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BCP Investment Corporation (BCIC)

Q4 2011 Earnings Call· Thu, Mar 15, 2012

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Transcript

Operator

Operator

Good afternoon, ladies and gentlemen, and welcome to the Kohlberg Capital Corporation 2011 Earnings Conference Call. An earnings press release was distributed earlier today, Thursday, March 15, 2012. If you did not receive a copy, the release is available on the company's website at www.kohlbergcapital.com in the Investor Relations section. [Operator Instructions] As a reminder, this conference call is being recorded, Thursday, March 15, 2012. This call is also being hosted on a live webcast, which can be accessed at our company's website, www.kohlbergcapital.com in the Investor Relations section under Events. In addition, if you would like to be added to the company's distribution list for news, events, including earnings releases, please contact Denise Rodriguez at (212) 455-8300. At this time, management will like for me to inform you that certain statements made during this conference call, which are not historical, may be deemed forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Although Kohlberg Capital Corporation believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, it can't give no assurance that these expectations will be attained. Factors and risks, such as those described in the Risk Factors section of our 10-K and sections of our 10-Q and other SEC documents filed during the course of the year could cause actual results to differ materially from expectations. Now at this time, for opening remarks, I will like to introduce Dayl Pearson, CEO. Mr. Pearson, please begin.

Dayl Pearson

Analyst

Thank you. And thanks, all of you, for joining Kohlberg Capital for a review of the company's fourth quarter 2011 financial results, as well as the discussion of some recent events. I will open the call with some broad commentary about our activities during the quarter, subsequent events, and we'll then discuss our investment portfolio in more detail. I will then turn the call over to our Chief Financial Officer, Mike Wirth, who will provide a recap of our fourth quarter financial results and performance. We will then open the line up for your question at the end of the call. First, let me provide a brief recap of recent events. On February 29, 2012, the company closed on the acquisition of Trimaran Advisors for a total purchase price of $50.2 million, $25 million of which was in cash. This increased our investment in the 2 types of assets. First, we purchased $18 million of par value CLO equity for approximately $12 million. The yield on this CLO funds on fair market value is similar or higher than the current yield on fair market value of the KDA managed funds, which is approximately 33%. The remainder of purchase price relates to the purchase of the Trimaran Advisors Asset Management business. The 4 CLO funds managed by Trimaran are similar to the 5 CLO funds currently managed by KDA, the management fees on $1.4 billion of Trimaran Fund, approximately 50 basis points. As part of the acquisition, 6 of the employees of Trimaran will continue to be involved in managing those funds, including the 2 principles and the portfolio manager. As you know, Asset Management businesses have significant economies of scale. After we integrate the platform in the next quarter, KCAP should see a significant increase in distributable income for our…

Michael Wirth

Analyst

Thank you, Dayl, and good afternoon, everyone. For the year ended December 31, 2011, we reported net investment income of approximately $16 million or $0.70 per share compared to approximately $11.9 million or $0.53 per share for 2010. For the 3 months ended December 31, 2001 (sic) , we reported a net investment income of approximately $4.1 million or $0.18 per share. Our total investment income for the year ended December 31,2011, was approximately $28 million, and as compared to approximately $29.4 million for the same 2010 period. Our total investment income, the 3 months ended December 31, 2001 (sic) , was approximately $7.1 million as compared to approximately $6.9 million for the fourth quarter of 2010. Investment income from debt securities decreased $5 million from approximately $14.4 million in 2010 to approximately $9.4 million in 2001 [sic] 2011. This decrease was primarily due to a reduction in the size of our loan portfolio, and thus lower average investment balances on which interest is earned. The decline in debt securities revenue was offset by an increase in CLO income of $4.4 million for 2011 relative to 2010. For the full year 2011, sale of fund securities income was approximately $14.6 million as compared to the prior year's reported CLO income of $10.2 million. For the 3 months ended December 31, 2011, our CLO fund securities dividend income was approximately $3.7 million as compared to approximately $3 million for the same period of the prior year. Overall, approximately 99% of our equity CLO investments are distributing cash flows with a fourth quarter weighted average annual return of 33% fair value. Given that our CLO portfolio has an average remaining term of approximately 6 years, we expect to continue to receive significant equity distributions from our CLO investments for many more years.…

Operator

Operator

[Operator Instructions] We have a question from John Hecht of JMP Securities.

John Hecht

Analyst

First, I think spreads are down nominally since the end of last year. You guys seemed to be -- yes, you've highlighted that your pipeline looks pretty solid. Where are you finding pockets or where are you finding the most attractive risk-adjusted returns in the market right now?

