OFS Capital Corporation and Subsidiaries
Consolidated Statements of Changes in Net Assets (unaudited)
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Stock
|
|
Common Stock
|
|
Paid-in capital in excess of par
|
|
Total distributable earnings (losses)
|
|
Total net assets
|
|
Number of shares
|
|
Par value
|
|
Number of shares
|
|
Par value
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balances at January 1, 2021
|
—
|
|
|
$
|
—
|
|
|
13,409,559
|
|
|
$
|
134
|
|
|
$
|
187,124
|
|
|
$
|
(28,302)
|
|
|
$
|
158,956
|
|
Net increase in net assets resulting from operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,020
|
|
|
9,020
|
|
Net realized loss on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,497)
|
|
|
(7,497)
|
|
Loss on extinguishment of debt
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,523)
|
|
|
(2,523)
|
|
Net unrealized appreciation on investments, net of taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
40,780
|
|
|
40,780
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributions to stockholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock issued from reinvestment of stockholder distributions
|
—
|
|
|
—
|
|
|
10,114
|
|
|
—
|
|
|
99
|
|
|
—
|
|
|
99
|
|
Dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8,853)
|
|
|
(8,853)
|
|
Common stock repurchased under stock repurchase program
|
—
|
|
|
—
|
|
|
(700)
|
|
|
—
|
|
|
(5)
|
|
|
—
|
|
|
(5)
|
|
Net increase for the nine month period ended September 30, 2021
|
—
|
|
|
—
|
|
|
9,414
|
|
|
—
|
|
|
94
|
|
|
30,927
|
|
|
31,021
|
|
Balances at September 30, 2021
|
—
|
|
|
$
|
—
|
|
|
13,418,973
|
|
|
$
|
134
|
|
|
$
|
187,218
|
|
|
$
|
2,625
|
|
|
$
|
189,977
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balances at June 30, 2021
|
—
|
|
|
$
|
—
|
|
|
13,415,235
|
|
|
$
|
134
|
|
|
$
|
187,179
|
|
|
$
|
(7,320)
|
|
|
$
|
179,993
|
|
Net increase in net assets resulting from operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,235
|
|
|
3,235
|
|
Net realized gain on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,253
|
|
|
3,253
|
|
Loss on extinguishment of debt
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(224)
|
|
|
(224)
|
|
Net unrealized appreciation on investments, net of taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,901
|
|
|
6,901
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributions to stockholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock issued from reinvestment of stockholder distributions
|
—
|
|
|
—
|
|
|
3,738
|
|
|
—
|
|
|
39
|
|
|
—
|
|
|
39
|
|
Dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,220)
|
|
|
(3,220)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase for the three month period ended September 30, 2021
|
—
|
|
|
—
|
|
|
3,738
|
|
|
—
|
|
|
39
|
|
|
9,945
|
|
|
9,984
|
|
Balances at September 30, 2021
|
—
|
|
|
$
|
—
|
|
|
13,418,973
|
|
|
$
|
134
|
|
|
$
|
187,218
|
|
|
$
|
2,625
|
|
|
$
|
189,977
|
|
See Notes to Consolidated Financial Statements.
OFS Capital Corporation and Subsidiaries
Consolidated Statements of Cash Flows (unaudited)
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30,
|
|
2021
|
|
2020
|
Cash flows from operating activities
|
|
|
|
Net increase (decrease) in net assets resulting from operations
|
$
|
39,780
|
|
|
$
|
(7,741)
|
|
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
|
|
|
|
Net realized loss on investments
|
7,497
|
|
|
10,046
|
|
Loss on impairment of goodwill
|
—
|
|
|
1,077
|
|
Loss on extinguishment of debt
|
2,523
|
|
|
336
|
|
Net unrealized (appreciation) depreciation on investments, net of taxes
|
(40,780)
|
|
|
5,573
|
|
Amortization of Net Loan Fees
|
(1,835)
|
|
|
(1,006)
|
|
Amendment fees collected
|
132
|
|
|
54
|
|
Payment-in-kind interest and dividend income
|
(1,390)
|
|
|
(1,610)
|
|
Accretion of interest income on Structured Finance Notes
|
(7,315)
|
|
|
(4,141)
|
|
Amortization of debt issuance costs
|
1,438
|
|
|
1,258
|
|
Amortization of intangible asset
|
166
|
|
|
152
|
|
Purchase and origination of portfolio investments
|
(193,285)
|
|
|
(80,990)
|
|
Proceeds from principal payments on portfolio investments
|
125,085
|
|
|
60,071
|
|
Proceeds from sale or redemption of portfolio investments
|
17,840
|
|
|
67,409
|
|
Proceeds from distributions received from Structured Finance Notes
|
9,468
|
|
|
4,614
|
|
Changes in operating assets and liabilities:
|
|
|
|
Interest receivable
|
105
|
|
|
559
|
|
Interest payable
|
(1,249)
|
|
|
(1,450)
|
|
Payable to adviser and affiliates
|
(640)
|
|
|
(1,333)
|
|
Receivable for investment sold
|
—
|
|
|
(1,453)
|
|
Payable for investments purchased
|
19,456
|
|
|
(8,770)
|
|
Other assets and liabilities
|
(94)
|
|
|
(160)
|
|
Net cash provided by (used in) operating activities
|
(23,098)
|
|
|
42,495
|
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
Distributions paid to stockholders
|
(8,754)
|
|
|
(8,974)
|
|
Borrowings under revolving lines of credit
|
64,250
|
|
|
78,800
|
|
Repayments under revolving lines of credit
|
(50,400)
|
|
|
(110,600)
|
|
Repayments of SBA debentures
|
(35,350)
|
|
|
(21,110)
|
|
Redemption of unsecured notes
|
(98,525)
|
|
|
—
|
|
Proceeds from unsecured notes offering, net of discounts
|
121,791
|
|
|
24,250
|
|
Payment of deferred financing costs
|
(618)
|
|
|
(11)
|
|
Repurchases of common stock under Stock Repurchase Program
|
(5)
|
|
|
—
|
|
Net cash used in financing activities
|
(7,611)
|
|
|
(37,645)
|
|
Net increase (decrease) in cash
|
(30,709)
|
|
|
4,850
|
|
Cash at beginning of period
|
37,708
|
|
|
13,447
|
|
Cash at end of period
|
$
|
6,999
|
|
|
$
|
18,297
|
|
|
|
|
|
Supplemental Disclosure of Cash Flow Information:
|
|
|
|
Cash paid for interest
|
$
|
13,111
|
|
|
$
|
14,494
|
|
Reinvestment of distributions to stockholders
|
99
|
|
|
128
|
|
|
|
|
|
See Notes to Consolidated Financial Statements.
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments (unaudited)
September 30, 2021
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of Net Assets
|
Non-control/Non-affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt and Equity Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
AAdvantage Loyalty IP Ltd. and American Airlines, Inc. (14) (15) (22)
|
|
Scheduled Passenger Air Transportation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.50%
|
|
(L +4.75%)
|
|
3/10/2021
|
|
4/20/2028
|
|
$
|
364
|
|
|
$
|
360
|
|
|
$
|
376
|
|
|
0.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Aegion Corporation (15) (22)
|
|
Water and Sewer Line and Related Structures Construction
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.50%
|
|
(L +4.75%)
|
|
4/1/2021
|
|
5/17/2028
|
|
632
|
|
|
629
|
|
|
629
|
|
|
0.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allen Media, LLC (14) (15)
|
|
Cable and Other Subscription Programming
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.63%
|
|
(L +5.50%)
|
|
3/2/2021
|
|
2/10/2027
|
|
2,912
|
|
|
2,912
|
|
|
2,916
|
|
|
1.5
|
|
Senior Secured Loan
|
|
|
|
5.63%
|
|
(L +5.50%)
|
|
7/29/2021
|
|
2/10/2027
|
|
475
|
|
|
470
|
|
|
476
|
|
|
0.3
|
|
Senior Secured Loan (Delayed Draw) (5)
|
|
|
|
n/m (18)
|
|
(L +5.50%)
|
|
7/29/2021
|
|
2/10/2027
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,387
|
|
|
3,382
|
|
|
3,393
|
|
|
1.8
|
|
All Star Auto Lights, Inc. (4)
|
|
Motor Vehicle Parts (Used) Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
8.25%
|
|
(L +7.25%)
|
|
12/19/2019
|
|
8/20/2025
|
|
21,105
|
|
|
20,801
|
|
|
20,741
|
|
|
10.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Autokiniton US Holdings, Inc. (14) (15)
|
|
Automotive Parts and Accessories Stores
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.00%
|
|
(L +4.50%)
|
|
3/26/2021
|
|
4/6/2028
|
|
2,710
|
|
|
2,701
|
|
|
2,713
|
|
|
1.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
A&A Transfer, LLC
|
|
Construction and Mining (except Oil Well) Machinery and Equipment Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (15)
|
|
|
|
7.75%
|
|
(L +6.50%)
|
|
2/7/2020
|
|
2/7/2025
|
|
15,993
|
|
|
15,831
|
|
|
16,091
|
|
|
8.5
|
|
Senior Secured Loan (Revolver) (5)
|
|
|
|
n/m (18)
|
|
(L +6.50%)
|
|
2/7/2020
|
|
2/7/2025
|
|
—
|
|
|
(29)
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15,993
|
|
|
15,802
|
|
|
16,091
|
|
|
8.5
|
|
Ball Metalpack
|
|
Metal Can Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (14) (15)
|
|
|
|
4.62%
|
|
(L +4.50%)
|
|
9/22/2021
|
|
7/31/2025
|
|
323
|
|
|
322
|
|
|
323
|
|
|
0.2
|
|
Senior Secured Loan
|
|
|
|
9.75%
|
|
(L +8.75%)
|
|
6/8/2021
|
|
7/31/2026
|
|
2,167
|
|
|
2,142
|
|
|
2,165
|
|
|
1.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,490
|
|
|
2,464
|
|
|
2,488
|
|
|
1.3
|
|
Banijay Entertainment S.A.S. (14) (15) (22)
|
|
Motion Picture and Video Production
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
3.83%
|
|
(L +3.75%)
|
|
4/5/2021
|
|
3/3/2025
|
|
995
|
|
|
990
|
|
|
995
|
|
|
0.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued (unaudited)
September 30, 2021
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of Net Assets
|
Bass Pro Group, LLC (14) (15)
|
|
Sporting Goods Stores
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.00%
|
|
(L +4.25%)
|
|
2/26/2021
|
|
2/24/2028
|
|
$
|
5,703
|
|
|
$
|
5,695
|
|
|
$
|
5,735
|
|
|
3.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Baymark Health Services, Inc. (15)
|
|
Outpatient Mental Health & Sub. Abuse Centers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
9.50%
|
|
(L +8.50%)
|
|
6/10/2021
|
|
6/11/2028
|
|
4,962
|
|
|
4,891
|
|
|
5,062
|
|
|
2.7
|
|
Senior Secured Loan (Delayed Draw) (5)
|
|
|
|
n/m (18)
|
|
(L +8.50%)
|
|
6/10/2021
|
|
6/11/2028
|
|
—
|
|
|
(36)
|
|
|
50
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,962
|
|
|
4,855
|
|
|
5,112
|
|
|
2.7
|
|
Connect U.S. Finco LLC (14) (15) (22)
|
|
Taxi Service
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.50%
|
|
(L +3.50%)
|
|
11/20/2019
|
|
12/11/2026
|
|
1,970
|
|
|
1,970
|
|
|
1,974
|
|
|
1.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Constellis Holdings, LLC (10)
|
|
Other Justice, Public Order, and Safety Activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Equity (20,628 common shares)
|
|
|
|
|
|
|
|
3/27/2020
|
|
|
|
|
|
703
|
|
|
287
|
|
|
0.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Convergint Technologies Holdings, LLC (15)
|
|
Security Systems Services (except Locksmiths)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (14)
|
|
|
|
4.50%
|
|
(L +3.75%)
|
|
3/18/2021
|
|
3/31/2028
|
|
2,006
|
|
|
1,996
|
|
|
2,015
|
|
|
1.1
|
|
Senior Secured Loan
|
|
|
|
7.50%
|
|
(L +6.75%)
|
|
9/28/2018
|
|
3/30/2029
|
|
7,499
|
|
|
7,480
|
|
|
7,649
|
|
|
4.0
|
|
Senior Secured Loan (Delayed Draw) (5) (14)
|
|
|
|
4.50%
|
|
(L +3.75%)
|
|
4/6/2021
|
|
3/31/2028
|
|
388
|
|
|
386
|
|
|
390
|
|
|
0.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,893
|
|
|
9,862
|
|
|
10,054
|
|
|
5.3
|
|
Corel Inc. (14) (15)
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.12%
|
|
(L +5.00%)
|
|
3/2/2021
|
|
7/2/2026
|
|
2,286
|
|
|
2,280
|
|
|
2,296
|
|
|
1.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cornerstone OnDemand (15)
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.25%
|
|
(L +3.75%)
|
|
9/21/2021
|
|
9/22/2028
|
|
785
|
|
|
781
|
|
|
781
|
|
|
0.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Creation Technologies (15) (22)
|
|
Bare Printed Circuit Board Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
6.00%
|
|
(L +5.50%)
|
|
9/24/2021
|
|
9/1/2028
|
|
857
|
|
|
844
|
|
|
844
|
|
|
0.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dessert Holdings (15)
|
|
Ice Cream and Frozen Dessert Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.75%
|
|
(L +4.00%)
|
|
9/8/2021
|
|
6/10/2028
|
|
1,108
|
|
|
1,108
|
|
|
1,108
|
|
|
0.6
|
|
Senior Secured Loan (Delayed Draw) (5)
|
|
|
|
n/m (18)
|
|
(L +4.00%)
|
|
9/8/2021
|
|
6/4/2028
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,108
|
|
|
1,108
|
|
|
1,108
|
|
|
0.6
|
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued (unaudited)
September 30, 2021
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of Net Assets
|
Dexko Global Inc. (15)
|
|
Motor Vehicle Body Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
9.25%
|
|
(L +8.25%)
|
|
1/28/2021
|
|
7/24/2025
|
|
$
|
1,460
|
|
|
$
|
1,465
|
|
|
$
|
1,460
|
|
|
0.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DHX Media Ltd. (14) (15) (22)
|
|
Motion Picture and Video Production
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.00%
|
|
(L +4.25%)
|
|
3/19/2021
|
|
3/18/2028
|
|
3,984
|
|
|
3,937
|
|
|
3,992
|
|
|
2.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diamond Sports Group, LLC (14) (15)
|
|
Television Broadcasting
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
3.34%
|
|
(L +3.25%)
|
|
11/19/2019
|
|
8/24/2026
|
|
1,960
|
|
|
1,962
|
|
|
1,229
|
|
|
0.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Directv Financing, LLC (14) (15)
|
|
Wired Telecommunications Carriers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.75%
|
|
(L +5.00%)
|
|
7/22/2021
|
|
8/2/2027
|
|
4,497
|
|
|
4,488
|
|
|
4,505
|
|
|
2.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Eblens Holdings, Inc. (20)
|
|
Shoe Store
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Loan (11)
|
|
|
|
12.00% cash / 1.00% PIK
|
|
N/A
|
|
7/13/2017
|
|
1/13/2023
|
|
9,183
|
|
|
9,151
|
|
|
8,689
|
|
|
4.6
|
|
Common Equity (71,250 Class A units) (10)
|
|
|
|
|
|
|
|
7/13/2017
|
|
|
|
|
|
713
|
|
|
269
|
|
|
0.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,183
|
|
|
9,864
|
|
|
8,958
|
|
|
4.7
|
|
Electrical Components International, Inc.
|
|
Current-Carrying Wiring Device Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (14) (15)
|
|
|
|
4.35%
|
|
(L +4.25%)
|
|
4/8/2021
|
|
6/26/2025
|
|
2,952
|
|
|
2,915
|
|
|
2,935
|
|
|
1.5
|
|
Senior Secured Loan
|
|
|
|
8.60%
|
|
(L +8.50%)
|
|
4/8/2021
|
|
6/26/2026
|
|
3,000
|
|
|
2,634
|
|
|
2,948
|
|
|
1.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,952
|
|
|
5,549
|
|
|
5,883
|
|
|
3.1
|
|
EnergySolutions, LLC (15)
|
|
Hazardous Waste Treatment and Disposal
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.75%
|
|
(L +3.75%)
|
|
7/8/2021
|
|
5/9/2025
|
|
1,842
|
|
|
1,837
|
|
|
1,837
|
|
|
1.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Envocore Holding, LLC (F/K/A LRI Holding, LLC) (4)
|
|
Electrical Contractors and Other Wiring Installation Contractors
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
7.50% cash / 3.50% PIK
|
|
(L +9.00%)
|
|
6/30/2017
|
|
6/30/2022
|
|
17,222
|
|
|
17,091
|
|
|
11,473
|
|
|
6.0
|
|
Preferred Equity (238,095 Series B units) (10)
|
|
|
|
|
|
|
|
6/30/2017
|
|
|
|
|
|
300
|
|
|
—
|
|
|
—
|
|
Preferred Equity (13,315 Series C units) (10)
|
|
|
|
|
|
|
|
8/13/2018
|
|
|
|
|
|
13
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17,222
|
|
|
17,404
|
|
|
11,473
|
|
|
6.0
|
|
Excelin Home Health, LLC (4)
|
|
Home Health Care Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
11.50%
|
|
(L +9.50%)
|
|
10/25/2018
|
|
4/25/2024
|
|
4,250
|
|
|
4,210
|
|
|
4,250
|
|
|
2.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued (unaudited)
September 30, 2021
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of Net Assets
|
GGC Aerospace Topco L.P.
|
|
Other Aircraft Parts and Auxiliary Equipment Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Equity (368,852 Class A units) (10)
|
|
|
|
|
|
|
|
12/29/2017
|
|
|
|
|
|
$
|
450
|
|
|
$
|
78
|
|
|
—
|
%
|
Common Equity (40,984 Class B units) (10)
|
|
|
|
|
|
|
|
12/29/2017
|
|
|
|
|
|
50
|
|
|
3
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
500
|
|
|
81
|
|
|
—
|
|
Hunter Fan Company (15)
|
|
Small Electrical Appliance Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.75%
|
|
(L +5.00%)
|
|
8/10/2021
|
|
5/8/2028
|
|
4,000
|
|
|
4,010
|
|
|
4,010
|
|
|
2.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Inergex Holdings, LLC
|
|
Other Computer Related Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
8.00% cash / 1.0% PIK
|
|
(L +8.00%)
|
|
10/1/2018
|
|
10/1/2024
|
|
15,260
|
|
|
15,105
|
|
|
15,260
|
|
|
8.0
|
|
Senior Secured Loan (Revolver) (5) (18)
|
|
|
|
n/m (18)
|
|
(L +7.00%)
|
|
10/1/2018
|
|
10/1/2024
|
|
—
|
|
|
(14)
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15,260
|
|
|
15,091
|
|
|
15,260
|
|
|
8.0
|
|
Intouch Midco Inc. (15) (22)
|
|
All Other Professional, Scientific, and Technical Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.83%
|
|
(L +4.75%)
|
|
12/20/2019
|
|
8/24/2025
|
|
4,169
|
|
|
4,114
|
|
|
4,156
|
|
|
2.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ivanti Software, Inc. (14) (15)
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.75%
|
|
(L +4.75%)
|
|
3/26/2021
|
|
12/1/2027
|
|
5,970
|
|
|
6,004
|
|
|
5,998
|
|
|
3.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
I&I Sales Group, LLC
|
|
Marketing Consulting Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (15)
|
|
|
|
9.50%
|
|
(L +8.50%)
|
|
12/30/2020
|
|
7/10/2025
|
|
5,245
|
|
|
5,169
|
|
|
5,211
|
|
|
2.7
|
|
Senior Secured Loan (Revolver) (5) (18)
|
|
|
|
n/m (18)
|
|
(L +8.50%)
|
|
12/30/2020
|
|
7/10/2025
|
|
—
|
|
|
(2)
|
|
|
(1)
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,245
|
|
|
5,167
|
|
|
5,210
|
|
|
2.7
|
|
JP Intermediate B, LLC (15)
|
|
Drugs and Druggists' Sundries Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
6.50%
|
|
(L +5.50%)
|
|
1/14/2021
|
|
11/15/2025
|
|
5,828
|
|
|
5,601
|
|
|
5,683
|
|
|
3.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
KNS Acquisition Corp. (14) (15)
|
|
Electronic Shopping and Mail-Order Houses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
7.00%
|
|
(L +6.25%)
|
|
4/16/2021
|
|
4/21/2027
|
|
7,000
|
|
|
6,955
|
|
|
6,982
|
|
|
3.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LogMeIn, Inc. (14) (15)
|
|
Data Processing, Hosting, and Related Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.83%
|
|
(L +4.75%)
|
|
3/26/2021
|
|
8/31/2027
|
|
6,476
|
|
|
6,471
|
|
|
6,481
|
|
|
3.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Magenta Buyer LLC (14) (15)
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.75%
|
|
(L +5.00%)
|
|
7/28/2021
|
|
7/27/2028
|
|
4,863
|
|
|
4,848
|
|
|
4,869
|
|
|
2.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued (unaudited)
September 30, 2021
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of Net Assets
|
McGraw Hill Global Education Holdings, LLC (14) (15)
|
|
All Other Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.25%
|
|
(L +4.75%)
|
|
4/1/2021
|
|
7/28/2028
|
|
$
|
1,789
|
|
|
$
|
1,772
|
|
|
$
|
1,797
|
|
|
0.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Micro Holding Corp (14)
|
|
Internet Publishing and Broadcasting and Web Search Portals
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.75%
|
|
(L +3.75%)
|
|
3/26/2021
|
|
9/15/2024
|
|
1,985
|
|
|
1,987
|
|
|
1,992
|
|
|
1.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Milrose Consultants, LLC (4) (8)
|
|
Administrative Management and General Management Consulting Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
7.59%
|
|
(L +6.59%)
|
|
7/16/2019
|
|
7/16/2025
|
|
22,574
|
|
|
22,400
|
|
|
22,800
|
|
|
12.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Odyssey Logistics and Technology Corporation (14) (15)
|
|
Freight Transportation Arrangement
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.00%
|
|
(L +4.00%)
|
|
4/5/2021
|
|
10/12/2024
|
|
1,990
|
|
|
1,963
|
|
|
1,968
|
|
|
1.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Online Tech Stores, LLC (4) (6)
|
|
Stationary & Office Supply Merchant Wholesaler
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Loan
|
|
|
|
10.50% cash / 3.0% PIK
|
|
N/A
|
|
2/1/2018
|
|
8/1/2023
|
|
19,975
|
|
|
16,179
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Panther BF Aggregator 2 LP (14) (15) (19)
|
|
Other Commercial and Service Industry Machinery Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
3.33%
|
|
(L +3.25%)
|
|
11/19/2019
|
|
4/30/2026
|
|
1,690
|
|
|
1,690
|
|
|
1,685
|
|
|
0.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parfums Holding Company, Inc. (14) (15)
|
|
Cosmetics, Beauty Supplies, and Perfume Stores
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.08%
|
|
(L +4.00%)
|
|
6/25/2019
|
|
6/30/2024
|
|
1,534
|
|
|
1,533
|
|
|
1,533
|
|
|
0.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pelican Products, Inc.
