10-Q
1
f10q0621_palmersquare.htm
QUARTERLY REPORT
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the quarterly period ended June 30, 2021
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission
File Number: 000-56126
Palmer
Square Capital BDC Inc.
(Exact
name of registrant as specified in its charter)
Maryland
84-3665200
(State
or other jurisdiction of
incorporation or organization)
(I.R.S.
Employer
Identification No.)
1900
Shawnee Mission Parkway, Suite 315,
Mission Woods, KS
66205
(Address
of principal executive offices)
(Zip
Code)
(816)
994-3200
(Registrant’s
telephone number, including area code)
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
Trading
Symbol(s)
Name
of each exchange on which registered
None
None
None
Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No
Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule
405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant
was required to submit such files). ☐ Yes ☐ No
Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting
company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company”
and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large
accelerated filer
☐
Accelerated
filer
☐
Non-accelerated
filer
☒
Smaller
reporting company
☐
Emerging
growth company
☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒
No
As
of August 11, 2021, the registrant had 13,245,765 shares of common stock, $0.001 par value
per share, outstanding.
Table
of Contents
Page
PART
I.
FINANCIAL
INFORMATION
1
Item
1.
Consolidated
Financial Statements (Unaudited)
1
Consolidated
Statements of Assets and Liabilities as of June 30, 2021 (Unaudited) and December 31, 2020
1
Consolidated
Statements of Operations for the Three and Six Months Ended June 30, 2021 and Three Months Ended June 30, 2020 and Period January
23, 2020 (Commencement of Operations) through June 30, 2020 (Unaudited)
2
Consolidated
Statements of Changes in Net Assets for the Three and Six Months Ended June 30, 2021 and Three Months Ended June 30, 2020 and Period
January 23, 2020 (Commencement of Operations) through June 30, 2020 (Unaudited)
3
Consolidated
Statements of Cash Flows for the Six Months Ended June 30, 2021 and Period January 23, 2020 (Commencement of Operations) through
June 30, 2020 (Unaudited)
4
Consolidated
Schedules of Investments as of June 30, 2021 (Unaudited) and December 31, 2020
5
Notes
to Consolidated Financial Statements (Unaudited)
20
Item
2.
Management’s
Discussion and Analysis of Financial Condition and Results of Operations
39
Item
3.
Quantitative
and Qualitative Disclosures About Market Risk
54
Item
4.
Controls
and Procedures
55
PART
II.
OTHER
INFORMATION
56
Item
1.
Legal
Proceedings
56
Item
1A.
Risk
Factors
56
Item
2.
Unregistered
Sales of Equity Securities and Use of Proceeds
56
Item
3.
Defaults
Upon Senior Securities
56
Item
4.
Mine
Safety Disclosures
56
Item
5.
Other
Information
56
Item
6.
Exhibits
57
Signatures
58
i
PART
I—FINANCIAL INFORMATION
Item
1. Consolidated Financial Statements.
Palmer
Square Capital BDC Inc.
Consolidated
Statements of Assets and Liabilities
(Unaudited)
June 30,
2021
(Unaudited)
December 31,
2020
Assets:
Non-controlled,
non-affiliated investments, at fair value (amortized cost of $721,635,479 and $640,100,635, respectively)
$ 730,992,646
$ 653,156,200
Cash
and cash equivalents
1,018,357
682,579
Receivables:
Receivable
for sales of investments
4,829,467
11,762,002
Receivable
for paydowns of investments
131,404
121,391
Due
from investment adviser
168,326
155,353
Dividend
receivable
-
345
Interest
receivable
1,658,602
1,612,231
Total
Assets
$ 738,798,802
$ 667,490,101
Liabilities:
Credit
facility, net (Note 6)
$ 413,907,069
$ 393,152,103
Payables:
Payable
for investments purchased
50,402,525
15,553,450
Distributions
payable
-
3,894,470
Management
fee payable
1,346,607
1,242,821
Directors
fee payable
7,171
5,000
Accrued
other general and administrative expenses
710,728
497,286
Total
Liabilities
$ 466,374,100
$ 414,345,130
Commitments
and contingencies (Note 8)
Net
Assets:
Common
Shares, $0.001 par value; 450,000,000 shares authorized; 13,195,402 and 12,562,805 as of June 30, 2021 and December 31, 2020,
respectively issued and outstanding
$ 13,195
12,563
Additional
paid-in capital
251,169,518
238,204,363
Total
distributable earnings (accumulated deficit)
21,241,989
14,928,045
Total
Net Assets
$ 272,424,702
$ 253,144,971
Total
Liabilities and Net Assets
$ 738,798,802
$ 667,490,101
Net
Asset Value Per Common Share
$ 20.65
$ 20.15
The
accompanying notes are an integral part of these consolidated financial statements.
1
Palmer
Square Capital BDC Inc.
Consolidated
Statements of Operations
(Unaudited)
For
the Three Months Ended
For
the
Six Months Ended
For
the Period
January 23, 2020 (Commencement of Operations) through
June 30,
2021
June 30,
2020
June 30,
2021
June 30,
2020
Income:
Investment
income from non-controlled, non-affiliated investments:
Interest
income
$ 7,791,222
$ 6,357,007
$ 17,194,658
$ 7,626,612
Dividend
income
1,233
36,936
2,636
220,479
Other
income
76,773
15,129
346,809
15,129
Total
investment income from non-controlled, non-affiliated investments
7,869,228
6,409,072
17,544,103
7,862,220
Total
Investment Income
7,869,228
6,409,072
17,544,103
7,862,220
Expenses:
Interest
expense
1,940,492
1,274,587
3,799,163
1,514,453
Management
fees
1,346,607
1,059,044
2,632,869
1,533,722
Professional
fees
96,314
223,599
384,110
393,140
Directors
fees
19,945
21,163
39,671
37,209
Offering
costs
-
133,139
-
234,090
Initial
organization
-
-
-
122,199
Other
general and administrative expenses
437,992
207,523
783,447
346,135
Total
Expenses
3,841,350
2,919,055
7,639,260
4,180,948
Less:
Management fee waiver (Note 3)
(168,326 )
(132,380 )
(329,109 )
(191,715 )
Net
expenses
3,673,024
2,786,675
7,310,151
3,989,233
Net
Investment Income (Loss)
4,196,204
3,622,397
10,233,952
3,872,987
Realized
and unrealized gains (losses) on investments and foreign currency transactions
Net
realized gains (losses):
Non-controlled,
non-affiliated investments
2,712,837
384,174
3,845,495
602,564
Total
net realized gains (losses)
2,712,837
384,174
3,845,495
602,564
Net
change in unrealized gains (losses):
Non-controlled,
non-affiliated investments
(1,871,880 )
27,924,433
(3,698,294 )
(6,073,483 )
Total
net change in unrealized gains (losses)
(1,871,880 )
27,924,433
(3,698,294 )
(6,073,483 )
Total
realized and unrealized gains (losses)
840,957
28,308,607
147,201
(5,470,919 )
Net
Increase (Decrease) in Net Assets Resulting from Operations
$ 5,037,161
31,931,004
$ 10,381,153
(1,597,932 )
Per
Common Share Data:
Basic
and diluted net investment income per common share
$ 0.32
0.30
$ 0.79
0.40
Basic
and diluted net increase in net assets resulting from operations
$ 0.38
2.65
$ 0.80
(0.16 )
Weighted
Average Common Shares Outstanding - Basic and Diluted
13,095,892
12,057,805
12,924,024
9,690,281
The
accompanying notes are an integral part of these consolidated financial statements.
2
Palmer Square
Capital BDC Inc.
Consolidated
Statements of Changes in Net Assets
(Unaudited)
For
the Three Months Ended
For
the
Six Months Ended
For
the Period
January 23, 2020 (Commencement of Operations) through
June 30,
2021
June 30,
2020
June 30,
2021
June 30,
2020
Increase
(Decrease) in Net Assets Resulting from Operations:
Net
investment income (loss)
$ 4,196,204
$ 3,622,397
$ 10,233,952
$ 3,872,987
Net
realized gains (losses) on investments and foreign currency transactions
2,712,837
384,174
3,845,495
602,564
Net
change in unrealized gains (losses) on investments, foreign currency translations, and foreign currency exchange contracts
(1,871,880 )
27,924,433
(3,698,294 )
(6,073,483 )
Net
Increase (Decrease) in Net Assets Resulting from Operations
5,037,161
31,931,004
10,381,153
(1,597,932 )
Decrease
in Net Assets Resulting from Stockholder Distributions
Dividends
and distributions to stockholders
(4,067,209 )
(488,608 )
(4,067,209 )
(488,608 )
Net
Decrease in Net Assets Resulting from Stockholder Distributions
(4,067,209 )
(488,608 )
(4,067,209 )
(488,608 )
Increase
in Net Assets Resulting from Capital Share Transactions
Issuance
of common shares
6,293,374
16,015,000
8,321,074
233,470,000
Reinvestment
of distributions
2,362,492
285,545
4,644,713
285,545
Net
Increase in Net Assets Resulting from Capital Share Transactions
8,655,866
16,300,545
12,965,787
233,755,545
Total
Increase (Decrease) in Net Assets
9,625,818
47,742,941
19,279,731
231,669,005
Net
Assets, Beginning of Period
262,798,884
183,927,564
253,144,971
1,500
Net
Assets, End of Period
$ 272,424,702
$ 231,670,505
$ 272,424,702
$ 231,670,505
The
accompanying notes are an integral part of these consolidated financial statements.
3
Palmer
Square Capital BDC Inc.
Consolidated
Statement of Cash Flows
(Unaudited)
For
the
Six Months Ended
For
the Period
January 23, 2020 (Commencement of Operations) through
June 30,
2021
June 30,
2020
Cash
Flows from Operating Activities:
Net
increase (decrease) in net assets resulting from operations
$ 10,381,153
$ (1,597,932 )
Adjustments
to reconcile net increase (decrease) in net assets resulting from operations to net cash used in operating activities:
Net
realized (gains)/losses on investments
(3,845,495 )
(602,564 )
Net
change in unrealized (gains)/losses on investments
3,698,294
6,073,483
Net
accretion of discount on investments
(112,742 )
(527,341 )
Purchases
of short-term investments
(183,409,850 )
(441,420,525 )
Purchases
of portfolio investments
(277,427,052 )
(625,983,582 )
Proceeds
from sale of short-term investments
159,126,640
407,110,337
Proceeds
from sale of portfolio investments
224,133,758
36,423,971
Amortization
of deferred financing cost
359,301
147,324
Increase/(decrease)
in operating assets and liabilities:
(Increase)/decrease
in receivable for sales of investments
6,932,535
(2,055,350 )
(Increase)/decrease
in interest and dividends receivable
(46,026 )
(1,439,521 )
(Increase)/decrease
in due from investment adviser
(12,973 )
(132,383 )
(Increase)/decrease
in receivable for paydowns of investments
(10,013 )
(128,445 )
(Increase)/decrease
in prepaid expenses and other assets
-
(269,203 )
Increase/(decrease)
in payable for investments purchased
34,849,075
56,208,732
Increase/(decrease)
in management fees payable
103,786
1,059,066
Increase/(decrease)
in directors fee payable
2,171
291
Increase/(decrease)
in accrued other general and administrative expenses
213,442
648,367
Net
cash used in operating activities
(25,063,996 )
(566,485,275 )
Cash
Flows from Financing Activities:
Borrowings
on credit facility
20,395,666
335,246,200
Payments
of debt issuance costs
-
(1,313,217 )
Distributions
paid in cash
(3,316,966 )
(203,063 )
Proceeds
from issuance of common shares, net of change in subscriptions receivable of $ -
8,321,074
233,470,000
Net
cash provided by financing activities
25,399,774
567,199,920
Net
increase in cash and cash equivalents
335,778
714,645
Cash
and cash equivalents, beginning of period
682,579
1,500
Cash
and cash equivalents, end of period
$ 1,018,357
$ 716,145
Supplemental
and Non-Cash Information:
Interest
paid during the period
$ 3,129,721
$ 1,268,253
Distributions
declared during the period
$ 4,067,209
$ 488,608
Reinvestment
of distributions during the period
$ 4,644,713
$ 285,545
The
accompanying notes are an integral part of these consolidated financial statements.
4
Palmer
Square Capital BDC Inc.
Consolidated
Schedule of Investments
As
of June 30, 2021
(Unaudited)
Portfolio
Company(3)
Industry
Interest
Rate
Acquisition
Date
Maturity Date
Principal
/ Par
Amortized Cost(1)(6)
Fair Value
Percentage
of Net Assets
Debt
Investments
First
Lien Senior Secured(2)
AAdvantage
Loyalty IP Ltd. (4)(7)
Airlines
5.50%
(L + 4.75%)
3/10/2021
4/20/2028
$ 3,500,000
$ 3,465,462
$ 3,653,353
1.4 %
Acrisure,
LLC (7)
Insurance
3.60%
(L + 3.50%)
1/31/2020
2/12/2027
5,932,462
5,914,622
5,877,468
2.2 %
Albany
Molecular Research, Inc. (7)
Healthcare
Providers and Services
4.25%
(L + 3.25%)
2/20/2020
8/28/2024
4,923,915
4,903,796
4,937,111
1.8 %
Alera
Group Intermediate Holdings, Inc. (7)
Insurance
4.50%
(L + 4.00%)
2/3/2020
8/1/2025
5,425,956
5,375,223
5,446,304
2.0 %
AlixPartners,
LLP (7)
Diversified
Financial Services
3.25%
(L + 2.75%)
1/28/2021
2/4/2028
3,990,000
3,980,689
3,977,252
1.5 %
Alliant
Holdings Intermediate LLC (5)(7)
Insurance
4.25%
(L + 3.75%)
10/8/2020
10/8/2027
5,481,931
5,483,812
5,498,294
2.0 %
Allied
Universal Holdco LLC (7)
Professional
Services
4.25%
(L + 3.75%)
5/5/2021
4/7/2028
3,500,000
3,490,154
3,514,123
1.3 %
Alphabet
Holding Company, Inc. (7)
Food
Products
3.60%
(L + 3.50%)
1/24/2020
9/26/2024
3,951,321
3,836,840
3,951,459
1.5 %
Alterra
Mountain Company (7)
Hotels,
Restaurants and Leisure
5.50%
(L + 4.50%)
5/13/2020
8/31/2026
1,997,256
1,983,182
2,004,756
0.7 %
Amentum
Government Services Holdings LLC (7)
Construction
and Engineering
3.60%
(L + 3.50%)
3/19/2020
2/26/2027
4,455,000
4,211,079
4,455,557
1.6 %
Amentum
Government Services Holdings LLC (7)
Construction
and Engineering
5.50%
(L + 4.75%)
10/29/2020
1/29/2027
1,496,250
1,469,098
1,513,083
0.6 %
American
Rock Salt Company LLC (7)
Metals
and Mining
4.75%
(L + 4.00%)
6/4/2021
6/9/2028
5,000,000
4,987,660
5,018,750
1.8 %
AmWINS
Group, LLC (7)
Insurance
3.00%
(L + 2.25%)
2/17/2021
2/21/2028
4,975,000
4,963,438
4,949,603
1.8 %
Amynta
Agency Borrower, Inc. (7)
Insurance
4.60%
(L + 4.50%)
2/13/2020
2/28/2025
4,970,635
4,793,447
4,967,553
1.8 %
Applovin
Corporation (4)(7)
Software
3.35%
(L + 3.25%)
3/2/2020
8/15/2025
4,931,722
4,871,411
4,931,032
1.8 %
Aptean
Inc (7)
Software
4.34%
(L + 4.25%)
5/17/2021
4/23/2026
1,916,154
1,916,154
1,916,096
0.7 %
AQA
Acquisition Holding, Inc. (7)
Software
4.75%
(L + 4.25%)
11/20/2020
11/19/2027
3,000,000
2,977,547
3,014,070
1.1 %
Arches
Buyer Inc. (7)
Interactive
Media and Services
3.75%
(L + 3.25%)
2/25/2021
12/6/2027
4,975,000
4,928,468
4,969,130
1.8 %
Aristocrat
International PTY Ltd (4)(7)
Hotels,
Restaurants and Leisure
4.75%
(L + 3.75%)
5/14/2020
10/31/2024
2,475,000
2,437,094
2,482,734
0.9 %
Aruba
Investments Holdings, LLC (7)
Chemicals
4.75%
(L + 4.00%)
10/28/2020
10/28/2027
1,496,250
1,482,648
1,503,731
0.6 %
Ascend
Learning, LLC (7)
Diversified
Consumer Services
4.00%
(L + 3.00%)
4/16/2020
7/29/2024
3,899,359
3,758,003
3,901,387
1.4 %
AssuredPartners,
Inc. (7)
Insurance
5.50%
(L + 4.50%)
5/29/2020
2/12/2027
987,500
970,538
990,833
0.4 %
AssuredPartners,
Inc. (5)(7)
Insurance
4.00%
(L + 3.50%)
6/29/2021
2/12/2027
3,000,000
3,000,000
3,010,125
1.1 %
Asurion,
LLC (7)
Diversified
Consumer Services
3.35%
(L + 3.25%)
12/23/2020
1/29/2027
1,977,313
1,950,464
1,957,233
0.7 %
Athenahealth,
Inc. (7)
Healthcare
Providers and Services
4.41%
(L + 4.25%)
2/20/2020
2/11/2026
5,298,917
5,268,164
5,320,457
2.0 %
Autokiniton
US Holdings, Inc. (7)
Auto
Components
5.00%
(L + 4.50%)
3/26/2021
3/27/2028
2,992,500
2,985,702
3,019,627
1.1 %
Avaya
Inc. (4)(7)
Diversified
Telecommunication Services
4.32%
(L + 4.25%)
4/20/2020
12/15/2027
1,939,059
1,774,867
1,947,339
0.7 %
Avaya
Inc. (4)(7)
Diversified
Telecommunication Services
4.07%
(L + 4.00%)
2/17/2021
12/15/2027
1,600,000
1,600,000
1,606,000
0.6 %
Aveanna
Healthcare LLC (4)(5)(7)
Healthcare
Providers and Services
5.25%
(L + 4.25%)
3/26/2021
3/13/2024
4,979,207
4,981,219
4,991,655
1.8 %
Aveanna
Healthcare LLC (4)(5)(7)
Healthcare
Providers and Services
4.25%
(L + 3.75%)
6/30/2021
6/30/2028
3,245,283
3,241,733
3,241,226
1.2 %
Aveanna
Healthcare LLC (4)(5)(7)
Healthcare
Providers and Services
4.25%
(L + 3.75%)
6/30/2021
6/30/2028
754,717
753,892
753,774
0.3 %
Azalea
TopCo, Inc. (4)(7)
Healthcare
Providers and Services
3.69%
(L + 3.50%)
2/26/2020
7/23/2026
3,942,324
3,901,724
3,925,077
1.4 %
5
Palmer
Square Capital BDC Inc.