Dayl Pearson

Analyst

I think we're -- yes, the middle market is sort of M&A activity, is sort of died significantly in sort of the September time period last year, started to pick up once people had the year-end 2011 results, and we're seeing mostly sponsor-oriented investments. I will say in a lot of cases, we're trying to fly somewhere between necessarily the most senior piece and the most junior mezzanine piece, or we can get a nice risk-adjusted return and have a lot lower leverage. And one of the deals we're looking at now we're at sort of a second lien behind the first lien, and have the mezzanine fees whereas the total leverage is 4x and we're going to be on 2.6, 2.7x. The deal goes forward. We still got a 12-plus percent return. So we like those types of pieces of paperwork and managed risk. We also like to keep looking at things with relatively low leverage. The deal we're going to close at the end of the month is a mezzanine deal. But again, the leverage is well under 4x. So those types of things we like. But it's really just a lot of different activities. And some of it -- significantly most of it from sponsors but also some from other relationships we have.

John Hecht

Analyst

Okay. And Mike, you mentioned that you referred to that 83% of the CLOs is utilized, I think it's 2010 and the '07 one. The -- they're cash flowing with -- there's a small group that aren't. If -- would you expect those to regain full cash flows or distributions to equity? And if so, how much could that the -- do much of the be like at a quarterly basis?

Michael Wirth

Analyst

The -- there's only 1% of the CLO funds in total that aren't. And they're not actually managed by KDA, they're managed by another asset manager.

John Hecht

Analyst

I'm actually referring to the CLO equity securities you guys own?

Michael Wirth

Analyst

Well, the ones that we had are all cash flown.

Dayl Pearson

Analyst

The one that we own that we manage are all cash flown.

Michael Wirth

Analyst

They're all cash flown.

John Hecht

Analyst

Okay. Okay. So excuse me, I heard that wrong. I'm sorry. Okay. And then, with respect to the Trimaran acquisition, do you expect any kind of one-time closing of professional fees in Q1?

Michael Wirth

Analyst

Yes.

Dayl Pearson

Analyst

So we're going to have some excess cost in Q1. We were hoping to close it earlier in Q1. So I don't think you're going to see in Q1 any accretion to the company because of those professional fees. But really, you'll start to see the difference in Q2.

John Hecht

Analyst

Do you have a sense on what that cost might range? Or it is too speculative at this point?

Dayl Pearson

Analyst

We settled out all of the legal fees and things like that. So now -- we're just now getting some of those billings in.

Michael Wirth

Analyst

Legal and a lot of accounting fees as well.

John Hecht

Analyst

Okay. And then on the KDA platform, yes, how do you guys view the new issue CLO markets? How far away are spreads at the equity level or the AAA level for -- to get somewhat fluid again where you can start considering new issuances out of the KDA structure or the KDA segment?

Dayl Pearson

Analyst

It's starting to get very interesting right now. The spreads, new issues, have been coming down much more slowly than it did last year. Last year, they started, what, from 175 to 120 in 3 to 4 months, and then popped back up again when you had the credit sort of seize up in midsummer. They sort of went from quickly from 175 down to 150. Now, each new deal that gets priced sort of goes down 4 or 5 basis points. I think the last one was around LIBOR 142 on the AAA's. And what's also helped is the pricing on the more junior securities has come in. So it starts to get very interesting at the levels we're at now. You're talking about IRRs in the low- to mid-teens, so it moves up very quickly from there. And that's not factoring. And obviously, the season we get, the additional incremental fees we're going at the KDA, so it's just return on the equity investment.

John Hecht

Analyst

So LIBOR plus 142 on the senior notes now. Is there a threshold of LIBOR plus some level where you'd say that's a market that you'll be actively trying to do a new issue?

Dayl Pearson

Analyst

I don't know if we have no specific number, but it's very close to that number today.

Operator

Operator

Your next question is from Greg Mason of Stifel, Nicolaus.

Greg Mason

Analyst

Could you talk about the 2 major Katonah CLO equity pieces you own along with the new Trimaran equity, $12 million that you own? How long until those start exiting the reinvestment period and we start seeing some declines in the equity distributions?

Dayl Pearson

Analyst

Well, for the Katonahs X and 2007-1, I think those are in the earliest -- and the reinvestment period is -- and E.A. Kratzman is on the line, the president of Katonah. E.A., do you remember those are? I think it's 2015 or '14?

E. A. Kratzman

Analyst

Yes, okay, side. Yes, the 2007-1 CLO is probably one of the last CLOs that will go through the reinvestment period in basically January 2015, and X will go probably due, let's say, it's...

Dayl Pearson

Analyst

May of 2014.

E. A. Kratzman

Analyst

Yes, the middle of 2014.