|
|
Unlaminated Plastics Profile Shape Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (15)
|
|
|
|
4.50%
|
|
(L +3.50%)
|
|
9/22/2021
|
|
5/1/2025
|
|
997
|
|
|
994
|
|
|
994
|
|
|
0.5
|
|
Senior Secured Loan
|
|
|
|
8.75%
|
|
(L +7.75%)
|
|
9/24/2018
|
|
5/1/2026
|
|
6,249
|
|
|
6,249
|
|
|
6,249
|
|
|
3.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,246
|
|
|
7,243
|
|
|
7,243
|
|
|
3.8
|
|
Peraton Inc. (14) (15)
|
|
Management Consulting Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.50%
|
|
(L +3.75%)
|
|
4/2/2021
|
|
2/1/2028
|
|
837
|
|
|
838
|
|
|
839
|
|
|
0.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued (unaudited)
September 30, 2021
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of Net Assets
|
Pike Corp. (14) (15)
|
|
Electrical Contractors and Other Wiring Installation Contractors
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
3.09%
|
|
(L +3.00%)
|
|
9/17/2020
|
|
1/21/2028
|
|
$
|
131
|
|
|
$
|
131
|
|
|
$
|
131
|
|
|
0.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PM Acquisition LLC (20)
|
|
All Other General Merchandise Stores
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Equity (499 units) (10) (13)
|
|
|
|
|
|
|
|
9/30/2017
|
|
|
|
|
|
499
|
|
|
1,624
|
|
|
0.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pretium Packaging (14) (15)
|
|
Ice Cream and Frozen Dessert Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.50%
|
|
(L +4.00%)
|
|
9/22/2021
|
|
9/22/2028
|
|
439
|
|
|
436
|
|
|
440
|
|
|
0.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Resource Label Group, LLC (14) (15)
|
|
Commercial Printing (except Screen and Books)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
6.50%
|
|
(L +3.25%)
|
|
7/2/2021
|
|
7/2/2028
|
|
243
|
|
|
241
|
|
|
245
|
|
|
0.1
|
|
Senior Secured Loan (Delayed Draw) (5)
|
|
|
|
5.00%
|
|
(L +4.25%)
|
|
7/2/2021
|
|
7/2/2028
|
|
2,743
|
|
|
2,735
|
|
|
2,751
|
|
|
1.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,986
|
|
|
2,976
|
|
|
2,996
|
|
|
1.5
|
|
RPLF Holdings, LLC (10) (13)
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Equity (254,110 Class A units)
|
|
|
|
|
|
|
|
1/17/2018
|
|
|
|
|
|
492
|
|
|
874
|
|
|
0.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RSA Security (15)
|
|
Computer and Computer Peripheral Equipment and Software Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (14)
|
|
|
|
5.50%
|
|
(L +4.75%)
|
|
4/16/2021
|
|
4/27/2028
|
|
2,804
|
|
|
2,788
|
|
|
2,768
|
|
|
1.5
|
|
Senior Secured Loan
|
|
|
|
8.50%
|
|
(L +7.75%)
|
|
4/16/2021
|
|
4/27/2029
|
|
3,266
|
|
|
3,220
|
|
|
3,243
|
|
|
1.7
|
|
Senior Secured Loan (Delayed Draw) (5)
|
|
|
|
n/m (18)
|
|
(L +7.75%)
|
|
4/16/2021
|
|
4/16/2029
|
|
—
|
|
|
—
|
|
|
(8)
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,070
|
|
|
6,008
|
|
|
6,003
|
|
|
3.2
|
|
RumbleOn, Inc. (15) (22)
|
|
Other Industrial Machinery Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
9.25%
|
|
(L +8.25%)
|
|
8/31/2021
|
|
8/31/2026
|
|
4,200
|
|
|
3,962
|
|
|
3,962
|
|
|
2.1
|
|
Senior Secured Loan (Delayed Draw) (5)
|
|
|
|
n/m (18)
|
|
(L +8.25%)
|
|
8/31/2021
|
|
2/23/2023
|
|
—
|
|
|
(18)
|
|
|
(18)
|
|
|
—
|
|
Warrants (warrants to purchase up to $600,000 in common stock) (10)
|
|
|
|
|
|
|
|
8/31/2021
|
|
2/28/2023 (12)
|
|
|
|
200
|
|
|
200
|
|
|
0.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,200
|
|
|
4,144
|
|
|
4,144
|
|
|
2.2
|
|
Sentry Centers Holdings, LLC (10) (13)
|
|
Convention and Trade Show Organizers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Equity (2,248 Series A units)
|
|
|
|
|
|
|
|
9/4/2020
|
|
|
|
|
|
51
|
|
|
—
|
|
|
—
|
|
Preferred Equity (1,603 Series B units)
|
|
|
|
|
|
|
|
9/4/2020
|
|
|
|
|
|
160
|
|
|
13
|
|
|
—
|
|
Common Equity (269 units)
|
|
|
|
|
|
|
|
9/4/2020
|
|
|
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
214
|
|
|
13
|
|
|
—
|
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued (unaudited)
September 30, 2021
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of Net Assets
|
Signal Parent, Inc. (15)
|
|
New Single-Family Housing Construction (except For-Sale Builders)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.25%
|
|
(L +3.50%)
|
|
3/25/2021
|
|
4/3/2028
|
|
$
|
2,345
|
|
|
$
|
2,321
|
|
|
$
|
2,341
|
|
|
1.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SourceHOV Tax, Inc.
|
|
Other Accounting Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (4)
|
|
|
|
7.50%
|
|
(L +6.50%)
|
|
3/16/2020
|
|
3/16/2025
|
|
19,840
|
|
|
19,685
|
|
|
19,838
|
|
|
10.4
|
|
Senior Secured Loan (Revolver) (5) (18)
|
|
|
|
n/m (18)
|
|
(L +3.00%)
|
|
5/17/2021
|
|
3/17/2025
|
|
—
|
|
|
(16)
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19,840
|
|
|
19,669
|
|
|
19,838
|
|
|
10.4
|
|
Southern Technical Institute, LLC (4) (10)
|
|
Colleges, Universities, and Professional Schools
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity appreciation rights
|
|
|
|
|
|
|
|
6/27/2018
|
|
|
|
|
|
—
|
|
|
6,139
|
|
|
3.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Spring Education Group, Inc. (F/K/A SSH Group Holdings, Inc.,) (15)
|
|
Child Day Care Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
8.38%
|
|
(L +8.25%)
|
|
7/26/2018
|
|
7/30/2026
|
|
6,399
|
|
|
6,326
|
|
|
5,902
|
|
|
3.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SSJA Bariatric Management LLC (15)
|
|
Offices of Physicians, Mental Health Specialists
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
6.00%
|
|
(L +5.00%)
|
|
8/26/2019
|
|
8/26/2024
|
|
9,800
|
|
|
9,744
|
|
|
9,800
|
|
|
5.2
|
|
Senior Secured Loan
|
|
|
|
6.00%
|
|
(L +5.00%)
|
|
12/31/2020
|
|
8/26/2024
|
|
1,059
|
|
|
1,050
|
|
|
1,059
|
|
|
0.6
|
|
Senior Secured Loan (Revolver) (5) (18)
|
|
|
|
n/m (18)
|
|
(L +4.00%)
|
|
8/26/2019
|
|
8/26/2024
|
|
—
|
|
|
(4)
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,859
|
|
|
10,790
|
|
|
10,859
|
|
|
5.8
|
|
Stancor, L.P. (4)
|
|
Pump and Pumping Equipment Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Equity (1,250,000 Class A units), 8% PIK (10)
|
|
|
|
|
|
|
|
8/19/2014
|
|
|
|
|
|
1,501
|
|
|
1,926
|
|
|
1.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Staples, Inc. (14) (15) (22)
|
|
Business to Business Electronic Markets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.13%
|
|
(L +5.00%)
|
|
6/24/2019
|
|
4/16/2026
|
|
2,937
|
|
|
2,879
|
|
|
2,808
|
|
|
1.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
STS Operating, Inc.
|
|
Industrial Machinery and Equipment Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (14) (15)
|
|
|
|
5.25%
|
|
(L +4.25%)
|
|
5/16/2018
|
|
12/11/2024
|
|
621
|
|
|
620
|
|
|
621
|
|
|
0.3
|
|
Senior Secured Loan
|
|
|
|
9.00%
|
|
(L +8.00%)
|
|
5/15/2018
|
|
4/30/2026
|
|
9,073
|
|
|
9,072
|
|
|
9,045
|
|
|
4.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,694
|
|
|
9,692
|
|
|
9,666
|
|
|
5.1
|
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued (unaudited)
September 30, 2021
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of Net Assets
|
Sunshine Luxembourg VII SARL (14) (15) (22)
|
|
Pharmaceutical Preparation Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.50%
|
|
(L +3.75%)
|
|
11/20/2019
|
|
10/1/2026
|
|
$
|
1,970
|
|
|
$
|
1,970
|
|
|
$
|
1,978
|
|
|
1.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tailwind Smith Cooper Intermediate Corporation (14) (15)
|
|
Fabricated Pipe and Pipe Fitting Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.09%
|
|
(L +5.00%)
|
|
2/23/2021
|
|
5/28/2026
|
|
2,580
|
|
|
2,541
|
|
|
2,571
|
|
|
1.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tank Holding Corp. (14) (15)
|
|
Unlaminated Plastics Profile Shape Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.92%
|
|
(L +3.50%)
|
|
6/24/2019
|
|
3/26/2026
|
|
1,960
|
|
|
1,965
|
|
|
1,954
|
|
|
1.0
|
|
Senior Secured Loan
|
|
|
|
6.19%
|
|
(L +5.00%)
|
|
12/18/2020
|
|
3/26/2026
|
|
855
|
|
|
844
|
|
|
858
|
|
|
0.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,815
|
|
|
2,809
|
|
|
2,812
|
|
|
1.5
|
|
Teneo Global LLC (14) (15)
|
|
Management Consulting Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
6.25%
|
|
(L +5.25%)
|
|
9/10/2021
|
|
7/11/2025
|
|
1,425
|
|
|
1,418
|
|
|
1,422
|
|
|
0.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Escape Game, LLC (4)
|
|
Other amusement and recreation industries
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
9.75%
|
|
(L +8.75%)
|
|
12/22/2017
|
|
12/31/2021
|
|
2,333
|
|
|
2,329
|
|
|
2,333
|
|
|
1.2
|
|
Senior Secured Loan
|
|
|
|
9.75%
|
|
(L +8.75%)
|
|
2/14/2020
|
|
12/22/2022
|
|
7,000
|
|
|
6,983
|
|
|
7,000
|
|
|
3.7
|
|
Senior Secured Loan
|
|
|
|
9.75%
|
|
(L +8.75%)
|
|
7/18/2019
|
|
12/22/2022
|
|
7,000
|
|
|
7,000
|
|
|
7,000
|
|
|
3.7
|
|
Senior Secured Loan (Delayed Draw)
|
|
|
|
8.00%
|
|
(L +7.00%)
|
|
7/20/2018
|
|
12/31/2021
|
|
4,667
|
|
|
4,665
|
|
|
4,667
|
|
|
2.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21,000
|
|
|
20,977
|
|
|
21,000
|
|
|
11.1
|
|
Thryv, Inc. (14) (15)
|
|
Directory and Mailing List Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
9.50%
|
|
(L +8.50%)
|
|
2/18/2021
|
|
3/1/2026
|
|
2,182
|
|
|
2,132
|
|
|
2,224
|
|
|
1.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Truck Hero, Inc. (14) (15)
|
|
Truck Trailer Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.00%
|
|
(L +3.25%)
|
|
4/1/2021
|
|
1/31/2028
|
|
746
|
|
|
745
|
|
|
746
|
|
|
0.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TruGreen Limited Partnership
|
|
Landscaping Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
9.25%
|
|
(L +8.50%)
|
|
5/13/2021
|
|
11/2/2028
|
|
4,500
|
|
|
4,634
|
|
|
4,590
|
|
|
2.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United Biologics Holdings, LLC (4) (10)
|
|
Medical Laboratories
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Equity (151,787 units)
|
|
|
|
|
|
|
|
4/16/2013
|
|
|
|
|
|
9
|
|
|
16
|
|
|
—
|
|
Warrants (29,374 units)
|
|
|
|
|
|
|
|
7/26/2012
|
|
3/5/2022 (12)
|
|
|
|
82
|
|
|
7
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
91
|
|
|
23
|
|
|
—
|
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued (unaudited)
September 30, 2021
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of Net Assets
|
United Natural Foods (14) (15) (22)
|
|
General Line Grocery Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
3.58%
|
|
(L +3.50%)
|
|
6/9/2020
|
|
10/22/2025
|
|
$
|
280
|
|
|
$
|
272
|
|
|
$
|
281
|
|
|
0.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
West Corporation (14) (15)
|
|
All Other Telecommunications
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.50%
|
|
(L +3.50%)
|
|
2/26/2021
|
|
10/10/2024
|
|
887
|
|
|
873
|
|
|
870
|
|
|
0.5
|
|
Senior Secured Loan
|
|
|
|
5.00%
|
|
(L +4.00%)
|
|
7/29/2021
|
|
10/10/2024
|
|
2,611
|
|
|
2,549
|
|
|
2,577
|
|
|
1.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,498
|
|
|
3,422
|
|
|
3,447
|
|
|
1.9
|
|
Yahoo / Verizon Media (15)
|
|
Internet Publishing and Broadcasting and Web Search Portals
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
6.25%
|
|
(L +5.50%)
|
|
7/21/2021
|
|
9/1/2027
|
|
2,492
|
|
|
2,459
|
|
|
2,459
|
|
|
1.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Debt and Equity Investments
|
|
|
|
|
|
|
|
|
|
|
|
$
|
353,409
|
|
|
$
|
351,857
|
|
|
$
|
337,048
|
|
|
177.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Structured Finance Note Investments (22)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes and Mezzanine Debt (9) (16)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Apex Credit CLO 2020 Ltd. (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
11.43%
|
|
|
|
11/16/2020
|
|
11/19/2031
|
|
$
|
11,080
|
|
|
$
|
9,390
|
|
|
$
|
9,500
|
|
|
5.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Apex Credit CLO 2021 Ltd (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
14.53%
|
|
|
|
5/28/2021
|
|
7/18/2034
|
|
8,630
|
|
|
7,532
|
|
|
7,327
|
|
|
3.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dryden 53 CLO, LTD. (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Notes
|
|
|
|
23.66%
|
|
|
|
10/26/2020
|
|
1/15/2031
|
|
2,700
|
|
|
1,667
|
|
|
1,762
|
|
|
0.9
|
|
Subordinated Notes
|
|
|
|
23.64%
|
|
|
|
10/26/2020
|
|
1/15/2031
|
|
2,159
|
|
|
1,334
|
|
|
1,409
|
|
|
0.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,859
|
|
|
3,001
|
|
|
3,171
|
|
|
1.6
|
|
Dryden 76 CLO, Ltd. (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
16.14%
|
|
|
|
9/27/2019
|
|
10/20/2032
|
|
2,750
|
|
|
2,181
|
|
|
2,364
|
|
|
1.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Elevation CLO 2017-7, Ltd. (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
13.42%
|
|
|
|
2/6/2019
|
|
7/15/2030
|
|
10,000
|
|
|
6,386
|
|
|
5,619
|
|
|
3.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Flatiron CLO 18, Ltd. (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
20.42%
|
|
|
|
1/2/2019
|
|
4/17/2031
|
|
9,680
|
|
|
7,036
|
|
|
7,352
|
|
|
3.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued (unaudited)
September 30, 2021
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of Net Assets
|
Madison Park Funding XXIII, Ltd. (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
25.65%
|
|
|
|
1/8/2020
|
|
7/27/2047
|
|
$
|
10,000
|
|
|
$
|
6,494
|
|
|
$
|
7,334
|
|
|
3.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Madison Park Funding XXIX, Ltd. (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
16.75%
|
|
|
|
12/22/2020
|
|
10/18/2047
|
|
9,500
|
|
|
7,101
|
|
|
7,259
|
|
|
3.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Monroe Capital MML CLO X, Ltd.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mezzanine bond - Class E
|
|
|
|
9.09%
|
|
(L +8.85%)
|
|
8/7/2020
|
|
8/20/2031
|
|
1,000
|
|
|
946
|
|
|
1,002
|
|
|
0.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Park Avenue Institutional Advisers CLO Ltd 2021-1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mezzanine bond - Class E
|
|
|
|
8.53%
|
|
(L +7.30%)
|
|
1/26/2021
|
|
1/20/2034
|
|
1,000
|
|
|
973
|
|
|
997
|
|
|
0.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Octagon Investment Partners 39, Ltd. (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
19.02%
|
|
|
|
1/23/2020
|
|
10/20/2030
|
|
7,000
|
|
|
4,861
|
|
|
5,060
|
|
|
2.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Redding Ridge 4 (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
17.80%
|
|
|
|
3/4/2021
|
|
4/15/2030
|
|
1,300
|
|
|
1,134
|
|
|
1,191
|
|
|
0.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Regatta II Funding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mezzanine bond - Class DR2
|
|
|
|
13.64%
|
|
(L +6.95%)
|
|
6/5/2020
|
|
1/15/2029
|
|
800
|
|
|
726
|
|
|
793
|
|
|
0.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
THL Credit Wind River 2019‐3 CLO Ltd (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
10.20%
|
|
|
|
4/5/2019
|
|
4/15/2031
|
|
7,000
|
|
|
5,613
|
|
|
5,131
|
|
|
2.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trinitas CLO VIII (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
21.72%
|
|
|
|
3/4/2021
|
|
7/20/2031
|
|
5,200
|
|
|
3,181
|
|
|
3,326
|
|
|
1.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Wellfleet CLO 2018-2 (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
20.48%
|
|
|
|
3/4/2021
|
|
10/20/2031
|
|
1,000
|
|
|
662
|
|
|
700
|
|
|
0.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Subordinated Notes and Mezzanine Debt
|
|
|
|
|
|
|
|
|
|
|
|
$
|
90,799
|
|
|
$
|
67,217
|
|
|
$
|
68,126
|
|
|
35.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loan Accumulation Facility (17)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Apex Credit CLO 2021-II Ltd
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loan accumulation facility
|
|
|
|
13.50%
|
|
|
|
7/14/2021
|
|
7/14/2022
|
|
$
|
8,500
|
|
|
$
|
8,500
|
|
|
$
|
8,500
|
|
|
4.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Structured Finance Notes
|
|
|
|
|
|
|
|
|
|
|
|
$
|
99,299
|
|
|
$
|
75,717
|
|
|
$
|
76,626
|
|
|
40.4
|
%
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued (unaudited)
September 30, 2021
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of Net Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Non-control/Non-affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
$
|
452,708
|
|
|
$
|
427,574
|
|
|
$
|
413,674
|
|
|
217.6
|
%
|
Affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3rd Rock Gaming Holdings, LLC (20)
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (6)
|
|
|
|
8.50% cash / 1.0% PIK
|
|
(L +8.50%)
|
|
3/13/2018
|
|
3/12/2023
|
|
$
|
19,354
|
|
|
$
|
17,333
|
|
|
$
|
7,001
|
|
|
3.7
|
%
|
Common Equity (2,547,250 units) (10) (13)
|
|
|
|
|
|
|
|
3/13/2018
|
|
|
|
|
|
2,547
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19,354
|
|
|
19,880
|
|
|
7,001
|
|
|
3.7
|
|
Contract Datascan Holdings, Inc. (4) (10) (20)
|
|
Office Machinery and Equipment Rental and Leasing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Equity (3,061 Series A shares), 10% PIK
|
|
|
|
|
|
|
|
8/5/2015
|
|
|
|
|
|
5,849
|
|
|
3,272
|
|
|
1.7
|
|
Common Equity (11,273 shares)
|
|
|
|
|
|
|
|
6/28/2016
|
|
|
|
|
|
104
|
|
|
79
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,953
|
|
|
3,351
|
|
|
1.7
|
|
DRS Imaging Services, LLC (20)
|
|
Data Processing, Hosting, and Related Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Equity (1,135 units) (10) (13)
|
|
|
|
|
|
|
|
3/8/2018
|
|
|
|
|
|
1,135
|
|
|
1,499
|
|
|
0.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Master Cutlery, LLC (4) (10) (20)
|
|
Sporting and Recreational Goods and Supplies Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Loan (6) (11)
|
|
|
|
13.00%
|
|
N/A
|
|
4/17/2015
|
|
7/20/2022
|
|
7,325
|
|
|
4,696
|
|
|
745
|
|
|
0.4
|
|
Preferred Equity (3,723 Series A units), 8% PIK
|
|
|
|
|
|
|
|
4/17/2015
|
|
|
|
|
|
3,483
|
|
|
—
|
|
|
—
|
|
Common Equity (15,564 units)
|
|
|
|
|
|
|
|
4/17/2015
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,325
|
|
|
8,179
|
|
|
745
|
|
|
0.4
|
|
Pfanstiehl Holdings, Inc. (4) (20) (21)
|
|
Pharmaceutical Preparation Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Equity (400 Class A shares)
|
|
|
|
|
|
|
|
1/1/2014
|
|
|
|
|
|
217
|
|
|
55,602
|
|
|
29.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Professional Pipe Holdings, LLC (19)
|
|
Plumbing, Heating, and Air-Conditioning Contractors
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
9.75% cash / 1.50% PIK
|
|
(L +10.25%)
|
|
3/23/2018
|
|
3/23/2023
|
|
4,880
|
|
|
4,843
|
|
|
4,880
|
|
|
2.6
|
|
Common Equity (1,414 Class A units) (10)
|
|
|
|
|
|
|
|
3/23/2018
|
|
|
|
|
|
1,414
|
|
|
1,340
|
|
|
0.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,880
|
|
|
6,257
|
|
|
6,220
|
|
|
3.3
|
|
TalentSmart Holdings, LLC (20)
|
|
Professional and Management Development Training
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Equity (1,595 Class A shares) (10) (13)
|
|
|
|
|
|
|
|
10/11/2019
|
|
|
|
|
|
1,595
|
|
|
1,321
|
|
|
0.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued (unaudited)
September 30, 2021
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of Net Assets
|
TRS Services, LLC (4) (10) (20)
|
|
Commercial and Industrial Machinery and Equipment (except Automotive and Electronic) Repair and Maintenance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Equity (2,088,305 Class A units), 11% PIK
|
|
|
|
|
|
|
|
12/10/2014
|
|
|
|
|
|
$
|
—
|
|
|
$
|
1,042
|
|
|
0.5
|
%
|
Common Equity (3,000,000 units)
|
|
|
|
|
|
|
|
12/10/2014
|
|
|
|
|
|
572
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
572
|
|
|
1,042
|
|
|
0.5
|
|
TTG Healthcare, LLC (20)
|
|
Diagnostic Imaging Centers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (4)
|
|
|
|
8.50%
|
|
(L +7.50%)
|
|
3/1/2019
|
|
11/28/2025
|
|
19,453
|
|
|
19,270
|
|
|
19,143
|
|
|
10.1
|
|
Preferred Equity ( 2,309 Class B units) (10) (13)
|
|
|
|
|
|
|
|
3/1/2019
|
|
|
|
|
|
2,309
|
|
|
3,536
|
|
|
1.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19,453
|
|
|
21,579
|
|
|
22,679
|
|
|
12.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
$
|
51,012
|
|
|
$
|
65,367
|
|
|
$
|
99,460
|
|
|
52.4
|
%
|
Control Investment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MTE Holding Corp. (4) (19)
|
|
Travel Trailer and Camper Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Loan (to Mirage Trailers, LLC, a controlled, consolidated subsidiary of MTE Holding Corp.)
|
|
|
|
11.00% cash / 5.00% PIK
|
|
(L +15.00%)
|
|
11/25/2015
|
|
4/30/2022
|
|
$
|
8,091
|
|
|
$
|
8,091
|
|
|
$
|
8,091
|
|
|
4.3
|
%
|
Common Equity (554 shares)
|
|
|
|
|
|
|
|
11/25/2015
|
|
|
|
|
|
3,069
|
|
|
5,054
|
|
|
2.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8,091
|
|
|
11,160
|
|
|
13,145
|
|
|
7.0
|
|
Total Control Investment
|
|
|
|
|
|
|
|
|
|
|
|
$
|
8,091
|
|
|
$
|
11,160
|
|
|
$
|
13,145
|
|
|
7.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Investments
|
|
|
|
|
|
|
|
|
|
|
|
$
|
511,811
|
|
|
$
|
504,101
|
|
|
$
|
526,279
|
|
|
277.0
|
%
|
(1)Equity ownership may be held in shares or units of companies affiliated with the portfolio company. The Company's investments are generally classified as "restricted securities" as such term is defined under Regulation S-X Rule 6-03(f) or Securities Act Rule 144.