Consolidated
Schedule of Investments
As
of June 30, 2021
(Unaudited)
Portfolio
Company(3)
Industry
Interest
Rate
Acquisition
Date
Maturity Date
Principal
/ Par
Amortized Cost(1)(6)
Fair Value
Percentage
of Net Assets
Barracuda
Networks, Inc. (7)
IT
Services
3.90%
(L + 3.75%)
3/2/2020
1/10/2025
3,999,169
3,997,574
4,015,406
1.5 %
Bausch
Health Companies Inc. (4)(7)
Pharmaceuticals
3.10%
(L + 3.00%)
3/18/2020
6/30/2025
1,500,000
1,475,265
1,495,222
0.5 %
Belfor
Holdings Inc. (7)
Commercial
Services and Supplies
3.85%
(L + 3.75%)
3/18/2020
3/31/2026
2,960,989
2,841,176
2,964,690
1.1 %
Bioscrip,
Inc. (4)(7)
Healthcare
Providers and Services
3.85%
(L + 3.75%)
3/5/2020
5/29/2026
5,063,807
4,891,714
5,073,302
1.9 %
Boxer
Parent Company, Inc. (7)
Software
3.84%
(L + 3.75%)
2/24/2021
10/2/2025
3,009,583
2,697,252
2,996,131
1.1 %
Brookfield
WEC Holdings Inc. (7)
Commercial
Services and Supplies
3.25%
(L + 2.75%)
2/25/2020
8/1/2025
4,433,519
4,375,519
4,396,256
1.6 %
Buzz
Merger Sub Ltd. (4)(7)
Leisure
Products
2.85%
(L + 2.75%)
1/24/2020
1/22/2027
987,500
964,499
985,342
0.4 %
Caesars
Resort Collection, LLC (4)(7)
Hotels,
Restaurants and Leisure
4.60%
(L + 4.50%)
6/19/2020
7/31/2025
2,977,500
2,902,434
2,990,527
1.1 %
Castle
US Holding Corporation (7)
Professional
Services
4.75%
(L + 4.00%)
4/16/2021
1/31/2027
2,993,750
2,934,378
2,973,168
1.1 %
CCI
Buyer, Inc. (7)
Wireless
Telecommunication Services
4.75%
(L + 4.00%)
12/16/2020
12/31/2027
2,394,000
2,371,787
2,400,619
0.9 %
CCS-CMGC
Holdings, Inc. (7)
Healthcare
Providers and Services
5.60%
(L + 5.50%)
1/24/2020
10/1/2025
3,939,394
3,886,063
3,900,985
1.4 %
CHG
Healthcare Services, Inc (7)
Healthcare
Providers and Services
4.00%
(L + 3.00%)
3/19/2020
6/7/2023
483,613
469,421
483,715
0.2 %
Cincinnati
Bell Inc. (4)(7)
Media
4.25%
(L + 3.25%)
3/19/2020
10/2/2024
3,945,489
3,813,307
3,946,535
1.4 %
Consolidated
Communications, Inc. (4)(7)
Diversified
Telecommunication Services
4.25%
(L + 3.50%)
9/18/2020
10/2/2027
1,428,009
1,408,643
1,432,586
0.5 %
ConvergeOne
Holdings Corp. (7)
IT
Services
5.10%
(L + 5.00%)
2/11/2021
3/31/2026
3,982,182
3,863,699
3,946,880
1.4 %
Corelogic,
Inc. (5)(7)
Software
4.00%
(L + 3.50%)
4/14/2021
4/14/2028
3,500,000
3,482,500
3,495,188
1.3 %
CP
Atlas Buyer, Inc (7)
Building
Products
4.25%
(L + 3.75%)
2/4/2021
11/23/2027
4,987,500
4,942,748
4,982,039
1.8 %
DCert
Buyer, Inc. (7)
Software
4.10%
(L + 4.00%)
1/28/2020
8/7/2026
4,948,693
4,941,163
4,961,065
1.8 %
Deerfield
Dakota Holding, LLC (7)
Diversified
Financial Services
4.75%
(L + 3.75%)
3/6/2020
2/25/2027
4,950,000
4,882,654
4,980,047
1.8 %
Delek
US Holdings, Inc. (4)(7)
Oil,
Gas and Consumable Fuels
6.50%
(L + 5.50%)
5/18/2020
3/31/2025
2,370,000
2,235,939
2,384,813
0.9 %
Delta
Topco, Inc. (7)
IT
Services
4.50%
(L + 3.75%)
10/7/2020
10/29/2027
4,000,000
3,981,949
4,014,180
1.5 %
EAB
Global, Inc. (5)(7)
Professional
Services
4.00%
(L + 3.50%)
6/28/2021
6/28/2028
5,000,000
4,975,000
5,000,000
1.8 %
EAB
Global, Inc. (7)
Professional
Services
4.75%
(L + 3.75%)
2/21/2020
9/27/2024
2,959,223
2,888,112
2,959,844
1.1 %
ECI
Software Solutions, Inc. (7)
Software
4.50%
(L + 3.75%)
9/17/2020
9/30/2027
5,970,000
5,944,023
5,990,895
2.2 %
EFS
Cogen Holdings I LLC (7)
Independent
Power and Renewable Electricity Producers
4.50%
(L + 3.50%)
9/24/2020
10/29/2027
2,904,854
2,892,059
2,907,178
1.1 %
Endo
Luxembourg Finance Company I S.a.r.l. (4)(7)
Pharmaceuticals
5.75%
(L + 5.00%)
4/13/2020
3/27/2028
3,618,587
3,512,461
3,502,122
1.3 %
Endurance
International Group, Inc., The (7)
Interactive
Media and Services
4.25%
(L + 3.50%)
1/27/2021
2/10/2028
3,250,000
3,234,707
3,240,510
1.2 %
Ensemble
RCM, LLC (7)
Healthcare
Providers and Services
3.94%
(L + 3.75%)
4/14/2020
7/24/2026
5,777,682
5,679,823
5,788,516
2.1 %
Epicor
Software Corporation (7)
Software
4.00%
(L + 3.25%)
7/23/2020
6/1/2022
3,970,000
3,929,031
3,970,377
1.5 %
Everi
Payments Inc. (4)(7)
Professional
Services
3.50%
(L + 2.75%)
4/9/2020
5/1/2024
1,000,000
896,212
999,720
0.4 %
Evertec
Group LLC (4)(7)
Professional
Services
3.60%
(L + 3.50%)
4/14/2020
12/31/2024
2,292,893
2,219,083
2,295,163
0.8 %
Flexera
Software LLC (7)
Software
4.50%
(L + 3.75%)
2/28/2020
1/26/2028
3,997,060
3,953,511
4,010,630
1.5 %
Garda
World Security Corporation (7)
Diversified
Consumer Services
4.35%
(L + 4.25%)
3/13/2020
10/30/2026
5,000,000
4,860,326
5,030,350
1.8 %
Getty
Images, Inc. (7)
Media
4.63%
(L + 4.50%)
1/28/2020
2/13/2026
1,994,829
1,999,816
1,996,076
0.7 %
GFL
Environmental Inc. (4)(7)
Commercial
Services and Supplies
3.50%
(L + 3.00%)
2/20/2020
5/30/2025
2,609,147
2,525,149
2,613,674
1.0 %
Global
Medical Response, Inc. (7)
Healthcare
Providers and Services
5.75%
(L + 4.75%)
9/24/2020
9/24/2025
4,477,500
4,400,165
4,502,686
1.7 %
Grab
Holdings Inc (4)(7)
Diversified
Consumer Services
5.50%
(L + 4.50%)
1/20/2021
2/27/2026
3,990,000
3,910,941
4,059,825
1.5 %
Great
Outdoors Group, LLC (7)
Specialty
Retail
5.00%
(L + 4.25%)
2/26/2021
3/6/2028
7,114,251
7,061,738
7,153,709
2.6 %
Guidehouse
LLP (7)
Professional
Services
4.09%
(L + 4.00%)
4/14/2020
3/14/2025
6,009,905
5,942,814
6,031,360
2.2 %
6
Palmer
Square Capital BDC Inc.
Consolidated
Schedule of Investments
As
of June 30, 2021
(Unaudited)
Portfolio
Company(3)
Industry
Interest
Rate
Acquisition
Date
Maturity Date
Principal
/ Par
Amortized Cost(1)(6)
Fair Value
Percentage
of Net Assets
HAH
Group Holding Company LLC (7)
Healthcare
Providers and Services
6.00%
(L + 5.00%)
10/22/2020
10/20/2027
3,542,845
3,488,241
3,561,563
1.3 %
Hamilton
Projects Acquiror LLC (5)(7)
Electric
Utilities
5.75%
(L + 4.75%)
6/11/2020
6/11/2027
3,834,193
3,812,197
3,806,395
1.4 %
Harbor
Freight Tools USA, Inc. (7)
Specialty
Retail
3.75%
(L + 3.00%)
10/14/2020
11/30/2027
3,482,500
3,450,993
3,487,532
1.3 %
Helix
Gen Funding, LLC (7)
Independent
Power and Renewable Electricity Producers
4.75%
(L + 3.75%)
1/31/2020
3/8/2024
4,268,555
4,225,700
4,162,524
1.5 %
Help/Systems
Holdings, Inc. (7)
Software
4.50%
(L + 3.75%)
9/16/2020
11/13/2026
4,949,875
4,906,088
4,964,724
1.8 %
HUB
International Limited (7)
Insurance
4.00%
(L + 3.25%)
4/22/2020
4/25/2025
3,960,025
3,905,888
3,965,292
1.5 %
Hyland
Software, Inc. (7)
Software
4.25%
(L + 3.50%)
9/25/2020
7/1/2024
2,977,041
2,968,191
2,986,031
1.1 %
Hyperion
Refinance S.a.r.l.
Insurance
4.00%
(L + 3.25%)
1/27/2021
11/12/2027
4,689,774
4,642,232
4,692,705
1.7 %
Idera,
Inc. (7)
Software
4.50%
(L + 3.75%)
2/14/2020
6/28/2028
6,440,265
6,400,480
6,453,016
2.4 %
Indy
US BIDCO, LLC (7)
Professional
Services
4.08%
(L + 4.00%)
2/5/2021
3/31/2028
1,496,250
1,489,026
1,500,926
0.6 %
Infinite
Bidco LLC (7)
Electronic
Equipment, Instruments and Components
4.25%
(L + 3.75%)
2/24/2021
3/2/2028
5,000,000
4,980,180
5,006,250
1.8 %
Informatica
LLC (7)
Software
3.35%
(L + 3.25%)
2/14/2020
2/15/2027
977,575
952,190
973,132
0.4 %
Inmar,
Inc. (7)
Professional
Services
5.00%
(L + 4.00%)
1/24/2020
5/1/2024
2,953,846
2,928,447
2,955,692
1.1 %
IRB
Holding Corporation (7)
Hotels,
Restaurants and Leisure
4.25%
(L + 3.25%)
11/19/2020
11/19/2027
3,980,000
3,962,712
3,984,677
1.5 %
Iridium
Satellite LLC (4)(7)
Diversified
Telecommunication Services
3.75%
(L + 2.75%)
3/6/2020
11/4/2026
4,668,373
4,644,836
4,682,308
1.7 %
Ivanti
Software, Inc. (7)
IT
Services
4.75%
(L + 4.00%)
2/17/2021
12/1/2027
997,500
995,032
994,592
0.4 %
Ivanti
Software, Inc. (7)
IT
Services
5.75%
(L + 4.75%)
11/20/2020
11/22/2027
4,987,500
4,919,287
5,002,388
1.8 %
Jane
Street Group, LLC (7)
Diversified
Financial Services
2.85%
(L + 2.75%)
1/21/2021
1/31/2028
1,492,500
1,490,886
1,487,433
0.5 %
Kestrel
Acquisition LLC (7)
Independent
Power and Renewable Electricity Producers
5.25%
(L + 4.25%)
2/25/2020
5/2/2025
1,969,543
1,800,678
1,670,173
0.6 %
Kleopatra
Finco S.a.r.l (7)
Containers
and Packaging
5.25%
(L + 4.75%)
2/4/2021
2/4/2026
1,995,000
1,985,464
2,009,963
0.7 %
Landry’s
Finance Acquisition Co
Hotels,
Restaurants and Leisure
13.00%
(L + 12.00%)
6/12/2020
10/4/2023
18,875
18,357
21,140
0.0 %
LBM
Acquisition LLC (5)(7)
Construction
Materials
4.50%
(L + 3.75%)
12/9/2020
12/31/2027
2,856,477
2,845,119
2,840,110
1.0 %
LBM
Acquisition LLC (5)(7)(9)
Construction
Materials
4.50%
(L + 3.75%)
12/9/2020
12/31/2027
424,242
421,570
420,596
0.2 %
Life
Time, Inc. (7)
Hotels,
Restaurants and Leisure
5.75%
(L + 4.75%)
1/28/2021
12/10/2024
2,487,500
2,474,514
2,503,047
0.9 %
Lightstone
Holdco LLC
Independent
Power and Renewable Electricity Producers
4.75%
(L + 3.75%)
4/7/2020
1/30/2024
1,609,237
1,332,861
1,247,794
0.5 %
Lightstone
Holdco LLC
Independent
Power and Renewable Electricity Producers
4.75%
(L + 3.75%)
4/7/2020
1/30/2024
90,763
75,175
70,378
0.0 %
Lions
Gate Capital Holdings LLC (4)(7)
Media
2.35%
(L + 2.25%)
4/1/2020
3/19/2025
983,625
954,887
980,143
0.4 %
LogMeIn,
Inc. (7)
IT
Services
4.83%
(L + 4.75%)
8/14/2020
8/31/2027
4,477,500
4,392,575
4,475,754
1.6 %
Magenta
Buyer LLC (5)(7)
Software
5.75%
(L + 5.00%)
5/3/2021
5/3/2028
5,000,000
4,950,000
5,004,375
1.8 %
Mauser
Packaging Solutions Holding Company (7)
Containers
and Packaging
3.40%
(L + 3.25%)
4/13/2020
4/3/2024
1,480,720
1,376,593
1,447,752
0.5 %
McAfee,
LLC (7)
IT
Services
3.85%
(L + 3.75%)
2/26/2020
9/30/2024
3,549,813
3,537,852
3,554,481
1.3 %
Meredith
Corporation (4)(7)
Media
5.25%
(L + 4.25%)
6/25/2020
1/31/2025
5,459,962
5,397,567
5,587,070
2.1 %
7
Palmer
Square Capital BDC Inc.