Dayl Pearson

Analyst

Yes. So we have 3 years of [indiscernible] '11 and call it 2.5 on X. The last Trimaran deal has essentially the same vintage as X. So that alpha goes through '14. And then the earlier ones are a little bit before that. So we have a fair amount of runway on this.

Greg Mason

Analyst

All right. Can you talk about -- it looks like there's about a $2 million write-down in the CDO equity and about $2 million write-down in the ownership of the KDA fair values this quarter? Can you talk about the purpose for those?

Dayl Pearson

Analyst

Sure. For KDA, it -- as we do a discounted cash flow, the cash flow model so much didn't change as much as how the discount rate was built up. So there was some compression there that impacted fair value there. On the CLO funds, they went down just by nature of those projected cash flows as well. And...

Greg Mason

Analyst

I also think there's a mark -- there was some public marks on some related securities that were down a bit in the fourth quarter, right?

Dayl Pearson

Analyst

I can't remember if it was the fourth quarter or the third quarter. But there was some, yes.

Michael Wirth

Analyst

But we wait -- we changed the modeling ever so slightly for both types of asset classes as we continue to refine the valuation models and make them a little bit more robust. And also, as well, because there's more market information that's available as well that we can point to, to weigh into our final valuations.

Greg Mason

Analyst

Okay, great. And then in the press release today, you talked about, you want to use prudent leverage in the model and mentioned some additional types of debt that you could raise. And I think you actually mentioned SBIC debt in there. Can you tell us what your kind of target leverage is that you view as prudent leverage? And then, I would assume you've at least looked into the SBIC, if you're mentioning that in the press release, can you tell us where you are in that process?

Dayl Pearson

Analyst

Yes. I mean, I think we're in the early stages of the SBIC process. I think, in terms of prudent leverage, and I think that probably -- again, our NAV has gone up because of the issuance of the shares related to Trimaran. So that gives us an additional $25 billion or so of borrowing capacity over and above what we have now. And we've probably looked to keep that and I think we've talked about it this in the past and the sort of the point -- it's always, I think, 0.6 and 0.7 leverage. They're probably not as high as 0.7, more like 0.6, 0.65 at the most. But I don't anticipate us going with that leverage anytime soon, but we just think with the mix of securities we have today, we want to keep the leverage lower than we had in the past.

Greg Mason

Analyst

Right. Then on the new $30 million of debt that you guys issued from the CDO notes, what's the maturity on those?

Dayl Pearson

Analyst

You mean the Credit Suisse facility?

Greg Mason

Analyst

Yes.

Dayl Pearson

Analyst

It's a 3-year maturity.

Greg Mason

Analyst

Okay. All right. And is it all outstanding or is that a revolver that you can draw up and down on?

Dayl Pearson

Analyst

It is a revolver, but we'll have it pretty fully funded fairly quickly.

Greg Mason

Analyst

Okay, great. And then one last quick modeling question. In the fourth quarter, what were your origination and repayment activity?

Dayl Pearson

Analyst

I don't think we closed any new deals. And I don't think we had any repayments in the quarter either. Mike will take a look at that and we'll answer that before we get off. The fourth quarter was a pretty slow quarter for originations, and it was a very slow quarter also for repayments. We may have had one small repayment, but I don't think we had any new middle-market deals that closed. We had one that closed on the last day of the third quarter, and we had one that we thought we were going to close in the fourth quarter, but did -- never did close. So I don't think we had any significant new of either.

Operator

Operator

[Operator Instructions] Next question is from JT Rogers of Janney Capital.

John Rogers

Analyst

I have a question on the, I guess the one of the non-managed CLOs that moved to nonaccrual during the quarter. I'm just wondering if you recognized any income from that CLO during the fourth quarter?

Dayl Pearson

Analyst

Yes. That was Katonah III which isn't managed by KDA. Right now, it's -- we kind of in limbo as far as...

John Rogers

Analyst

Well, do you recognize any income?

Dayl Pearson

Analyst

No, we do not recognize any income from it, no. No.

John Rogers

Analyst

One of the reasons I think is the incentive fee have kicked in there, right?

Dayl Pearson

Analyst

Right.

John Rogers

Analyst

And so that's...

Dayl Pearson

Analyst

That's kind of a level as to whether or not I was going to get called or...

Michael Wirth

Analyst

Yes. So the manager and some of the equity holders have tried to call it. And I think the value would probably be -- if they did -- if they do, yes, call the value it'll probably be above where we...

Dayl Pearson

Analyst

Definitely, a significant value to the 1,000.

Michael Wirth

Analyst

No, that's not.