(2)Substantially all of the investments that bear interest at a variable rate are indexed to LIBOR (L) at September 30, 2021, and reset monthly, quarterly, or semi-annually. Variable-rate loans with an aggregate cost of $370,838 include LIBOR reference rate floor provisions of generally 0.75% to 1.00%; at September 30, 2021, the reference rate on such instruments was generally below the stated floor provisions. For each investment, the Company has provided the spread over the reference rate and current interest rate in effect at September 30, 2021. Unless otherwise noted, all investments with a stated PIK rate require interest payments with the issuance of additional securities as payment of the entire PIK provision.
(3)Unless otherwise noted by footnote 14, fair value was determined using significant unobservable inputs for all of the Company's investments and are considered Level 3 under GAAP. See Note 5 for further details.
(4)Investments (or portion thereof) held by SBIC I LP. These assets are pledged as collateral of the SBA debentures and cannot be pledged under any debt obligation of the Company.
(5)Subject to unfunded commitments. See Note 6 for further details.
(6)Investment was on non-accrual status as of September 30, 2021, meaning the Company has suspended recognition of all or a portion of income on the investment. See Note 4 for further details.
(7)CLO subordinated debt positions are entitled to recurring distributions which are generally equal to the remaining cash flow of payments made by underlying securities less contractual payments to debt holders and fund expenses.
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued (unaudited)
September 30, 2021
(Dollar amounts in thousands)
(8)The Company has entered into a contractual arrangement with co‑lenders whereby, subject to certain conditions, it has agreed to receive its payment after the repayment of certain co‑lenders pursuant to a payment waterfall. The table below provides additional details as of September 30, 2021:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company
|
|
Reported Interest Rate
|
|
Interest Rate per Credit Agreement
|
|
Additional Interest per Annum
|
Milrose Consultants, LLC
|
|
7.59%
|
|
7.00%
|
|
0.59%
|
(9)The rate disclosed is the estimated effective yield, generally established at purchase and re-evaluated upon receipt of distributions, and based upon projected amounts and timing of future distributions and the projected amount and timing of terminal principal payments at the time of estimation. The estimated yield and investment cost may ultimately not be realized. Maturity date represents the contractual maturity date of the Structured Finance Notes. Projected cash flows, including the projected amount and timing of terminal principal payments which may be projected to occur prior to the contractual maturity date, were utilized in deriving the effective yield of the investments.
(10)Non-income producing.
(11)The interest rate on these investments contains a PIK provision, whereby the issuer has the option to make interest payments in cash or with the issuance of additional securities as payment of the entire PIK provision. The interest rate in the schedule represents the current interest rate in effect for these investments. The following table provides additional details on these PIK investments, including the maximum annual PIK interest rate allowed as of September 30, 2021:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company
|
|
Investment Type
|
|
Range of PIK
Option
|
|
Range of Cash
Option
|
|
Maximum PIK
Rate Allowed
|
Eblens Holdings, Inc.
|
|
Subordinated Loan
|
|
0% or 1.00%
|
|
13.00% or 12.00%
|
|
1.00%
|
Master Cutlery, LLC
|
|
Subordinated Loan
|
|
0% to 13.00%
|
|
13.00% to 0%
|
|
13.00%
|
(12)Represents expiration date of the warrants.
(13)All or portion of investment held by a wholly-owned subsidiary of the Company subject to income tax.
(14)Fair value was determined by reference to observable inputs other than quoted prices in active markets and are considered Level 2 under GAAP. See Note 5 for further details.
(15)Investments (or portion thereof) held by OFSCC-FS. These assets are pledged as collateral of the BNP Facility and cannot be pledged under any debt obligation of the Company.
(16)Amortized cost reflects accretion of effective yield less any cash distributions received or entitled to be received from CLO subordinated debt investments.
(17)Loan accumulation facilities are financing structures intended to aggregate loans that may be used to form the basis of a CLO vehicle. Reported yields represent the realized yield since acquisition. Income notes associated with loan accumulation facilities generally pay returns equal to the actual income earned on facility assets less costs of senior financing. As of September 30, 2021, the fair value of loan accumulation facilities were determined by reference to Transaction Price.
(18)Not meaningful as there is no outstanding balance on the revolver. The Company earns unfunded commitment fees on undrawn revolving lines of credit balances, which are reported in fee income.
(19)The Company holds at least one seat on the portfolio company’s board of directors.
(20)The Company has an observer seat on the portfolio company’s board of directors.
(21)Portfolio company represents greater than 5% of total assets at September 30, 2021.
(22)Non-qualifying assets under Section 55(a) of the 1940 Act. As defined under Section 55 of the 1940 Act, qualifying assets must represent at least 70% of the Company's assets at the time of acquisition of any additional non-qualifying assets. As of September 30, 2021, approximately 83% of the Company's assets were qualifying assets.
See Notes to Consolidated Financial Statements.
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments
December 31, 2020
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets
|
Non-control/Non-affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
All Star Auto Lights, Inc. (4)
|
|
Motor Vehicle Parts (Used) Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
8.50%
|
|
(L +7.50%)
|
|
12/19/2019
|
|
8/20/2024
|
|
$
|
14,293
|
|
|
$
|
14,167
|
|
|
$
|
13,581
|
|
|
8.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
A&A Transfer, LLC
|
|
Construction and Mining (except Oil Well) Machinery and Equipment Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (15)
|
|
|
|
8.25%
|
|
(L +6.50%)
|
|
2/7/2020
|
|
2/7/2025
|
|
16,632
|
|
|
16,427
|
|
|
16,798
|
|
|
10.6
|
|
Senior Secured Loan (Revolver) (5)
|
|
|
|
n/m (18)
|
|
(L +6.50%)
|
|
2/7/2020
|
|
2/7/2025
|
|
—
|
|
|
(35)
|
|
|
(21)
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16,632
|
|
|
16,392
|
|
|
16,777
|
|
|
10.6
|
|
Bass Pro Group, LLC (14) (15)
|
|
Sporting Goods Stores
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.75%
|
|
(L +5.00%)
|
|
6/24/2019
|
|
9/25/2024
|
|
2,954
|
|
|
2,907
|
|
|
2,968
|
|
|
1.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BayMark Health Services, Inc.
|
|
Outpatient Mental Health and Substance Abuse Centers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
9.25%
|
|
(L +8.25%)
|
|
3/22/2018
|
|
3/1/2025
|
|
4,000
|
|
|
3,976
|
|
|
4,000
|
|
|
2.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Community Intervention Services, Inc. (4) (6) (11)
|
|
Outpatient Mental Health and Substance Abuse Centers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Loan
|
|
|
|
7.00% cash / 6.00% PIK
|
|
N/A
|
|
7/16/2015
|
|
1/16/2021
|
|
10,225
|
|
|
7,639
|
|
|
105
|
|
|
0.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Confie Seguros Holdings II Co.
|
|
Insurance Agencies and Brokerages
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
8.73%
|
|
(L +8.50%)
|
|
7/7/2015
|
|
11/1/2025
|
|
9,678
|
|
|
9,544
|
|
|
9,302
|
|
|
5.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Connect U.S. Finco LLC (14) (15)
|
|
Taxi Service
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.50%
|
|
(L +4.50%)
|
|
11/20/2019
|
|
12/11/2026
|
|
1,985
|
|
|
1,976
|
|
|
1,997
|
|
|
1.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Constellis Holdings, LLC (10)
|
|
Other Justice, Public Order, and Safety Activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Equity (20,628 common shares)
|
|
|
|
|
|
|
|
3/27/2020
|
|
|
|
|
|
703
|
|
|
676
|
|
|
0.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Convergint Technologies Holdings, LLC
|
|
Security Systems Services (except Locksmiths)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
7.50%
|
|
(L +6.75%)
|
|
9/28/2018
|
|
2/2/2026
|
|
3,481
|
|
|
3,437
|
|
|
3,390
|
|
|
2.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Custom Truck One Source (14) (15)
|
|
Construction, Mining, and Forestry Machinery and Equipment Rental and Leasing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.40%
|
|
(L +4.25%)
|
|
9/30/2020
|
|
4/18/2025
|
|
497
|
|
|
496
|
|
|
499
|
|
|
0.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued
December 31, 2020
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets
|
Diamond Sports Group, LLC (14) (15)
|
|
Television Broadcasting
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
3.40%
|
|
(L +3.25%)
|
|
11/19/2019
|
|
8/24/2026
|
|
$
|
1,975
|
|
|
$
|
1,977
|
|
|
$
|
1,758
|
|
|
1.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DuPage Medical Group (15)
|
|
Offices of Physicians, Mental Health Specialists
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
7.75%
|
|
(L +7.00%)
|
|
8/22/2017
|
|
8/15/2025
|
|
10,098
|
|
|
10,159
|
|
|
10,098
|
|
|
6.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Eblens Holdings, Inc. (20)
|
|
Shoe Store
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Loan (11)
|
|
|
|
12.00% cash / 1.00% PIK
|
|
N/A
|
|
7/13/2017
|
|
1/13/2023
|
|
9,114
|
|
|
9,035
|
|
|
4,368
|
|
|
2.7
|
|
Common Equity (71,250 Class A units) (10)
|
|
|
|
|
|
|
|
7/13/2017
|
|
|
|
|
|
713
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,114
|
|
|
9,748
|
|
|
4,368
|
|
|
2.7
|
|
Envocore Holding, LLC (F/K/A LRI Holding, LLC) (4)
|
|
Electrical Contractors and Other Wiring Installation Contractors
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
7.50% cash / 3.50% PIK
|
|
(L +7.50%)
|
|
6/30/2017
|
|
6/30/2022
|
|
17,150
|
|
|
17,055
|
|
|
12,668
|
|
|
8.0
|
|
Preferred Equity (238,095 Series B units) (10)
|
|
|
|
|
|
|
|
6/30/2017
|
|
|
|
|
|
300
|
|
|
—
|
|
|
—
|
|
Preferred Equity (13,315 Series C units) (10)
|
|
|
|
|
|
|
|
8/13/2018
|
|
|
|
|
|
13
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17,150
|
|
|
17,368
|
|
|
12,668
|
|
|
8.0
|
|
Excelin Home Health, LLC
|
|
Home Health Care Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
11.50%
|
|
(L +9.50%)
|
|
10/25/2018
|
|
4/25/2024
|
|
4,250
|
|
|
4,199
|
|
|
4,250
|
|
|
2.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GGC Aerospace Topco L.P.
|
|
Other Aircraft Parts and Auxiliary Equipment Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
9.75%
|
|
(L +9.50%)
|
|
12/29/2017
|
|
9/8/2024
|
|
5,000
|
|
|
4,931
|
|
|
4,102
|
|
|
2.6
|
|
Common Equity (368,852 Class A units) (10)
|
|
|
|
|
|
|
|
12/29/2017
|
|
|
|
|
|
450
|
|
|
166
|
|
|
0.1
|
|
Common Equity (40,984 Class B units) (10)
|
|
|
|
|
|
|
|
12/29/2017
|
|
|
|
|
|
50
|
|
|
7
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,000
|
|
|
5,431
|
|
|
4,275
|
|
|
2.7
|
|
Inergex Holdings, LLC
|
|
Other Computer Related Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
8.00%
|
|
(L +7.00%)
|
|
10/1/2018
|
|
10/1/2024
|
|
16,422
|
|
|
16,265
|
|
|
15,913
|
|
|
9.9
|
|
Senior Secured Loan (Revolver) (5)
|
|
|
|
n/m (18)
|
|
(L +7.00%)
|
|
10/1/2018
|
|
10/1/2024
|
|
—
|
|
|
(18)
|
|
|
87
|
|
|
0.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16,422
|
|
|
16,247
|
|
|
16,000
|
|
|
10.0
|
|
Institutional Shareholder Services, Inc.
|
|
Administrative Management and General Management Consulting Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
8.75%
|
|
(L +8.50%)
|
|
3/4/2019
|
|
3/5/2027
|
|
6,244
|
|
|
6,099
|
|
|
6,244
|
|
|
3.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intouch Midco Inc. (15)
|
|
All Other Professional, Scientific, and Technical Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.90%
|
|
(L +4.75%)
|
|
12/20/2019
|
|
8/24/2025
|
|
1,980
|
|
|
1,921
|
|
|
1,905
|
|
|
1.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued
December 31, 2020
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets
|
I&I Sales Group, LLC
|
|
Marketing Consulting Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (15)
|
|
|
|
9.50%
|
|
(L +8.50%)
|
|
12/30/2020
|
|
7/10/2025
|
|
$
|
5,325
|
|
|
$
|
5,232
|
|
|
$
|
5,232
|
|
|
3.3
|
%
|
Senior Secured Loan (Revolver) (5)
|
|
|
|
n/m (18)
|
|
(L +8.50%)
|
|
12/30/2020
|
|
7/10/2025
|
|
—
|
|
|
(3)
|
|
|
(3)
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,325
|
|
|
5,229
|
|
|
5,229
|
|
|
3.3
|
|
Milrose Consultants, LLC (4) (8)
|
|
Administrative Management and General Management Consulting Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
7.62%
|
|
(L +6.62%)
|
|
7/16/2019
|
|
7/16/2025
|
|
22,574
|
|
|
22,404
|
|
|
22,485
|
|
|
14.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
My Alarm Center, LLC (10)
|
|
Security Systems Services (except Locksmiths)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Equity (335 Class Z units) (13)
|
|
|
|
|
|
|
|
9/12/2018
|
|
|
|
|
|
325
|
|
|
97
|
|
|
0.1
|
|
Preferred Equity (1,485 Class A units), 8% PIK (4) (13)
|
|
|
|
|
|
|
|
7/14/2017
|
|
|
|
|
|
1,571
|
|
|
—
|
|
|
—
|
|
Preferred Equity (1,198 Class B units) (4)
|
|
|
|
|
|
|
|
7/14/2017
|
|
|
|
|
|
1,198
|
|
|
—
|
|
|
—
|
|
Common Equity (64,149 units) (4) (13)
|
|
|
|
|
|
|
|
7/14/2017
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,094
|
|
|
97
|
|
|
0.1
|
|
Online Tech Stores, LLC (4) (6)
|
|
Stationery and Office Supplies Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Loan
|
|
|
|
13.50% PIK
|
|
N/A
|
|
2/1/2018
|
|
8/1/2023
|
|
18,360
|
|
|
16,129
|
|
|
2,426
|
|
|
1.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Panther BF Aggregator 2 LP (14) (15) (19)
|
|
Other Commercial and Service Industry Machinery Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
3.65%
|
|
(L +3.50%)
|
|
11/19/2019
|
|
4/30/2026
|
|
1,939
|
|
|
1,925
|
|
|
1,936
|
|
|
1.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parfums Holding Company, Inc.
|
|
Cosmetics, Beauty Supplies, and Perfume Stores
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (14) (15)
|
|
|
|
4.23%
|
|
(L +4.00%)
|
|
6/25/2019
|
|
6/30/2024
|
|
1,537
|
|
|
1,536
|
|
|
1,530
|
|
|
1.0
|
|
Senior Secured Loan
|
|
|
|
9.75%
|
|
(L +8.75%)
|
|
11/16/2017
|
|
6/30/2025
|
|
5,171
|
|
|
5,202
|
|
|
5,171
|
|
|
3.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,708
|
|
|
6,738
|
|
|
6,701
|
|
|
4.3
|
|
Pelican Products, Inc.
|
|
Unlaminated Plastics Profile Shape Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
8.75%
|
|
(L +7.75%)
|
|
9/24/2018
|
|
5/1/2026
|
|
6,055
|
|
|
6,059
|
|
|
5,994
|
|
|
3.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pike Corp. (14) (15)
|
|
Electrical Contractors and Other Wiring Installation Contractors
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
3.14%
|
|
(L +3.00%)
|
|
9/17/2020
|
|
7/24/2026
|
|
469
|
|
|
469
|
|
|
469
|
|
|
0.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued
December 31, 2020
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets
|
PM Acquisition LLC (20)
|
|
All Other General Merchandise Stores
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
11.50% cash / 2.50% PIK
|
|
N/A
|
|
9/30/2017
|
|
10/29/2021
|
|
$
|
4,780
|
|
|
$
|
4,753
|
|
|
$
|
4,780
|
|
|
3.0
|
%
|
Common Equity (499 units) (10) (13)
|
|
|
|
|
|
|
|
9/30/2017
|
|
|
|
|
|
499
|
|
|
280
|
|
|
0.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,780
|
|
|
5,252
|
|
|
5,060
|
|
|
3.2
|
|
Quest Software US Holdings Inc. (14) (15)
|
|
Computer and Computer Peripheral Equipment and Software Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.46%
|
|
(L +4.25%)
|
|
6/25/2019
|
|
5/16/2025
|
|
1,970
|
|
|
1,955
|
|
|
1,942
|
|
|
1.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Resource Label Group, LLC
|
|
Commercial Printing (except Screen and Books)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
9.50%
|
|
(L +8.50%)
|
|
6/7/2017
|
|
11/26/2023
|
|
4,821
|
|
|
4,789
|
|
|
4,812
|
|
|
3.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rocket Software, Inc. (15)
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
8.46%
|
|
(L +8.25%)
|
|
11/20/2018
|
|
11/28/2026
|
|
6,275
|
|
|
6,190
|
|
|
6,241
|
|
|
3.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RPLF Holdings, LLC (10) (13)
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Equity (254,110 Class A units)
|
|
|
|
|
|
|
|
1/17/2018
|
|
|
|
|
|
492
|
|
|
605
|
|
|
0.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sentry Centers Holdings, LLC (10) (13)
|
|
Other Professional, Scientific, and Technical Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Equity (2,248 Series A units)
|
|
|
|
|
|
|
|
9/4/2020
|
|
|
|
|
|
51
|
|
|
47
|
|
|
—
|
|
Preferred Equity (1,603 Series B units)
|
|
|
|
|
|
|
|
9/4/2020
|
|
|
|
|
|
160
|
|
|
160
|
|
|
0.1
|
|
Common Equity (269 units)
|
|
|
|
|
|
|
|
9/4/2020
|
|
|
|
|
|
3
|
|
|
3
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
214
|
|
|
210
|
|
|
0.1
|
|
SkyMiles IP Ltd. and Delta Air Lines, Inc. (14) (15)
|
|
Scheduled Passenger Air Transportation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.75%
|
|
(L +3.75%)
|
|
9/15/2020
|
|
10/20/2027
|
|
500
|
|
|
495
|
|
|
520
|
|
|
0.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SourceHOV Tax, Inc. (4) (8)
|
|
Other Accounting Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
7.61%
|
|
(L +6.11%)
|
|
3/16/2020
|
|
3/16/2025
|
|
19,892
|
|
|
19,742
|
|
|
19,988
|
|
|
12.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Southern Technical Institute, LLC (4) (10)
|
|
Colleges, Universities, and Professional Schools
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity appreciation rights
|
|
|
|
|
|
|
|
6/27/2018
|
|
|
|
|
|
—
|
|
|
4,295
|
|
|
2.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued
December 31, 2020
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets
|
Spring Education Group, Inc. (F/K/A SSH Group Holdings, Inc.)
|
|
Child Day Care Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
8.50%
|
|
(L +8.25%)
|
|
7/26/2018
|
|
7/30/2026
|
|
$
|
5,216
|
|
|
$
|
5,178
|
|
|
$
|
4,656
|
|
|
2.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SSJA Bariatric Management LLC (15)
|
|
Offices of Physicians, Mental Health Specialists
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
6.00%
|
|
(L +5.00%)
|
|
8/26/2019
|
|
8/26/2024
|
|
9,875
|
|
|
9,803
|
|
|
9,647
|
|
|
6.1
|
|
Senior Secured Loan
|
|
|
|
6.25%
|
|
(L +5.25%)
|
|
12/31/2020
|
|
8/26/2024
|
|
1,067
|
|
|
1,056
|
|
|
1,042
|
|
|
0.7
|
|
Senior Secured Loan (Revolver) (5)
|
|
|
|
n/m (18)
|
|
(L +5.00%)
|
|
8/26/2019
|
|
8/26/2024
|
|
—
|
|
|
(5)
|
|
|
15
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,942
|
|
|
10,854
|
|
|
10,704
|
|
|
6.8
|
|
Stancor, L.P. (4)
|
|
Pump and Pumping Equipment Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Equity (1,250,000 Class A units), 8% PIK (10)
|
|
|
|
|
|
|
|
8/19/2014
|
|
|
|
|
|
1,501
|
|
|
1,281
|
|
|
0.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Staples, Inc. (14) (15)
|
|
Business to Business Electronic Markets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.21%
|
|
(L +5.00%)
|
|
6/24/2019
|
|
4/16/2026
|
|
2,960
|
|
|
2,891
|
|
|
2,875
|
|
|
1.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
STS Operating, Inc.