Consolidated
Schedule of Investments
As
of June 30, 2021
(Unaudited)
Portfolio
Company(3)
Industry
Interest
Rate
Acquisition
Date
Maturity Date
Principal
/ Par
Amortized Cost(1)(6)
Fair Value
Percentage
of Net Assets
MetroNet
Systems Holdings, LLC (7)
Diversified
Telecommunication Services
4.50%
(L + 3.75%)
5/26/2021
5/26/2028
2,250,000
2,243,793
2,256,563
0.8 %
Micro
Holding Corp. (7)
Interactive
Media and Services
4.75%
(L + 3.75%)
6/11/2020
9/13/2024
5,601,696
5,547,691
5,620,966
2.1 %
Milano
Acquisition Corporation (7)
Health
Care Technology
4.75%
(L + 4.00%)
8/17/2020
8/31/2027
4,978,741
4,926,655
5,003,634
1.8 %
Minotaur
Acquisition, Inc. (7)
Diversified
Financial Services
4.85%
(L + 4.75%)
1/24/2020
3/27/2026
5,099,359
5,098,419
5,104,663
1.9 %
Mitchell
International, Inc. (7)
Software
4.75%
(L + 4.25%)
7/6/2020
11/29/2024
3,225,625
3,125,654
3,245,205
1.2 %
Moneygram
International, Inc. (4)(7)
Consumer
Finance
7.00%
(L + 6.00%)
3/1/2021
5/22/2023
5,477,144
5,486,399
5,538,269
2.0 %
MPH
Acquisition Holdings LLC (7)
Healthcare
Providers and Services
3.75%
(L + 2.75%)
4/13/2020
5/25/2023
2,591,513
2,488,930
2,587,250
0.9 %
National
Mentor Holdings, Inc. (7)
Healthcare
Providers and Services
4.50%
(L + 3.75%)
2/18/2021
2/18/2028
189,504
188,609
190,044
0.1 %
National
Mentor Holdings, Inc. (7)
Healthcare
Providers and Services
4.50%
(L + 3.75%)
2/18/2021
2/18/2028
6,016,953
5,989,680
6,034,866
2.2 %
Navicure,
Inc. (7)
Health
Care Technology
4.10%
(L + 4.00%)
9/15/2020
10/22/2026
2,692,088
2,686,662
2,700,501
1.0 %
New
Arclin US Holding Corp. (7)
Chemicals
5.00%
(L + 4.00%)
2/19/2021
3/2/2026
4,477,689
4,445,630
4,507,085
1.7 %
Newport
Group Holdings II, Inc. (7)
Diversified
Financial Services
3.65%
(L + 3.50%)
8/25/2020
9/12/2025
2,969,466
2,893,840
2,957,959
1.1 %
Nexus
Buyer LLC (7)
Professional
Services
3.84%
(L + 3.75%)
3/10/2020
10/30/2026
4,525,714
4,439,823
4,522,885
1.7 %
NMSC
Holdings, Inc. (7)
Healthcare
Providers and Services
6.00%
(L + 5.00%)
5/14/2021
4/19/2023
4,986,877
4,979,624
4,983,785
1.8 %
NorthStar
Group Services, Inc. (7)
Commercial
Services and Supplies
6.50%
(L + 5.50%)
11/9/2020
11/9/2026
2,962,500
2,909,320
2,984,719
1.1 %
Numericable
U.S. LLC (7)
Media
4.15%
(L + 4.00%)
3/31/2020
8/14/2026
3,951,873
3,807,570
3,951,656
1.5 %
OneDigital
Borrower LLC (7)
Insurance
5.25%
(L + 4.50%)
10/30/2020
10/29/2027
5,797,969
5,682,143
5,830,410
2.1 %
Oregon
Clean Energy, LLC (7)
Independent
Power and Renewable Electricity Producers
4.75%
(L + 3.75%)
2/25/2020
3/2/2026
5,018,535
4,896,140
4,603,602
1.7 %
Osmosis
Debt Merger Sub, Inc. (5)(7)
Food
Products
4.50%
(L + 4.00%)
6/17/2021
6/16/2028
1,511,111
1,502,611
1,517,486
0.6 %
Pathway
Vet Alliance LLC (7)
Healthcare
Providers and Services
3.85%
(L + 3.75%)
1/29/2021
3/31/2027
3,462,266
3,400,348
3,458,648
1.3 %
Peraton
Corp. (7)
Aerospace
and Defense
4.50%
(L + 3.75%)
2/23/2021
2/1/2028
3,990,000
3,970,652
4,008,554
1.5 %
PetVet
Care Centers, LLC (7)
Healthcare
Providers and Services
4.25%
(L + 3.50%)
2/18/2021
2/14/2025
3,464,736
3,457,978
3,479,426
1.3 %
Phoenix
Guarantor Inc. (7)
Healthcare
Providers and Services
3.57%
(L + 3.50%)
10/2/2020
3/5/2026
4,975,031
4,931,812
4,951,872
1.8 %
Pike
Corporation (7)
Construction
and Engineering
3.11%
(L + 3.00%)
1/15/2021
1/14/2028
1,438,356
1,436,774
1,437,558
0.5 %
PODS,
LLC (7)
Building
Products
3.75%
(L + 3.00%)
3/19/2021
3/31/2028
1,995,000
1,985,396
1,993,195
0.7 %
PQ
Performance Chemicals (5)(7)
Chemicals
4.25%
(L + 3.50%)
4/30/2021
4/28/2028
2,000,000
1,990,000
2,005,000
0.7 %
Pre-Paid
Legal Services, Inc. (5)(7)
Diversified
Consumer Services
4.75%
(L + 4.00%)
9/11/2020
5/1/2025
1,488,750
1,480,085
1,494,340
0.5 %
Presidio
Holdings, Inc. (7)
Professional
Services
3.61%
(L + 3.50%)
2/28/2020
1/31/2027
2,376,000
2,343,525
2,378,602
0.9 %
Pretium
PKG Holdings, Inc. (7)
Containers
and Packaging
4.75%
(L + 4.00%)
10/29/2020
11/30/2027
2,487,500
2,460,196
2,497,139
0.9 %
Prime
Security Services Borrower, LLC (4)(7)
Diversified
Consumer Services
3.50%
(L + 2.75%)
4/20/2020
5/2/2022
1,791,564
1,764,697
1,791,985
0.7 %
Project
Alpha Intermediate Holding, Inc. (7)
Software
4.11%
(L + 4.00%)
2/10/2021
4/26/2024
3,941,711
3,913,510
3,952,255
1.5 %
Project
Boost Purchaser, LLC (5)(7)
Professional
Services
4.00%
(L + 3.50%)
6/21/2021
6/1/2026
5,000,000
4,987,500
5,000,025
1.8 %
Proofpoint,
Inc. (4)(5)(7)
IT
Services
3.75%
(L + 3.25%)
6/10/2021
6/9/2028
5,000,000
4,975,000
4,978,150
1.8 %
8
Palmer
Square Capital BDC Inc.
Consolidated
Schedule of Investments
As
of June 30, 2021
(Unaudited)
Portfolio
Company(3)
Industry
Interest
Rate
Acquisition
Date
Maturity Date
Principal
/ Par
Amortized Cost(1)(6)
Fair Value
Percentage
of Net Assets
Quest
Software US Holdings Inc (5)(7)
Software
4.44%
(L + 4.25%)
2/5/2020
5/16/2025
3,462,025
3,462,025
3,465,141
1.3 %
Radiate
Holdco, LLC (7)
Media
4.25%
(L + 3.50%)
2/25/2020
9/11/2026
5,096,258
5,048,451
5,107,317
1.9 %
Radiology
Partners, Inc. (7)
Healthcare
Providers and Services
4.32%
(L + 4.25%)
2/26/2020
7/9/2025
3,500,000
3,490,011
3,503,413
1.3 %
RealPage,
Inc. (4)(7)
Software
3.75%
(L + 3.25%)
2/18/2021
2/18/2028
5,000,000
4,987,879
4,990,950
1.8 %
Redstone
Holdco 2 LP (5)(7)
Software
5.50%
(L + 4.75%)
4/16/2021
4/14/2028
4,312,258
4,253,263
4,309,768
1.6 %
RegionalCare
Hospital Partners Holdings, Inc. (7)
Healthcare
Providers and Services
3.85%
(L + 3.75%)
2/11/2020
11/14/2025
3,028,873
3,016,477
3,025,390
1.1 %
Renaissance
Holding Corp (5)(7)
Diversified
Consumer Services
3.35%
(L + 3.25%)
3/4/2020
7/31/2025
1,988,296
1,978,240
1,970,540
0.7 %
Rodan
& Fields, LLC (7)
Personal
Products
4.07%
(L + 4.00%)
3/4/2021
6/16/2025
1,741,026
1,507,182
1,401,526
0.5 %
Rohm
Holding GMBH (7)
Chemicals
4.98%
(L + 4.75%)
2/2/2021
7/31/2026
4,477,215
4,451,868
4,491,206
1.6 %
Ryan
Specialty Group LLC (7)
Insurance
3.75%
(L + 3.00%)
7/23/2020
9/1/2027
1,985,000
1,971,832
1,988,722
0.7 %
Sabert
Corporation (7)
Containers
and Packaging
5.50%
(L + 4.50%)
2/26/2020
11/26/2026
4,817,873
4,807,962
4,823,920
1.8 %
SCIH
Salt Holdings Inc. (7)
Metals
and Mining
4.75%
(L + 4.00%)
4/13/2020
3/16/2027
3,960,075
3,900,063
3,972,866
1.5 %
Severin
Acquisition, LLC (7)
Diversified
Consumer Services
3.35%
(L + 3.25%)
2/26/2020
8/31/2025
3,740
3,603
3,724
0.0 %
Shearer’s
Foods, LLC (7)
Food
Products
4.25%
(L + 3.50%)
9/15/2020
9/23/2027
1,699,678
1,688,450
1,703,213
0.6 %
Sophia,
L.P. (7)
Software
3.90%
(L + 3.75%)
9/23/2020
10/31/2027
4,975,000
4,941,836
4,985,373
1.8 %
Sotera
Health Holdings, LLC (4)(7)
Healthcare
Equipment and Supplies
3.25%
(L + 2.75%)
1/15/2021
12/11/2026
4,000,000
4,000,000
3,990,840
1.5 %
Springer
Nature Deutschland GmbH (7)
Media
3.75%
(L + 3.00%)
2/26/2021
8/14/2026
2,086,931
2,082,531
2,089,539
0.8 %
Surf
Holdings, LLC (7)
Software
3.63%
(L + 3.50%)
4/16/2020
1/15/2027
1,980,006
1,883,797
1,969,492
0.7 %
Surgery
Center Holdings, Inc. (4)(7)
Healthcare
Providers and Services
4.50%
(L + 3.75%)
4/30/2021
9/3/2026
4,738,125
4,715,004
4,763,663
1.7 %
Talen
Energy Supply, LLC (7)
Independent
Power and Renewable Electricity Producers
3.85%
(L + 3.75%)
4/9/2020
6/26/2026
3,866,834
3,656,879
3,590,124
1.3 %
Tecta
America Corp. (7)
Construction
and Engineering
5.00%
(L + 4.25%)
4/20/2021
4/6/2028
3,697,000
3,692,582
3,708,553
1.4 %
The
Edelman Financial Engines Centre, LLC (7)
Diversified
Financial Services
4.50%
(L + 3.75%)
4/13/2020
4/7/2028
4,972,094
4,872,739
4,983,828
1.8 %
Thryv,
Inc. (4)(7)
Media
9.50%
(L + 8.50%)
2/18/2021
2/18/2026
2,622,857
2,548,080
2,664,665
1.0 %
TIBCO
Software Inc (7)
Software
3.85%
(L + 3.75%)
2/13/2020
6/30/2026
2,970,000
2,963,300
2,966,288
1.1 %
Tidal
Power Holdings, LLC (5)(7)
Independent
Power and Renewable Electricity Producers
4.75%
(L + 3.75%)
4/1/2021
4/1/2027
4,463,851
4,434,676
4,473,627
1.6 %
Tory
Burch LLC (7)
Specialty
Retail
4.00%
(L + 3.50%)
4/15/2021
4/14/2028
2,000,000
1,980,473
1,998,330
0.7 %
Tosca
Services, LLC (7)
Containers
and Packaging
4.25%
(L + 3.50%)
2/19/2021
8/18/2027
2,985,000
2,971,996
2,988,731
1.1 %
Traverse
Midstream Partners LLC (7)
Oil,
Gas and Consumable Fuels
6.50%
(L + 5.50%)
8/20/2020
9/27/2024
5,203,744
4,869,424
5,236,294
1.9 %
Triton
Water Holdings, Inc. (5)(7)
Food
Products
4.00%
(L + 3.50%)
3/17/2021
3/31/2028
5,000,000
4,983,117
5,000,700
1.8 %
Truck
Hero, Inc. (5)(7)
Auto
Components
4.50%
(L + 3.75%)
1/20/2021
1/20/2028
5,087,250
5,081,701
5,094,576
1.9 %
U.S.
Renal Care, Inc. (7)
Healthcare
Providers and Services
6.50%
(L + 5.50%)
4/23/2021
6/26/2026
500,000
492,660
503,958
0.2 %
U.S.
Renal Care, Inc. (7)
Healthcare
Providers and Services
5.13%
(L + 5.00%)
4/8/2020
6/26/2026
3,949,749
3,772,626
3,970,327
1.5 %
U.S.
Silica Company (4)(7)
Metals
and Mining
5.00%
(L + 4.00%)
3/9/2021
4/25/2025
2,979,321
2,859,770
2,856,439
1.0 %
UKG
Inc. (7)
Software
4.00%
(L + 3.25%)
6/18/2020
5/4/2026
992,513
980,078
994,949
0.4 %
UKG
Inc. (7)
Software
3.85%
(L + 3.75%)
2/28/2020
4/8/2026
4,433,568
4,413,745
4,441,881
1.6 %
Univision
Communications Inc. (7)
Media
4.75%
(L + 3.75%)
6/15/2020
3/13/2026
4,142,021
4,017,751
4,156,249
1.5 %
US
Radiology Specialists, Inc., (7)
Healthcare
Providers and Services
6.25%
(L + 5.50%)
12/11/2020
12/10/2027
3,980,000
3,905,803
4,009,850
1.5 %
USI,
Inc. (7)
Insurance
3.40%
(L + 3.25%)
4/23/2020
12/2/2026
3,959,832
3,929,716
3,928,727
1.4 %
9
Palmer
Square Capital BDC Inc.