Dayl Pearson

Analyst

No, [indiscernible] at end of the quarter.

Michael Wirth

Analyst

So, we're not expecting anymore distributions, but we do expect a fairly significant payout when and if it's called.

John Rogers

Analyst

Okay, great. And then just looking at the income we saw from a non-affiliate CLO dividend during the quarters, $462,000. I wouldn't expect that to drop off in the first quarter?

Dayl Pearson

Analyst

No. The vast majority of that is Grant Grove, which is sort of the same vintages as Katonah X. So that has a long kind of run and is well-managed, and we don't really anticipate any falloff in that. And I think that's probably all of the non-managed income.

Michael Wirth

Analyst

That' right. Grant Grove 3 and 5.

John Rogers

Analyst

And 3 and 5 aren't producing any...?

Dayl Pearson

Analyst

NRI. Those are the ones that is 1,000 each.

John Rogers

Analyst

Okay, great. And then the decline you saw in projected cash flows for the managed CLOs, the KDA-managed CLOs, is that a function of credit or a function of them approaching the end of their reinvestment period? I'm just trying to get an idea what...?

Dayl Pearson

Analyst

It actually is somewhat volatile from quarter-to-quarter, depending on when the LIBOR resets for the liabilities and that type of thing. So -- I mean, the decline isn't really all that I guess, significant because like I said, it could be somewhat volatile.

Michael Wirth

Analyst

Yes, I mean I think, to some extent, we're already surprised there wasn't a bit of a decline earlier. But there have been a lot of repricings of loans which have brought some out the asset spread in a tiny bit. But it's -- it's my sense, it can evolve from quarter-to-quarter depending it from when they reset and what the spreads are when they reset, and what LIBOR is when they reset.

John Rogers

Analyst

Okay, great. So credit quality remains strong there?

Dayl Pearson

Analyst

Credit quality is very strong, yes, absolutely. And as is true with before this way that we approach this as part of the Trimaran acquisition, the credit quality is excellent.

John Rogers

Analyst

Okay, great. And then in terms of the new deals here, it's on the books this quarter, do you have a rough, maybe I missed this earlier, but a rough yield on that portfolio of leverage loans you purchased from Credit Suisse?

Dayl Pearson

Analyst

You mean, for the credit facility? Yes, I -- my guess is you're probably looking at, what, 150 basis point net spreads after you take into account the interest costs.

John Rogers

Analyst

Okay, great. So I guess the Credit Suisse revolver is L plus 300, so looking something like L plus 450 [indiscernible?

Dayl Pearson

Analyst

Maybe a little bit under that.

John Rogers

Analyst

Okay, great. And then I think that -- the one, I guess, one investment moved off nonaccrual, I'm just wondering what -- which one that was?

Dayl Pearson

Analyst

That was -- 1 second, which one was on accrual? The last quarters?

Michael Wirth

Analyst

I don't have the last quarters.

Dayl Pearson

Analyst

We'll have to get back.

John Rogers

Analyst

I think I'm looking at the portfolio last quarter, non-accrual was Suncoast, the GIN and then L.A. Conduit Lenders, and then International Architectural Products and Creed Media?

Dayl Pearson

Analyst

Yes, I'm sorry, yes. It was derivative. That debt got restructured, and so the loan got reinstated. I forget what the loan was and we got some equity. But that is, that loan is paying interest. Sorry.

Operator

Operator

Our next question is, we have a follow-up from Greg Mason of Stifel, Nicolaus.

Greg Mason

Analyst

Yes, actually I have a follow-up on John's question earlier about issuing new CLOs outside of -- from KDA. For the equity investments in those, are you guys expected to provide the capital for the Junior tranches? Or is the market open where there are buyers of that junior capital as well? And so it's all going to be owned by third-party?

Dayl Pearson

Analyst

I wouldn't say, it's all going to be owned by a third party, but it's going to be substantially owned by third parties. We will have an investment in the lowest tranche, but that will be a function of a number of things. We haven't worked through yet what that is, but anything above that, BBs, BBBs, all those things are -- would be placed.

Greg Mason

Analyst

So you don't have to worry about KCAP liquidity in terms of issuing new CLO equity? That shouldn't be a limiting factor of issuing new CLOs?

Dayl Pearson

Analyst

It shouldn't be, no.

Operator

Operator

Thank you. There are no further questions at this time. I'd like to turn the call over to management for any closing remarks.

Dayl Pearson

Analyst

I don't have anything, but I want to thank you all for being on the call and participating. And we'll talk to you soon again. Thank you.

Operator

Operator

Ladies and gentlemen, thank you for your participation in today's conference. This concludes the program. You may now disconnect, and have a wonderful day.