|
|
Industrial Machinery and Equipment Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (14) (15)
|
|
|
|
5.25%
|
|
(L +4.25%)
|
|
5/16/2018
|
|
12/11/2024
|
|
625
|
|
|
626
|
|
|
601
|
|
|
0.4
|
|
Senior Secured Loan
|
|
|
|
9.00%
|
|
(L +8.00%)
|
|
5/15/2018
|
|
4/30/2026
|
|
9,073
|
|
|
9,070
|
|
|
8,578
|
|
|
5.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,698
|
|
|
9,696
|
|
|
9,179
|
|
|
5.8
|
|
Sunshine Luxembourg VII SARL (14) (15)
|
|
Pharmaceutical Preparation Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.00%
|
|
(L +4.00%)
|
|
11/20/2019
|
|
9/25/2026
|
|
1,980
|
|
|
1,988
|
|
|
1,992
|
|
|
1.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tank Holding Corp. (15)
|
|
Unlaminated Plastics Profile Shape Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (14)
|
|
|
|
5.50%
|
|
(L +4.00%)
|
|
6/24/2019
|
|
3/26/2026
|
|
1,975
|
|
|
1,981
|
|
|
1,942
|
|
|
1.2
|
|
Senior Secured Loan
|
|
|
|
3.40%
|
|
(L +3.25%)
|
|
12/18/2020
|
|
3/26/2026
|
|
896
|
|
|
882
|
|
|
882
|
|
|
0.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,871
|
|
|
2,863
|
|
|
2,824
|
|
|
1.8
|
|
The Escape Game, LLC (4)
|
|
Other amusement and recreation industries
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
9.75%
|
|
(L +8.75%)
|
|
7/18/2019
|
|
12/22/2022
|
|
7,000
|
|
|
6,973
|
|
|
6,647
|
|
|
4.2
|
|
Senior Secured Loan
|
|
|
|
9.75%
|
|
(L +8.75%)
|
|
12/22/2017
|
|
12/31/2021
|
|
2,333
|
|
|
2,329
|
|
|
2,216
|
|
|
1.4
|
|
Senior Secured Loan
|
|
|
|
8.00%
|
|
(L +7.00%)
|
|
7/20/2018
|
|
12/31/2021
|
|
4,667
|
|
|
4,665
|
|
|
4,463
|
|
|
2.8
|
|
Senior Secured Loan (Delayed Draw)
|
|
|
|
9.75%
|
|
(L +8.75%)
|
|
7/20/2018
|
|
12/22/2022
|
|
7,000
|
|
|
7,000
|
|
|
6,647
|
|
|
4.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21,000
|
|
|
20,967
|
|
|
19,973
|
|
|
12.6
|
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued
December 31, 2020
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets
|
Truck Hero, Inc. (15)
|
|
Truck Trailer Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
9.25%
|
|
(L +8.25%)
|
|
5/30/2017
|
|
4/21/2025
|
|
$
|
8,174
|
|
|
$
|
8,118
|
|
|
$
|
8,174
|
|
|
5.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United Biologics Holdings, LLC (4) (10)
|
|
Medical Laboratories
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Equity (151,787 units)
|
|
|
|
|
|
|
|
4/16/2013
|
|
|
|
|
|
9
|
|
|
26
|
|
|
—
|
|
Warrants (29,374 units)
|
|
|
|
|
|
|
|
7/26/2012
|
|
3/5/2022 (12)
|
|
|
|
82
|
|
|
12
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
91
|
|
|
38
|
|
|
—
|
|
United Natural Foods (14) (15)
|
|
General Line Grocery Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.40%
|
|
(L +4.25%)
|
|
6/9/2020
|
|
10/22/2025
|
|
286
|
|
|
275
|
|
|
284
|
|
|
0.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Wastebuilt Environmental Solutions, LLC (4)
|
|
Industrial Supplies Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
10.25%
|
|
(L +8.75%)
|
|
10/11/2018
|
|
10/11/2024
|
|
7,000
|
|
|
6,908
|
|
|
5,476
|
|
|
3.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weight Watchers International, Inc. (14) (15)
|
|
Diet and Weight Reducing Centers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
5.50%
|
|
(L +4.75%)
|
|
6/10/2020
|
|
11/29/2024
|
|
477
|
|
|
477
|
|
|
479
|
|
|
0.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Xperi (14) (15)
|
|
Semiconductor and Related Device Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
4.15%
|
|
(L +4.00%)
|
|
6/1/2020
|
|
6/1/2025
|
|
433
|
|
|
399
|
|
|
434
|
|
|
0.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Debt and Equity Investments
|
|
|
|
|
|
|
|
|
|
|
|
$
|
306,683
|
|
|
$
|
307,768
|
|
|
$
|
272,240
|
|
|
171.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Structured Finance Note Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Apex Credit CLO 2020 (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
14.16% (9)
|
|
|
|
11/16/2020
|
|
11/19/2031 (17)
|
|
11,080
|
|
|
9,461 (16)
|
|
10,006
|
|
|
6.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dryden 53 CLO, LTD. (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Notes
|
|
|
|
16.68% (9)
|
|
|
|
10/26/2020
|
|
1/15/2031 (17)
|
|
2,700
|
|
|
1,779
|
|
|
1,967
|
|
|
1.2
|
|
Subordinated Notes
|
|
|
|
16.68% (9)
|
|
|
|
10/26/2020
|
|
1/15/2031 (17)
|
|
2,159
|
|
|
1,423 (16)
|
|
1,573
|
|
|
1.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,859
|
|
|
3,202
|
|
|
3,540
|
|
|
2.2
|
|
Dryden 76 CLO, Ltd. (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
18.68% (9)
|
|
|
|
9/27/2019
|
|
10/20/2032 (17)
|
|
2,750
|
|
|
2,282 (16)
|
|
2,235
|
|
|
1.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued
December 31, 2020
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets
|
Elevation CLO 2017-7, Ltd. (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
12.32% (9)
|
|
|
|
2/6/2019
|
|
7/15/2030 (17)
|
|
$
|
10,000
|
|
|
$ 6,955 (16)
|
|
$
|
6,226
|
|
|
3.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Flatiron CLO 18, Ltd. (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
20.73% (9)
|
|
|
|
1/2/2019
|
|
4/17/2031 (17)
|
|
9,680
|
|
|
7,265 (16)
|
|
7,702
|
|
|
4.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Madison Park Funding XXIII, Ltd. (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
21.99% (9)
|
|
|
|
1/8/2020
|
|
7/27/2047 (17)
|
|
10,000
|
|
|
6,654 (16)
|
|
7,129
|
|
|
4.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Madison Park Funding XXIX, Ltd. (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
14.22% (9)
|
|
|
|
12/22/2020
|
|
10/18/2047 (17)
|
|
9,500
|
|
|
7,529 (16)
|
|
7,569
|
|
|
4.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Monroe Capital MML CLO X, LTD.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mezzanine bond - Class E
|
|
|
|
9.08%
|
|
(L +8.85%)
|
|
8/7/2020
|
|
8/20/2031 (17)
|
|
863
|
|
|
802
|
|
|
838
|
|
|
0.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Octagon Investment Partners 39, Ltd. (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
20.81% (9)
|
|
|
|
1/23/2020
|
|
10/20/2030 (17)
|
|
7,000
|
|
|
5,173 (16)
|
|
5,493
|
|
|
3.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Park Avenue Institutional Advisers CLO 2017-1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mezzanine bond - Class D
|
|
|
|
6.44%
|
|
(L +6.22%)
|
|
6/5/2020
|
|
11/14/2029 (17)
|
|
100
|
|
|
83
|
|
|
95
|
|
|
0.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Regatta II Funding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mezzanine bond - Class DR2
|
|
|
|
7.19%
|
|
(L +6.95%)
|
|
6/5/2020
|
|
1/15/2029 (17)
|
|
800
|
|
|
695
|
|
|
768
|
|
|
0.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
THL Credit Wind River 2019‐3 CLO Ltd. (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Notes
|
|
|
|
14.69% (9)
|
|
|
|
4/5/2019
|
|
4/15/2031 (17)
|
|
7,000
|
|
|
5,759 (16)
|
|
4,824
|
|
|
3.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Structured Finance Note Investments
|
|
|
|
|
|
|
|
|
|
|
|
$
|
73,632
|
|
|
$
|
55,860
|
|
|
$
|
56,425
|
|
|
35.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Non-control/Non-affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
$
|
380,315
|
|
|
$
|
363,628
|
|
|
$
|
328,665
|
|
|
206.8
|
%
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued
December 31, 2020
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3rd Rock Gaming Holdings, LLC (20)
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (6)
|
|
|
|
8.50% cash / 1.00% PIK
|
|
(L +7.50%)
|
|
3/13/2018
|
|
3/12/2023
|
|
$
|
20,858
|
|
|
$
|
19,570
|
|
|
$
|
9,258
|
|
|
5.8
|
%
|
Common Equity (2,547,250 units) (10) (13)
|
|
|
|
|
|
|
|
3/13/2018
|
|
|
|
|
|
2,547
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20,858
|
|
|
22,117
|
|
|
9,258
|
|
|
5.8
|
|
Chemical Resources Holdings, Inc. (20)
|
|
Custom Compounding of Purchased Resins
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (4)(8)
|
|
|
|
9.22%
|
|
(L +7.72%)
|
|
1/25/2019
|
|
1/25/2024
|
|
13,743
|
|
|
13,630
|
|
|
13,744
|
|
|
8.6
|
|
Common Equity (1,832 Class A shares) (10) (13)
|
|
|
|
|
|
|
|
1/25/2019
|
|
|
|
|
|
1,814
|
|
|
3,420
|
|
|
2.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13,743
|
|
|
15,444
|
|
|
17,164
|
|
|
10.8
|
|
Contract Datascan Holdings, Inc. (4)(20)
|
|
Office Machinery and Equipment Rental and Leasing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Equity (3,061 Series A shares) 10% PIK
|
|
|
|
|
|
|
|
8/5/2015
|
|
|
|
|
|
5,849
|
|
|
2,690
|
|
|
1.7
|
|
Common Equity (11,273 shares) (10)
|
|
|
|
|
|
|
|
6/28/2016
|
|
|
|
|
|
104
|
|
|
46
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,953
|
|
|
2,736
|
|
|
1.7
|
|
DRS Imaging Services, LLC (20)
|
|
Data Processing, Hosting, and Related Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Equity (1,135 units) (10) (13)
|
|
|
|
|
|
|
|
3/8/2018
|
|
|
|
|
|
1,135
|
|
|
1,749
|
|
|
1.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Master Cutlery, LLC (4) (10)(20)
|
|
Sporting and Recreational Goods and Supplies Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Loan (6)
|
|
|
|
13.00% (11)
|
|
N/A
|
|
4/17/2015
|
|
7/20/2022
|
|
6,759
|
|
|
4,764
|
|
|
346
|
|
|
0.2
|
|
Preferred Equity (3,723 Series A units), 8% PIK
|
|
|
|
|
|
|
|
4/17/2015
|
|
|
|
|
|
3,483
|
|
|
—
|
|
|
—
|
|
Common Equity (15,564 units)
|
|
|
|
|
|
|
|
4/17/2015
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,759
|
|
|
8,247
|
|
|
346
|
|
|
0.2
|
|
NeoSystems Corp. (4)(20)
|
|
Other Accounting Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Equity (521,962 convertible shares) 10% PIK
|
|
|
|
|
|
|
|
8/14/2014
|
|
|
|
|
|
1,879
|
|
|
2,250
|
|
|
1.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pfanstiehl Holdings, Inc. (4)(20)(21)
|
|
Pharmaceutical Preparation Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Equity (400 Class A shares)
|
|
|
|
|
|
|
|
1/1/2014
|
|
|
|
|
|
217
|
|
|
36,221
|
|
|
22.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued
December 31, 2020
(Dollar amounts in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type
|
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets
|
Professional Pipe Holdings, LLC (19)
|
|
Plumbing, Heating, and Air-Conditioning Contractors
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan
|
|
|
|
9.75% cash / 1.50% PIK
|
|
(L +8.75%)
|
|
3/23/2018
|
|
3/23/2023
|
|
$
|
6,263
|
|
|
$
|
6,193
|
|
|
$
|
6,086
|
|
|
3.8
|
%
|
Common Equity (1,414 Class A units) (10)
|
|
|
|
|
|
|
|
3/23/2018
|
|
|
|
|
|
1,414
|
|
|
1,208
|
|
|
0.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,263
|
|
|
7,607
|
|
|
7,294
|
|
|
4.6
|
|
TalentSmart Holdings, LLC (20)
|
|
Professional and Management Development Training
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Equity (1,595,238 Class A shares) (10) (13)
|
|
|
|
|
|
|
|
10/11/2019
|
|
|
|
|
|
1,595
|
|
|
1,306
|
|
|
0.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TRS Services, LLC (4)(20)
|
|
Commercial and Industrial Machinery and Equipment (except Automotive and Electronic) Repair and Maintenance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Equity (1,937,191 Class A units), 11% PIK
|
|
|
|
|
|
|
|
12/10/2014
|
|
|
|
|
|
—
|
|
|
915
|
|
|
0.6
|
|
Common Equity (3,000,000 units) (10)
|
|
|
|
|
|
|
|
12/10/2014
|
|
|
|
|
|
572
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
572
|
|
|
915
|
|
|
0.6
|
|
TTG Healthcare, LLC (20)
|
|
Diagnostic Imaging Centers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Loan (4)
|
|
|
|
8.50%
|
|
(L +7.50%)
|
|
3/1/2019
|
|
11/28/2025
|
|
19,603
|
|
|
19,409
|
|
|
19,530
|
|
|
12.3
|
|
Preferred Equity ( 2,309 Class B units) (10) (13)
|
|
|
|
|
|
|
|
3/1/2019
|
|
|
|
|
|
2,309
|
|
|
4,077
|
|
|
2.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19,603
|
|
|
21,718
|
|
|
23,607
|
|
|
14.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
$
|
67,226
|
|
|
$
|
86,484
|
|
|
$
|
102,846
|
|
|
64.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Control Investment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MTE Holding Corp. (4)(19)
|
|
Travel Trailer and Camper Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subordinated Loan (to Mirage Trailers, LLC, a controlled, consolidated subsidiary of MTE Holding Corp.)
|
|
|
|
11.00% cash / 5.00% PIK
|
|
(L +10.00%)
|
|
11/25/2015
|
|
11/25/2021
|
|
7,842
|
|
|
7,842
|
|
|
7,822
|
|
|
4.9
|
|
Common Equity (554 shares) (10)
|
|
|
|
|
|
|
|
11/25/2015
|
|
|
|
|
|
3,069
|
|
|
2,990
|
|
|
1.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,842
|
|
|
10,911
|
|
|
10,812
|
|
|
6.8
|
|
Total Control Investment
|
|
|
|
|
|
|
|
|
|
|
|
$
|
7,842
|
|
|
$
|
10,911
|
|
|
$
|
10,812
|
|
|
6.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Investments
|
|
|
|
|
|
|
|
|
|
|
|
$
|
455,383
|
|
|
$
|
461,023
|
|
|
$
|
442,323
|
|
|
278.3
|
%
|
(1)Equity ownership may be held in shares or units of companies affiliated with the portfolio company. The Company's investments are generally classified as "restricted securities" as such term is defined under Regulation S-X Rule 6-03(f) or Securities Act Rule 144.
OFS Capital Corporation and Subsidiaries
Consolidated Schedule of Investments - Continued
December 31, 2020
(Dollar amounts in thousands)
(2)Substantially all of the investments that bear interest at a variable rate are indexed to LIBOR (L), generally between 0.75% and 1.0% at December 31, 2020, and reset monthly, quarterly, or semi-annually. Variable-rate loans with an aggregate cost of $328,736 include LIBOR reference rate floor provisions of generally 0.75% to 1.0% at December 31, 2020, the reference rate on such instruments was generally below the stated floor provisions. For each investment, the Company has provided the spread over the reference rate and current interest rate in effect at December 31, 2020. Unless otherwise noted, all investments with a stated PIK rate require interest payments with the issuance of additional securities as payment of the entire PIK provision.
(3)Unless otherwise noted with footnote 14, fair value was determined using significant unobservable inputs for all of the Company's investments and are considered Level 3 under GAAP. See Note 5 for further details.
(4)Investments (or portion thereof) held by SBIC I LP. These assets are pledged as collateral of the SBA debentures and cannot be pledged under any debt obligation of the Company.
(5)Subject to unfunded commitments. See Note 6 for further details.
(6)Investment was on non-accrual status as of December 31, 2020, meaning the Company has suspended recognition of all or a portion of income on the investment. See Note 4 for further details.
(7)CLO subordinated debt positions are entitled to recurring distributions which are generally equal to the remaining cash flow of payments made by underlying securities less contractual payments to debt holders and fund expenses.
(8)The Company has entered into a contractual arrangement with co‑lenders whereby, subject to certain conditions, it has agreed to receive its payment after the repayment of certain co‑lenders pursuant to a payment waterfall. The table below provides additional details as of December 31, 2020:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company
|
Reported Interest Rate
|
|
Interest Rate per Credit Agreement
|
|
Additional Interest per Annum
|
Chemical Resources Holdings, Inc.
|
9.17%
|
|
7.50%
|
|
1.67%
|
Milrose Consultants, LLC
|
7.62%
|
|
7.00%
|
|
0.62%
|
SourceHOV Tax, Inc.
|
7.61%
|
|
7.00%
|
|
0.61%
|
(9)The rate disclosed is the estimated effective yield, generally established at purchase and re-evaluated upon receipt of distributions, and based upon projected amounts and timing of future distributions and the projected amount and timing of terminal principal payments at the time of estimation. The estimated yield and investment cost may ultimately not be realized.
(10)Non-income producing.
(11)The interest rate on these investments contains a PIK provision, whereby the issuer has the option to make interest payments in cash or with the issuance of additional securities as payment of the entire PIK provision. The interest rate in the schedule represents the current interest rate in effect for these investments. The following table provides additional details on these PIK investments, including the maximum annual PIK interest rate allowed as of December 31, 2020:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company
|
|
Investment Type
|
|
Range of PIK
Option
|
|
Range of Cash
Option
|
|
Maximum PIK
Rate Allowed
|
Community Intervention Services, Inc.
|
|
Subordinated Loan
|
|
0% or 6.00%
|
|
13.00% or 7.00%
|
|
6.00%
|
Eblens Holdings, Inc.
|
|
Subordinated Loan
|
|
0% or 1.00%
|
|
13.00% or 12.00%
|
|
1.00%
|
Master Cutlery, LLC
|
|
Subordinated Loan
|
|
0% to 13.00%
|
|
13.00% to 0%
|
|
13.00%
|
(12)Represents expiration date of the warrants.
(13)All or portion of investment held by a wholly-owned subsidiary of the Company subject to income tax.
(14)Fair value was determined by reference to observable inputs other than quoted prices in active markets and are considered Level 2 under GAAP. See Note 5 for further details.
(15)Investments (or portion thereof) held by OFSCC-FS. These assets are pledged as collateral of the BNP Facility and cannot be pledged under any other debt obligation of the Company.
(16)Amortized cost reflects accretion of effective yield less any cash distributions received or entitled to be received from CLO subordinated debt investments.
(17)Maturity date represents the contractual maturity date of the Structured Finance Notes. Projected cash flows, including the projected amount and timing of terminal principal payments which may be projected to occur prior to the contractual maturity date, were utilized in deriving the effective yield of the investments.
(18)Not meaningful as there is no outstanding balance on the revolver. The Company earns unfunded commitment fees on undrawn revolving lines of credit balances, which are reported in fee income.
(19)The Company holds at least one seat on the portfolio company’s board of directors.
(20)The Company has an observer seat on the portfolio company’s board of directors.
(21)Portfolio company represents greater than 5% of total assets at December 31, 2020.
See Notes to Consolidated Financial Statements.
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
Note 1. Organization
OFS Capital Corporation, a Delaware corporation, is an externally managed, closed-end, non-diversified management investment company. The Company has elected to be regulated as a BDC under the 1940 Act. In addition, for income tax purposes, the Company has elected to be treated as a RIC under Subchapter M of the Code.
The Company’s investment objective is to provide stockholders with both current income and capital appreciation primarily through debt investments and, to a lesser extent, equity investments.
OFS Advisor manages the day-to-day operations of, and provides investment advisory services to, the Company. In addition, OFS Advisor serves as the investment adviser for HPCI, a non-traded BDC with an investment strategy and objective similar to that of the Company. OFS Advisor also serves as the investment adviser for OCCI, a non-diversified, externally managed, closed-end management investment company that has registered as an investment company under the 1940 Act, and that primarily invests in Structured Finance Notes. Additionally, OFS Advisor provides sub-advisory services to CMFT Securities Investments, LLC, a wholly owned subsidiary of CIM Real Estate Finance Trust, Inc., a corporation that qualifies as a real estate investment trust, and CIM Real Assets & Credit Fund, an externally managed registered investment company that operates as an interval fund that invests primarily in a combination of real estate, credit and related investments.
The Company may make investments directly or through one of its subsidiaries: SBIC I LP, OFSCC-FS or OFSCC-MB.
SBIC I LP is an investment company subsidiary licensed under the SBA's small business investment company program. The Company is limited to follow-on investments in current portfolio companies held through SBIC I LP. SBIC I LP is subject to SBA regulatory requirements, including: limitations on the businesses and industries in which it can invest; requirements to invest at least 25% of its regulatory capital in eligible smaller businesses, as defined under the SBIC Act; limitations on the financing terms of investments; and capitalization thresholds that may limit distributions to the Company. SBIC I LP is subject to periodic audits and examinations of its financial statements. SBIC I LP intends to repay over time its outstanding SBA debentures prior to their scheduled maturity dates.
OFSCC-FS, an indirect wholly owned subsidiary of the Company, is a special-purpose vehicle formed in April 2019 for the purpose of acquiring senior secured loan investments. OFSCC-FS has debt financing through its BNP Facility, which provides OFSCC-FS with borrowing capacity of up to $150,000.
OFSCC-MB is a wholly-owned subsidiary taxed under subchapter C of the Code and generally holds the Company's equity investments in portfolio companies that are taxed as pass-through entities.
Note 2. Summary of Significant Accounting Policies
Basis of presentation: The Company is an investment company as defined in the accounting and reporting guidance under ASC Topic 946, Financial Services–Investment Companies. The accompanying interim consolidated financial statements of the Company and related financial information have been prepared in accordance with GAAP for interim financial information and pursuant to the requirements for reporting on Form 10-Q, and Articles 6, 10 and 12 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for annual financial statements. However, in the opinion of management, the consolidated financial statements include all adjustments, consisting only of normal and recurring accruals and adjustments, necessary for fair presentation as of and for the periods presented. These consolidated financial statements and notes hereto should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2020. The results of operations for any interim period are not necessarily indicative of the results of operations to be expected for the full year.
Significant Accounting Policies: The following information supplements the description of significant accounting policies contained in Note 2 to the Company's consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2020.
Revenue recognition:
Structured Finance Notes - loan accumulation facilities. Recognition of interest income on our loan accumulation facilities generally take the form of mandatorily redeemable instruments that mature upon the earlier closing of the CLO securitization or stated expiration date of the instrument. Interest income is recognized on an accrual basis as earned in accordance with the settlement terms of the instrument.
Reclassifications: Certain prior period amounts have been reclassified to conform to the current period presentation in the consolidated financial statements and the accompanying notes thereto. Reclassifications did not impact net increase in net assets
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
resulting from operations, total assets, total liabilities or total net assets, or consolidated statements of changes in net assets and consolidated statements of cash flows classifications.
Use of estimates: The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ significantly from those estimates.