Consolidated
Schedule of Investments
As
of June 30, 2021
(Unaudited)
Portfolio
Company(3)
Industry
Interest
Rate
Acquisition
Date
Maturity Date
Principal
/ Par
Amortized Cost(1)(6)
Fair Value
Percentage
of Net Assets
VeriFone
Systems, Inc. (7)
Commercial
Services and Supplies
4.15%
(L + 4.00%)
3/4/2020
8/20/2025
2,992,327
2,947,295
2,946,201
1.1 %
Verscend
Holding Corp. (7)
Health
Care Technology
4.10%
(L + 4.00%)
3/6/2020
8/27/2025
4,151,845
4,126,076
4,168,162
1.5 %
Vision
Solutions, Inc. (5)(7)
Software
5.00%
(L + 4.25%)
3/19/2021
3/19/2028
6,500,000
6,468,004
6,503,250
2.4 %
Watlow
Electric Manufacturing Company (7)
Electrical
Equipment
4.50%
(L + 4.00%)
4/19/2021
3/2/2028
2,119,687
2,122,335
2,127,636
0.8 %
White
Cap Buyer LLC (7)
Construction
Materials
4.50%
(L + 4.00%)
10/8/2020
10/8/2027
2,985,000
2,958,037
2,993,985
1.1 %
Wilsonart
LLC (7)
Building
Products
4.50%
(L + 3.50%)
3/19/2021
12/18/2026
3,482,134
3,465,194
3,485,546
1.3 %
Zelis
Cost Management Buyer, Inc. (7)
Health
Care Technology
3.59%
(L + 3.50%)
2/1/2021
9/30/2026
4,816,919
4,808,670
4,809,405
1.8 %
Total
First Lien Senior Secured
626,343,729
$ 617,518,470
$ 625,344,660
229.5 %
Second
Lien Senior Secured(2)
Alphabet
Holding Company, Inc. (7)
Food
Products
7.85%
(L + 7.75%)
5/14/2020
9/26/2025
896,875
844,897
900,938
0.3 %
Aruba
Investments, Inc. (7)
Chemicals
8.50%
(L + 7.75%)
10/28/2020
10/27/2028
2,350,000
2,315,858
2,377,413
0.9 %
Asurion,
LLC (7)
Diversified
Consumer Services
5.35%
(L + 5.25%)
1/29/2021
2/28/2028
3,500,000
3,500,000
3,532,813
1.3 %
DCert
Buyer, Inc. (7)
IT
Services
7.10%
(L + 7.00%)
2/16/2021
2/19/2029
1,500,000
1,496,706
1,517,505
0.6 %
Epicor
Software Corporation (7)
Software
8.75%
(L + 7.75%)
7/23/2020
7/31/2028
1,000,000
986,346
1,035,940
0.4 %
Infinite
Bidco LLC (7)
Electronic
Equipment, Instruments and Components
7.50%
(L + 7.00%)
2/24/2021
2/24/2029
2,000,000
1,990,689
2,020,000
0.7 %
Informatica
LLC (7)
Software
7.13%
(L + 0.00%)
2/14/2020
2/14/2025
1,000,000
996,296
1,024,375
0.4 %
PowerTeam
Services, LLC (7)
Construction
and Engineering
8.25%
(L + 7.25%)
5/12/2020
3/6/2026
4,810,000
4,387,891
4,794,368
1.8 %
Quest
Software US Holdings Inc (7)
Software
8.44%
(L + 8.25%)
2/11/2020
5/18/2026
1,597,000
1,580,577
1,597,399
0.6 %
SK
Invictus Intermediate II S.a.r.l. (7)
Software
6.84%
(L + 6.75%)
8/27/2020
2/13/2026
1,911,765
1,776,907
1,918,532
0.7 %
Total
Second Lien Senior Secured
20,565,640
19,876,167
20,719,283
7.7 %
Convertible
Bonds(2)
Dish
Network Corp (4)
Media
3.38%
4/21/2021
8/15/2026
1,000,000
1,024,182
1,024,145
0.4 %
Total
Convertible Bonds
1,000,000
1,024,182
1,024,145
0.4 %
Collateralized
Securities and Structured Products - Debt(2)
Barings
CLO Ltd (4)
Structured
Note
6.94%
(L + 6.75%)
1/24/2020
1/20/2028
2,000,000
1,915,791
1,906,900
0.7 %
GoldenTree
Loan Management US 2021-10A (4)(5)
Structured
Note
0.00%
(L + 7.79%)
6/28/2021
7/20/2034
1,250,000
1,212,500
1,212,500
0.4 %
HPS
Loan Management Series 15A-19 (4)
Structured
Note
7.04%
(L + 6.86%)
8/26/2020
7/22/2032
1,500,000
1,405,205
1,503,759
0.6 %
Magnetite
CLO Ltd 2015-16A (4)
Structured
Note
6.69%
(L + 6.50%)
8/11/2020
1/18/2028
1,000,000
795,085
941,320
0.3 %
Total
Collateralized Securities and Structured Products - Debt
5,750,000
5,328,581
5,564,479
2.0 %
Total
Debt Investments
653,659,369
$ 643,747,400
$ 652,652,567
239.6 %
Equity
Investments
Custom
Truck One Source Inc (4)
Commercial
Services and Supplies
NA
4/1/2021
NA
100,000
500,000
952,000
0.3 %
Total
Equity Investments
100,000
500,000
952,000
0.3 %
10
Palmer
Square Capital BDC Inc.
Consolidated
Schedule of Investments
As
of June 30, 2021
(Unaudited)
Number
of
Fair
Percentage
Shares
Cost
Value
of Net Assets
Short-Term
Investments
Fidelity
Investments Money Market Government Portfolio - Institutional Class, 0.01% (8)
77,388,079
77,388,079
77,388,079
28.4 %
Total
Short-Term Investments
77,388,079
$ 77,388,079
$ 77,388,079
28.4 %
Total
Investments
$ 721,635,479
$ 730,992,646
268.3 %
Liabilities
in Excess of Other Assets
(458,567,944 )
(168.3 )%
Net
Assets
$ 272,424,702
100.0 %
(1) The
amortized cost represents the original cost adjusted for the amortization of discounts and
premiums, as applicable, on debt investments using the effective interest method.
(2) Loan
contains a variable rate structure, subject to an interest rate floor. Variable rate loans
bear interest at a rate that may be determined by reference to either the London Interbank
Offered Rate (“LIBOR” or “L”) (which can include one-, two-, three-
or six-month LIBOR) or an alternate base rate (which can include the Federal Funds Effective
Rate or the Prime Rate), at the borrower’s option, and which reset periodically based
on the terms of the loan agreement.
(3) As
of June 30, 2021, all investments are non-controlled, non-affiliated investments. Non-controlled,
non-affiliated investments are defined as investments in which the Company owns less than
5% of the portfolio company’s outstanding voting securities and does not have the power
to exercise control over the management or policies of such portfolio company.
(4) Non-qualifying
investment as defined by Section 55(a) of the Investment Company Act of 1940. The Company
may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets
represent at least 70% of the Company’s total assets. As of June 30, 2021, 13.5% of
the Company’s total assets were in non-qualifying investments.
(5) Investments
or a portion of investments are unsettled as of June 30, 2021.
(6) As
of June 30, 2021, the tax cost of the Company’s investments approximates their amortized
cost.
(7) Security
or portion thereof held within Palmer Square BDC Funding I, LLC (“PS BDC Funding”)
and is pledged as collateral supporting the amounts outstanding under a revolving credit
facility with Bank of America, N.A. (“BofA N.A.”) (see Note 6 to the consolidated
financial statements).
(8) 7-day
effective yield as of June 30, 2021.
(9) Of
the entire $636,364 commitment to LBM Acquisition LLC, $212,121 was unfunded as of June 30,
2021.
The
accompanying notes are an integral part of these consolidated financial statements.
11
Palmer
Square Capital BDC Inc.
Consolidated
Schedule of Investments
As
of December 31, 2020
Portfolio
Company (3)
Industry
Interest
Rate
Acquisition
Date
Maturity
Date
Principal
/
Par
Amortized
Cost (1)(6)
Fair
Value
Percentage of
Net Assets
Debt
Investments
First
Lien Senior Secured (2)
Academy,
Ltd. (4)(7)
Specialty
Retail
5.75%
(L + 5.00%)
10/28/2020
10/28/2027
$ 2,500,000
$ 2,475,456
$ 2,499,375
0.9 %
Acrisure,
LLC (7)
Insurance
3.65%
(L + 3.50%)
1/31/2020
2/12/2027
4,962,500
4,952,070
4,882,902
1.8 %
AI
Convoy (Luxembourg) S.a.r.l. (7)
Aerospace
and Defense
4.50%
(L + 3.50%)
4/14/2020
1/29/2027
4,367,000
4,228,081
4,370,275
1.6 %
Albany
Molecular Research, Inc. (7)
Healthcare
Providers and Services
4.25%
(L + 3.25%)
2/20/2020
8/28/2024
4,949,493
4,925,181
4,976,320
1.9 %
Alera
Group Intermediate Holdings, Inc. (7)
Insurance
4.50%
(L + 4.00%)
2/3/2020
8/1/2025
5,453,360
5,396,423
5,412,460
2.0 %
AlixPartners,
LLP (7)
Diversified
Financial Services
2.65%
(L + 2.50%)
4/13/2020
4/30/2024
2,475,542
2,415,423
2,453,695
0.9 %
Alliant
Holdings Intermediate LLC (7)
Insurance
3.40%
(L + 3.25%)
1/27/2020
5/9/2025
3,703,695
3,430,767
3,651,214
1.3 %
Alliant
Holdings Intermediate LLC (7)
Insurance
4.25%
(L + 3.75%)
10/8/2020
10/8/2027
996,731
989,410
999,228
0.3 %
Alphabet
Holding Company, Inc. (7)
Food
Products
3.65%
(L + 3.50%)
1/24/2020
9/26/2024
2,971,847
2,841,691
2,950,584
1.1 %
Alterra
Mountain Company (7)
Hotels,
Restaurants and Leisure
5.50%
(L + 4.50%)
5/13/2020
8/31/2026
2,007,369
1,990,823
2,024,933
0.7 %
Alterra
Mountain Company (7)
Hotels,
Restaurants and Leisure
2.90%
(L + 2.75%)
4/13/2020
6/28/2024
2,976,982
2,825,365
2,944,727
1.1 %
Amentum
Government Services Holdings LLC (7)
Construction
and Engineering
3.65%
(L + 3.50%)
3/19/2020
2/26/2027
4,477,500
4,213,933
4,477,500
1.7 %
Amentum
Government Services Holdings LLC (7)
Construction
and Engineering
5.50%
(L + 4.75%)
10/29/2020
1/29/2027
1,500,000
1,470,381
1,515,000
0.5 %
American
Rock Salt Company LLC (7)
Metals
and Mining
4.50%
(L + 3.50%)
2/28/2020
3/21/2025
4,766,715
4,744,813
4,776,844
1.8 %
AmWINS
Group, Inc. (7)
Insurance
3.75%
(L + 2.75%)
3/2/2020
2/28/2024
4,458,648
4,410,908
4,469,014
1.7 %
Amynta
Agency Borrower, Inc. (7)
Insurance
4.65%
(L + 4.50%)
2/13/2020
2/28/2025
4,996,250
4,795,887
4,846,363
1.8 %
APLP
Holdings Limited Partnership (4)(7)
Independent
Power and Renewable Electricity Producers
3.50%
(L + 2.50%)
3/25/2020
4/13/2023
1,336,736
1,251,155
1,336,736
0.4 %
Applovin
Corporation (7)
Software
3.65%
(L + 3.50%)
3/2/2020
8/15/2025
4,957,013
4,889,288
4,952,056
1.9 %
Arches
Buyer Inc. (7)
Interactive
Media and Services
4.50%
(L + 4.00%)
11/24/2020
11/24/2027
5,000,000
4,950,488
5,016,250
1.9 %
Aristocrat
International PTY Ltd (4)(7)
Hotels,
Restaurants and Leisure
4.75%
(L + 3.75%)
5/14/2020
10/31/2024
2,487,500
2,443,638
2,502,276
1.0 %
Aruba
Investments, Inc. (7)
Chemicals
4.75%
(L + 4.00%)
10/28/2020
10/28/2027
1,500,000
1,485,176
1,504,223
0.6 %
Ascend
Learning, LLC (7)
Diversified
Consumer Services
4.00%
(L + 3.00%)
4/16/2020
7/29/2024
3,919,615
3,756,423
3,908,836
1.5 %
AssuredPartners,
Inc. (7)
Insurance
5.50%
(L + 4.50%)
5/29/2020
2/12/2027
992,500
973,932
996,227
0.4 %
AssuredPartners,
Inc. (7)
Insurance
3.65%
(L + 3.50%)
2/11/2020
2/12/2027
4,950,000
4,938,511
4,885,403
1.9 %
Asurion,
LLC (7)
Diversified
Consumer Services
3.40%
(L + 3.25%)
12/23/2020
1/29/2027
1,987,249
1,958,010
1,969,860
0.8 %
Athenahealth,
Inc. (7)
Healthcare
Providers and Services
4.65%
(L + 4.50%)
2/20/2020
2/11/2026
3,962,198
3,927,936
3,967,150
1.6 %
Avaya
Inc. (4)(7)
Diversified
Telecommunication Services
4.41%
(L + 4.25%)
4/20/2020
12/15/2024
1,560,941
1,490,031
1,572,218
0.6 %
Avaya
Inc. (4)(7)
Diversified
Telecommunication Services
4.39%
(L + 4.25%)
4/20/2020
12/15/2027
1,939,059
1,764,355
1,943,093
0.8 %
Azalea
TopCo, Inc. (7)
Healthcare
Providers and Services
3.71%
(L + 3.50%)
2/26/2020
7/23/2026
3,962,387
3,917,453
3,923,595
1.5 %
12
Palmer
Square Capital BDC Inc.
Consolidated
Schedule of Investments
As
of December 31, 2020
Portfolio
Company (3)
Industry
Interest
Rate
Acquisition
Date
Maturity
Date
Principal
/
Par
Amortized
Cost (1)(6)
Fair
Value
Percentage of
Net Assets
Barracuda
Networks, Inc. (7)
IT
Services
4.50%
(L + 3.75%)
3/2/2020
1/10/2025
$ 4,019,316
$ 4,015,168
$ 4,018,311
1.6 %
Bass
Pro Group, LLC (7)
Specialty
Retail
5.75%
(L + 5.00%)
7/28/2020
9/25/2024
6,071,202
6,066,031
6,100,495
2.4 %
Bausch
Health Companies Inc. (4)
Pharmaceuticals
3.15%
(L + 3.00%)
3/18/2020
6/30/2025
3,905,458
3,738,642
3,896,319
1.5 %
Belfor
Holdings Inc. (7)
Commercial
Services and Supplies
4.15%
(L + 4.00%)
3/18/2020
3/31/2026
2,976,096
2,844,878
2,983,685
1.2 %
Bioscrip,
Inc. (4)(7)
Healthcare
Providers and Services
4.40%
(L + 4.25%)
3/5/2020
5/29/2026
5,089,512
4,901,157
5,088,469
2.0 %
Blackstone
CQP Holdco LP (7)
Energy
Equipment and Services
3.74%
(L + 3.50%)
2/28/2020
6/7/2024
1,979,900
1,942,728
1,977,425
0.8 %
Boxer
Parent Company, Inc. (7)
Software
4.40%
(L + 4.25%)
4/7/2020
9/1/2025
3,394,243
3,006,431
3,387,064
1.3 %
Brookfield
Property REIT Inc. (7)
Real
Estate Investment Trusts (REITs)
2.65%
(L + 2.50%)
4/17/2020
5/4/2025
2,144,701
1,777,242
2,039,847
0.8 %
Brookfield
WEC Holdings Inc. (7)
Commercial
Services and Supplies
3.75%
(L + 3.00%)
2/25/2020
8/1/2025
4,455,798
4,390,350
4,451,031
1.8 %
Buzz
Merger Sub Ltd. (7)
Leisure
Products
2.90%
(L + 2.75%)
1/24/2020
1/22/2027
3,473,750
3,387,888
3,460,723
1.4 %
Caesars
Resort Collection, LLC (4)(7)
Hotels,
Restaurants and Leisure
4.65%
(L + 4.50%)
6/19/2020
7/31/2025
2,992,500
2,908,415
3,002,315
1.2 %
Camelot
U.S. Acquisition 1 Co. (4)(7)
Professional
Services
3.15%
(L + 3.00%)
4/14/2020
10/28/2026
3,969,925
3,901,437
3,957,936
1.6 %
CCI
Buyer, Inc. (5)(7)
Wireless
Telecommunication Services
4.75%
(L + 4.00%)
12/16/2020
12/31/2027
2,400,000
2,376,000
2,401,992
0.9 %
CCS-CMGC
Holdings, Inc. (7)
Healthcare
Providers and Services
5.71%
(L + 5.50%)
1/24/2020
10/1/2025
3,959,596
3,899,353
3,850,707
1.5 %
Change
Healthcare Holdings, Inc. (4)(7)
Healthcare
Providers and Services
3.50%
(L + 2.50%)
4/1/2020
3/1/2024
2,326,036
2,225,791
2,319,209
0.9 %
CHG
Healthcare Services, Inc (7)
Healthcare
Providers and Services
4.00%
(L + 3.00%)
3/19/2020
6/7/2023
2,967,965
2,650,461
2,956,375
1.2 %
Cincinnati
Bell Inc. (4)(7)
Media
4.25%
(L + 3.25%)
3/19/2020
10/2/2024
3,965,775
3,814,313
3,971,347
1.6 %
Citadel
Securities LP (7)
Diversified
Financial Services
2.90%
(L + 2.75%)
3/20/2020
2/6/2026
4,054,286
3,758,583
4,062,719
1.6 %
Consolidated
Communications, Inc. (4)(7)
Diversified
Telecommunication Services
5.75%
(L + 4.75%)
9/18/2020
10/31/2027
1,995,000
1,965,667
2,007,808
0.8 %
CP
Atlas Buyer, Inc (7)
Building
Products
5.25%
(L + 4.50%)
11/20/2020
12/31/2027
3,750,000
3,712,996
3,762,656
1.5 %
CP
Atlas Buyer, Inc (7)
Building
Products
5.25%
(L + 4.50%)
11/20/2020
11/19/2027
1,250,000
1,237,610
1,254,219
0.5 %
Creative
Artists Agency, LLC (7)
Media
3.90%
(L + 3.75%)
3/2/2020
11/20/2026
1,980,000
1,980,000
1,961,853
0.8 %
Crestwood
Holdings LLC
Oil,
Gas and Consumable Fuels
7.66%
(L + 7.50%)
6/5/2020
2/28/2023
488,751
346,400
381,226
0.2 %
DCert
Buyer, Inc. (5)(7)
Software
4.15%
(L + 4.00%)
1/28/2020
8/7/2026
4,962,500
4,953,855
4,965,602
2.0 %
Deerfield
Dakota Holding, LLC (7)
Diversified
Financial Services
4.75%
(L + 3.75%)
3/6/2020
2/25/2027
4,975,000
4,901,828
5,003,780
2.0 %
Delek
US Holdings, Inc. (4)(7)
Oil,
Gas and Consumable Fuels
6.50%
(L + 5.50%)
5/18/2020
3/31/2025
2,382,000
2,231,776
2,368,613
0.9 %
Delta
Topco, Inc. (7)
IT
Services
4.50%
(L + 3.75%)
10/7/2020
10/29/2027
4,000,000
3,980,258
4,005,840
1.6 %
The
Dun & Bradstreet Corporation (4)(7)
Professional
Services
3.90%
(L + 3.75%)
1/24/2020
3/31/2026
4,962,500
4,896,041
4,974,212
2.0 %
EAB
Global, Inc. (7)
Professional
Services
4.75%
(L + 3.75%)
2/21/2020
9/27/2024
2,974,516
2,893,045
2,958,721
1.2 %
ECI
Software Solutions, Inc. (7)
Software
4.50%
(L + 3.75%)
9/17/2020
9/30/2027
6,000,000
5,970,754
6,001,230
2.4 %
EFS
Cogen Holdings I LLC (7)
Independent
Power and Renewable Electricity Producers
4.50%
(L + 3.50%)
9/24/2020
10/29/2027
2,963,385
2,948,910
2,954,954
1.2 %
13
Palmer
Square Capital BDC Inc.
