio investment in a forced or liquidation sale, we may realize amounts that are different from the amounts presented and such differences could be material. See Note 2. Summary of Significant Account Policies to our consolidated financial statements for more details on estimates and judgments made by us in connection with the valuation of our investments.
Interest Rate Risk
Interest rate sensitivity refers to the change in earnings that may result from changes in the level of interest rates. We also fund a portion of our investments with borrowings and our net investment income will be affected by the difference between the rate at which we invest and the rate at which we borrow. Accordingly, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income.
We regularly measure our exposure to interest rate risk. We assess interest rate risk and manage our interest rate exposure on an ongoing basis by comparing our interest rate-sensitive assets to our interest rate-sensitive liabilities. Based on that review, we determine whether or not any hedging transactions are necessary to mitigate exposure to changes in interest rates.
As of March 31, 2025, 97.2% of the investments at fair value in our portfolio were at variable rates, subject to interest rate floors. The SPV Asset Facility and SMBC Corporate Revolving Facility also bear interest at variable rates.
Assuming that our Consolidated Statement of Assets and Liabilities as of March 31, 2025 were to remain constant and that we took no actions to alter our existing interest rate sensitivity, the following table shows the annualized impact of hypothetical base rate changes in interest rates (considering interest rate floors for floating rate instruments):
($ in millions)
| Basis Point Change | Interest Income | Interest Expense | Net Interest Income (1) |
|---|---|---|---|
| Up 100 basis points | 14.6 | 5.0 | 9.6 |
| Up 75 basis points | 11.0 | 3.8 | 7.2 |
| Up 50 basis points | 7.3 | 2.5 | 4.8 |
| Up 25 basis points | 3.7 | 1.3 | 2.4 |
| Down 25 basis points | (3.7) | (1.3) | (2.4) |
| Down 50 basis points | (7.3) | (2.5) | (4.8) |
| Down 75 basis points | (11.0) | (3.8) | (7.2) |
| Down 100 basis points | (14.6) | (5.0) | (9.6) |
(1) Excludes the impact of income incentive fees. See Note 3 to our consolidated financial statements for more information on the income incentive fees.
Although we believe that this analysis is indicative of our existing sensitivity to interest rate changes, it does not adjust for changes in the credit market, credit quality, the size and composition of the assets in our portfolio and other business developments that could affect our net income. Accordingly, we cannot assure you that actual results would not differ materially from the analysis above.
We may in the future hedge against interest rate fluctuations by using hedging instruments such as interest rate swaps, futures, options and forward contracts. While hedging activities may mitigate our exposure to adverse fluctuations in interest rates, certain hedging transactions that we may enter into in the future, such as interest rate swap agreements, may also limit our ability to participate in the benefits of lower interest rates with respect to our portfolio investments.
Currency Risk
From time to time, we may make investments that are denominated in a foreign currency. These investments are converted into U.S. dollars at the balance sheet date, exposing us to movements in foreign exchange rates. We may employ hedging techniques to minimize these risks, but we cannot assure you that such strategies will be effective or without risk to us. We may seek to utilize instruments such as, but not limited to, forward contracts to seek to hedge against fluctuations in the relative values of our portfolio positions from changes in currency exchange rates. As of March 31, 2025, we had £16.9 million, CHF 18.7 million, AUD $44.8, and SEK 11.6 notional exposure to foreign currency forward contracts related to investments totaling £18.9 million, CHF 21.9 million, AUD $46.5, and SEK 11.6 at par.
Controls and procedures
As filed, 1,699 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
(a) Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) that are designed to ensure that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosures. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. Our management, with the participation of our principal executive officer and principal financial officer, has evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2025. Based upon that evaluation and subject to the foregoing, our principal executive officer and principal financial officer concluded that, as of March 31, 2025, the design and operation of our disclosure controls and procedures were effective to accomplish their objectives at the reasonable assurance level.
(b) Changes in Internal Control over Financial Reporting
There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended March 31, 2025, that have materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting.
Risk factors
As filed, 5,268 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
In addition to the other information set forth in this report, you should carefully consider the risk factors discussed in Part I, "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, which could materially affect our business, financial condition and/or operating results. These risks are not the only risk factors facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially and adversely affect our business, financial condition and/or operating results.
Tariffs may adversely affect us or our portfolio companies.