Concentration of credit risk: Aside from its debt instruments, including investments in Structured Finance Notes, financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash deposits at financial institutions. At various times during the year, the Company may exceed the federally insured limits. The Company places cash deposits only with high credit quality institutions which OFS Advisor believes will mitigate the risk of loss due to credit risk. The amount of loss due to credit risk from debt investments, if borrowers completely fail to perform according to the terms of the contracts, and the collateral or other security for those instruments proved to be of no value to the Company, is equal to the sum of the Company's recorded investment in debt instruments and the unfunded loan commitments disclosed in Note 6.
Note 3. Related Party Transactions
Investment Advisory and Management Agreement: OFS Advisor manages the day-to-day operations of, and provides investment advisory services to, the Company pursuant to the Investment Advisory Agreement. The continuation of the Investment Advisory Agreement was most recently approved by the Board on April 1, 2021. Under the terms of the Investment Advisory Agreement, which are in accordance with the 1940 Act and subject to the overall supervision of the Board, OFS Advisor is responsible for sourcing potential investments, conducting research and diligence on potential investments and equity sponsors, analyzing investment opportunities, structuring investments, and monitoring investments and portfolio companies on an ongoing basis.
OFS Advisor’s services under the Investment Advisory Agreement are not exclusive to the Company and OFS Advisor is free to furnish similar services to other entities, including other funds affiliated with OFS Advisor, so long as its services to the Company are not impaired. OFS Advisor also serves as the investment adviser or collateral manager to CLO funds and other companies, including HPCI and OCCI.
OFS Advisor receives fees for providing services, consisting of two components: a base management fee and an incentive fee. The base management fee is calculated at an annual rate of 1.75% and based on the average value of the Company’s total assets (other than cash but including assets purchased with borrowed amounts and assets owned by any consolidated entity) at the end of the two most recently completed calendar quarters, adjusted for any share issuances or repurchases during the quarter. OFS Advisor has elected to exclude the value of the intangible asset and goodwill resulting from the SBIC Acquisition from the base management fee calculation.
Effective January 1, 2020, OFS Advisor agreed to further reduce the base management fee attributable to all of the OFSCC-FS Assets, without regard to the Company’s asset coverage. The agreement reduced the base management fee to 0.25% per quarter (1.00% annualized) of the average value of the OFSCC-FS Assets at the end of the two most recently completed calendar quarters. OFS Advisor’s base management fee reduction is renewable on an annual basis and OFS Advisor is not entitled to recoup the amount of the base management fee reduced with respect to the OFSCC-FS Assets. This agreement was renewed for the 2021 calendar year on February 16, 2021.
The incentive fee has two parts. The first part ("Income Incentive Fee") is calculated and payable quarterly in arrears based on the Company’s pre-incentive fee net investment income for the immediately preceding calendar quarter. For this purpose, pre-incentive fee net investment income means interest income, dividend income and any other income (including any other fees such as commitment, origination and sourcing, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies, but excluding fees for providing managerial assistance) accrued during the calendar quarter, minus operating expenses for the quarter (including the base management fee, any expenses payable under the Administration Agreement and any interest expense and dividends paid on any outstanding preferred stock, but excluding the incentive fee). Pre-incentive fee net investment income includes, in the case of investments with a deferred interest or dividend feature (such as OID, debt instruments with PIK interest, equity investments with accruing or PIK dividend and zero coupon securities), accrued income that the Company has not yet received in cash.
Pre-incentive fee net investment income is expressed as a rate of return on the value of the Company’s net assets (defined as total assets less indebtedness and before taking into account any incentive fees payable during the period) at the end of the immediately preceding calendar quarter and adjusted for any share issuances or repurchases during such quarter.
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
The incentive fee with respect to pre-incentive fee net income is 20.0% of the amount, if any, by which the pre-incentive fee net investment income for the immediately preceding calendar quarter exceeds a 2.0% hurdle rate (which is 8.0% annualized) and a “catch-up” provision measured as of the end of each calendar quarter. Under this provision, in any calendar quarter, OFS Advisor receives no incentive fee until the net investment income equals the hurdle rate of 2.0%, but then receives, as a “catch-up,” 100.0% of the pre-incentive fee net investment income with respect to that portion of such pre-incentive fee net investment income, if any, that exceeds the hurdle rate but is less than 2.5%. The effect of this provision is that, if pre-incentive fee net investment income exceeds 2.5% in any calendar quarter, OFS Advisor will receive 20.0% of the pre-incentive fee net investment income.
Pre-incentive fee net investment income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation. Because of the structure of the incentive fee, it is possible that the Company may pay an incentive fee in a quarter in which the Company incurs a loss. For example, if the Company receives pre-incentive fee net investment income in excess of the quarterly minimum hurdle rate, the Company will pay the applicable incentive fee even if the Company has incurred a loss in that quarter due to realized and unrealized capital losses. The Company’s net investment income used to calculate this part of the incentive fee is also included in the amount of the Company’s gross assets used to calculate the base management fee. These calculations are appropriately prorated for any period of less than three months.
The second part of the incentive fee (the “Capital Gain Fee”) is determined and payable in arrears as of the end of each calendar year (or upon termination of the Investment Advisory Agreement, as of the termination date), and equals 20.0% of the Company’s aggregate realized capital gains, if any, on a cumulative basis from the date of the election to be a BDC through the end of each calendar year, computed net of all realized capital losses and unrealized capital depreciation through the end of such year, less all previous amounts paid in respect of the Capital Gain Fee.
The Company accrues the Capital Gain Fee if, on a cumulative basis, the sum of net realized capital gains and (losses) plus net unrealized appreciation and (depreciation) is positive. If, on a cumulative basis, the sum of net realized capital gains (losses) plus net unrealized appreciation (depreciation) decreases during a period, the Company will reverse any excess Capital Gain Fee previously accrued such that the amount of Capital Gains Fee accrued is no more than 20% of the sum of net realized capital gains (losses) plus net unrealized appreciation (depreciation).
On May 4, 2020, OFS Advisor agreed to irrevocably waive the receipt of $441 in Income Incentive Fees (based on net investment income) related to net investment income, that it would otherwise be entitled to receive under the Investment Advisory Agreement for the three months ended March 31, 2020. As a result of the voluntary fee waiver, the Company incurred Income Incentive Fee expense of $442 for the three months ended March 31, 2020, which is equal to half the Income Incentive Fee expense the Company would have incurred for the three months ended March 31, 2020. The voluntary fee waiver did not include Capital Gain Fees, which was $0 for the three months ended March 31, 2020.
License Agreement: The Company is party to a license agreement with OFSAM under which OFSAM has granted the Company a non-exclusive, royalty-free license to use the name “OFS.”
Administration Agreement: OFS Services furnishes the Company with office facilities and equipment, necessary software licenses and subscriptions, and clerical, bookkeeping and record keeping services at such facilities pursuant to the Administration Agreement. Under the Administration Agreement, OFS Services performs, or oversees the performance of, the Company’s required administrative services, which include being responsible for the financial records that the Company is required to maintain and preparing reports to its stockholders and all other reports and materials required to be filed with the SEC or any other regulatory authority. In addition, OFS Services assists the Company in determining and publishing its net asset value, oversees the preparation and filing of its tax returns and the printing and dissemination of reports to its stockholders, and generally oversees the payment of the Company’s expenses and the performance of administrative and professional services rendered to the Company by others. Under the Administration Agreement, OFS Services also provides managerial assistance on the Company’s behalf to those portfolio companies that have accepted the Company’s offer to provide such assistance. Payment under the Administration Agreement is equal to an amount based upon the Company’s allocable portion of OFS Services’s overhead in performing its obligations under the Administration Agreement, including, but not limited to, rent, information technology services and the Company’s allocable portion of the cost of its officers, including its chief executive officer, chief financial officer, chief compliance officer, chief accounting officer and their respective staffs. To the extent that OFS Services outsources any of its functions, the Company will pay the fees associated with such functions on a direct basis without profit to OFS Services.
Equity Ownership: As of September 30, 2021, affiliates of OFS Advisor held approximately 3,037,349 shares of common stock, which is approximately 23% of the Company's outstanding shares of common stock.
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
Expenses recognized under agreements with OFS Advisor and OFS Services and distributions paid to affiliates for the three and nine months ended September 30, 2021 and 2020, are presented below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
|
2021
|
|
2020
|
|
2021
|
|
2020
|
Base management fees
|
$
|
1,950
|
|
|
$
|
1,871
|
|
|
$
|
5,660
|
|
|
$
|
5,759
|
|
Incentive fees:
|
|
|
|
|
|
|
|
Income Incentive Fee
|
—
|
|
|
234
|
|
|
809
|
|
|
1,332
|
|
|
|
|
|
|
|
|
|
Incentive fee waiver
|
—
|
|
|
—
|
|
|
—
|
|
|
(441)
|
|
Capital Gain Fee
|
102
|
|
|
—
|
|
|
102
|
|
|
—
|
|
Administration fee expense
|
335
|
|
|
436
|
|
|
1,342
|
|
|
1,456
|
|
Distributions paid to affiliates
|
729
|
|
|
501
|
|
|
2,005
|
|
|
2,004
|
|
Note 4. Investments
As of September 30, 2021, the Company had loans to 70 portfolio companies, of which 95% were senior secured loans and 5% were subordinated loans, at fair value, as well as equity investments in 8 of these portfolio companies. The Company also held equity investments in 13 portfolio companies in which it did not hold a debt investment and 17 investments in Structured Finance Notes. At September 30, 2021, the Company's investments consisted of the following:
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|
|
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|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage of Total
|
|
|
|
Percentage of Total
|
|
Amortized Cost
|
|
Amortized Cost
|
|
Net Assets
|
|
Fair Value
|
|
Fair Value
|
|
Net Assets
|
Senior secured debt investments (1)
|
$
|
362,747
|
|
|
71.9
|
%
|
|
190.9
|
%
|
|
$
|
347,947
|
|
|
66.0
|
%
|
|
183.0
|
%
|
Subordinated debt investments
|
38,117
|
|
|
7.6
|
|
|
20.1
|
|
|
17,525
|
|
|
3.3
|
|
|
9.2
|
|
Preferred equity
|
13,675
|
|
|
2.7
|
|
|
7.2
|
|
|
9,805
|
|
|
1.9
|
|
|
5.2
|
|
Common equity, warrants and other
|
13,845
|
|
|
2.7
|
|
|
7.3
|
|
|
74,376
|
|
|
14.1
|
|
|
39.2
|
|
Total Portfolio Company Investments
|
428,384
|
|
|
84.9
|
|
|
225.5
|
|
|
449,653
|
|
|
85.3
|
|
|
236.6
|
|
Structured Finance Notes
|
75,717
|
|
|
15.1
|
|
|
39.9
|
|
|
76,626
|
|
|
14.7
|
|
|
40.4
|
|
Total investments
|
$
|
504,101
|
|
|
100.0
|
%
|
|
265.4
|
%
|
|
$
|
526,279
|
|
|
100.0
|
%
|
|
277.0
|
%
|
(1) Includes a debt investment, typically referred to as unitranche, in which the Company has entered into a contractual arrangement with co‑lenders whereby, subject to certain conditions, the Company has agreed to receive its principal payments after the repayment of certain co‑lenders pursuant to a payment waterfall. Amortized cost and fair value of this investment was $22,400 and $22,800, respectively.
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
Geographic composition is determined by the location of the corporate headquarters of the portfolio company. All international investments are denominated in US dollars. As of September 30, 2021 and December 31, 2020, the Company's investment portfolio was domiciled as follows:
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2021
|
|
December 31, 2020
|
|
Amortized Cost
|
|
Fair Value
|
|
Amortized Cost
|
|
Fair Value
|
United States of America
|
$
|
421,623
|
|
|
$
|
442,762
|
|
|
$
|
399,278
|
|
|
$
|
380,004
|
|
Canada
|
10,331
|
|
|
10,444
|
|
|
1,921
|
|
|
1,905
|
|
Cayman Islands1
|
67,217
|
|
|
68,126
|
|
|
55,860
|
|
|
56,425
|
|
France
|
990
|
|
|
995
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
Luxembourg
|
1,970
|
|
|
1,974
|
|
|
1,976
|
|
|
1,997
|
|
Switzerland
|
1,970
|
|
|
1,978
|
|
|
1,988
|
|
|
1,992
|
|
Total investments
|
$
|
504,101
|
|
|
$
|
526,279
|
|
|
$
|
461,023
|
|
|
$
|
442,323
|
|
(1) Cayman Island investments represent Structured Finance Notes held by the Company. These investments generally represent beneficial interests in underlying portfolios of debt investments in companies domiciled in the United States of America.
As of September 30, 2021, the industry composition of the Company’s investment portfolio was as follows:
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage of Total
|
|
|
|
Percentage of Total
|
|
|
Amortized Cost
|
|
Amortized Cost
|
|
Net Assets
|
|
Fair Value
|
|
Fair Value
|
|
Net Assets
|
Administrative and Support and Waste Management and Remediation Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Convention and Trade Show Organizers
|
|
$
|
214
|
|
|
—
|
%
|
|
0.1
|
%
|
|
$
|
13
|
|
|
—
|
%
|
|
—
|
%
|
Hazardous Waste Treatment and Disposal
|
|
1,837
|
|
|
0.4
|
|
|
1.0
|
|
|
1,837
|
|
|
0.3
|
|
|
1.0
|
|
Landscaping Services
|
|
4,634
|
|
|
0.9
|
|
|
2.4
|
|
|
4,590
|
|
|
0.9
|
|
|
2.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Security Systems Services (except Locksmiths)
|
|
9,862
|
|
|
2.0
|
|
|
5.2
|
|
|
10,054
|
|
|
1.9
|
|
|
5.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Arts, Entertainment, and Recreation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Amusement and Recreation Industries
|
|
20,977
|
|
|
4.2
|
|
|
11.0
|
|
|
21,000
|
|
|
4.0
|
|
|
11.1
|
|
Construction
|
|
|
|
|
|
|
|
|
|
|
|
|
Electrical Contractors and Other Wiring Installation Contractors
|
|
17,535
|
|
|
3.5
|
|
|
9.2
|
|
|
11,604
|
|
|
2.2
|
|
|
6.1
|
|
New Single-Family Housing Construction (except For-Sale Builders)
|
|
2,321
|
|
|
0.5
|
|
|
1.2
|
|
|
2,341
|
|
|
0.4
|
|
|
1.2
|
|
Plumbing, Heating, and Air-Conditioning Contractors
|
|
6,257
|
|
|
1.2
|
|
|
3.3
|
|
|
6,220
|
|
|
1.2
|
|
|
3.3
|
|
Water and Sewer Line and Related Structures Construction
|
|
629
|
|
|
0.1
|
|
|
0.3
|
|
|
629
|
|
|
0.1
|
|
|
0.3
|
|
Education Services
|
|
|
|
|
|
|
|
|
|
|
|
|
Colleges, Universities, and Professional Schools
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,139
|
|
|
1.2
|
|
|
3.2
|
|
Professional and Management Development Training
|
|
1,595
|
|
|
0.3
|
|
|
0.8
|
|
|
1,321
|
|
|
0.3
|
|
|
0.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Health Care and Social Assistance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Child Day Care Services
|
|
6,326
|
|
|
1.3
|
|
|
3.3
|
|
|
5,902
|
|
|
1.1
|
|
|
3.1
|
|
Diagnostic Imaging Centers
|
|
21,579
|
|
|
4.3
|
|
|
11.5
|
|
|
22,679
|
|
|
4.3
|
|
|
12.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home Health Care Services
|
|
4,210
|
|
|
0.8
|
|
|
2.2
|
|
|
4,250
|
|
|
0.8
|
|
|
2.2
|
|
Medical Laboratories
|
|
91
|
|
|
—
|
|
|
—
|
|
|
23
|
|
|
—
|
|
|
—
|
|
Offices of Physicians, Mental Health Specialists
|
|
10,790
|
|
|
2.1
|
|
|
5.7
|
|
|
10,859
|
|
|
2.1
|
|
|
5.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage of Total
|
|
|
|
Percentage of Total
|
|
|
Amortized Cost
|
|
Amortized Cost
|
|
Net Assets
|
|
Fair Value
|
|
Fair Value
|
|
Net Assets
|
Outpatient Mental Health and Substance Abuse Centers
|
|
$
|
4,855
|
|
|
1.0
|
%
|
|
2.6
|
%
|
|
$
|
5,112
|
|
|
1.0
|
%
|
|
2.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Information
|
|
|
|
|
|
|
|
|
|
|
|
|
All Other Publishers
|
|
1,772
|
|
|
0.4
|
|
|
0.9
|
|
|
1,797
|
|
|
0.3
|
|
|
0.9
|
|
All Other Telecommunications
|
|
3,422
|
|
|
0.7
|
|
|
1.8
|
|
|
3,447
|
|
|
0.7
|
|
|
1.8
|
|
Cable and Other Subscription Programming
|
|
3,382
|
|
|
0.7
|
|
|
1.8
|
|
|
3,393
|
|
|
0.6
|
|
|
1.8
|
|
Data Processing, Hosting, and Related Services
|
|
7,606
|
|
|
1.5
|
|
|
4.0
|
|
|
7,980
|
|
|
1.5
|
|
|
4.2
|
|
Directory and Mailing List Publishers
|
|
2,132
|
|
|
0.4
|
|
|
1.1
|
|
|
2,224
|
|
|
0.4
|
|
|
1.2
|
|
Internet Publishing and Broadcasting and Web Search Portals
|
|
4,446
|
|
|
0.9
|
|
|
2.3
|
|
|
4,451
|
|
|
0.8
|
|
|
2.3
|
|
Motion Picture and Video Production
|
|
4,927
|
|
|
1.0
|
|
|
2.6
|
|
|
4,987
|
|
|
0.9
|
|
|
2.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Software Publishers
|
|
34,285
|
|
|
6.8
|
|
|
18.1
|
|
|
21,819
|
|
|
4.1
|
|
|
11.5
|
|
Television Broadcasting
|
|
1,962
|
|
|
0.4
|
|
|
1.0
|
|
|
1,229
|
|
|
0.2
|
|
|
0.6
|
|
Wired Telecommunications Carriers
|
|
4,488
|
|
|
0.9
|
|
|
2.4
|
|
|
4,505
|
|
|
0.9
|
|
|
2.4
|
|
Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
Bare Printed Circuit Board Manufacturing
|
|
844
|
|
|
0.2
|
|
|
0.4
|
|
|
844
|
|
|
0.2
|
|
|
0.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial Printing (except Screen and Books)
|
|
2,976
|
|
|
0.6
|
|
|
1.6
|
|
|
2,996
|
|
|
0.6
|
|
|
1.6
|
|
Current-Carrying Wiring Device Manufacturing
|
|
5,549
|
|
|
1.1
|
|
|
2.9
|
|
|
5,883
|
|
|
1.1
|
|
|
3.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Aircraft Parts and Auxiliary Equipment Manufacturing
|
|
500
|
|
|
0.1
|
|
|
0.3
|
|
|
81
|
|
|
—
|
|
|
—
|
|
Fabricated Pipe and Pipe Fitting Manufacturing
|
|
2,541
|
|
|
0.5
|
|
|
1.3
|
|
|
2,571
|
|
|
0.5
|
|
|
1.4
|
|
Ice Cream and Frozen Dessert Manufacturing
|
|
1,544
|
|
|
0.3
|
|
|
0.8
|
|
|
1,548
|
|
|
0.3
|
|
|
0.8
|
|
Metal Can Manufacturing
|
|
2,464
|
|
|
0.5
|
|
|
1.3
|
|
|
2,488
|
|
|
0.5
|
|
|
1.3
|
|
Motor Vehicle Body Manufacturing
|
|
1,465
|
|
|
0.3
|
|
|
0.8
|
|
|
1,460
|
|
|
0.3
|
|
|
0.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Commercial and Service Industry Machinery Manufacturing
|
|
1,690
|
|
|
0.3
|
|
|
0.9
|
|
|
1,685
|
|
|
0.3
|
|
|
0.9
|
|
Other Industrial Machinery Manufacturing
|
|
4,144
|
|
|
0.8
|
|
|
2.2
|
|
4,144
|
|
|
0.8
|
|
|
2.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pharmaceutical Preparation Manufacturing
|
|
2,187
|
|
|
0.4
|
|
|
1.2
|
|
|
57,580
|
|
|
10.9
|
|
|
30.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pump and Pumping Equipment Manufacturing
|
|
1,501
|
|
|
0.3
|
|
|
0.8
|
|
|
1,926
|
|
|
0.4
|
|
|
1.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Small Electrical Appliance Manufacturing
|
|
4,010
|
|
|
0.8
|
|
|
2.1
|
|
|
4,010
|
|
|
0.8
|
|
|
2.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Travel Trailer and Camper Manufacturing
|
|
11,160
|
|
|
2.2
|
|
|
5.9
|
|
|
13,145
|
|
|
2.5
|
|
|
6.9
|
|
Truck Trailer Manufacturing
|
|
745
|
|
|
0.1
|
|
|
0.4
|
|
|
746
|
|
|
0.1
|
|
|
0.4
|
|