Consolidated
Schedule of Investments
As
of December 31, 2020
Portfolio
Company (3)
Industry
Interest
Rate
Acquisition
Date
Maturity
Date
Principal
/
Par
Amortized
Cost (1)(6)
Fair
Value
Percentage of
Net Assets
Elanco
Animal Health Incorporated (4)(7)
Healthcare
Providers and Services
1.90%
(L + 1.75%)
3/20/2020
2/26/2027
$ 45,572
$ 40,158
$ 45,235
0.0 %
Endo
Luxembourg Finance Company I S.a.r.l. (4)(7)
Pharmaceuticals
5.00%
(L + 4.25%)
4/13/2020
4/29/2024
2,480,720
2,325,276
2,449,711
1.0 %
Ensemble
RCM, LLC (7)
Healthcare
Providers and Services
3.96%
(L + 3.75%)
4/14/2020
7/24/2026
3,807,085
3,704,542
3,807,561
1.5 %
Epicor
Software Corporation (7)
Software
5.25%
(L + 4.25%)
7/23/2020
6/1/2022
3,990,000
3,926,731
4,020,962
1.6 %
Everi
Payments Inc. (4)
Professional
Services
11.50%
(L + 10.50%)
4/14/2020
5/9/2024
348,250
342,071
362,180
0.1 %
Everi
Payments Inc. (4)(7)
Professional
Services
3.75%
(L + 2.75%)
4/9/2020
5/1/2024
1,000,000
879,949
991,530
0.4 %
Evertec
Group LLC (4)(7)
Professional
Services
3.65%
(L + 3.50%)
4/14/2020
12/31/2024
2,430,502
2,341,762
2,430,502
1.0 %
Flexera
Software LLC (5)(7)
Software
4.50%
(L + 3.75%)
12/16/2020
1/16/2028
2,500,000
2,496,250
2,503,125
1.0 %
Flexera
Software LLC (5)(7)
Software
4.25%
(L + 3.25%)
2/28/2020
2/26/2025
1,519,710
1,480,336
1,521,336
0.6 %
Garda
World Security Corporation (7)
Diversified
Consumer Services
4.99%
(L + 4.75%)
3/13/2020
10/23/2026
5,000,000
4,848,904
5,013,750
2.0 %
GFL
Environmental Inc. (4)(7)
Commercial
Services and Supplies
3.50%
(L + 3.00%)
2/20/2020
5/9/2025
2,622,258
2,528,578
2,628,617
1.0 %
Global
Medical Response, Inc. (7)
Healthcare
Providers and Services
5.75%
(L + 4.75%)
9/24/2020
9/24/2025
4,500,000
4,413,785
4,480,313
1.8 %
Guggenheim
Partners Investment Management Holdings, LLC (7)
Diversified
Financial Services
3.50%
(L + 2.75%)
2/28/2020
7/21/2023
1,482,852
1,475,112
1,485,017
0.6 %
Guidehouse
LLP (7)
Professional
Services
4.65%
(L + 4.50%)
4/14/2020
3/14/2025
4,024,967
3,953,955
4,031,669
1.6 %
HAH
Group Holding Company LLC (7)
Healthcare
Providers and Services
6.00%
(L + 5.00%)
10/22/2020
10/20/2027
3,551,724
3,492,899
3,534,224
1.4 %
Hamilton
Projects Acquiror LLC (7)
Electric
Utilities
5.75%
(L + 4.75%)
6/11/2020
6/11/2027
5,457,587
5,389,828
5,482,611
2.2 %
Harbor
Freight Tools USA, Inc. (7)
Specialty
Retail
4.00%
(L + 3.25%)
10/14/2020
11/30/2027
3,500,000
3,465,751
3,506,370
1.4 %
Helix
Gen Funding, LLC (7)
Independent
Power and Renewable Electricity Producers
4.75%
(L + 3.75%)
1/31/2020
3/8/2024
4,419,559
4,366,931
4,280,254
1.7 %
Help/Systems
Holdings, Inc. (7)
Software
5.75%
(L + 4.75%)
9/16/2020
11/13/2026
4,974,937
4,926,250
4,966,654
2.0 %
Hostess
Brands, LLC (4)(7)
Food
Products
3.00%
(L + 2.25%)
3/18/2020
8/1/2025
1,438,207
1,326,162
1,432,929
0.6 %
HUB
International Limited (7)
Insurance
5.00%
(L + 4.00%)
4/22/2020
4/25/2025
3,979,925
3,918,865
3,997,536
1.6 %
Hyland
Software, Inc. (7)
Software
4.25%
(L + 3.50%)
9/25/2020
7/1/2024
2,992,347
2,981,598
3,003,568
1.2 %
Hyperion
Refinance S.a.r.l. (7)
Insurance
4.50%
(L + 3.50%)
3/2/2020
12/13/2024
3,962,981
3,911,850
3,958,582
1.6 %
ICH
US Intermediate Holdings II, Inc. (7)
Healthcare
Providers and Services
6.75%
(L + 5.75%)
2/28/2020
12/24/2026
6,748,077
6,617,263
6,754,420
2.7 %
Idera,
Inc. (7)
Software
5.00%
(L + 4.00%)
2/14/2020
6/28/2024
4,456,406
4,417,886
4,456,428
1.8 %
Informatica
LLC (7)
Software
3.40%
(L + 3.25%)
2/14/2020
2/15/2027
1,975,025
1,942,614
1,962,533
0.8 %
Inmar,
Inc. (7)
Professional
Services
5.00%
(L + 4.00%)
1/24/2020
5/1/2024
2,969,231
2,938,868
2,927,083
1.2 %
IRB
Holding Corporation (5)(7)
Hotels,
Restaurants and Leisure
4.25%
(L + 3.25%)
11/19/2020
11/19/2027
1,850,000
1,831,500
1,855,495
0.7 %
Iridium
Satellite LLC (4)(7)
Diversified
Telecommunication Services
4.75%
(L + 3.75%)
3/6/2020
10/18/2026
4,716,862
4,690,701
4,747,003
1.9 %
Ivanti
Software, Inc. (7)
IT
Services
5.75%
(L + 4.75%)
11/20/2020
11/22/2027
5,000,000
4,925,621
4,996,875
2.0 %
Jane
Street Group, LLC (7)
Diversified
Financial Services
3.23%
(L + 3.00%)
1/31/2020
1/31/2025
1,470,069
1,447,558
1,470,437
0.6 %
Kestrel
Acquisition LLC (7)
Independent
Power and Renewable Electricity Producers
5.25%
(L + 4.25%)
2/25/2020
5/2/2025
1,979,695
1,790,719
1,733,471
0.7 %
Klockner-Pentaplast
of America, Inc. (4)(7)
Containers
and Packaging
5.25%
(L + 4.25%)
9/10/2020
6/29/2022
3,730,720
3,689,267
3,728,388
1.5 %
14
Palmer
Square Capital BDC Inc.
Consolidated
Schedule of Investments
As
of December 31, 2020
Portfolio
Company (3)
Industry
Interest
Rate
Acquisition
Date
Maturity
Date
Principal
/
Par
Amortized
Cost (1)(6)
Fair
Value
Percentage of
Net Assets
Landry’s
Finance Acquisition Co
Hotels,
Restaurants and Leisure
13.00%
(L + 12.00%)
6/12/2020
10/4/2023
$ 18,875
$ 18,252
$ 21,518
0.0 %
LBM
Acquisition LLC (5)(7)
Construction
Materials
4.50%
(L + 3.75%)
12/9/2020
12/31/2027
1,227,273
1,212,273
1,229,148
0.5 %
LCPR
Loan Financing LLC (7)
Diversified
Telecommunication Services
5.16%
(L + 5.00%)
3/13/2020
10/22/2026
4,000,000
3,941,122
4,022,500
1.6 %
Lightstone
Holdco LLC
Independent
Power and Renewable Electricity Producers
4.75%
(L + 3.75%)
4/7/2020
1/30/2024
1,609,237
1,288,637
1,499,833
0.6 %
Lightstone
Holdco LLC
Independent
Power and Renewable Electricity Producers
4.75%
(L + 3.75%)
4/7/2020
1/30/2024
90,763
72,681
84,593
0.0 %
Limetree
Bay Terminals, LLC (5)(7)
Oil,
Gas and Consumable Fuels
5.00%
(L + 4.00%)
4/22/2020
2/15/2024
2,284,783
2,023,325
2,150,552
0.8 %
Lions
Gate Capital Holdings LLC (4)(7)
Media
2.40%
(L + 2.25%)
4/1/2020
3/19/2025
1,980,572
1,869,480
1,959,529
0.8 %
LogMeIn,
Inc. (7)
IT
Services
4.90%
(L + 4.75%)
8/14/2020
8/31/2027
3,500,000
3,415,896
3,495,643
1.4 %
Mauser
Packaging Solutions Holding Company (7)
Containers
and Packaging
3.48%
(L + 3.25%)
4/13/2020
4/3/2024
1,488,432
1,366,428
1,441,918
0.6 %
McAfee,
LLC (4)(7)
IT
Services
3.90%
(L + 3.75%)
2/26/2020
9/30/2024
3,570,079
3,556,203
3,575,220
1.4 %
Meredith
Corporation (4)(7)
Media
5.25%
(L + 4.25%)
6/25/2020
1/31/2025
3,482,500
3,355,696
3,512,101
1.4 %
Michaels
Stores, Inc. (4)(7)
Specialty
Retail
4.25%
(L + 3.50%)
9/2/2020
10/1/2027
1,995,000
1,953,730
1,986,900
0.8 %
Milano
Acquisition Corporation (7)
Health
Care Technology
4.75%
(L + 4.00%)
8/17/2020
8/31/2027
3,500,000
3,466,538
3,508,015
1.4 %
Minotaur
Acquisition, Inc. (7)
Diversified
Financial Services
5.15%
(L + 5.00%)
1/24/2020
3/27/2026
5,125,443
5,123,960
5,042,155
2.0 %
Mitchell
International, Inc. (7)
Software
4.75%
(L + 4.25%)
7/6/2020
11/29/2024
3,241,875
3,128,166
3,250,790
1.3 %
MPH
Acquisition Holdings LLC (7)
Healthcare
Providers and Services
3.75%
(L + 2.75%)
4/13/2020
5/25/2023
2,591,513
2,463,356
2,584,438
1.0 %
National
Mentor Holdings, Inc. (7)
Healthcare
Providers and Services
4.40%
(L + 4.25%)
2/7/2020
2/5/2026
3,794,103
3,761,808
3,795,697
1.5 %
National
Mentor Holdings, Inc. (7)
Healthcare
Providers and Services
4.40%
(L + 4.25%)
2/7/2020
2/5/2026
169,724
168,243
169,795
0.1 %
Navicure,
Inc. (7)
Health
Care Technology
4.75%
(L + 4.00%)
9/15/2020
10/22/2026
2,705,719
2,699,303
2,709,101
1.1 %
New
Arclin US Holding Corp. (7)
Chemicals
4.50%
(L + 3.50%)
8/25/2020
2/14/2024
1,989,525
1,966,566
1,990,778
0.8 %
Newport
Group Holdings II, Inc. (7)
Diversified
Financial Services
3.72%
(L + 3.50%)
8/25/2020
9/12/2025
2,984,733
2,900,441
2,966,078
1.2 %
Nexus
Buyer LLC (7)
Professional
Services
3.90%
(L + 3.75%)
3/10/2020
10/30/2026
4,048,687
3,955,471
4,027,613
1.6 %
Nielsen
Finance LLC (4)(7)
Media
4.75%
(L + 3.75%)
5/7/2020
6/6/2025
1,492,500
1,477,234
1,506,179
0.6 %
NorthStar
Group Services, Inc. (7)
Commercial
Services and Supplies
6.50%
(L + 5.50%)
11/9/2020
11/9/2026
3,000,000
2,941,128
2,977,500
1.2 %
Numericable
U.S. LLC (7)
Media
4.24%
(L + 4.00%)
3/31/2020
8/14/2026
3,972,139
3,814,159
3,965,108
1.6 %
OneDigital
Borrower LLC (7)
Insurance
5.25%
(L + 4.50%)
10/30/2020
10/29/2027
5,460,938
5,336,244
5,483,438
2.2 %
Oregon
Clean Energy, LLC (7)
Independent
Power and Renewable Electricity Producers
4.75%
(L + 3.75%)
2/25/2020
3/2/2026
5,078,751
4,943,404
5,066,055
2.0 %
Pathway
Vet Alliance LLC (7)
Healthcare
Providers and Services
4.15%
6/23/2020
3/31/2027
262,760
257,672
263,055
0.1 %
Pathway
Vet Alliance LLC (7)
Healthcare
Providers and Services
4.15%
(L + 4.00%)
6/23/2020
3/31/2027
3,216,904
3,154,690
3,220,523
1.3 %
PCI
Gaming Authority (7)
Hotels,
Restaurants and Leisure
2.65%
(L + 2.50%)
4/21/2020
5/15/2026
2,756,538
2,615,321
2,732,736
1.1 %
Petco
Animal Supplies, Inc.
Specialty
Retail
4.25%
(L + 3.25%)
6/17/2020
1/26/2023
1,492,167
1,236,450
1,432,898
0.6 %
15
Palmer
Square Capital BDC Inc.
