BlackRock Kelso Capital Declares Dividend

BlackRock Kelso Capital Corp. announced that its Board of Directors has declared a quarterly distribution of $0.26 per share payable on April 3, to stockholders of record as of March 20.

In a release on March 6, the Company said that a few investments during the quarter were as follows:

-$40.0 million in the Quality Home Brands Holdings, et. al. second lien term loan and $20.0 million in the QHB holdco term loan, with $1.8 million in capital structuring fees earned. QHB is a leading designer, manufacturer and supplier of decorative, functional and specialty lighting products and ceiling fans.

-$25.0 million of senior subordinated notes of Automobile Protection Corp.-APCO, a marketer and administrator of vehicle service contracts.

-$21.0 million in a senior secured first lien term loan to Accriva Diagnostics, Inc. with $0.4 million in capital structuring fees earned. Accriva is a medical device manufacturer which sells point-of-care diagnostic devices to hospitals and physician offices.

-$15.8 million of additional subordinated notes to Higginbotham Insurance Holdings, Inc.

-Approximately 80 potential transactions were reviewed during the quarter, resulting in investments in nine new portfolio companies. Sales, repayments and other exits during the quarter generated prepayment fees of $1.6 million, bringing our total fees earned in conjunction with exits to $8.1 million for 2013.

-As compared to the prior quarter, the composition of our portfolio invested in senior secured loans decreased 5 percent to 43 percent while our unsecured or subordinated debt securities increased 5 percent to 16 percent. Our equity investments climbed 1 percent to 22 percent at quarter end resulting primarily from continued appreciation in our existing investments. This is a further climb in our non-income producing securities from 13 percent at last year end, driving the 20 basis point decrease in our total portfolio yield for the year.

-We were positively impacted by the portfolio's unrealized appreciation of $109.7 million during the current year, helping to drive our net asset value per share up another $0.16 for the quarter to $9.54 per share at Dec. 31, 2013. This was a further increase over our $9.31 net asset value per share at last year end. The $130.5 million of unrealized appreciation in our portfolio at year end marks the highest levels experienced since the Company's inception.

-For the year, fee income earned due to capital structuring, commitment, administration and amendment fees, as well as prepayment penalties and fees earned in connection with the early repayment of certain investments totaled $15.0 million, or $0.20 per share, as compared to $20.7 million, or $0.28 per share for 2012. Although there were more exits during the current year, fewer of these exits were in their call period and accompanied by prepayment fees. Furthermore, a certain portfolio company exit during 2012 generated a prepayment premium of $6.7 million.

-Incentive management fees for the year were $31.1 million, consisting of $10.9 million of incentive management fees based on income and $20.3 million of incentive management fees based on gains. The income based fees declined from $17.0 million for 2012 primarily due to the composition of non-income producing equity securities in the current portfolio. However, those same non-income producing equity securities had substantial unrealized appreciation this year, driving the large gains based fee for the year. A hypothetical liquidation is performed each quarter end possibly resulting in an additional accrual if there is further unrealized appreciation. The 2012 unrealized appreciation in the portfolio of $20.8 million resulted in a capital gains based fee of $5.5 million, as compared to $20.3 million this year.

-Our leverage stood at 0.67 times at year end providing us with available debt capacity under our asset coverage requirements of $223.6 million and $171.0 million available under our senior secured, revolving credit facility.

-During 2013, our average debt outstanding was $359.5 million at a weighted average cost of debt of 5.5 percent. We are currently in the process of amending our senior secured revolving credit facility on more favorable terms than our existing facility.

-Our year end stock price of $9.33 per share provides shareholders a current dividend yield of 11.1 percent.

-We continue to remain focused on our dividend coverage, although challenging in today's environment. For the year, our net investment income, as adjusted, was $0.92 per share, relative to distributions declared of $1.04 per share, resulting in net investment income dividend coverage of 88 percent.

-Tax characteristics of all 2013 distributions were reported to stockholders on Form 1099 after the end of the calendar year. Our 2013 distributions of $1.04 per share were comprised of ordinary income of $0.60 and a $0.44 return of capital. A large portion of our return of capital was driven by the $20.3 million incentive management fee based on gains that we are required to accrue under GAAP, although it is not due and payable at this time, if at all. On a pre-incentive fee basis, however, we earned $1.06 per share for 2013.

-We intend to continue to make timely distributions sufficient to satisfy the annual distribution requirements to maintain our qualification as a RIC. We also intend to make distributions of net realized capital gains, if any, at least annually. We may, at our discretion, carry forward taxable income in excess of calendar year distributions and pay a 4 percent excise tax on this income. We will accrue excise tax on estimated undistributed taxable income as required. There was no undistributed taxable income carried forward from 2013.

Liquidity and Capital Resources

At Dec. 31, 2013, we had approximately $18.5 million in cash and cash equivalents, $21.0 million in a payable for investments purchased, $478.0 million in debt outstanding and, subject to leverage and borrowing base restrictions, $171.0 million available for use under our amended and restated senior secured revolving credit facility, which matures in March 2017. Relative to our $1.2 billion dollar portfolio at fair value, we continue to have sufficient debt capacity to deploy in attractive investment opportunities. At Dec. 31, 2013, we were in compliance with regulatory coverage requirements with an asset coverage ratio of 246 percent and were in compliance with all financial covenants under our debt agreements. In the near term, we expect to meet our liquidity needs through use of the remaining availability under our credit facility, continued cash flows from operations, and through periodic add-on equity and debt offerings, as needed. The primary use of funds will be investments in portfolio companies, reductions in debt outstanding and other general corporate purposes.

Recent Developments

During 2014, we exercised two tranches of our Arclin Cayman Holdings warrants and subsequently entered an agreement to sell our entire debt and equity positions as well as our two remaining tranches of warrants for aggregate proceeds of $59.2 million and a realized gain of $37.2 million. Expected proceeds represent a further increase of $7.0 million above our year-end mark for this investment. Utilizing short and long term capital loss carryforwards to eliminate a capital gain distribution requirement will allow us to reinvest these proceeds in attractive opportunities without contributing to reductions in our net asset value.

Another one of our larger equity investments is currently being marketed for sale at price ranges that would produce significant gains to us, and further proceeds in which to deploy in income producing assets.

From Jan. 1, through March 5, we have experienced a net reduction in our portfolio, including the sale of Arclin Cayman Holdings, of $112.9 million, further meeting liquidity needs and generating free cash flow in which to either reinvest or reduce outstanding debt under our credit facility.

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