Unlaminated Plastics Profile Shape Manufacturing
|
|
10,052
|
|
|
2.0
|
|
|
5.3
|
|
|
10,055
|
|
|
1.9
|
|
|
5.3
|
|
Other Services (except Public Administration)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial and Industrial Machinery and Equipment (except Automotive and Electronic) Repair and Maintenance
|
|
572
|
|
|
0.1
|
|
|
0.3
|
|
|
1,042
|
|
|
0.2
|
|
|
0.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Professional, Scientific, and Technical Services
|
|
|
|
|
|
|
|
|
|
|
|
|
Administrative Management and General Management Consulting Services
|
|
22,400
|
|
|
4.4
|
|
|
11.9
|
|
|
22,800
|
|
|
4.3
|
|
|
12.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
All Other Professional, Scientific, and Technical Services
|
|
4,114
|
|
|
0.8
|
|
|
2.2
|
|
|
4,156
|
|
|
0.8
|
|
|
2.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage of Total
|
|
|
|
Percentage of Total
|
|
|
Amortized Cost
|
|
Amortized Cost
|
|
Net Assets
|
|
Fair Value
|
|
Fair Value
|
|
Net Assets
|
Management Consulting Services
|
|
$
|
2,256
|
|
|
0.4
|
%
|
|
1.2
|
%
|
|
$
|
2,261
|
|
|
0.4
|
%
|
|
1.2
|
%
|
Marketing Consulting Services
|
|
5,167
|
|
|
1.0
|
|
|
2.7
|
|
|
5,210
|
|
|
1.0
|
|
|
2.7
|
|
Other Accounting Services
|
|
19,669
|
|
|
3.9
|
|
|
10.4
|
|
|
19,838
|
|
|
3.8
|
|
|
10.4
|
|
Other Computer Related Services
|
|
15,091
|
|
|
3.0
|
|
|
7.9
|
|
|
15,260
|
|
|
2.9
|
|
|
8.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Public Administration
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Justice, Public Order, and Safety Activities
|
|
703
|
|
|
0.1
|
|
|
0.4
|
|
|
287
|
|
|
0.1
|
|
|
0.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real Estate and Rental and Leasing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Office Machinery and Equipment Rental and Leasing
|
|
5,953
|
|
|
1.2
|
|
|
3.1
|
|
|
3,351
|
|
|
0.6
|
|
|
1.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Retail Trade
|
|
|
|
|
|
|
|
|
|
|
|
|
Automotive Parts and Accessories Stores
|
|
2,701
|
|
|
0.5
|
|
|
1.4
|
|
|
2,713
|
|
|
0.5
|
|
|
1.4
|
|
Cosmetics, Beauty Supplies, and Perfume Stores
|
|
1,533
|
|
|
0.3
|
|
|
0.8
|
|
|
1,533
|
|
|
0.3
|
|
|
0.8
|
|
Electronic Shopping and Mail-Order Houses
|
|
6,955
|
|
|
1.4
|
|
|
3.7
|
|
|
6,982
|
|
|
1.3
|
|
|
3.7
|
|
Shoe store
|
|
9,864
|
|
|
2.0
|
|
|
5.2
|
|
|
8,958
|
|
|
1.7
|
|
|
4.7
|
|
Sporting Goods Stores
|
|
5,695
|
|
|
1.1
|
|
|
3.0
|
|
|
5,735
|
|
|
1.1
|
|
|
3.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
All Other General Merchandise Stores
|
|
499
|
|
|
0.1
|
|
|
0.3
|
|
|
1,624
|
|
|
0.3
|
|
|
0.9
|
|
Transportation and Warehousing
|
|
|
|
|
|
|
|
|
|
|
|
|
Freight Transportation Arrangement
|
|
1,963
|
|
|
0.4
|
|
|
1.0
|
|
|
1,968
|
|
|
0.4
|
|
|
1.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Scheduled Passenger Air Transportation
|
|
360
|
|
|
0.1
|
|
|
0.2
|
|
|
376
|
|
|
0.1
|
|
|
0.2
|
|
Taxi Service
|
|
1,970
|
|
|
0.4
|
|
|
1.0
|
|
|
1,974
|
|
|
0.4
|
|
|
1.0
|
|
Wholesale Trade
|
|
|
|
|
|
|
|
|
|
|
|
|
Business to Business Electronic Markets
|
|
2,879
|
|
|
0.6
|
|
|
1.5
|
|
|
2,808
|
|
|
0.5
|
|
|
1.5
|
|
Computer and Computer Peripheral Equipment and Software Merchant Wholesalers
|
|
6,008
|
|
|
1.2
|
|
|
3.2
|
|
|
6,003
|
|
|
1.1
|
|
|
3.2
|
|
Construction and Mining (except Oil Well) Machinery and Equipment Merchant Wholesalers
|
|
15,802
|
|
|
3.1
|
|
|
8.3
|
|
|
16,091
|
|
|
3.1
|
|
|
8.5
|
|
Drugs and Druggists' Sundries Merchant Wholesalers
|
|
5,601
|
|
|
1.1
|
|
|
2.9
|
|
|
5,683
|
|
|
1.1
|
|
|
3.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General Line Grocery Merchant Wholesalers
|
|
272
|
|
|
0.1
|
|
|
0.1
|
|
|
281
|
|
|
0.1
|
|
|
0.1
|
|
Industrial Machinery and Equipment Merchant Wholesalers
|
|
9,692
|
|
|
1.9
|
|
|
5.1
|
|
|
9,666
|
|
|
1.8
|
|
|
5.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Motor Vehicle Parts (Used) Merchant Wholesalers
|
|
20,801
|
|
|
4.1
|
|
|
10.9
|
|
|
20,741
|
|
|
3.9
|
|
|
10.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sporting and Recreational Goods and Supplies Merchant Wholesalers
|
|
8,179
|
|
|
1.6
|
|
|
4.3
|
|
|
745
|
|
|
0.1
|
|
|
0.4
|
|
Stationary & Office Supply Merchant Wholesaler
|
|
16,179
|
|
|
3.2
|
|
|
8.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total Portfolio Company Investments
|
|
$
|
428,384
|
|
|
84.9
|
%
|
|
225.5
|
%
|
|
$
|
449,653
|
|
|
85.3
|
%
|
|
236.6
|
%
|
Structured Finance Notes
|
|
75,717
|
|
|
15.1
|
|
|
39.9
|
|
|
76,626
|
|
|
14.7
|
|
|
40.4
|
|
Total investments
|
|
$
|
504,101
|
|
|
100.0
|
%
|
|
265.4
|
%
|
|
$
|
526,279
|
|
|
100.0
|
%
|
|
277.0
|
%
|
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
As of December 31, 2020, the Company had loans to 49 portfolio companies, of which 95% were senior secured loans and 5% were subordinated loans, at fair value, as well as equity investments in 10 of these portfolio companies. The Company also held an equity investment in 13 portfolio companies in which it did not hold a debt investment, as well as 12 investments in Structured Finance Notes. At December 31, 2020, investments consisted of the following:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage of Total
|
|
|
|
Percentage of Total
|
|
Amortized Cost
|
|
Amortized Cost
|
|
Net Assets
|
|
Fair Value
|
|
Fair Value
|
|
Net Assets
|
Senior secured debt investments
|
$
|
325,647
|
|
|
70.6
|
%
|
|
204.9
|
%
|
|
$
|
306,304
|
|
|
69.2
|
%
|
|
192.7
|
%
|
Subordinated debt investments
|
45,409
|
|
|
9.8
|
|
|
28.6
|
|
|
15,067
|
|
|
3.4
|
|
|
9.5
|
|
Preferred equity
|
18,648
|
|
|
4.0
|
|
|
11.7
|
|
|
11,543
|
|
|
2.6
|
|
|
7.3
|
|
Common equity, warrants and other
|
15,459
|
|
|
3.4
|
|
|
9.7
|
|
|
52,984
|
|
|
12.0
|
|
|
33.3
|
|
Total debt and equity investments
|
405,163
|
|
|
87.8
|
%
|
|
254.9
|
%
|
|
385,898
|
|
|
87.2
|
%
|
|
242.8
|
%
|
Structured Finance Notes
|
55,860
|
|
|
12.2
|
|
|
35.1
|
|
|
56,425
|
|
|
12.8
|
|
|
35.5
|
|
Total
|
$
|
461,023
|
|
|
100.0
|
%
|
|
290.0
|
%
|
|
$
|
442,323
|
|
|
100.0
|
%
|
|
278.3
|
%
|
Geographic composition is determined by the location of the corporate headquarters of the portfolio company. As of December 31, 2020, the industry compositions of the Company’s debt and equity investments were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage of Total
|
|
|
|
Percentage of Total
|
|
|
Amortized Cost
|
|
Amortized Cost
|
|
Net Assets
|
|
Fair Value
|
|
Fair Value
|
|
Net Assets
|
Administrative and Support and Waste Management and Remediation Services
|
|
|
|
|
|
|
|
|
|
|
|
|
Convention and Trade Show Organizers
|
|
$
|
214
|
|
|
—
|
%
|
|
0.1
|
%
|
|
$
|
210
|
|
|
—
|
%
|
|
0.1
|
%
|
Security Systems Services (except Locksmiths)
|
|
6,531
|
|
|
1.4
|
|
|
4.1
|
|
|
3,487
|
|
|
0.8
|
|
|
2.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Arts, Entertainment, and Recreation
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Amusement and Recreation Industries
|
|
20,967
|
|
|
4.5
|
|
|
13.3
|
|
|
19,973
|
|
|
4.5
|
|
|
12.6
|
|
Construction
|
|
|
|
|
|
|
|
|
|
|
|
|
Electrical Contractors and Other Wiring Installation Contractors
|
|
17,837
|
|
|
3.9
|
|
|
11.2
|
|
|
13,137
|
|
|
3.0
|
|
|
8.3
|
|
Plumbing, Heating, and Air-Conditioning Contractors
|
|
7,607
|
|
|
1.7
|
|
|
4.8
|
|
|
7,294
|
|
|
1.6
|
|
|
4.6
|
|
Education Services
|
|
|
|
|
|
|
|
|
|
|
|
|
Colleges, Universities, and Professional Schools
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,295
|
|
|
1.0
|
|
|
2.7
|
|
Professional and Management Development Training
|
|
1,595
|
|
|
0.3
|
|
|
1.0
|
|
|
1,306
|
|
|
0.3
|
|
|
0.8
|
|
Finance and Insurance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Insurance Agencies and Brokerages
|
|
9,544
|
|
|
2.1
|
|
|
6.0
|
|
|
9,302
|
|
|
2.1
|
|
|
5.9
|
|
Health Care and Social Assistance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Child Day Care Services
|
|
5,178
|
|
|
1.1
|
|
|
3.3
|
|
|
4,656
|
|
|
1.1
|
|
|
2.9
|
|
Diagnostic Imaging Centers
|
|
21,718
|
|
|
4.8
|
|
|
13.8
|
|
|
23,607
|
|
|
5.3
|
|
|
14.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home Health Care Services
|
|
4,199
|
|
|
0.9
|
|
|
2.6
|
|
|
4,250
|
|
|
1.0
|
|
|
2.7
|
|
Medical Laboratories
|
|
91
|
|
|
—
|
|
|
0.1
|
|
|
38
|
|
|
—
|
|
|
—
|
|
Offices of Physicians, Mental Health Specialists
|
|
21,013
|
|
|
4.6
|
|
|
13.2
|
|
|
20,802
|
|
|
4.7
|
|
|
13.1
|
|
Outpatient Mental Health and Substance Abuse Centers
|
|
11,615
|
|
|
2.5
|
|
|
7.3
|
|
|
4,105
|
|
|
0.9
|
|
|
2.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage of Total
|
|
|
|
Percentage of Total
|
|
|
Amortized Cost
|
|
Amortized Cost
|
|
Net Assets
|
|
Fair Value
|
|
Fair Value
|
|
Net Assets
|
Information
|
|
|
|
|
|
|
|
|
|
|
|
|
Data Processing, Hosting, and Related Services
|
|
$
|
1,135
|
|
|
0.2
|
%
|
|
0.7
|
%
|
|
$
|
1,749
|
|
|
0.4
|
%
|
|
1.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Software Publishers
|
|
28,799
|
|
|
6.3
|
|
|
18.2
|
|
|
16,104
|
|
|
3.6
|
|
|
10.0
|
|
Television Broadcasting
|
|
1,977
|
|
|
0.4
|
|
|
1.2
|
|
|
1,758
|
|
|
0.4
|
|
|
1.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial Printing (except Screen and Books)
|
|
4,789
|
|
|
1.0
|
|
|
3.0
|
|
|
4,812
|
|
|
1.1
|
|
|
3.0
|
|
Custom Compounding of Purchased Resins
|
|
15,444
|
|
|
3.3
|
|
|
9.7
|
|
|
17,164
|
|
|
3.9
|
|
|
10.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Aircraft Parts and Auxiliary Equipment Manufacturing
|
|
5,431
|
|
|
1.2
|
|
|
3.4
|
|
|
4,275
|
|
|
1.0
|
|
|
2.7
|
|
Other Commercial and Service Industry Machinery Manufacturing
|
|
1,925
|
|
|
0.4
|
|
|
1.2
|
|
|
1,936
|
|
|
0.4
|
|
|
1.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pharmaceutical Preparation Manufacturing
|
|
2,205
|
|
|
0.5
|
|
|
1.4
|
|
|
38,213
|
|
|
8.7
|
|
|
24.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pump and Pumping Equipment Manufacturing
|
|
1,501
|
|
|
0.3
|
|
|
0.9
|
|
|
1,281
|
|
|
0.3
|
|
|
0.8
|
|
Semiconductor and Related Device Manufacturing
|
|
399
|
|
|
0.1
|
|
|
0.3
|
|
|
434
|
|
|
0.1
|
|
|
0.3
|
|
Travel Trailer and Camper Manufacturing
|
|
10,911
|
|
|
2.4
|
|
|
6.9
|
|
|
10,812
|
|
|
2.4
|
|
|
6.8
|
|
Truck Trailer Manufacturing
|
|
8,118
|
|
|
1.8
|
|
|
5.1
|
|
|
8,174
|
|
|
1.8
|
|
|
5.1
|
|
Unlaminated Plastics Profile Shape Manufacturing
|
|
8,922
|
|
|
1.9
|
|
|
5.6
|
|
|
8,818
|
|
|
2.0
|
|
|
5.5
|
|
Other Services (except Public Administration)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial and Industrial Machinery and Equipment (except Automotive and Electronic) Repair and Maintenance
|
|
572
|
|
|
0.1
|
|
|
0.4
|
|
|
915
|
|
|
0.2
|
|
|
0.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diet and Weight Reducing Centers
|
|
477
|
|
|
0.1
|
|
|
0.3
|
|
|
479
|
|
|
0.1
|
|
|
0.3
|
|
Professional, Scientific, and Technical Services
|
|
|
|
|
|
|
|
|
|
|
|
|
Administrative Management and General Management Consulting Services
|
|
28,503
|
|
|
6.3
|
|
|
18.0
|
|
|
28,729
|
|
|
6.6
|
|
|
18.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
All Other Professional, Scientific, and Technical Services
|
|
1,921
|
|
|
0.4
|
|
|
1.2
|
|
|
1,905
|
|
|
0.4
|
|
|
1.2
|
|
Marketing Consulting Services
|
|
5,229
|
|
|
1.1
|
|
|
3.3
|
|
|
5,229
|
|
|
1.2
|
|
|
3.3
|
|
Other Accounting Services
|
|
21,621
|
|
|
4.7
|
|
|
13.7
|
|
|
22,238
|
|
|
5.0
|
|
|
14.0
|
|
Other Computer Related Services
|
|
16,247
|
|
|
3.5
|
|
|
10.2
|
|
|
16,000
|
|
|
3.6
|
|
|
10.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Public Administration
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Justice, Public Order, and Safety Activities
|
|
703
|
|
|
0.2
|
|
|
0.4
|
|
|
676
|
|
|
0.2
|
|
|
0.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real Estate and Rental and Leasing
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction, Mining, and Forestry Machinery and Equipment Rental and Leasing
|
|
496
|
|
|
0.1
|
|
|
0.3
|
|
|
499
|
|
|
0.1
|
|
|
0.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Office Machinery and Equipment Rental and Leasing
|
|
5,953
|
|
|
1.3
|
|
|
3.7
|
|
|
2,736
|
|
|
0.6
|
|
|
1.7
|
|
Retail Trade
|
|
|
|
|
|
|
|
|
|
|
|
|
Cosmetics, Beauty Supplies, and Perfume Stores
|
|
6,738
|
|
|
1.5
|
|
|
4.2
|
|
|
6,701
|
|
|
1.5
|
|
|
4.2
|
|
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage of Total
|
|
|
|
Percentage of Total
|
|
|
Amortized Cost
|
|
Amortized Cost
|
|
Net Assets
|
|
Fair Value
|
|
Fair Value
|
|
Net Assets
|
Shoe Store
|
|
$
|
9,748
|
|
|
2.1
|
%
|
|
6.1
|
%
|
|
$
|
4,368
|
|
|
1.0
|
%
|
|
2.7
|
%
|
Sporting Goods Stores
|
|
2,907
|
|
|
0.6
|
|
|
1.8
|
|
|
2,968
|
|
|
0.7
|
|
|
1.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
All Other General Merchandise Stores
|
|
5,252
|
|
|
1.1
|
|
|
3.3
|
|
|
5,060
|
|
|
1.1
|
|
|
3.2
|
|
Transportation and Warehousing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Scheduled Passenger Air Transportation
|
|
495
|
|
|
0.1
|
|
|
0.3
|
|
|
520
|
|
|
0.1
|
|
|
0.3
|
|
Taxi Service
|
|
1,976
|
|
|
0.4
|
|
|
1.2
|
|
|
1,997
|
|
|
0.5
|
|
|
1.3
|
|
Wholesale Trade
|
|
|
|
|
|
|
|
|
|
|
|
|
Business to Business Electronic Markets
|
|
2,891
|
|
|
0.6
|
|
|
1.8
|
|
|
2,875
|
|
|
0.6
|
|
|
1.8
|
|
Computer and Computer Peripheral Equipment and Software Merchant Wholesalers
|
|
1,955
|
|
|
0.4
|
|
|
1.2
|
|
|
1,942
|
|
|
0.4
|
|
|
1.2
|
|
Construction and Mining (except Oil Well) Machinery and Equipment Merchant Wholesalers
|
|
16,392
|
|
|
3.6
|
|
|
10.3
|
|
|
16,777
|
|
|
3.8
|
|
|
10.6
|
|
General Line Grocery Merchant Wholesalers
|
|
275
|
|
|
0.1
|
|
|
0.2
|
|
|
284
|
|
|
0.1
|
|
|
0.2
|
|
Industrial Machinery and Equipment Merchant Wholesalers
|
|
9,696
|
|
|
2.1
|
|
|
6.1
|
|
|
9,179
|
|
|
2.1
|
|
|
5.8
|
|
Industrial Supplies Merchant Wholesalers
|
|
6,908
|
|
|
1.5
|
|
|
4.3
|
|
|
5,476
|
|
|
1.2
|
|
|
3.4
|
|
Motor Vehicle Parts (Used) Merchant Wholesalers
|
|
14,167
|
|
|
3.1
|
|
|
8.9
|
|
|
13,581
|
|
|
3.1
|
|
|
8.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sporting and Recreational Goods and Supplies Merchant Wholesalers
|
|
8,247
|
|
|
1.8
|
|
|
5.2
|
|
|
346
|
|
|
0.1
|
|
|
0.2
|
|
Stationery and Office Supplies Merchant Wholesalers
|
|
16,129
|
|
|
3.5
|
|
|
10.1
|
|
|
2,426
|
|
|
0.5
|
|
|
1.5
|
|
Total Portfolio Company Investments
|
|
$
|
405,163
|
|
|
87.9
|
%
|
|
254.9
|
%
|
|
$
|
385,898
|
|
|
87.2
|
%
|
|
242.8
|
%
|
Structured Finance Notes
|
|
55,860
|
|
|
12.1
|
|
|
35.1
|
|
|
56,425
|
|
|
12.8
|
|
|
35.5
|
|
Total investments
|
|
$
|
461,023
|
|
|
100.0
|
%
|
|
290.0
|
%
|
|
$
|
442,323
|
|
|
100.0
|
%
|
|
278.3
|
%
|
When there is reasonable doubt that principal, cash interest, or PIK interest will be collected, loan investments are placed on non-accrual status and the Company will generally cease recognizing cash interest, PIK interest, and/or Net Loan Fee amortization, as applicable. Interest accruals and Net Loan Fee amortization are resumed on non-accrual investments only when they are brought current with respect to principal, interest and when, in the judgment of management, the investments are estimated to be fully collectible as to all principal. The aggregate amortized cost and fair value of loans on non-accrual status with respect to all interest and Net Loan Fee amortization was $38,208 and $7,746, respectively, at September 30, 2021, and $48,102 and $12,135 respectively, at December 31, 2020.
On April 5, 2021, the Company sold its subordinated debt investment in Community Intervention Services, Inc. for $91. During the nine months ended September 30, 2021, the Company recognized a realized loss on its investment in Community Intervention Services, Inc. of $7,548, of which $7,534 was recognized as an unrealized loss as of December 31, 2020.
On June 11, 2021, My Alarm Center, LLC’s bankruptcy plan became effective and our equity interests were cancelled. For the nine months ended September 30, 2021, the Company recognized a realized loss on its investments in My Alarm Center, LLC of $3,094, of which $2,997 was recognized as an unrealized loss as of December 31, 2020.
During the three months ended September 30, 2021, the Company recognized realized gains of $1,505 and $1,741 on the sale of its preferred equity in Neosystems Corp. and common equity in Chemical Resources Holdings, Inc, respectively.
On March 27, 2020, the Company's debt investment in Constellis Holdings, LLC was restructured, pursuant to which the Company converted its non-accrual debt investment into 20,628 shares of common equity. The cost and fair value of the common shares received were $703 and $703, respectively, as of March 31, 2020. The Company recognized a realized loss on
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
the restructuring of $9,145 for the nine months ended September 30, 2020, which was fully recognized as an unrealized loss as of December 31, 2019.
Note 5. Fair Value of Financial Instruments
The Company’s investments are carried at fair value as determined by the Board. These fair values are determined in accordance with a documented valuation policy and a consistently applied valuation process.
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair values are determined with models or other valuation techniques, valuation inputs, and assumptions that market participants would use in pricing the subject asset or liability. Valuation inputs are organized in a hierarchy that gives the highest priority to prices for identical assets or liabilities quoted in active markets (Level 1) and the lowest priority to fair values based on unobservable inputs (Level 3). The three levels of inputs in the fair value hierarchy are described below:
Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity can access at the measurement date.
Level 2: Inputs other than quoted prices within Level 1 that are observable for the asset or liability, either directly or indirectly. If the asset or liability has a specified term, a Level 2 input must be observable for substantially the full term of the asset or liability. Level 2 inputs include: (i) quoted prices for similar assets or liabilities in active markets; (ii) quoted prices for identical or similar assets or liabilities in markets that are not active; (iii) inputs other than quoted prices that are observable for the asset or liability; and (iv) inputs that are derived principally from or corroborated by observable market data.
Level 3: Unobservable inputs for the asset or liability, and situations where there is little, if any, market activity for the asset or liability at the measurement date.
The inputs into the determination of fair value are based upon the best information under the circumstances and may require significant judgment or estimation by management. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. The Company generally categorizes its investment portfolio into Level 2 and Level 3 of the hierarchy.
The Company assesses the levels of the investments at each measurement date, and transfers between levels are recognized on the measurement date. Senior securities with a fair value of $2,296 and $858 were transferred from Level 3 to Level 2 during the three and nine months ended September 30, 2021, respectively. Senior securities with a fair value of $3,585 and $599 were transferred from Level 3 to Level 2 during the three and nine months ended September 30, 2020, respectively. Transfers from Level 3 to Level 2 during the September 30, 2021 and 2020 reporting periods, were due to availability of reliable Indicative Prices in those periods.
Due to the inherent uncertainty of determining the fair value of Level 3 investments, the fair value of the investments may differ significantly from the values that would have been used had a ready market or observable inputs existed for such investments and may differ materially from the values that may ultimately be received or settled. Further, such investments are generally subject to legal and other restrictions, or otherwise are less liquid than publicly traded instruments. If the Company were required to liquidate a portfolio investment in a forced or liquidation sale, the Company might realize significantly less than the value at which such investment had previously been recorded. The Company’s investments are subject to market risk, which is the potential for changes in the value due to market changes. Market risk is directly impacted by the volatility and liquidity in the markets in which the investments are traded.
The following tables present the Company's investment portfolio measured at fair value on a recurring basis as of September 30, 2021, and December 31, 2020.
