Item 5. Market for Registrant’s Common Equity
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
Market Information
Our Shares are offered and sold in transactions exempt from registration under the 1933 Act under Section 4(a)(2) and Regulation D. There is no public market for our Shares currently, nor can we give any assurance that one will develop. For this reason, we are not providing the performance graph required by Item 201(e) of Regulation S-K.
Because Shares are being acquired by investors in transactions “not involving a public offering,” they are “restricted securities” and may be required to be held indefinitely. Our Shares may not be sold, transferred, assigned, pledged or otherwise disposed of unless (i) the Adviser’s consent is granted, and (ii) the Shares are registered under applicable securities laws or specifically exempted from registration (in which case the shareholder may, at our option, be required to provide us with a legal opinion, in form and substance satisfactory to us, that registration is not required). Accordingly, an investor must be willing to bear the economic risk of investment in the Shares until we are liquidated. No sale, transfer, assignment, pledge or other disposition, whether voluntary or involuntary, of the Shares may be made except by registration of the transfer on our books. Each transferee will be required to execute an instrument agreeing to be bound by these restrictions and the other restrictions imposed on the Shares and to execute such other instruments or certifications as are reasonably required by us.
Holders
As of March 12, 2021, there were approximately 86 holders of record of our common stock.
Sales of Unregistered Securities
All sales of unregistered securities during the year ended December 31, 2020 were reported in a Form 8-K or Form 10-Q filed with the SEC.
Distributions
To the extent that we have taxable income available, we intend to make quarterly distributions to our common shareholders. Dividends and distributions to common shareholders are recorded on the applicable record date. The amount to be distributed is determined by our Board each quarter and is generally based upon the taxable earnings estimated by management and available cash. Net realized capital gains, if any, will generally be distributed at least annually, although we may decide to retain such capital gains for investment.
We have elected to be treated, and intend to continue to qualify annually, as a RIC. To maintain our qualification as a RIC, we must, among other things, distribute at least 90% of our ordinary income and realized net short-term capital gains in excess of realized net long-term capital losses, if any, to our shareholders on an annual basis. In order to avoid certain excise taxes imposed on RICs, we intend to distribute during each calendar year an amount equal to at least to the sum of: (1) 98% of our ordinary income for the calendar year; (2) 98.2% of our capital gain net income (both long-term and short-term) for the one-year period ending on October 31 of the calendar year; and, (3) any undistributed ordinary income and capital gain net income for preceding years that were not distributed during such years and on which we paid no U.S. federal income tax less certain over-distributions in prior years. In addition, although we currently intend to distribute realized net capital gains (i.e., net long term capital gains in excess of short term capital losses), if any, at least annually, we may in the future decide to retain such capital gains for investment, pay U.S. federal income tax on such amounts at regular corporate tax rates, and elect to treat such gains as deemed distributions to shareholders. We can offer no assurance that we will achieve results that will permit the payment of any cash distributions and, to the extent that we issue senior securities, we will be prohibited from making distributions if doing so causes us to fail to maintain the asset coverage ratios stipulated by the Investment Company Act or if distributions are limited by the terms of any of our borrowings.
We have adopted a dividend reinvestment plan under which shareholders will automatically receive dividends and other distributions in cash unless they elect to have their dividends and other distributions reinvested in additional shares. As a result of adopting such a plan, if our Board authorizes, and we declare, a cash dividend or distribution, shareholders that have “opted in” to our dividend reinvestment plan will have their cash distributions automatically reinvested in additional shares rather than receiving cash.
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The following table summarizes the dividends declared from inception through December 31, 2020:
Date Declared Record Date Payment Date Dividend per Share
December 29, 2020 December 29, 2020 January 18, 2021 $0.28
November 4, 2020 November 4, 2020 November 11, 2020 $0.23
August 4, 2020 August 4, 2020 August 11, 2020 $0.28
April 16, 2020 April 16, 2020 April 21, 2020 $0.17
The following table reflects the shares issued pursuant to the dividend reinvestment plan during the year ended December 31, 2020:
Date Declared Record Date Payment Date Shares Issued
November 4, 2020 November 4, 2020 November 11, 2020 98
August 4, 2020 August 4, 2020 August 11, 2020 34
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ITEM 6. SELECTED FINANCIAL DATA
The following selected financial data for the years ended December 31, 2020 and 2019 and period ended December 31, 2018, respectively, is derived from our consolidated financial statements. The financial statements for the years ended December 31, 2020 and 2019 have been audited by PricewaterhouseCoopers LLP. The financial statements for the period ended December 31, 2018 have been audited by Grant Thornton LLP, the auditor of the Predecessor Entity. Our historical results are not necessarily indicative of future results. The selected financial data in this section is not intended to replace the consolidated financial statements and is qualified in its entirety by the consolidated financial statements and related notes included in this filing.
The selected consolidated financial information and other data below should be read in conjunction with our consolidated financial statements and related notes thereto and " Management's Discussion and Analysis of Financial Condition and Results of Operations " included below (dollars are in thousands, except per share data):
For the Years Ended
December 31, For the period from January 12, 2018 (Commencement of Operations) through December 31,
Statement of Operations Data: 2020 2019 2018 (1)
Total investment income 13,303 15,396 4,504
Net expenses after expense support 8,088 8,975 2,796
Net investment income after excise taxes 5,215 6,417 1,708
Net increase (decrease) in net assets resulting from operations 2,145 7,285 1,435
Per share data:
Net asset value $ 18.74 $ 20.00 $ 19.48
Net investment income per share- basic and diluted $ 1.05 $ 1.58 $ 0.86
Net increase (decrease) in net assets resulting from operations per share - basic and diluted $ 0.43 $ 1.79 $ 0.72
As of December 31,
Balance Sheet Data: 2020 2019 2018
Investments at fair value 335,259 178,780 161,849
Cash and cash equivalents 12,608 3,421 2,236
Total assets 353,460 188,368 164,666
Secured borrowings 188,275 118,348 86,910
Total liabilities 195,819 122,157 93,913
Total net assets 157,641 66,211 70,753
Other Data:
Number of portfolio companies at period end 61 46 41
Weighted average yield on debt investments at period end (1)
6.67 % 6.84 % 7.29 %
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(1) For the period from January 12, 2018 through December 31, 2018.
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