Consolidated
Schedule of Investments
As
of December 31, 2020
Portfolio
Company (3)
Industry
Interest
Rate
Acquisition
Date
Maturity
Date
Principal
/
Par
Amortized
Cost (1)(6)
Fair
Value
Percentage of
Net Assets
PetVet
Care Centers, LLC (7)
Healthcare
Providers and Services
5.25%
(L + 4.25%)
8/14/2020
2/15/2025
3,482,368
3,474,303
3,504,133
1.4 %
Phoenix
Guarantor Inc. (7)
Healthcare
Providers and Services
4.25%
(L + 3.75%)
10/2/2020
3/31/2026
$ 5,000,000
$ 4,951,532
$ 5,004,150
2.0 %
Pike
Corporation (7)
Construction
and Engineering
4.12%
(L + 3.97%)
8/19/2020
7/24/2026
1,875,952
1,867,058
1,877,622
0.7 %
Playtika
Holding Corp. (7)
Hotels,
Restaurants and Leisure
7.00%
(L + 6.00%)
2/28/2020
12/31/2024
8,659,461
8,717,061
8,728,865
3.4 %
PODS,
LLC (7)
Building
Products
3.75%
(L + 2.75%)
2/26/2020
12/6/2024
1,956,928
1,952,700
1,964,873
0.8 %
Pre-Paid
Legal Services, Inc. (7)
Diversified
Consumer Services
4.75%
(L + 4.00%)
9/11/2020
5/1/2025
1,496,250
1,474,767
1,503,731
0.6 %
Pre-Paid
Legal Services, Inc. (7)
Diversified
Consumer Services
3.40%
(L + 3.25%)
2/26/2020
5/1/2025
1,638,513
1,592,272
1,622,807
0.6 %
Presidio
Holdings, Inc. (7)
Professional
Services
3.72%
(L + 3.50%)
2/28/2020
1/31/2027
2,388,000
2,352,280
2,389,122
0.9 %
Pretium
PKG Holdings, Inc. (7)
Containers
and Packaging
4.75%
(L + 4.00%)
10/29/2020
11/30/2027
2,500,000
2,463,389
2,503,125
1.0 %
Prime
Security Services Borrower, LLC (4)(7)
Diversified
Consumer Services
4.25%
(L + 3.25%)
4/20/2020
9/14/2026
1,796,054
1,754,890
1,809,803
0.7 %
Project
Alpha Intermediate Holding, Inc. (7)
Software
4.50%
(L + 3.50%)
1/30/2020
4/19/2024
3,961,519
3,928,048
3,935,095
1.6 %
ProQuest
LLC (7)
Internet
and Direct Marketing Retail
3.65%
(L + 3.50%)
4/17/2020
10/16/2026
3,310,911
3,256,718
3,310,911
1.3 %
Quest
Software US Holdings Inc (7)
Software
4.46%
(L + 4.25%)
2/5/2020
5/16/2025
2,977,215
2,977,215
2,935,534
1.2 %
Rackspace
Hosting, Inc. (7)
Technology
Hardware, Storage and Peripherals
4.00%
(L + 3.00%)
4/17/2020
11/3/2023
2,976,864
2,867,228
2,977,236
1.2 %
Radiate
Holdco, LLC (7)
Media
4.25%
(L + 3.50%)
2/25/2020
9/11/2026
5,121,868
5,069,220
5,137,054
2.0 %
Radiology
Partners, Inc. (7)
Healthcare
Providers and Services
4.40%
(L + 4.25%)
2/26/2020
7/9/2025
3,500,000
3,488,400
3,450,423
1.4 %
Redstone
Buyer, LLC (7)
Software
6.00%
(L + 5.00%)
7/1/2020
9/1/2027
4,999,000
4,969,348
5,027,119
2.0 %
RegionalCare
Hospital Partners Holdings, Inc. (7)
Healthcare
Providers and Services
3.90%
(L + 3.75%)
2/11/2020
11/14/2025
3,028,873
3,015,138
3,026,799
1.2 %
Renaissance
Holding Corp (7)
Diversified
Consumer Services
3.40%
(L + 3.25%)
3/4/2020
7/31/2025
1,979,695
1,944,213
1,950,614
0.8 %
Ryan
Specialty Group LLC (7)
Insurance
4.00%
(L + 3.25%)
7/23/2020
9/1/2027
1,995,000
1,980,621
1,995,000
0.8 %
Sabert
Corporation (7)
Containers
and Packaging
5.50%
(L + 4.50%)
2/26/2020
11/26/2026
4,830,392
4,819,800
4,832,397
1.9 %
Samsonite
International S.A. (4)(7)
Textiles,
Apparel and Luxury Goods
5.50%
(L + 4.50%)
4/30/2020
4/25/2025
1,791,000
1,743,626
1,787,651
0.7 %
Scientific
Games International, Inc. (4)(7)
Leisure
Products
2.90%
(L + 2.75%)
4/9/2020
8/14/2024
1,984,694
1,758,771
1,943,760
0.8 %
SCIH
Salt Holdings Inc. (7)
Metals
and Mining
5.50%
(L + 4.50%)
4/13/2020
3/3/2027
3,980,000
3,915,034
3,992,438
1.6 %
Shearer’s
Foods, LLC (7)
Food
Products
4.75%
(L + 4.00%)
9/15/2020
9/14/2027
1,708,219
1,695,921
1,711,558
0.7 %
SmartBear
Software Inc. (5)(7)
Software
4.46%
(L + 4.25%)
11/20/2020
11/19/2027
3,000,000
2,970,000
2,990,625
1.2 %
Sophia,
L.P. (7)
Software
4.50%
(L + 3.75%)
9/23/2020
10/31/2027
5,000,000
4,963,358
5,024,100
2.0 %
Sotera
Health Holdings LLC (4)(7)
Healthcare
Equipment and Supplies
5.50%
(L + 4.50%)
3/2/2020
11/20/2026
4,163,466
4,148,686
4,185,157
1.7 %
Springer
Nature Deutschland GmbH (5)(7)
Media
4.50%
(L + 3.50%)
11/17/2020
8/14/2024
2,279,964
2,274,264
2,283,293
0.9 %
Surf
Holdings, LLC (7)
Software
3.73%
(L + 3.50%)
4/16/2020
1/15/2027
1,990,000
1,885,497
1,975,573
0.8 %
Syncsort
Incorporated (7)
Software
7.00%
(L + 6.00%)
4/13/2020
8/16/2024
4,262,440
4,109,093
4,269,110
1.7 %
16
Palmer
Square Capital BDC Inc.
Consolidated
Schedule of Investments
As
of December 31, 2020
Portfolio
Company (3)
Industry
Interest
Rate
Acquisition
Date
Maturity
Date
Principal
/
Par
Amortized
Cost (1)(6)
Fair
Value
Percentage of
Net Assets
Talen
Energy Supply, LLC (7)
Independent
Power and Renewable Electricity Producers
3.90%
(L + 3.75%)
4/9/2020
6/26/2026
3,866,834
3,638,489
3,812,041
1.5 %
TecoStar
Holdings, Inc. (7)
Healthcare
Equipment and Supplies
4.50%
(L + 3.50%)
2/25/2020
5/1/2024
2,969,109
2,956,997
2,924,573
1.2 %
The
Edelman Financial Center, LLC (7)
Diversified
Financial Services
3.15%
(L + 3.00%)
4/13/2020
6/26/2025
1,984,810
1,880,143
1,958,759
0.8 %
TIBCO
Software Inc (7)
Software
3.90%
(L + 3.75%)
2/13/2020
6/30/2026
$ 2,985,000
$ 2,977,336
$ 2,937,419
1.2 %
Tosca
Services, LLC (7)
Containers
and Packaging
5.25%
(L + 4.25%)
7/28/2020
8/31/2027
3,000,000
2,985,819
3,021,255
1.2 %
Traverse
Midstream Partners LLC (7)
Oil,
Gas and Consumable Fuels
6.50%
(L + 5.50%)
8/20/2020
9/27/2024
5,342,482
4,954,097
5,259,833
2.1 %
Tronox
Finance LLC (4)(7)
Chemicals
3.15%
(L + 3.00%)
4/17/2020
9/14/2024
1,779,361
1,748,333
1,773,364
0.7 %
UGI
Energy Services, LLC (7)
Oil,
Gas and Consumable Fuels
3.90%
(L + 3.75%)
4/27/2020
8/7/2026
992,443
918,793
996,165
0.4 %
Ultimate
Software Group, The (7)
Software
4.75%
(L + 4.00%)
6/18/2020
5/31/2026
997,500
983,667
1,004,243
0.4 %
Ultimate
Software Group, The (7)
Software
3.90%
(L + 3.75%)
2/28/2020
4/8/2026
4,456,131
4,433,707
4,460,075
1.8 %
Univision
Communications Inc. (7)
Media
4.75%
(L + 3.75%)
6/15/2020
3/13/2026
4,197,268
4,059,519
4,214,455
1.7 %
UOS,
LLC (7)
Commercial
Services and Supplies
4.40%
(L + 4.25%)
2/19/2020
4/18/2025
4,593,053
4,584,727
4,605,018
1.8 %
US
Radiology Specialists, Inc., (7)
Healthcare
Providers and Services
6.25%
(L + 5.50%)
12/11/2020
12/10/2027
4,000,000
3,920,333
3,983,740
1.6 %
U.S.
Renal Care, Inc. (7)
Healthcare
Providers and Services
5.15%
(L + 5.00%)
4/8/2020
6/26/2026
3,969,849
3,776,648
3,957,126
1.6 %
U.S.I.,
Inc. (7)
Insurance
4.25%
(L + 4.00%)
4/23/2020
12/2/2026
4,972,381
4,903,442
4,973,425
2.0 %
USIC
Holdings, Inc. (7)
Construction
and Engineering
4.00%
(L + 3.00%)
2/26/2020
12/8/2023
1,980,066
1,972,057
1,989,144
0.8 %
Venator
Materials LLC (4)(7)
Chemicals
3.15%
(L + 3.00%)
4/17/2020
6/28/2024
1,984,615
1,814,166
1,957,327
0.8 %
VeriFone
Systems, Inc. (7)
Commercial
Services and Supplies
4.22%
(L + 4.00%)
3/4/2020
8/20/2025
496,203
474,275
481,316
0.2 %
Verscend
Holding Corp. (7)
Health
Care Technology
4.65%
(L + 4.50%)
3/6/2020
8/27/2025
4,162,491
4,133,385
4,168,735
1.6 %
VFH
Parent LLC (4)(7)
Capital
Markets
3.15%
(L + 3.00%)
3/20/2020
6/1/2026
2,532,966
2,363,333
2,533,751
1.0 %
VM
Consolidated Inc. (4)(7)
Transportation
Infrastructure
3.40%
(L + 3.25%)
2/28/2020
2/28/2025
967,824
961,310
960,972
0.4 %
WebMD
Health Corp. (7)
Interactive
Media and Services
4.75%
(L + 3.75%)
6/11/2020
9/13/2024
4,979,987
4,917,305
4,979,987
2.0 %
White
Cap Buyer LLC (7)
Construction
Materials
4.50%
(L + 4.00%)
10/8/2020
10/8/2027
3,000,000
2,970,582
3,003,120
1.2 %
Xplornet
Communications Inc (7)
Wireless
Telecommunication Services
4.90%
(L + 4.75%)
5/29/2020
5/31/2027
3,482,500
3,319,234
3,501,218
1.4 %
Zelis
Cost Management Buyer, Inc. (7)
Health
Care Technology
4.90%
(L + 4.75%)
3/2/2020
10/30/2026
4,841,125
4,831,550
4,860,296
1.9 %
Total
First Lien Senior Secured
568,173,986
$ 554,650,131
$ 566,459,850
223.8 %
17
Palmer
Square Capital BDC Inc.
Consolidated
Schedule of Investments
As
of December 31, 2020
Portfolio
Company (3)
Industry
Interest
Rate
Acquisition
Date
Maturity
Date
Principal
/
Par
Amortized
Cost (1)(6)
Fair
Value
Percentage of
Net Assets
Second
Lien Senior Secured (2)
Alphabet
Holding Company, Inc. (7)
Food
Products
7.90%
(L + 7.75%)
5/14/2020
9/26/2025
2,050,000
1,920,126
2,046,925
0.8 %
Aptean
Inc
Software
8.65%
(L + 8.50%)
7/23/2020
4/23/2027
1,400,000
1,334,785
1,375,500
0.5 %
Aruba
Investments, Inc. (7)
Chemicals
8.50%
(L + 7.75%)
10/29/2020
10/27/2028
2,350,000
2,315,519
2,369,094
0.9 %
Asurion,
LLC (7)
Diversified
Consumer Services
6.65%
(L + 6.50%)
3/31/2020
7/14/2025
2,939,394
2,895,326
2,968,053
1.2 %
Epicor
Software Corporation (7)
Software
8.75%
(L + 7.75%)
7/23/2020
7/31/2028
1,000,000
985,486
1,046,565
0.4 %
Informatica
LLC (7)
Software
7.13%
2/14/2020
2/14/2025
1,000,000
995,486
1,020,750
0.4 %
Mitchell
International, Inc.
Software
7.40%
(L + 7.25%)
7/1/2020
11/20/2025
447,667
415,895
434,516
0.2 %
New
Arclin US Holding Corp.
Chemicals
9.75%
(L + 8.75%)
9/14/2020
2/14/2025
1,928,999
1,835,183
1,856,662
0.7 %
PowerTeam
Services, LLC (5)
Construction
and Engineering
8.25%
(L + 7.25%)
5/12/2020
3/6/2026
4,810,000
4,351,841
4,457,259
1.8 %
Quest
Software US Holdings Inc
Software
8.46%
(L + 8.25%)
2/11/2020
5/18/2026
$ 1,597,000
$ 1,578,688
$ 1,523,538
0.6 %
SK
Invictus Intermediate II S.a.r.l. (7)
Software
6.90%
(L + 6.75%)
8/27/2020
2/13/2026
911,765
779,512
877,118
0.3 %
Total
Second Lien Senior Secured
20,434,825
19,407,847
19,975,980
7.8 %
Collateralized
Securities and Structured Products - Debt (2)
Barings
CLO Ltd (4)
Structured
Note
6.97%
(L + 6.75%)
1/24/2020
1/20/2028
2,000,000
1,909,424
1,722,977
0.6 %
Babson
CLO Ltd 2019-3A (4)
Structured
Note
7.92%
(L + 6.78%)
8/11/2020
4/20/2031
1,500,000
1,373,460
1,491,304
0.6 %
Beechwood
Park CLO, Ltd (4)
Structured
Note
7.72%
(L + 7.50%)
7/27/2020
1/17/2033
1,750,000
1,699,298
1,767,605
0.7 %
Eaton
Vance CLO 2019-1, Ltd. (4)
Structured
Note
6.99%
(L + 6.75%)
9/1/2020
4/15/2031
1,500,000
1,470,929
1,502,993
0.6 %
HPS
Loan Management Series 15A-19 (4)
Structured
Note
7.07%
(L + 6.86%)
8/26/2020
7/22/2032
1,500,000
1,400,957
1,433,815
0.6 %
Magnetite
XIV-R, Limited (4)
Structured
Note
8.15%
(L + 7.93%)
1/24/2020
10/18/2031
1,500,000
1,448,204
1,333,180
0.5 %
Magnetite
Clo LTD (4)
Structured
Note
2.37%
(L + 2.15%)
4/2/2020
1/18/2028
1,000,000
832,569
972,288
0.4 %
Magnetite
CLO Ltd 2015-16A (4)
Structured
Note
6.72%
(L + 6.50%)
8/11/2020
1/18/2028
1,000,000
779,579
890,000
0.4 %
Newark
BSL CLO 1 Ltd (4)
Structured
Note
3.22%
(L + 3.00%)
4/6/2020
12/21/2029
500,000
382,142
498,394
0.2 %
Riserva
CLO, LTD. (4)
Structured
Note
5.85%
(L + 3.45%)
4/2/2020
10/18/2028
1,000,000
829,883
997,964
0.4 %
TCI-Flatiron
CLO Ltd (4)
Structured
Note
3.91%
(L + 3.70%)
4/2/2020
1/29/2032
1,000,000
811,343
1,004,981
0.4 %
Total
Collateralized Securities and Structured Products - Debt
14,250,000
12,937,788
13,615,501
5.4 %
Total
Debt Investments
602,858,811
$ 586,995,766
$ 600,051,331
237.0 %
18
Palmer
Square Capital BDC Inc.
Consolidated
Schedule of Investments
As
of December 31, 2020
Number of
Shares
Cost
Fair
Value
Percentage of
Net Assets
Short-Term
Investments
Fidelity
Investments Money Market Government Portfolio - Institutional Class, 0.01% (8)
53,104,869
53,104,869
53,104,869
21.0 %
Total
Short-Term Investments
53,104,869
$ 53,104,869
$ 53,104,869
21.0 %
Total
Investments
$ 640,100,635
$ 653,156,200
258.0 %
Liabilities
in Excess of Other Assets
(400,011,229 )
(158.0 )%
Net
Assets
$ 253,144,971
100.0 %
(1)
The
amortized cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments
using the effective interest method.
(2)
Loan
contains a variable rate structure, subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined
by reference to either the London Interbank Offered Rate (“LIBOR” or “L”) (which can include one-, two-,
three- or six-month LIBOR) or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate), at the
borrower’s option, and which reset periodically based on the terms of the loan agreement.
(3)
As
of December 31, 2020, all investments are non-controlled, non-affiliated investments. Non-controlled, non-affiliated investments
are defined as investments in which the Company owns less than 5% of the portfolio company’s outstanding voting securities
and does not have the power to exercise control over the management or policies of such portfolio company.
(4)
Non-qualifying
investment as defined by Section 55(a) of the Investment Company Act of 1940. The Company may not acquire any non-qualifying asset
unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of December
31, 2020, 15.5% of the Company’s total assets were in non-qualifying investments.
(5)
Investments
or a portion of investments are unsettled as of December 31, 2020.
(6)
As
of December 31, 2020, the tax cost of the Company’s investments approximates their amortized cost.
(7)
Security
or portion thereof held within Palmer Square BDC Funding I, LLC (“PS BDC Funding”) and is pledged as collateral supporting
the amounts outstanding under a revolving credit facility with Bank of America, N.A. (“BofA N.A.”) (see Note 6 to the
consolidated financial statements).
(8)
7-day
effective yield as of December 31, 2020.
The
accompanying notes are an integral part of these consolidated financial statements.
19
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
Note
1. Organization
Organization
Palmer
Square Capital BDC Inc. (the “Company”) is a financial services company that primarily lends to and invests in corporate
debt securities of privately held companies, including small to large private U.S. companies. The Company was organized as a Maryland
corporation on August 26, 2019 and is structured as an externally managed, non-diversified closed-end management investment company.
The Company has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940,
as amended (the “1940 Act”) and, beginning with its taxable year ending December 31, 2020, the Company has elected to be
treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1985, as amended (the
“Code”). The Company commenced operations on January 23, 2020. Palmer Square BDC Funding I, LLC (“PS BDC Funding”)
was formed on January 21, 2020 and entered into a senior, secured revolving credit facility with BofA N.A. Palmer Square BDC Funding
II LLC (“PS BDC Funding II”) was formed on September 8, 2020 and entered into a senior, secured credit facility with Wells
Fargo, National Association.