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Security
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Fair Value at September 30, 2021
|
Debt investments
|
|
$
|
—
|
|
|
$
|
92,260
|
|
|
$
|
273,212
|
|
|
$
|
365,472
|
|
Equity investments
|
|
—
|
|
|
—
|
|
|
84,181
|
|
|
84,181
|
|
Structured Finance Notes
|
|
—
|
|
|
—
|
|
|
76,626
|
|
|
76,626
|
|
|
|
$
|
—
|
|
|
$
|
92,260
|
|
|
$
|
434,019
|
|
|
$
|
526,279
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Security
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Fair Value at December 31, 2020
|
Debt investments
|
|
$
|
—
|
|
|
$
|
22,226
|
|
|
$
|
299,145
|
|
|
$
|
321,371
|
|
Equity investments
|
|
—
|
|
|
—
|
|
|
64,527
|
|
|
64,527
|
|
Structured Finance Notes
|
|
—
|
|
|
—
|
|
|
56,425
|
|
|
56,425
|
|
|
|
$
|
—
|
|
|
$
|
22,226
|
|
|
$
|
420,097
|
|
|
$
|
442,323
|
|
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
The following tables provide quantitative information about valuation techniques and the Company’s significant inputs to the Company’s Level 3 fair value measurements as of September 30, 2021 and December 31, 2020. In addition to the techniques and inputs noted in the tables below, according to the Company’s valuation policy, the Company may also use other valuation techniques and methodologies when determining the Company’s fair value measurements. The table below provides information on the significant Level 3 inputs as they relate to the Company’s fair value measurements.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value at September 30, 2021
|
|
Valuation technique
|
|
Unobservable inputs
|
|
Range
(Weighted average)
|
Debt investments:
|
|
|
|
|
|
|
|
Senior secured
|
$
|
221,235
|
|
|
Discounted cash flow
|
|
Discount rates
|
|
5.03% - 12.18% (9.05%)
|
Senior secured
|
18,475
|
|
|
Market approach
|
|
Revenue multiples
|
|
0.50x - 0.74x (0.59x)
|
Senior secured
|
15,977
|
|
|
Market approach
|
|
Transaction Price
|
|
|
|
|
|
|
|
|
|
|
Subordinated
|
8,689
|
|
|
Discounted cash flow
|
|
Discount rates
|
|
19.27% - 19.27% (19.27%)
|
Subordinated
|
8,091
|
|
|
Market approach
|
|
EBITDA multiples
|
|
5.80x - 5.80x (5.80x)
|
Subordinated
|
745
|
|
|
Market approach
|
|
Revenue multiples
|
|
0.11x - 0.28x (0.28x)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Structured Finance Notes
|
|
|
|
|
|
|
|
Subordinated notes (3)
|
65,334
|
|
|
Discounted cash flow
|
|
Discount rates
|
|
7.00% - 18.00% (12.88%)
|
|
|
|
|
|
Constant default rate(1)
|
|
0.00% - 2.00% (1.78%)
|
|
|
|
|
|
Constant default rate(2)
|
|
2.00% - 2.00% (2.00%)
|
|
|
|
|
|
Recovery rate
|
|
60.00% - 60.00% (60.00%)
|
|
|
|
|
|
|
|
|
Mezzanine debt
|
2,792
|
|
|
Discounted cash flow
|
|
Discount margin
|
|
7.15% - 8.80% (7.81%)
|
|
|
|
|
|
Constant Default Rate(1)
|
|
2.00% - 3.00% (2.36%)
|
|
|
|
|
|
Constant Default Rate(2)
|
|
2.00% - 3.00% (2.36%)
|
|
|
|
|
|
Recovery rate
|
|
60.00% - 60.00% (60.00%)
|
|
|
|
|
|
|
|
|
Loan Accumulation Facility
|
8,500
|
|
|
Market approach
|
|
Transaction Price
|
|
|
|
|
|
|
|
|
|
|
Equity investments:
|
|
|
|
|
|
|
|
Preferred equity
|
8,734
|
|
|
Market approach
|
|
EBITDA multiples
|
|
7.00x - 10.24x (8.00x)
|
Preferred equity
|
1,071
|
|
|
Market approach
|
|
Revenue multiples
|
|
0.15x - 2.40x (0.91x)
|
|
|
|
|
|
|
|
|
Common equity, warrants and other
|
74,088
|
|
|
Market approach
|
|
EBITDA multiples
|
|
3.50x - 12.00x (8.01x)
|
Common equity, warrants and other
|
88
|
|
|
Market approach
|
|
Revenue multiples
|
|
0.15x - 3.25x (3.00x)
|
Common equity, warrants and other
|
200
|
|
|
Market approach
|
|
Transaction Price
|
|
|
|
$
|
434,019
|
|
|
|
|
|
|
|
(1) Constant default rates for the next six months.
(2) Constant default rates following the next six months.
(3) The cash flows utilized in the discounted cash flow calculations assume liquidation of (a) certain distressed investments and (b) all investments currently in default held by the issuing CLO at their current market prices, and redeployment of proceeds at the issuing CLO's assumed reinvestment rate.
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value at December 31, 2020
|
|
Valuation technique
|
|
Unobservable inputs
|
|
Range
(Weighted average)
|
Debt investments:
|
|
|
|
|
|
|
|
Senior secured
|
$
|
256,042
|
|
|
Discounted cash flow
|
|
Discount rates
|
|
6.30% - 24.43% (10.18%)
|
Senior secured
|
12,668
|
|
|
Market approach
|
|
EBITDA multiples
|
|
8.50x - 8.50x (8.50x)
|
Senior secured
|
9,257
|
|
|
Market approach
|
|
Revenue multiples
|
|
0.86x - 0.86x (0.86x)
|
Senior secured
|
6,111
|
|
|
Market approach
|
|
Transaction Price
|
|
|
Subordinated
|
7,822
|
|
|
Discounted cash flow
|
|
Discount rates
|
|
17.83% - 17.83% (17.83%)
|
Subordinated
|
6,794
|
|
|
Market approach
|
|
EBITDA multiples
|
|
7.05x - 9.10x (7.78x)
|
Subordinated
|
451
|
|
|
Market approach
|
|
Revenue multiples
|
|
0.10x - 0.20x (0.18x)
|
|
|
|
|
|
|
|
|
Structured Finance Notes:
|
|
|
|
|
|
|
|
Subordinated notes(1)
|
54,724
|
|
|
Discounted cash flow
|
|
Discount rates
|
|
15.00% - 19.50% (17.79%)
|
|
|
|
|
|
Constant default rate
|
|
0.00% - 2.00% (1.63%)
|
|
|
|
|
|
Constant default rate after 6 months
|
|
2.00% - 2.00% (2.00%)
|
|
|
|
|
|
Recovery rate
|
|
60.00% - 60.00% (60.00%)
|
|
|
|
|
|
|
|
|
Mezzanine debt
|
1,701
|
|
|
Discounted cash flow
|
|
Discount Margin
|
|
7.25% - 9.45% (8.58%)
|
|
|
|
|
|
Constant default rate
|
|
0.00% - 2.00% (1.01%)
|
|
|
|
|
|
Constant default rate after 9 months
|
|
2.00% - 3.00% (2.49%)
|
|
|
|
|
|
Recovery rate
|
|
60.00% - 60.00% (60.00%)
|
|
|
|
|
|
|
|
|
Equity investments:
|
|
|
|
|
|
|
|
Preferred equity
|
10,395
|
|
|
Market approach
|
|
EBITDA multiples
|
|
4.73x - 8.50x (7.37x)
|
Preferred equity
|
1,148
|
|
|
Market approach
|
|
Revenue multiples
|
|
0.20x - 1.56x (0.96x)
|
|
|
|
|
|
|
|
|
Common equity and warrants
|
52,969
|
|
|
Market approach
|
|
EBITDA multiples
|
|
3.75x - 11.50x (8.10x)
|
Common equity and warrants
|
15
|
|
|
Market approach
|
|
Revenue multiples
|
|
0.20x - 1.56x (0.47x)
|
|
|
|
|
|
|
|
|
|
$
|
420,097
|
|
|
|
|
|
|
|
(1) The cash flows utilized in the discounted cash flow calculations assume liquidation at current market prices and redeployment of proceeds on all assets currently in default and all assets below specified fair value thresholds.
Averages in the preceding two tables were weighted by the fair value of the related instruments.
Changes in market credit spreads or events impacting the credit quality of the underlying portfolio company (both of which could impact the discount rate), as well as changes in EBITDA and/or EBITDA multiples, among other things, could have a significant impact on fair values, with the fair value of a particular debt investment susceptible to change in inverse relation to the changes in the discount rate. Changes in EBITDA and/or EBITDA multiples, as well as changes in the discount rate, could have a significant impact on fair values, with the fair value of an equity investment susceptible to change in tandem with the changes in EBITDA and/or EBITDA multiples, and in inverse relation to changes in the discount rate. Due to the wide range of valuation techniques and the degree of subjectivity used in making the estimates, comparisons between the Company’s disclosures and those of other companies may not be meaningful.
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
The following tables present changes in investments measured at fair value using Level 3 inputs for the nine months ended September 30, 2021 and September 30, 2020.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30, 2021
|
|
Senior
Secured Debt
Investments
|
|
Subordinated
Debt
Investments
|
|
Preferred Equity
|
|
Common Equity, Warrants and Other
|
|
Structured Finance Notes
|
|
Total
|
Level 3 assets, January 1, 2021
|
$
|
284,078
|
|
|
$
|
15,067
|
|
|
$
|
11,543
|
|
|
$
|
52,984
|
|
|
$
|
56,425
|
|
|
$
|
420,097
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gain (loss) on investments
|
(321)
|
|
|
(7,548)
|
|
|
(1,956)
|
|
|
1,427
|
|
|
—
|
|
|
(8,398)
|
|
Net unrealized appreciation on investments
|
3,463
|
|
|
9,750
|
|
|
3,235
|
|
|
23,006
|
|
|
344
|
|
|
39,798
|
|
Amortization of Net Loan Fees
|
1,403
|
|
|
70
|
|
|
—
|
|
|
—
|
|
|
60
|
|
|
1,533
|
|
Accretion of interest income on Structured Finance Notes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,315
|
|
|
7,315
|
|
Capitalized PIK interest and dividends
|
849
|
|
|
398
|
|
|
143
|
|
|
—
|
|
|
—
|
|
|
1,390
|
|
Amendment fees
|
(97)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(97)
|
|
Purchase and origination of portfolio investments
|
76,727
|
|
|
—
|
|
|
—
|
|
|
200
|
|
|
30,550
|
|
|
107,477
|
|
Proceeds from principal payments on portfolio investments
|
(100,694)
|
|
|
(121)
|
|
|
—
|
|
|
—
|
|
|
(8,600)
|
|
|
(109,415)
|
|
Sale and redemption of portfolio investments
|
(8,863)
|
|
|
(91)
|
|
|
(3,160)
|
|
|
(3,241)
|
|
|
—
|
|
|
(15,355)
|
|
Proceeds from distributions received from portfolio investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9,468)
|
|
|
(9,468)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transfers out of Level 3
|
(858)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(858)
|
|
Level 3 assets, September 30, 2021
|
$
|
255,687
|
|
|
$
|
17,525
|
|
|
$
|
9,805
|
|
|
$
|
74,376
|
|
|
$
|
76,626
|
|
|
$
|
434,019
|
|
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30, 2020
|
|
Senior
Secured Debt
Investments
|
|
Subordinated
Debt
Investments
|
|
Preferred Equity
|
|
Common Equity, Warrants and Other
|
|
Structured Finance Notes
|
|
Total
|
Level 3 assets, January 1, 2020
|
$
|
334,059
|
|
|
$
|
43,090
|
|
|
$
|
17,729
|
|
|
$
|
25,777
|
|
|
$
|
21,610
|
|
|
$
|
442,265
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gain (loss) on investments
|
(9,396)
|
|
|
—
|
|
|
51
|
|
|
(497)
|
|
|
—
|
|
|
(9,842)
|
|
Net unrealized appreciation (depreciation) on investments
|
(5,039)
|
|
|
(11,895)
|
|
|
(2,808)
|
|
|
17,320
|
|
|
(2,211)
|
|
|
(4,633)
|
|
Amortization of Net Loan Fees
|
854
|
|
|
16
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
870
|
|
Accretion of interest income on structured-finance notes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,141
|
|
|
4,141
|
|
Capitalized PIK interest and dividends
|
859
|
|
|
375
|
|
|
388
|
|
|
—
|
|
|
—
|
|
|
1,622
|
|
Amendment fees
|
(9)
|
|
|
(22)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(31)
|
|
Purchase and origination of portfolio investments
|
57,261
|
|
|
—
|
|
|
160
|
|
|
95
|
|
|
13,605
|
|
|
71,121
|
|
Proceeds from principal payments on portfolio investments
|
(54,157)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(54,157)
|
|
Sale and redemption of portfolio investments
|
(9,717)
|
|
|
—
|
|
|
(3,645)
|
|
|
—
|
|
|
—
|
|
|
(13,362)
|
|
Proceeds from distributions received from portfolio investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,614)
|
|
|
(4,614)
|
|
Conversion from debt investment to equity investment (Note 4)
|
(703)
|
|
|
—
|
|
|
—
|
|
|
703
|
|
|
—
|
|
|
—
|
|
Transfers out of Level 3
|
(599)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(599)
|
|
Level 3 assets, September 30, 2020
|
$
|
313,413
|
|
|
$
|
31,564
|
|
|
$
|
11,875
|
|
|
$
|
43,398
|
|
|
$
|
32,531
|
|
|
$
|
432,781
|
|
The net unrealized appreciation (depreciation) reported in the Company’s consolidated statements of operations for the nine months ended September 30, 2021 and 2020, attributable to the Company’s assets still held at those respective period ends was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30,
|
|
2021
|
|
2020
|
Senior secured debt investments
|
$
|
2,431
|
|
|
$
|
(15,145)
|
|
Subordinated debt investments
|
2,216
|
|
|
(11,899)
|
|
Preferred equity
|
609
|
|
|
(2,801)
|
|
Common equity, warrants and other
|
24,612
|
|
|
18,310
|
|
Structured Finance Notes
|
356
|
|
|
(2,212)
|
|
Net unrealized appreciation (depreciation) on investments held
|
$
|
30,224
|
|
|
$
|
(13,747)
|
|
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
Other Financial Assets and Liabilities
The Company provides disclosure of the fair value of financial instruments for which it is practical to estimate such value. The Company believes that the carrying amounts of its other financial instruments such as cash, receivables and payables approximate the fair value of such items due to the short maturity of such instruments. The PWB Credit Facility and BNP Facility are variable rate instruments and fair value is approximately book value.
The following table sets forth carrying values and fair values of the Company’s debt as of September 30, 2021 and December 31, 2020:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of September 30, 2021
|
|
As of December 31, 2020
|
Description
|
Carrying Value
|
|
Fair Value
|
|
Carrying Value
|
|
Fair Value
|
PWB Credit Facility
|
$
|
750
|
|
|
$
|
750
|
|
|
$
|
600
|
|
|
$
|
600
|
|
BNP Facility
|
45,150
|
|
|
45,150
|
|
|
31,450
|
|
|
31,450
|
|
Unsecured Notes Due September 2023
|
24,350
|
|
|
25,308
|
|
|
24,106
|
|
|
25,100
|
|
Unsecured Notes Due April 2025
|
—
|
|
|
—
|
|
|
48,891
|
|
|
48,800
|
|
Unsecured Notes Due October 2025
|
—
|
|
|
—
|
|
|
47,339
|
|
|
47,069
|
|
Unsecured Notes Due February 2026
|
121,595
|
|
|
123,692
|
|
|
—
|
|
|
—
|
|
Unsecured Notes Due October 2026
|
52,837
|
|
|
54,868
|
|
|
52,617
|
|
|
51,066
|
|
SBA-guaranteed debentures
|
69,321
|
|
|
73,248
|
|
|
104,182
|
|
|
116,172
|
|
Total debt, at fair value
|
$
|
314,003
|
|
|
$
|
323,016
|
|
|
$
|
309,185
|
|
|
$
|
320,257
|
|
The following tables present the fair value measurements of the Company's debt and indicate the fair value hierarchy of the significant unobservable inputs utilized by the Company to determine such fair values as of September 30, 2021 and December 31, 2020:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2021
|
Description
|
Level 1
|
|
Level 2
|
|
Level 3 (1)
|
|
Total
|
PWB Credit Facility
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
750
|
|
|
$
|
750
|
|
BNP Facility
|
—
|
|
|
—
|
|
|
45,150
|
|
|
45,150
|
|
Unsecured Notes Due September 2023
|
25,308
|
|
|
—
|
|
|
—
|
|
|
25,308
|
|
Unsecured Notes Due February 2026
|
—
|
|
|
—
|
|
|
123,692
|
|
|
123,692
|
|
Unsecured Notes Due October 2026
|
54,868
|
|
|
—
|
|
|
—
|
|
|
54,868
|
|
SBA-guaranteed debentures
|
—
|
|
|
—
|
|
|
73,248
|
|
|
73,248
|
|
Total debt, at fair value
|
$
|
80,176
|
|
|
$
|
—
|
|
|
$
|
242,840
|
|
|
$
|
323,016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2020
|
Description
|
Level 1
|
|
Level 2
|
|
Level 3 (1)
|
|
Total
|
PWB Credit Facility
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
600
|
|
|
$
|
600
|
|
BNP Facility
|
—
|
|
|
—
|
|
|
31,450
|
|
|
31,450
|
|
Unsecured Notes Due September 2023
|
25,100
|
|
|
—
|
|
|
—
|
|
|
25,100
|
|
Unsecured Notes Due April 2025
|
48,800
|
|
|
—
|
|
|
—
|
|
|
48,800
|
|
Unsecured Notes Due October 2025
|
47,069
|
|
|
—
|
|
|
—
|
|
|
47,069
|
|
Unsecured Notes Due October 2026
|
51,066
|
|
|
—
|
|
|
—
|
|
|
51,066
|
|
SBA-guaranteed debentures
|
—
|
|
|
—
|
|
|
116,172
|
|
|
116,172
|
|
Total debt, at fair value
|
$
|
172,035
|
|
|
$
|
—
|
|
|
$
|
148,222
|
|
|
$
|
320,257
|
|
(1) For Level 3 measurements, fair value is estimated by discounting remaining payments at current market rates for similar instruments at the measurement date and considering such factors as the legal maturity date.
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
Note 6. Commitments and Contingencies
The Company has the following unfunded commitments to portfolio companies as of September 30, 2021:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Name of Portfolio Company
|
|
Investment Type
|
|
Commitment
|
A&A Transfer, LLC
|
|
Senior Secured Loan (Revolver)
|
|
$
|
2,136
|
|
Allen Media, LLC
|
|
Senior Secured Loan (Delayed Draw)
|
|
432
|
|
Baymark Health Services, Inc.
|
|
Senior Secured Loan (Delayed Draw)
|
|
2,481
|
|
Convergint Technologies
|
|
Senior Secured Loan (Delayed Draw)
|
|
32
|
|
Dessert Holdings
|
|
Senior Secured Loan (Delayed Draw)
|
|
208
|
|
I&I Sales Group, LLC
|
|
Senior Secured Loan (Revolver)
|
|
156
|
|
Inergex Holdings, LLC
|
|
Senior Secured Loan (Revolver)
|
|
2,813
|
|
Resource Label Group, LLC
|
|
Senior Secured Loan (Delayed Draw)
|
|
451
|
|
RSA Security
|
|
Senior Secured Loan (Delayed Draw)
|
|
1,184
|
|
RumbleOn, Inc.
|
|
Senior Secured Loan (Delayed Draw)
|
|
1,800
|
|
SourceHOV Tax, Inc.
|
|
Senior Secured Loan (Revolver)
|
|
1,196
|
|
SSJA Bariatric Management LLC
|
|
Senior Secured Loan (Revolver)
|
|
667
|
|
|
|
|
|
$
|
13,556
|
|
From time to time, the Company is involved in legal proceedings in the normal course of its business. Although the outcome of such litigation cannot be predicted with any certainty, management is of the opinion, based on the advice of legal counsel, that final disposition of any litigation should not have a material adverse effect on the financial position of the Company as of September 30, 2021.
Additionally, the Company is subject to periodic inspection by regulators to assess compliance with applicable BDC regulations and SBIC I LP is subject to periodic inspections by the SBA.
In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties that provide for general indemnification. The Company’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Company that have not yet occurred. The Company believes the risk of any material obligation under these indemnifications to be low.
Note 7. Borrowings
SBA Debentures: The SBA debentures issued by SBIC I LP and other SBA regulations generally restrict assets held by SBIC I LP. On a stand-alone basis, SBIC I LP held $203,302 and $223,795 in assets at September 30, 2021 and December 31, 2020, respectively, which accounted for approximately 38% and 46% of the Company’s total consolidated assets, respectively. These assets cannot be pledged under any debt obligation of the Company. As of September 30, 2021, SBIC I LP had outstanding debentures totaling $69,920.
BNP Facility: Under the BNP Facility maturing on June 20, 2024, OFSCC-FS has up to $150,000 of available credit, subject to borrowing base requirements, of which $45,150 was drawn as of September 30, 2021. The effective interest rate on the BNP Facility was 3.53% at September 30, 2021. The unused commitment under the BNP Facility was $104,850 as of September 30, 2021.
PWB Credit Facility: Under its PWB Credit Facility maturing February 28, 2023, the Company has up to $25,000 of available credit, subject to borrowing base requirements, of which $750 was drawn as of September 30, 2021. The effective interest rate on the PWB Credit Facility was 5.02% at September 30, 2021. As of September 30, 2021 the unused commitment under the PWB Credit Facility was $24,250.
On February 17, 2021, the Company amended the BLA to among other things: (i) increase the maximum amount available from $20,000 to $25,000; (ii) decrease the interest rate floor from 5.25% per annum to 5.00% per annum; (iii) modify certain financial performance covenants; and (iv) extend the maturity date from February 28, 2021 to February 28, 2023.
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
Unsecured Notes: As of September 30, 2021, the Company had outstanding Unsecured Notes with an aggregate outstanding principal of $204,325. The weighted average effective interest rate on the Unsecured Notes was 5.93% at September 30, 2021.
The Unsecured Notes are direct unsecured obligations and rank equal in right of payment with all current and future unsecured indebtedness of the Company. Because the Unsecured Notes are not secured by any of the Company's assets, they are effectively subordinated to all existing and future secured unsubordinated indebtedness (or any indebtedness that is initially unsecured as to which the Company subsequently grants a security interest), to the extent of the value of the assets securing such indebtedness, including, without limitation, borrowings under the PWB Credit Facility.
Interest expense for the three and nine months ended September 30, 2021 and 2020 on the Company's outstanding borrowings is presented below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
|
2021
|
|
2020
|
|
2021
|
|
2020
|
SBA Debentures
|
$
|
688
|
|
|
$
|
1,068
|
|
|
$
|
2,283
|
|
|
$
|
3,406
|
|
PWB Credit Facility
|
33
|
|
|
285
|
|
|
86
|
|
|
1,276
|
|
Unsecured Notes(*)
|
3,029
|
|
|
2,662
|
|
|
9,555
|
|
|
7,867
|
|
BNP Facility
|
484
|
|
|
433
|
|
|
1,376
|
|
|
1,752
|
|
Total interest expense
|
$
|
4,234
|
|
|
$
|
4,448
|
|
|
$
|
13,300
|
|
|
$
|
14,301
|
|
|
|
|
|
|
|
|
|
Average dollar borrowings
|
$
|
320,187
|
|
|
$
|
332,733
|
|
|
$
|
335,979
|
|
|
$
|
354,078
|
|
Weighted average interest rate
|
5.30
|
%
|
|
5.36
|
%
|
|
5.29
|
%
|
|
5.36
|
%
|
Interest expense includes the stated interest on the outstanding balance, commitment fees on undrawn amounts, and the amortization of deferred financing costs.