The current United States administration has threatened or imposed tariffs on certain imports from a number of countries, including China. Tariffs and international trade arrangements may continue to change, potentially without warning and to an extent that is difficult to predict. Existing or new tariffs imposed on foreign goods imported by the United States or on U.S. goods imported by foreign countries could subject us or our portfolio companies to additional risks. Among other effects, tariffs may increase the cost of production for certain or our portfolio companies or reduce demand for their products, which could affect the results of their operations, and may cause a general economic slowdown or recession. We cannot predict whether, or to what extent, any tariff or other trade protections may affect us, our portfolio companies or the economy.
Economic recessions or downturns could impair our portfolio companies and harm our operating results.
Many of our portfolio companies may be susceptible to economic slowdowns or recessions and may be unable to repay our loans during these periods. Therefore, our non-performing assets may increase and the value of our portfolio may decrease during these periods as we are required to record the values of our investments. Adverse economic conditions also may decrease the value of collateral securing our loans. Economic slowdowns or recessions could lead to financial losses in our portfolio and a decrease in revenues, net income and assets. Unfavorable economic conditions also could increase our funding costs, limit our access to the capital markets or result in a decision by lenders not to extend credit to us. These events could prevent us from increasing investments and harm our operating results.
A portfolio company’s failure to satisfy financial or operating covenants imposed by us or other lenders could lead to defaults and, potentially, termination of its loans and foreclosure on its secured assets, which could trigger cross-defaults under other agreements and jeopardize our portfolio company’s ability to meet its obligations under the debt securities that we hold. We may incur expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting portfolio company. In addition, if one of our portfolio companies were to go bankrupt, even though we or one of our affiliates may have structured our interest in such portfolio company as senior debt, depending on the facts and circumstances, including the extent to which we actually provided managerial assistance to that portfolio company, a bankruptcy court might re-characterize our debt holding as equity and subordinate all or a portion of our claim to claims of other creditors.
Efforts by the Federal Reserve and other central banks globally to combat inflation and restore price stability, as well as other global events, may raise the prospect or severity of a recession. Wars have added, and other international tensions or escalations of conflict may add, instability to the uncertainty driving socioeconomic forces, which may continue to have an impact on global trade and result in inflation or economic instability. Present conditions and the state of the U.S. and global economies make it difficult to predict whether and/or to what extent a recession will occur in the near future.
Any such recession would negatively impact the businesses in which we invest and our business. These impacts may include:
- severe declines in the market price of our securities or net asset value;
- inability of the Company to accurately or reliably value its portfolio;
- inability of the Company to comply with certain asset coverage ratios that would prevent the Company from paying dividends to shareholders and that could result breaches of covenants or events of default under our credit arrangements;
- inability of the Company to pay any dividends and distributions or service its debt;
- declines in the value of our investments;
- increased risk of default or bankruptcy by the companies in which we invest;
- increased risk of companies in which we invest being unable to weather an extended cessation of normal economic activity and thereby impairing their ability to continue functioning as a going concern;
- limited availability of new investment opportunities;
- inability for us to replace our existing leverage when it becomes due or replace it on terms as favorable as our existing leverage; and
- general threats to the Company’s ability to continue investment operations and to operate successfully as a BDC.
Figures reported in this filing
Standardized line items from the XBRL in this filing, for the period ended 2025-03-31. Comparative periods it repeats are left out.
| Line item | Period | Value | XBRL concept |
|---|---|---|---|
| Operating income | 3 months2025-01-01 to 2025-03-31 | −$25.0m | us-gaap:OperatingIncomeLoss |
| Income tax | 3 months2025-01-01 to 2025-03-31 | $6.0k | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 3 months2025-01-01 to 2025-03-31 | $3.9m | us-gaap:NetIncomeLoss |
| Diluted EPS | 3 months2025-01-01 to 2025-03-31 | $0.45 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months2025-01-01 to 2025-03-31 | $0.45 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months2025-01-01 to 2025-03-31 | 37,061,547 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 3 months2025-01-01 to 2025-03-31 | −$15.1m | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Dividends paid | 3 months2025-01-01 to 2025-03-31 | $17.4m | us-gaap:PaymentsOfDividends |
| Cash and equivalents | At period end2025-03-31 | $12.0m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Total assets | At period end2025-03-31 | $1.67bn | us-gaap:Assets |
| Total liabilities | At period end2025-03-31 | $939.4m | us-gaap:Liabilities |
| Long-term debt | At period end2025-03-31 | $903.0m | us-gaap:LongTermDebt |
| Shareholders' equity | At period end2025-03-31 | $727.1m | us-gaap:StockholdersEquity |
Source: SEC EDGAR, the filing index for accession 0000950170-25-071368. Last ingested by Listed: Oct 24, 2026, 15:14 ET. Listed shows no prices and gives no investment advice.