Regulation FD Presentation – Form 8-K
Dear Shareholders,
We would like to begin by saying thank you for your interest in
In 2022, MFIC made a few transformative changes reinforcing its position as a pure play senior secured middle market listed business development company ("BDC") providing public access to institutional-quality private credit with an industry-leading fee structure.
Rebranded to
In
MidCap Financial Investment Corporation Primarily Invests in Loans Sourced by
Founded in 2008,
We believe the scale of
1 On
2 All references to 2022 or year refer to the calendar year ended
3
4 MFIC is managed by
5 The Company's common stock began to trade under the ticker "MFIC" on the
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MFIC is very fortunate to be in a unique position to have access to loans sourced by
In addition to the benefits that MFIC derives from
New Industry-Leading Fee Structure 7
To support MFIC's investment strategy, MFIC's Board of Directors (the "Board") and its Investment Adviser8 established what we consider to be the industry-leading fee structure, among listed BDCs, with substantial and permanent reductions to both management and incentive fees. Historically,
MFIC's base management fee was permanently reduced to 1.75% on net assets (i.e. equity), which we believe to be the lowest effective rate among listed BDCs and represents a fee reduction of approximately 50%. In addition, the base management fee is now calculated on net assets (i.e. equity) instead of gross assets, which we believe provides greater alignment and focus on net asset value. The incentive fee on income was also permanently reduced from 20% to 17.5%.
Senior Leadership Promotions
In
A Review of MFIC's Investment Activity, Portfolio, and Financial Results
The market backdrop changed significantly in 2022 due to several factors including a rapid increase in inflation, a sudden tightening of monetary policy, ongoing supply chain disruptions, and heightened geopolitical tensions - all of which contributed to significant volatility in the capital markets. As we have stated in prior communications, we believe that MFIC's corporate lending portfolio is constructed to perform across market environments. Our approach to credit underwriting, asset
6 See definition of Asset Under Manager at the end of this letter.
7 The new fee structure became effective beginning
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selection, and portfolio construction contemplates the potential for economic weakness. This approach has resulted in what we believe to be a high quality well-diversified portfolio which proved to be relatively resilient from the economic challenges created by the coronavirus pandemic, and which we believe is equally well-positioned for the current operating environment.
During 2022, MFIC continued to focus on its core strategy of investing in senior secured loans to middle market companies which represented 87% of the total portfolio at the end of
During 202210, MFIC made
Financial results in 2022 benefitted from the positive impact of rising base rates on our floating rate assets. For the twelve months ended
The Board increased MFIC's base dividend three times in 2022 and declared two special dividends primarily due to the benefit of rising base rates on our portfolio. Distributions declared during the twelve months ended
We ended the year with a solid balance sheet and liquidity position. We were pleased that
9 Includes the impact of a
10 Calendar year.
11 Total shareholder retuis total amount returned to stockholders expressed as a percentage including the change in the stock price plus distributions received assuming distributions are reinvested in the Company's stock. From
12 Lender commitments under the Facility will remain
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We believe the continued support of our large and diverse bank group demonstrates their confidence in our platform and strategy.
Looking Ahead
The direct lending market continues to be an increasingly important source of capital for middle market companies. We believe that ongoing volatility in the public markets will create increased demand for private credit solutions which we think could result in more attractive investment opportunities for direct lenders, like
As we look forward to 2023 and beyond, although the environment ahead may continue to exhibit further volatility, we believe that our private credit platform will continue to provide attractive investment opportunities for MFIC, and we are confident that we have put MFIC on the right path to generate stable and attractive returns for our shareholders. We believe that corporate lending portfolio is defensively positioned to weather potential economic weakness, and we have an experienced leadership team that has managed through multiple economic cycles.