*See Note 11 for changes to the Unsecured Notes subsequent to September 30, 2021.
The following table shows the scheduled maturities of the principal balances of the Company's outstanding borrowings as of September 30, 2021:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Payments due by period
|
|
|
Total
|
|
Less than
year
|
|
1-3 years (1)
|
|
4-5 years (1)
|
|
After 5
years (1)
|
PWB Credit Facility
|
|
$
|
750
|
|
|
$
|
—
|
|
|
$
|
750
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Unsecured Notes (2)
|
|
204,325
|
|
|
—
|
|
|
25,000
|
|
|
125,000
|
|
|
54,325
|
|
SBA Debentures
|
|
69,920
|
|
|
—
|
|
|
—
|
|
|
69,920
|
|
|
—
|
|
BNP Facility
|
|
45,150
|
|
|
—
|
|
|
45,150
|
|
|
—
|
|
|
—
|
|
Total
|
|
$
|
320,145
|
|
|
$
|
—
|
|
|
$
|
70,900
|
|
|
$
|
194,920
|
|
|
$
|
54,325
|
|
(1)The SBA debentures are scheduled to mature between March 2025 and September 2025. The Unsecured Notes are scheduled to mature between September 2023 and October 2026.
(2)On October 1, 2021, the Company caused notices to be issued to the holders of the Unsecured Notes Due September 2023 regarding the exercise of its option to redeem on November 1, 2021 all of the issued and outstanding Unsecured Notes Due September 2023. On October 22, 2021, the Company caused notices to be issued to the holders of the Unsecured Notes Due October 2026 regarding the exercise of its option to redeem on November 22, 2021 all of the issued and outstanding Unsecured Notes Due October 2026. On October 28, 2021 and November 1, 2021, the Company closed the public offering of the Unsecured Notes Due October 2028, which included a full exercise of the underwriters overallotment option. The total net proceeds to the Company, after deducting underwriting discounts of $1,719 and estimated offering expenses, plus reimbursements, was approximately $53,544. The Unsecured Notes Due October 2028 will mature on October 31, 2028.
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
Note 8. Financial Highlights
The following is a schedule of financial highlights for the three and nine months ended September 30, 2021 and 2020:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended
September 30,
|
|
2021
|
|
2020
|
|
2021
|
|
2020
|
Per share operating performance:
|
|
|
|
|
|
|
|
Net asset value per share at beginning of period
|
$
|
13.42
|
|
|
$
|
10.10
|
|
|
$
|
11.85
|
|
|
$
|
12.46
|
|
Net investment income (4)
|
0.24
|
|
|
0.20
|
|
|
0.67
|
|
|
0.69
|
|
Net realized loss on non-control/non-affiliate investments (4)
|
—
|
|
|
—
|
|
|
(0.80)
|
|
|
(0.74)
|
|
Net realized gain on affiliate investments (4)
|
0.24
|
|
|
—
|
|
|
0.24
|
|
|
—
|
|
Net unrealized appreciation (depreciation) on non-control/non-affiliate investments, net of taxes (4)
|
0.13
|
|
|
0.35
|
|
|
1.57
|
|
|
(0.82)
|
|
Net unrealized appreciation on affiliate investments (4)
|
0.32
|
|
|
0.75
|
|
|
1.32
|
|
|
0.47
|
|
Net unrealized appreciation (depreciation) on control investment (4)
|
0.07
|
|
|
0.04
|
|
|
0.16
|
|
|
(0.07)
|
|
Loss on extinguishment of debt (4)
|
(0.02)
|
|
|
(0.01)
|
|
|
(0.19)
|
|
|
(0.03)
|
|
Loss on impairment of goodwill (4)
|
—
|
|
|
(0.08)
|
|
|
—
|
|
|
(0.08)
|
|
Total from operations
|
0.98
|
|
|
1.25
|
|
|
2.97
|
|
|
(0.58)
|
|
Distributions
|
(0.24)
|
|
|
(0.17)
|
|
|
(0.66)
|
|
|
(0.68)
|
|
Issuance of common stock (10)
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.02)
|
|
Net asset value per share at end of period
|
$
|
14.16
|
|
|
$
|
11.18
|
|
|
$
|
14.16
|
|
|
$
|
11.18
|
|
|
|
|
|
|
|
|
|
Per share market value, end of period
|
$
|
10.36
|
|
|
$
|
4.71
|
|
|
$
|
10.36
|
|
|
$
|
4.71
|
|
Total return based on market value (1)(9)
|
6.4
|
%
|
|
8.0
|
%
|
|
55.0
|
%
|
|
(50.9)
|
%
|
Total return based on net asset value (2)(9)
|
8.0
|
%
|
|
14.7
|
%
|
|
27.8
|
%
|
|
4.5
|
%
|
Shares outstanding at end of period
|
13,418,973
|
|
|
13,406,402
|
|
|
13,418,973
|
|
|
13,406,402
|
|
Weighted average shares outstanding
|
13,415,276
|
|
|
13,399,767
|
|
|
13,412,125
|
|
|
13,389,830
|
|
Ratio/Supplemental Data (in thousands except ratios)
|
|
|
|
|
|
|
|
Average net asset value (3)
|
$
|
184,985
|
|
|
$
|
142,655
|
|
|
$
|
172,349
|
|
|
$
|
145,480
|
|
Net asset value at end of period
|
$
|
189,977
|
|
|
$
|
149,912
|
|
|
$
|
189,977
|
|
|
$
|
149,912
|
|
Net investment income
|
$
|
3,235
|
|
|
$
|
2,712
|
|
|
$
|
9,020
|
|
|
$
|
9,291
|
|
Ratio of total expenses, net to average net assets (5)(7)
|
15.9
|
%
|
|
21.8
|
%
|
|
18.2
|
%
|
|
23.0
|
%
|
Ratio of total expenses and loss on extinguishment of debt to average net assets(5)(11)
|
16.0
|
%
|
|
22.7
|
%
|
|
19.6
|
%
|
|
23.9
|
%
|
Ratio of net investment income to average net assets (5)(8)
|
7.0
|
%
|
|
7.6
|
%
|
|
7.0
|
%
|
|
8.5
|
%
|
Ratio of goodwill impairment loss to average net assets(9)
|
—
|
%
|
|
0.8
|
%
|
|
—
|
%
|
|
0.7
|
%
|
Ratio of loss on extinguishment of debt to average net assets(9)
|
0.1
|
%
|
|
0.1
|
%
|
|
1.5
|
%
|
|
0.2
|
%
|
Portfolio turnover (6)
|
6.9
|
%
|
|
1.6
|
%
|
|
31.8
|
%
|
|
17.3
|
%
|
(1)Calculated as ending market value less beginning market value, adjusted for distributions reinvested at prices based on the Company’s dividend reinvestment plan for the respective distributions.
(2)Calculated as ending net asset value less beginning net asset value, adjusted for distributions reinvested at the Company’s dividend reinvestment plan for the respective distributions.
(3)Based on the average of the net asset value at the beginning and end of the indicated period and if applicable the preceding calendar quarters.
(4)Calculated on the average share method.
(5)Annualized.
(6)Portfolio turnover rate is calculated using the lesser of period-to-date sales, Structured Finance Note distributions and principal payments or period-to-date purchases over the average of the invested assets at fair value.
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
(7)Ratio of total expenses before incentive fee waiver to average net assets was 23.4% for the nine months ended September 30, 2020.
(8)Ratio of net investment income before incentive fee waiver to average net assets was 8.1% for the nine months ended September 30, 2020.
(9)Not annualized.
(10)Common stock issued through DRIP.
(11)Ratio of total expenses and loss on extinguishment of debt before incentive fee waiver to average net assets was 35.3% for the nine months ended September 30, 2020.
Note 9. Capital Transactions
Distributions: The Company intends to distribute to stockholders, on a quarterly basis, substantially all of its net investment income. In addition, although the Company intends to distribute at least annually net realized capital gains, net of taxes if any, out of assets legally available for such distribution, the Company may also retain such capital gains for investment through a deemed distribution.
The Company may be limited in its ability to make distributions due to the BDC asset coverage requirements of the 1940 Act. The Company’s ability to make distributions may be affected by SBIC I LP’s distributions to the Company, which are governed by SBA regulations and currently require the prior approval of the SBA. In addition, distributions from OFSCC-FS to the Company are restricted by the terms and conditions of the BNP Facility. Net assets of SBIC I LP were $133,727, and consolidated cash at September 30, 2021 includes $3,883 held by SBIC I LP, of which $16,459 was available for distribution to the Company with the prior consent of the SBA. Net Assets of OFSCC-FS were $89,558, and consolidated cash at September 30, 2021 includes $1,532 held by OFSCC-FS, of which $-0- was available for distribution to the Company.
The following table summarizes distributions declared and paid for the nine months ended September 30, 2021 and 2020:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Date Declared
|
|
Record Date
|
|
Payment Date
|
|
Amount
Per Share
|
|
Cash
Distribution
|
|
DRIP Shares
Issued
|
|
DRIP Shares
Value
|
Nine Months Ended September 30, 2020
|
|
|
|
|
|
|
|
|
|
|
March 11, 2020
|
|
March 24, 2020
|
|
March 31, 2020
|
|
$
|
0.34
|
|
|
$
|
4,484
|
|
|
15,693
|
|
|
$
|
64
|
|
May 4, 2020
|
|
June 23, 2020
|
|
June 30, 2020
|
|
0.17
|
|
|
2,244
|
|
|
7,165
|
|
|
32
|
|
July 28, 2020
|
|
September 23, 2020
|
|
September 30, 2020
|
|
0.17
|
|
|
2,246
|
|
|
6,708
|
|
|
32
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
0.68
|
|
|
$
|
8,974
|
|
|
$
|
29,566
|
|
|
$
|
128
|
|
Nine Months Ended September 30, 2021
|
|
|
|
|
|
|
|
|
|
|
March 2, 2021
|
|
March 24, 2021
|
|
March 31, 2021
|
|
$
|
0.20
|
|
|
$
|
2,655
|
|
|
3,103
|
|
|
$
|
27
|
|
May 11, 2021
|
|
June 23, 2021
|
|
June 30, 2021
|
|
0.22
|
|
|
2,918
|
|
|
3,273
|
|
|
33
|
|
August 3, 2021
|
|
September 23, 2021
|
|
September 30, 2021
|
|
0.24
|
|
|
3,181
|
|
|
3,738
|
|
|
39
|
|
|
|
|
|
|
|
$
|
0.66
|
|
|
$
|
8,754
|
|
|
$
|
10,114
|
|
|
$
|
99
|
|
Distributions in excess of the Company’s current and accumulated ICTI would be treated first as a return of capital to the extent of the stockholder’s adjusted tax basis, and any remaining distributions would be treated as a capital gain. The determination of the tax attributes of the Company’s distributions is made annually as of the end of its fiscal year based upon its ICTI for the full year and distributions paid for the full year. Therefore, a determination made on a quarterly basis may not be representative of the actual tax attributes of the Company’s distributions for a full year. Each year, a statement on Form 1099-DIV identifying the tax character of distributions is mailed to the Company’s stockholders.
Stock repurchase program:
The Company maintains a Stock Repurchase Program under which the Company may acquire up to $10.0 million of its outstanding common stock. On May 4, 2020, the Board extended the Stock Repurchase Program for an additional two-year period ending May 22, 2022, or until the approved dollar amount has been used to repurchase shares.
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
The following table summarizes shares of common stock repurchased under the Stock Repurchase Program during the nine months ended September 30, 2021 and 2020, respectively.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Period
|
|
Total Number
of Shares Purchased
|
|
Cost of Shares Purchased
|
|
Average Price Paid Per Share
|
Nine Months Ended September 30, 2020
|
|
|
|
|
|
|
January 1, 2020 through March 31, 2020
|
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
April 1, 2020 through June 30, 2020
|
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
July 1, 2020 through September 30, 2020
|
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30, 2021
|
|
|
|
|
|
|
January 1, 2021 through March 31, 2021
|
|
700
|
|
|
$
|
5
|
|
|
$
|
6.70
|
|
April 1, 2021 through June 30, 2021
|
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
July 1, 2021 through September 30, 2021
|
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
Note 10. Consolidated Schedule of Investments In and Advances To Affiliates
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Month Period Ended September 30, 2021
|
|
|
|
|
|
|
|
|
Name of Portfolio Company
|
|
Investment Type (1)
|
|
Net Realized Gain (Loss)
|
|
Net change in unrealized appreciation/(depreciation)
|
|
Interest & PIK Interest
|
|
Dividends
|
|
Fees
|
|
Total Income (2)
|
|
December 31, 2020, Fair Value
|
|
Gross
Additions (3)
|
|
Gross
Reductions (4)
|
|
September 30, 2021, Fair Value (5)
|
Control Investment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MTE Holding Corp.
|
|
Subordinated Loan
|
|
$
|
—
|
|
|
$
|
20
|
|
|
$
|
964
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
964
|
|
|
$
|
7,822
|
|
|
$
|
321
|
|
|
$
|
(52)
|
|
|
$
|
8,091
|
|
|
|
Common Equity
|
|
—
|
|
|
2,064
|
|
|
—
|
|
|
136
|
|
|
—
|
|
|
136
|
|
|
2,990
|
|
|
2,064
|
|
|
—
|
|
|
5,054
|
|
|
|
|
|
—
|
|
|
2,084
|
|
|
964
|
|
|
136
|
|
|
—
|
|
|
1,100
|
|
|
10,812
|
|
|
2,385
|
|
|
(52)
|
|
|
13,145
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Control Investment
|
|
|
|
—
|
|
|
2,084
|
|
|
964
|
|
|
136
|
|
|
—
|
|
|
1,100
|
|
|
10,812
|
|
|
2,385
|
|
|
(52)
|
|
|
13,145
|
|
Affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3rd Rock Gaming Holdings, LLC
|
|
Senior Secured Loan
|
|
—
|
|
|
(20)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,258
|
|
|
160
|
|
|
(2,417)
|
|
|
7,001
|
|
|
|
Common Equity (6)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
—
|
|
|
(20)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,258
|
|
|
160
|
|
|
(2,417)
|
|
|
7,001
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Chemical Resources Holdings, Inc.
|
|
Senior Secured Loan
|
|
—
|
|
|
(114)
|
|
|
858
|
|
|
—
|
|
|
201
|
|
|
1,059
|
|
|
13,744
|
|
|
114
|
|
|
(13,858)
|
|
|
—
|
|
|
|
Common Equity (6)
|
|
1,741
|
|
|
(1,606)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,420
|
|
|
1,427
|
|
|
(4,847)
|
|
|
—
|
|
|
|
|
|
1,741
|
|
|
(1,720)
|
|
|
858
|
|
|
—
|
|
|
201
|
|
|
1,059
|
|
|
17,164
|
|
|
1,541
|
|
|
(18,705)
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contract Datascan Holdings, Inc.
|
|
Preferred Equity (7)
|
|
—
|
|
|
582
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,690
|
|
|
582
|
|
|
—
|
|
|
3,272
|
|
|
|
Common Equity (6)
|
|
—
|
|
|
33
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
46
|
|
|
33
|
|
|
—
|
|
|
79
|
|
|
|
|
|
—
|
|
|
615
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,736
|
|
|
615
|
|
|
—
|
|
|
3,351
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DRS Imaging Services, LLC
|
|
Common Equity (6)
|
|
—
|
|
|
(250)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,749
|
|
|
—
|
|
|
(250)
|
|
|
1,499
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Master Cutlery, LLC
|
|
Subordinated Loan (6)
|
|
—
|
|
|
467
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
346
|
|
|
856
|
|
|
(457)
|
|
|
745
|
|
|
|
Preferred Equity (6)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
Common Equity (6)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
—
|
|
|
467
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
346
|
|
|
856
|
|
|
(457)
|
|
|
745
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NeoSystems Corp.
|
|
Preferred Equity (7)
|
|
1,505
|
|
|
(371)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,250
|
|
|
1,281
|
|
|
(3,531)
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pfanstiehl Holdings, Inc
|
|
Common Equity
|
|
—
|
|
|
19,381
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
36,221
|
|
|
19,381
|
|
|
—
|
|
|
55,602
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Nine Month Period Ended September 30, 2021
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Name of Portfolio Company
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Investment Type (1)
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Net Realized Gain (Loss)
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Net change in unrealized appreciation/(depreciation)
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Interest & PIK Interest
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Dividends
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Fees
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Total Income (2)
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December 31, 2020, Fair Value
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Gross
Additions (3)
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Gross
Reductions (4)
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September 30, 2021, Fair Value (5)
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Professional Pipe Holdings, LLC
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Senior Secured Loan
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$
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—
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$
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144
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$
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522
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$
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—
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$
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—
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$
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522
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$
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6,086
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$
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303
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$
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(1,509)
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$
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4,880
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Common Equity (6)
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—
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132
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—
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—
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—
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—
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1,208
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132
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—
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1,340
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—
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276
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522
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—
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—
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522
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7,294
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435
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(1,509)
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6,220
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TalentSmart Holdings, LLC
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Common Equity (6)
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—
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15
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—
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—
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—
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—
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1,306
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15
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—
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1,321
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TRS Services, Inc.
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Preferred Equity (6)
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—
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127
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—
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—
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—
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—
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915
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127
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1,042
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Common Equity (6)
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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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—
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—
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|
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—
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—
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127
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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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915
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|
127
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—
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1,042
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TTG Healthcare, LLC
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Senior Secured Loan
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—
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(248)
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1,271
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|
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—
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161
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1,432
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19,530
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11
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(398)
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19,143
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Preferred Equity (6)
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—
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(541)
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—
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—
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—
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—
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4,077
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—
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(541)
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3,536
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—
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(789)
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1,271
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—
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|
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161
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1,432
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23,607
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11
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(939)
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22,679
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Total Affiliate Investments
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3,246
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17,731
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2,651
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—
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362
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3,013
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102,846
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24,422
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(27,808)
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99,460
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Total Control and Affiliate Investments
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$
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3,246
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$
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19,815
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$
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3,615
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|
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$
|
136
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|
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$
|
362
|
|
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$
|
4,113
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|
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$
|
113,658
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|
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$
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26,807
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$
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(27,860)
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$
|
112,605
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(1)Principal balance, interest rate and maturity of debt investments, and ownership detail for equity investments are presented in the consolidated schedule of investments. The Company's investments are generally classified as "restricted securities" as such term is defined under Regulation S-X Rule 6-03(f) or Securities Act Rule 144.
(2)Represents the total amount of interest, fees or dividends included in income for the nine months ended September 30, 2021, during which an investment was included in the Control Investment or Affiliate Investment categories.
(3)Gross additions include increases in cost basis of investments resulting from a new portfolio investment, PIK interest, fees and dividends; accretion of OID, and net increases in unrealized appreciation or decreases in net depreciation.
(4)Gross reductions include decreases in the cost basis of investments resulting from principal repayments and sales, if any, and net decreases in net unrealized appreciation or net increases in net depreciation.
(5)Fair value was determined using significant unobservable inputs. See Note 5 for further details.
(6)Non-income producing.
(7)Dividends credited to income include dividends contractually earned but not declared.
OFS Capital Corporation and Subsidiaries
Notes to Consolidated Financial Statements
(Dollar amounts in thousands, except per share data)
Note 11. Subsequent Events
On October 1, 2021, the Company caused notices to be issued to the holders of the Unsecured Notes Due September 2023 regarding the exercise of its option to redeem on November 1, 2021 all of the issued and outstanding Unsecured Notes Due September 2023. The Unsecured Notes Due September 2023 were redeemed at 100% of their principal amount ($25 per Note), plus the accrued and unpaid interest through October 31, 2021. The total amount of the redemption, plus accrued interest, is $25,004.
On October 22, 2021, the Company caused notices to be issued to the holders of the Unsecured Notes Due October 2026 regarding the exercise of its option to redeem on November 22, 2021 all of the issued and outstanding Unsecured Notes Due October 2026. The Unsecured Notes Due October 2026 will be redeemed at 100% of their principal amount ($25 per Note), plus the accrued and unpaid interest thereon from October 31, 2021 through, but excluding, November 22, 2021. The total amount of the redemption, plus accrued interest, is $54,523.
On October 28, 2021 and November 1, 2021, the Company closed the public offering of the Unsecured Notes Due October 2028, which included a full exercise of the underwriters overallotment option. The total net proceeds to the Company, after deducting underwriting discounts of $1,719 and estimated offering expenses, plus reimbursements, was approximately $53,544. The Unsecured Notes Due October 2028 will mature on October 31, 2028 and bear an effective interest rate, including amortization of deferred debt issuance costs, of 5.34%. The Unsecured Notes Due October 2028 may be redeemed in whole or in part at any time or from time to time at the Company’s option on or after October 31, 2023 at the redemption price of 100% of the aggregate principal amount thereof plus accrued and unpaid interest.
On November 2, 2021, the Board declared a distribution of $0.25 per share for the fourth quarter of 2021, payable on December 31, 2021 to stockholders of record as of December 24, 2021.
COVID-19
We evaluated events subsequent to September 30, 2021 through November 4, 2021. We are continuing to closely monitor the impact of the COVID-19 pandemic on all aspects of our business, including how it impacts our portfolio companies, employees, due diligence and underwriting processes, and financial markets. The U.S. capital markets experienced extreme volatility and disruption following the outbreak of the COVID-19 pandemic, which appear to have subsided and returned to pre-COVID-19 levels. Nonetheless, certain economists and major investment banks have expressed concern that the continued spread of the virus globally could lead to a prolonged period of world-wide economic downturn.
On March 27, 2020, the U.S. government enacted the CARES Act, which contains provisions intended to mitigate the adverse economic effects of the COVID-19 pandemic. On December 27, 2020, the U.S. government enacted the December 2020 COVID Relief Package. Additionally, on March 11, 2021, the U.S. government enacted the American Rescue Plan, which included additional funding to mitigate the adverse economic effects of the COVID-19 pandemic. It is uncertain whether, or to what extent, our portfolio companies have been or will be able to benefit from the CARES Act, the December 2020 COVID Relief Package, the American Rescue Plan, or any other subsequent legislation intended to provide financial relief or assistance. As a result of this disruption and the pressures on their liquidity, certain of our portfolio companies have been, or may continue to be, incentivized to draw on most, if not all, of the unfunded portion of any revolving or delayed draw term loans made by us, subject to availability under the terms of such loans.
The extent of the impact of the COVID-19 pandemic on our operational and financial performance, including our ability to execute our business strategies and initiatives in the expected time frame, will depend to a large extent on future developments regarding the duration and severity of the coronavirus, effectiveness of vaccination deployment and the actions taken by governments (including stimulus measures or the lack thereof) and their citizens to contain the coronavirus or treat its impact, all of which are beyond our control. An extended period of global supply chain and economic disruption could materially affect our business, results of operations, access to sources of liquidity and financial condition. Given the fluidity of the situation, we cannot estimate the long-term impact of COVID-19 on our business, future results of operations, financial position, or cash flows at this time.