The
Company’s investment objective is to maximize total return, comprised of current income and capital appreciation. The Company’s
current investment focus is guided by two strategies that facilitate its investment opportunities and core competencies: (1) investing
in corporate debt securities and, to a lesser extent, (2) investing in collateralized loan obligation (“CLO”) structured
credit that typically owns corporate debt securities, including the equity and junior debt tranches of CLOs. To a limited extent, the
Company may enter into derivatives transactions, which may utilize instruments such as forward contracts, currency options and interest
rate swaps, caps, collars and floors to seek to hedge against fluctuations in the relative values of the Company’s portfolio positions
from changes in currency exchange rates and market interest rates or to earn income and enhance the Company’s total returns. The
Company may receive or purchase warrants or rights to acquire equity or other securities in connection with making a debt investment
in a company. During the period January 23, 2020 (Commencement of Operations) through June 30, 2020 and the six months ended June 30,
2021, the Company did not invest in any derivative contracts.
The
Company is externally managed by Palmer Square BDC Advisor LLC (the “Investment Advisor”), an investment adviser that is
registered with the Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940, pursuant to
an investment advisory agreement between the Company and the Investment Advisor (the “Advisory Agreement”). The Investment
Advisor, in its capacity as administrator (the “Administrator”), provides the administrative services necessary for the Company
to operate pursuant to an administration agreement between the Company and the Administrator (the “Administration Agreement”).
The Company’s fiscal year ends on December 31.
The
Company has two wholly-owned subsidiaries: PS BDC Funding, a special purpose wholly-owned subsidiary established for utilizing the Company’s
revolving credit facility with BofA N.A., and PS BDC Funding II, a special purpose wholly-owned subsidiary established for utilizing
the Company’s credit facility with Wells Fargo, National Association. These subsidiaries are consolidated in the financial statements
of the Company.
20
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
Note
2. Significant Accounting Policies
The
following is a summary of significant accounting policies consistently followed by the Company in the preparation of its financial statements.
The Company is an investment company and applies specific accounting and financial reporting requirements under Financial Accounting
Standards Board (“FASB”) Accounting Standards Topic 946, Financial Services-Investment Companies . The Company’s
functional currency is U.S. dollars (“USD”) and these consolidated financial statements have been prepared in that currency.
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in
the United States of America (“GAAP”) and pursuant to Regulation S-X.
Use
of Estimates
The
preparation of the consolidated 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 consolidated
financial statements. Actual results could differ from those estimates.
Indemnifications
In
the normal course of business, the Company enters into contracts that contain a variety of representations which provide general indemnifications.
The Company’s maximum exposure under these arrangements cannot be known; however, the Company expects any risk of loss to be remote.
Cash
and Cash Equivalents
Cash
is comprised of cash on deposit with major financial institutions. Cash equivalents consist of highly liquid investments with original
maturities of three months or less. The Company places its cash with high credit quality institutions to minimize credit risk exposure.
Debt
Issuance Costs
The
Company records origination and other expenses related to its debt obligations as deferred financing costs. These expenses are deferred
and amortized over the life of the related debt instrument. Debt issuance costs are presented on the consolidated statement of assets
and liabilities as a direct deduction from the debt liability. In circumstances in which there is not an associated debt liability amount
recorded in the consolidated financial statements when the debt issuance costs are incurred, such debt issuance costs will be reported
on the consolidated statement of assets and liabilities as an asset until the debt liability is recorded. As of June 30, 2021, the balance
of deferred financing costs was $1.8 million, included in Credit Facility (as defined below), net of $413.9 million on the consolidated
statement of assets and liabilities. As of December 31, 2020, the balance of deferred financing costs was $2.1 million, included in Credit
Facility (as defined below), net of $393.2 million on the consolidated statement of assets and liabilities.
Income
Taxes
The Company has elected,
and intends to qualify annually, to be treated as a RIC under Subchapter M of the Code. So long as the Company maintains its status as
a RIC, it generally will not pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it distributes
at least annually to its stockholders as dividends.
21
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
To
qualify as a RIC, the Company must, among other things, meet certain source-of-income and asset diversification requirements. In addition,
to qualify for RIC tax treatment, the Company must distribute to its stockholders, for each taxable year, at least 90% of its “investment
company taxable income” for that year, which is generally its ordinary income plus the excess of its realized net short-term capital
gains over its realized net long-term capital losses. In order for the Company not to be subject to U.S. federal excise taxes, it must
distribute annually an amount at least equal to the sum of (i) 98% of its net ordinary income (taking into account certain deferrals
and elections) for the calendar year, (ii) 98.2% of its capital gains in excess of capital losses for the one year period ending October
31 in such calendar year and (iii) any net ordinary income and capital gains in excess of capital losses for preceding years that were
not distributed during such years. The Company, at its discretion, may carry forward taxable income in excess of calendar year dividends
and pay a 4% nondeductible U.S. federal excise tax on this income.
The
Company evaluates tax positions taken or expected to be taken in the course of preparing its consolidated financial statements to determine
whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed
to meet the “more-likely-than-not” threshold are reserved and recorded as a tax benefit or expense in the current year. All
penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject
to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations
and interpretations thereof.
Interest
and Dividend Income Recognition
Interest
income is recorded on the accrual basis and includes amortization of premiums or accretion of discounts. Discounts and premiums to par
value on securities purchased are accreted and amortized, respectively, into interest income over the contractual life of the respective
security using the effective interest method. The amortized cost of investments represents the original cost adjusted for the amortization
of premiums or accretion of discounts, if any. Upon prepayment of a loan or debt security, any prepayment premiums, unamortized upfront
loan origination fees, paydown gains/losses and unamortized discounts are recorded as interest income in the current period.
Loans
are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Accrued
interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized
as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored
to accrual status when past due principal and interest is paid current and, in management’s judgment, are likely to remain current.
Management may make exceptions to this treatment and determine to not place a loan on non-accrual status if the loan has sufficient collateral
value and is in the process of collection.
Dividend
income on preferred equity securities is recorded on the accrual basis to the extent that such amounts are payable by the portfolio company
and are expected to be collected. Dividend income on common equity securities and money market funds is recorded on the record date for
private portfolio companies or on the ex-dividend date for publicly-traded portfolio companies.
Other
Income
From
time to time, the Company may receive fees for services provided to portfolio companies. These fees are generally only available to the
Company as a result of closing investments, are normally paid at the closing of the investments, are generally non-recurring and are
recognized as revenue when earned upon closing of the investment. The services that the Investment Advisor provides vary by investment,
but can include closing, work, diligence or other similar fees and fees for providing managerial assistance to the Company’s portfolio
companies. In addition, the Company may generate revenue in the form of commitment, origination, structuring or diligence fees, monitoring
fees and possibly consulting and performance- based fees.
22
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
Offering
Costs
Offering costs in connection
with the offering of common stock of the Company were capitalized as a deferred charge and amortized to expense on a straight-line basis
over 12 months from the commencement of operations, January 23, 2020. These expenses consisted primarily of legal fees and other costs
incurred with Company’s share offerings, the preparation of the Company’s registration statement, and registration fees.
Net
Realized Gains or Losses and Net Change in Unrealized Appreciation or Depreciation
The
Company measures realized gains or losses by the difference between the net proceeds from the repayment or sale and the amortized cost
basis of the investment, without regard to unrealized appreciation or depreciation previously recognized, but considering unamortized
upfront fees and prepayment penalties. Net change in unrealized appreciation or depreciation reflects the change in portfolio investment
values during the reporting period, including any reversal of previously recorded unrealized appreciation or depreciation, when gains
or losses are realized.
New
Accounting Pronouncements
In
March 2020, the FASB issued Accounting Standards Update 2020-04, Reference Rate Reform (Topic 848) – Facilitation of the Effects
of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). The guidance provides optional expedients and exceptions
for applying generally accepted accounting principles to contracts, hedging relationships, and other transactions, subject to meeting
certain criteria, that reference LIBOR or another reference rate expected to be discontinued. ASU 2020-04 is effective for all entities
as of March 12, 2020 through December 31, 2022. The Company is currently evaluating the impact of adopting ASU 2020-04 on its consolidated
financial statements.
23
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
Note
3. Agreements and Related Party Transactions
Administration
Agreement
The
Company has entered into the Administration Agreement with the Administrator. Pursuant to the Administration Agreement, the Administrator
furnishes office facilities and equipment and provides clerical, bookkeeping, recordkeeping and other administrative services at such
facilities. Under the Administration Agreement, the Administrator performs, or oversees the performance of, required administrative services,
which include being responsible for the financial and other records that the Company is required to maintain and preparing reports to
stockholders and reports and other materials filed with the SEC. In addition, the Administrator assists the Company in determining and
publishing the Company’s net asset value, overseeing the preparation and filing of tax returns and the printing and dissemination
of reports and other materials to stockholders, and generally overseeing the payment of expenses and the performance of administrative
and professional services rendered to the Company by others. Under the Administration Agreement, the Administrator also provides managerial
assistance on the Company’s behalf to those portfolio companies that have accepted the offer to provide such assistance.
Under
the Administration Agreement, the Company reimburses the Administrator based upon its allocable portion of the Administrator’s
overhead (including rent) in performing its obligations under the Administration Agreement, including rent, the fees and expenses associated
with performing compliance functions and the Company’s allocable portion of the cost of its officers (including the Company’s
Chief Financial Officer and Chief Compliance Officer), and any of their respective staff who provide services to the Company, operations
staff who provide services to the Company, and internal audit staff, if any, to the extent internal audit performs a role in the Company’s
Sarbanes-Oxley internal control assessment. In addition, if requested to provide managerial assistance to portfolio companies, the Administrator
is reimbursed based on the services provided. The Administration Agreement has an initial term of two years and may be renewed with the
approval of the Company’s board of directors (the “Board”). The Administration Agreement may be terminated by either
party without penalty upon 60 days’ written notice to the other party. To the extent that the Administrator outsources any of its
functions, the Company pays the fees associated with such functions on a direct basis without any incremental profit to the Administrator.
In
addition, the Administrator has, pursuant to a sub-administration agreement, engaged U.S. Bank Global Fund Services d.b.a U.S. Bancorp
Fund Services, LLC to act on behalf of the Company’s Administrator in the performance of certain other administrative services.
The Company pays fees to U.S. Bancorp Fund Services, LLC pursuant to the sub-administration agreement. The Company has also engaged U.S.
Bank, National Association or its affiliates (“US Bank”) directly to serve as custodian, transfer agent, distribution paying
agent and registrar.
Investment
Advisory Agreement
The
Investment Advisor serves as the investment adviser of the Company and is registered as an investment adviser with the SEC. The Investment
Advisor’s primary business is to provide a variety of investment management services, including an investment program for the Company.
The Investment Advisor is responsible for all business activities and oversight of the investment decisions made for the Company.
In
return for providing management services to the Company, the Company pays the Investment Advisor a base management fee, calculated and
paid quarterly in arrears at an annual rate of 2.00% of the average value of the weighted average (based on the number of shares outstanding
each day in the quarter) of the Company’s total net assets at the end of the two most recently completed calendar quarters. For
the Company’s first quarter, the base management fee was calculated based on the weighted average of total net assets as of such
quarter-end. The base management fee for any partial quarter will be pro-rated based on the number of days actually elapsed in that quarter
relative to the total number of days in such quarter.
The
Investment Advisor, however, has agreed to waive its right to receive management fees in excess of 1.75% of the total net assets during
any period prior to the listing of the Company’s common stock on a national securities exchange (a “Listing”). If a
Listing does not occur, such fee waiver will remain in place through liquidation of the Company. The Investment Advisor will not be permitted
to recoup any waived amounts at any time and the waiver may only be modified or terminated prior to a Listing with the approval of the
Board.
24
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
Additionally,
pursuant to the Advisory Agreement, the Investment Advisor is not entitled to an incentive fee prior to a Listing. Following a Listing,
the Investment Advisor will be entitled to an incentive fee (the “Income Incentive Fee”) based on the Company’s pre-incentive
fee net investment income for the then most recently completed calendar quarter, as adjusted downward (but not upward) if over the most
recently completed and three preceding calendar quarters aggregate net realized losses on the Company’s investments exceed the
Company’s aggregate net investment income over the same period, excluding the most recently completed quarter, as described in
more detail below. In this regard, if the Company’s net realized losses over the most recently completed and three preceding calendar
quarters are greater than the Company’s net investment income over the same period, excluding the most recently completed quarter,
then the pre-incentive fee net income used in the calculation of the Income Incentive Fee would be subject to a downward adjustment.
The amount of the adjustment would be equal to the amount by which such net realized losses exceed such net investment income. On the
other hand, if the Company’s net investment income over the most recently completed and three preceding calendar quarters is equal
to or greater than the Company’s net realized losses over the same period, excluding the most recently completed quarter, then
no adjustment to pre-incentive fee net investment income would be made. The Income Incentive Fee will be calculated and payable quarterly
in arrears commencing with the first calendar quarter following a Listing. The Company will pay the Investment Advisor an Income Incentive
Fee with respect to its “adjusted net investment income” in each calendar quarter as follows:
●
no
Income Incentive Fee in any calendar quarter in which the Company’s “adjusted net investment income” does not exceed
an amount equal to a “hurdle rate” of 1.5% per quarter (6% annualized) of the Company’s total net assets at the
end of that quarter (the “Hurdle Amount”);
●
100%
of the Company’s “adjusted net investment income” with respect to that portion of such “adjusted net investment
income,” if any, that exceeds the Hurdle Amount but is less than or equal to an amount (the “Catch-Up Amount”)
determined on a quarterly basis by multiplying 1.6875% by the Company’s total net asset value for the immediately preceding
calendar quarter. The Catch-Up Amount is intended to provide the Investment Advisor with an incentive fee of 12.5% on all of the
Company’s “adjusted net investment income” when the Company’s “adjusted net investment income”
reaches the Catch-Up Amount in any calendar quarter; and
●
for
any calendar quarter in which the Company’s “adjusted net investment income” exceeds the Catch-Up Amount, the Income
Incentive Fee shall equal 12.5% of the amount of the Company’s “adjusted net investment income” for the calendar
quarter.
“Adjusted
net investment income” means the Company’s “pre-incentive fee net investment income” during the then most recently
completed calendar quarter minus the difference, if positive, between (i) the Company’s “net realized losses” over
the then most recently completed and three preceding calendar quarters (or if shorter, the number of calendar quarters that have occurred
since the Listing) and (ii) the Company’s “net investment income” over the three preceding calendar quarters (or if
shorter, the number of calendar quarters that have occurred since the Listing). No adjustment (downward or upward) will be made to “pre-incentive
fee net investment income” if the difference between clause (i) minus clause (ii) is zero or negative.
“Pre-incentive
fee net investment income” means interest income, dividend income and any other income (including any other fees such as commitment,
origination, 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 Income Incentive Fee). “Pre-incentive fee net investment income” includes, in the case
of investments with a deferred interest feature such as market discount, original issue discount (“OID”), debt instruments
with payment-in-kind (“PIK”) interest, preferred stock with PIK dividends and zero-coupon securities, accrued income that
the Company has not yet received in cash.
25
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
“Net
realized losses” in respect of a particular period means the difference, if positive, between (i) the aggregate realized capital
losses on the Company’s investments in such period and (ii) the aggregate realized capital gains on the Company’s investments
in such period. “Net investment income” in respect of the particular period means interest income, dividend income and any
other income (including any other fees such as commitment, origination, 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 particular period,
minus operating expenses for the particular (including the base management fee, the Income Incentive Fee, any expenses payable under
the Administration Agreement, and any interest expense and dividends paid on any outstanding preferred stock). “Net investment
income” includes, in the case of investments with a deferred interest feature such as market discount, OID, debt instruments with
PIK interest, preferred stock with PIK dividends and zero-coupon securities, accrued income that the Company has not yet received in
cash.
The
Income Incentive Fee amount, or the calculations pertaining thereto, as appropriate, will be pro-rated for any period less than a full
calendar quarter.
26
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
Note
4. Investments
The
following table presents the composition of the Company’s investment portfolio at amortized cost and fair value as of June 30,
2021 and December 31, 2020:
June 30,
2021
December 31,
2020
Amortized
Fair
Amortized
Fair
Cost
Value
Cost
Value
First-lien
senior secured debt
$ 617,518,470
$ 625,344,660
$ 554,650,131
$ 566,459,850
Second-lien
senior secured debt
19,876,167
20,719,283
19,407,847
19,975,980
Convertible
Bond
1,024,182
1,024,145
-
-
Collateralized
securities and structured products - debt
5,328,581
5,564,479
12,937,788
13,615,501
Equity
500,000
952,000
-
-
Short-term
investments
77,388,079
77,388,079
53,104,869
53,104,869
Total
Investments
$ 721,635,479
$ 730,992,646
$ 640,100,635
$ 653,156,200
As of June 30, 2021, approximately
15.1% of the investment portfolio at amortized cost and 15.3% of the investment portfolio measured at fair value, respectively, were
invested in portfolio companies with foreign domiciles or non-controlled investment companies. As of December 31, 2020, approximately
17.0% of the investment portfolio at amortized cost and 17.2% of the investment portfolio measured at fair value, respectively, were
invested in portfolio companies with foreign domiciles or non-controlled investment companies. With respect to the Company’s total
assets, 13.5% and 15.5% of the Company’s total assets were in non-qualifying assets as defined by Section 55(a) of the 1940 Act
as of June 30, 2021 and December 31, 2020, respectively.