In closing, we thank you for investment in
Sincerely,
| Executive Chairman | Chief Executive Officer |
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Assets Under Management
"Assets Under Management", or "AUM", refers to the assets of the funds, partnerships and accounts to which Apollo provides investment management, advisory, or certain other investment-related services, including, without limitation, capital that such funds, partnerships and accounts have the right to call from investors pursuant to capital commitments. AUM equals the sum of:
| 1. |
The net asset value ("NAV"), plus used or available leverage and/or capital commitments, or gross assets plus capital commitments, of the yield and certain hybrid funds, partnerships and accounts for which we provide investment management or advisory services, other than certain collateralized loan obligations ("CLOs"), collateralized debt obligations ("CDOs"), and certain perpetual capital vehicles, which have a fee-generating basis other than the mark-to-market value of the underlying assets; for certain perpetual capital vehicles in yield, gross asset value plus available financing capacity; |
| 2. |
The fair value of the investments of equity and certain hybrid funds, partnerships and accounts Apollo manages or advise, plus the capital that such funds, partnerships and accounts are entitled to call from investors pursuant to capital commitments, plus portfolio level financings; |
| 3. |
The gross asset value associated with the reinsurance investments of the portfolio company assets Apollo manages or advises; and |
| 4. |
The fair value of any other assets that Apollo manages or advises for the funds, partnerships and accounts to which Apollo provides investment management, advisory, or certain other investment-related services, plus unused credit facilities, including capital commitments to such funds, partnerships and accounts for investments that may require pre-qualification or other conditions before investment plus any other capital commitments to such funds, partnerships and accounts available for investment that are not otherwise included in the clauses above. |
Apollo's AUM measure includes Assets Under Management for which Apollo charges either nominal or zero fees. Apollo's AUM measure also includes assets for which Apollo does not have investment discretion, including certain assets for which Apollo earns only investment-related service fees, rather than management or advisory fees. Apollo's definition of AUM is not based on any definition of Assets Under Management contained in its governing documents or in any management agreements of the funds Apollo manages. Apollo considers multiple factors for determining what should be included in its definition of AUM. Such factors include but are not limited to (1) Apollo's ability to influence the investment decisions for existing and available assets; (2) Apollo's ability to generate income from the underlying assets in funds it manages; and (3) the AUM measures that Apollo uses internally or believe are used by other investment managers. Given the differences in the investment strategies and structures among other alternative investment managers, Apollo's calculation of AUM may differ from the calculations employed by other investment managers and, as a result, this measure may not be directly comparable to similar measures presented by other investment managers. Apollo's calculation also differs from the manner in which its affiliates registered with the
Forward-Looking Statements
This letter contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties, including, but not limited to, statements as to our future operating results; our business prospects and the prospects of our portfolio companies; the impact of investments that we expect to make; our contractual arrangements and relationships with third parties; the dependence of our future success on the general economy and its impact on the industries in which we invest; the ability of our portfolio companies to achieve their objectives; our expected financings and investments; the adequacy of our
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cash resources and working capital; and the timing of cash flows, if any, from the operations of our portfolio companies.
We may use words such as "anticipates," "believes," "expects," "intends," "will," "should," "may" and similar expressions to identify forward-looking statements. Such statements are based on currently available operating, financial and competitive information and are subject to various risks and uncertainties that could cause actual results to differ materially from our historical experience and our present expectations. Statements regarding the following subjects, among others, may be forward-looking: macro- and micro-economic impact of the COVID-19 pandemic; the severity and duration of the COVID-19 pandemic; actions taken by governmental authorities to contain the COVID-19 pandemic or treat its impact; the impact of the COVID-19 pandemic on our financial condition, results of operations, liquidity and capital resources; the retuon equity; the yield on investments; the ability to borrow to finance assets; new strategic initiatives; the ability to reposition the investment portfolio; the market outlook; future investment activity; and risks associated with changes in business conditions and the general economy. Undue reliance should not be placed on such forward-looking statements as such statements speak only as of the date on which they are made. We do not undertake to update our forward-looking statements unless required by law.
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