27
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
The
industry composition of investments based on fair value, as a percentage of total investments at fair value, as of June 30, 2021 and
December 31, 2020 was as follows:
June 30,
2021
December 31,
2020
Software
14.3 %
13.3 %
Healthcare
Providers and Services
12.6 %
12.0 %
Cash
and cash equivalents
10.6 %
8.1 %
Insurance
7.0 %
7.7 %
Professional
Services
5.5 %
4.4 %
IT
Services
4.4 %
3.1 %
Media
4.3 %
4.4 %
Diversified
Consumer Services
3.2 %
3.2 %
Diversified
Financial Services
3.2 %
3.7 %
Independent
Power and Renewable Electricity Producers
3.1 %
3.2 %
Commercial
Services and Supplies
2.3 %
2.8 %
Health
Care Technology
2.3 %
2.3 %
Construction
and Engineering
2.2 %
2.2 %
Chemicals
2.0 %
1.8 %
Containers
and Packaging
1.9 %
2.4 %
Hotels,
Restaurants and Leisure
1.9 %
3.6 %
Interactive
Media and Services
1.9 %
1.5 %
Food
Products
1.8 %
1.2 %
Specialty
Retail
1.7 %
2.4 %
Diversified
Telecommunication Services
1.6 %
2.2 %
Metals
and Mining
1.6 %
1.3 %
Building
Products
1.4 %
1.1 %
Auto
Components
1.1 %
- %
Electronic
Equipment, Instruments and Components
1.0 %
- %
Oil,
Gas and Consumable Fuels
1.0 %
1.7 %
Construction
Materials
0.9 %
0.6 %
Consumer
Finance
0.8 %
- %
Structured
Note
0.8 %
2.1 %
Pharmaceuticals
0.7 %
1.0 %
Aerospace
and Defense
0.5 %
0.7 %
Airlines
0.5 %
- %
Electric
Utilities
0.5 %
0.8 %
Healthcare
Equipment and Supplies
0.5 %
1.1 %
Wireless
Telecommunication Services
0.3 %
0.9 %
Electrical
Equipment
0.3 %
- %
Personal
Products
0.2 %
- %
Leisure
Products
0.1 %
0.8 %
Internet
and Direct Marketing Retail
- %
0.5 %
Technology
Hardware, Storage and Peripherals
- %
0.5 %
Capital
Markets
- %
0.4 %
Energy
Equipment and Services
- %
0.3 %
Real
Estate Investment Trusts (REITs)
- %
0.3 %
Textiles,
Apparel and Luxury Goods
- %
0.3 %
Transportation
Infrastructure
- %
0.1 %
Total
100.0 %
100.0 %
28
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
Note
5. Fair Value of Investments
Fair
value is defined as the price that the Company would receive upon selling an investment or paying to transfer a liability in an orderly
transaction to a market participant in the principal or most advantageous market for the investment. Accounting guidance emphasizes that
valuation techniques maximize the use of observable market inputs and minimize the use of unobservable inputs.
Inputs
refer broadly to the assumptions that market participants would use in pricing an asset or liability, including assumptions about risk.
Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in
pricing an asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are
inputs that reflect the assumptions market participants would use in pricing an asset or liability developed based on the best information
available in the circumstances. The valuation hierarchical levels are based upon the transparency of the inputs to the valuation of the
investment as of the measurement date. The three levels are defined as follows:
Level
1 — Valuations based on quoted prices in active markets for identical assets or liabilities at the measurement date.
Level
2 — Valuations based on inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly
observable at the measurement date. This category includes quoted prices for similar assets or liabilities in active markets, quoted
prices for identical or similar assets or liabilities in non-active markets including actionable bids from third parties for privately
held assets or liabilities, and observable inputs other than quoted prices such as yield curves and forward currency rates that are entered
directly into valuation models to determine the value of derivatives or other assets or liabilities.
Level
3 — Valuations based on inputs that are unobservable and where there is little, if any, market activity at the measurement date.
Investments
in private investment companies measured based upon net asset value as a practical expedient to determine fair value are not required
to be categorized in the fair value hierarchy. As of each of June 30, 2021 and December 31, 2020, there were no investments accounted
for using the practical expedient.
The
inputs for the determination of fair value may require significant management judgment or estimation and are based upon management’s
assessment of the assumptions that market participants would use in pricing the assets or liabilities. These investments include debt
and equity investments in private companies or assets valued using the market or income approach and may involve pricing models whose
inputs require significant judgment or estimation because of the absence of any meaningful current market data for identical or similar
investments. The inputs in these valuations may include, but are not limited to, capitalization and discount rates, beta and earnings
before interest, taxes, depreciation, and amortization (“EBITDA”) multiples. The information may also include pricing information
or broker quotes, which include a disclaimer that the broker would not be held to such a price in an actual transaction. The non-binding
nature of consensus pricing and/or quotes accompanied by disclaimer would result in classification as Level 3 information, assuming no
additional corroborating evidence.
Pricing
inputs and weightings applied to determine fair value require subjective determination. Accordingly, valuations do not necessarily represent
the amounts that may eventually be realized from sales or other dispositions of investments.
A
financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant
to the fair value measurement.
29
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
The
following table presents the fair value hierarchy of investments as of June 30, 2021:
Fair Value Hierarchy as of June 30, 2021
Investments:
Level 1
Level 2
Level 3
Total
First-lien senior secured debt
$ -
$ 625,344,660
$ -
$ 625,344,660
Second-lien senior secured debt
-
20,719,283
-
20,719,283
Convertible Bond
-
1,024,145
-
1,024,145
Collateralized securities and structured products - debt
-
5,564,479
-
5,564,479
Equity
952,000
-
-
952,000
Short Term Investments
77,388,079
-
-
77,388,079
Total Investments
$ 78,340,079
$ 652,652,567
$ -
$ 730,992,646
The
following table presents the fair value hierarchy of investments as of December 31, 2020:
Fair
Value Hierarchy as of December 31, 2020
Investments:
Level
1
Level
2
Level
3
Total
First-lien
senior secured debt
$ -
$ 566,459,850
$ -
$ 566,459,850
Second-lien
senior secured debt
-
19,975,980
-
19,975,980
Collateralized
securities and structured products - debt
-
13,615,501
-
13,615,501
Short
Term Investments
53,104,869
-
-
53,104,869
Total
Investments
$ 53,104,869
$ 600,051,331
$ -
$ 653,156,200
For
the six months ended June 30, 2021 and the period January 23, 2020 (Commencement of Operations) through June 30, 2020, the Company did
not recognize any transfers to or from Level 3.
Debt
Not Carried at Fair Value
The
fair value of the Credit Facility, which would be categorized as Level 3 within the fair value hierarchy as of June 30, 2021, approximates
its carrying value because the Credit Facility has variable interest based on selected short term rates.
30
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
Note
6. Borrowings
In
accordance with the 1940 Act, with certain limitations, BDCs are permitted to borrow amounts such that their asset coverage ratios, as
defined in the 1940 Act, are at least 150% after such borrowing. As of June 30, 2021, the Company’s asset coverage ratio was 166%.
Bank
of America Credit Facility
On
February 18, 2020, the Company, through a special purpose wholly-owned subsidiary, PS BDC Funding (together with the Company, the “Borrowers”)
entered into a Credit Agreement (the “Credit Agreement”) with certain financial institutions as lenders (“Lenders”),
BofA N.A. as the Administrative Agent and BofA Securities, Inc. (“BofA Securities”), as Lead Arranger and Sole Book Manager,
pursuant to which the Lenders agreed to provide the Company with a revolving line of credit (the “Credit Facility”).
Under
the Credit Facility, which matures on February 18, 2023, the Lenders have agreed to extend credit to PS BDC Funding in an aggregate amount
up to the Commitment (as defined in the Credit Agreement) amount. The Commitment amount for the Credit Facility was $200.0 million as
of the closing date of the Credit Agreement and increased to $400.0 million on the one-month anniversary of the closing date, and further
increased to $475.0 million on October 12, 2020. The Borrowers’ ability to draw under the Credit Facility is scheduled to terminate
on February 11, 2023. All amounts outstanding under the Credit Facility are required to be repaid by February 18, 2023. As the Company
raises additional capital, we may enter into additional credit agreements to expand our borrowing capacity.
Debt
obligations consisted of the following as of June 30, 2021:
June 30,
2021
Aggregate
Principal Committed
Outstanding
Principal
Amount
Available (1)
Net
Carrying Value (2)
Credit
Facility
$ 475,000,000
$ 415,000,000
$ 60,000,000
$ 413,907,069
Total
debt
$ 475,000,000
$ 415,000,000
$ 60,000,000
$ 413,907,069
(1) The
amount available reflects any limitations related to the Credit Facility’s borrowing
base.
(2) The
carrying value of the Credit Facility is presented net of deferred financing costs of $1.762
million.
Debt
obligations consisted of the following as of December 31, 2020:
December 31,
2020
Aggregate
Principal Committed
Outstanding
Principal
Amount
Available (1)
Net
Carrying Value (2)
Credit
Facility
$ 475,000,000
$ 395,000,000
$ 80,000,000
$ 393,152,103
Total
debt
$ 475,000,000
$ 395,000,000
$ 80,000,000
$ 393,152,103
(1)
The
amount available reflects any limitations related to the Credit Facility’s borrowing base.
(2)
The
carrying value of the Credit Facility is presented net of deferred financing costs of $2.122 million.
31
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
Average
debt outstanding during the six months ended June 30, 2021, and the period January 23, 2020 (Commencement of Operations) through June
30, 2020, was $406.7 million and $104.3 million, respectively.
The
loans under the Credit Facility may be base rate loans or eurocurrency rate loans. The base rate loans will bear interest at the base
rate plus 1.30%, and the eurocurrency rate loans will bear interest at 1-month or 3-month LIBOR plus 1.30%. The “base rate”
will be equal to the highest of (a) the federal funds rate plus ½ of 1%, (b) the prime rate, and (c) 1-month or 3-month LIBOR.
The Credit Agreement includes fallback language in the event that LIBOR becomes unavailable. Interest pursuant to base rate loans is
payable quarterly in arrears, and interest pursuant to eurocurrency loans is payable either quarterly or monthly, as specified by the
Borrowers in a loan notice pertaining thereto. The Credit Agreement requires the payment of a commitment fee of 0.50% for unused Commitments
during the first five months following the closing of the Credit Facility, and, thereafter, 1.80% for any unused Commitments above 70%
of the total Commitments. Such fee is payable quarterly in arrears. The advance rate for PS BDC Funding’s Eligible Collateral Assets
ranges from 40% for Second Lien Bank Loans to 70% for First Lien Bank Loans that are B Assets to 100% for Cash (excluding Excluded Amounts)
(as each such term is defined in the Credit Agreement).
For
the three and six months ended June 30, 2021 and the three months ended June 30, 2020 and period January 23, 2020 (Commencement of Operations)
through June 30, 2020, the components of interest expense with respect to the Credit Facility were as follows:
For the
Three Months Ended
For the
Three Months Ended
For the
Six Months Ended
For the Period
January 23, 2020 (Commencement of Operations) through
June 30,
2021
June 30,
2020
June 30,
2021
June 30,
2020
Interest expense
$ 1,570,266
$ 1,164,414
$ 3,062,779
$ 1,367,129
Amortization of debt issuance costs
130,013
110,173
258,597
147,324
Total interest expense
$ 1,700,279
$ 1,274,587
$ 3,321,376
$ 1,514,453
Average interest rate
1.40 %
1.64 %
1.42 %
1.66 %
PS
BDC Funding has pledged all of its assets to BofA N.A., in its capacity as Administrative Agent, to secure its obligations under the
Credit Facility. Both the Company and PS BDC Funding have made customary representations and warranties and are required to comply with
various covenants, reporting requirements and other customary requirements for similar credit facilities. Borrowing under the Credit
Facility is subject to the leverage restrictions contained in the 1940 Act. The obligations under the Credit Agreement may be accelerated
upon the occurrence of an event of default under the Credit Agreement, including in the event of a change of control of PS BDC Funding
or if the Investment Advisor ceases to serve as investment adviser to the Company.
Wells
Fargo Credit Facility
On
December 18, 2020, the Company, through a special purpose wholly-owned subsidiary, Palmer Square BDC Funding II LLC (“PS BDC Funding
II” and together with the Company, the “WF Borrowers”) entered into a Loan and Security Agreement (the “Loan
Agreement”) with certain financial institutions as lenders (“WF Lenders”), Wells Fargo Bank, National Association as
the administrative agent (“WFB”) and U.S. Bank National Association (“U.S. Bank”), as Collateral Agent and Custodian,
pursuant to which the WF Lenders agreed to provide the Company with a line of credit (the “WF Credit Facility”).
32
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
Under
the WF Credit Facility, which matures on December 18, 2025, the WF Lenders have agreed to extend credit to PS BDC Funding II in an aggregate
amount up to the Facility Amount (as defined in the Loan Agreement). The Facility Amount for the WF Credit Facility was $150.0 million
as of the closing date of the Loan Agreement. The WF Borrowers’ ability to draw under the WF Credit Facility is scheduled to terminate
on December 18, 2023. All amounts outstanding under the WF Credit Facility are required to be repaid by December 18, 2025.
As
of both June 30, 2021 and December 31, 2020, we had no principal outstanding and $150 million of available Commitments under the
WF Credit Facility.
The
loans under the WF Credit Facility may be Broadly Syndicated Loans or Middle Market Loans and shall be eurocurrency rate loans unless
such rate is unavailable, in which case the loans shall be base rate loans until such rate is available. Broadly Syndicated Loans will
bear interest at the LIBOR or base rate, as applicable, plus 1.85%, and Middle Market Loans will bear interest at LIBOR or base rate,
as applicable, plus 2.35%. The “base rate” will be equal to the highest of (a) the federal funds rate plus 1/2 of 1% and
(b) the prime rate. The Loan Agreement includes fallback language in the event that LIBOR becomes unavailable. Interest is payable quarterly,
as determined by WFB as the administrative agent. The WF Loan Agreement requires the payment of a non-usage fee of (x) 0.50% multiplied
by daily unused Facility Amounts during the first six months following the closing of the WF Credit Facility, (y) 0.50% multiplied by
the lesser of (1) daily unused Facility Amounts and (2) 50% of the Facility Amount plus 2.00% multiplied by the greater of (i) the difference
between the daily unused Facility Amount and 50% of the Facility Amount and (ii) zero between six and twelve months following the closing
of the WF Credit Facility, and, (z) thereafter, 0.50% multiplied by the lesser of (1) daily unused Facility Amounts and (2) 20% of the
Facility Amount plus 2.00% multiplied by the greater of (i) the difference between the daily unused Facility Amount and 20% of the Facility
Amount and (ii) zero. Such fee is payable quarterly in arrears. The applicable percentage for PS BDC Funding II’s Eligible Loans
ranges from 67.5% for Middle Market Loans to 70% for Broadly Syndicated Loans (as each such term is defined in the Loan Agreement).
For
the three and six months ended June 30, 2021, the components of interest expense with respect to the WF Credit Facility were as follows:
For
the
Three Months Ended
For
the
Six Months Ended
June 30,
2021
June 30,
2021
Interest
expense
$ 189,583
$ 377,083
Amortization
of debt issuance costs
50,630
100,704
Total
interest expense
$ 240,213
$ 477,787
Average
interest rate
PS
BDC Funding II has pledged all of its assets to U.S. Bank, in its capacity as Collateral Agent, to secure its obligations under the WF
Credit Facility. Both the Company and PS BDC Funding II have made customary representations and warranties and are required to comply
with various covenants, reporting requirements, and other customary requirements for similar credit facilities. Borrowing under the WF
Credit Facility is subject to the leverage restrictions contained in the 1940 Act. The obligations under the Loan Agreement may be accelerated
upon the occurrence of an event of default under the Loan Agreement, including in the event of a change of control of PS BDC Funding
II, if the Investment Advisor ceases to serve as investment adviser to the Company, or if Palmer Square or its affiliates cease to directly
or indirectly own a majority of the membership interests of the Investment Advisor.
33
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
Note
7. Share Transactions
Offering
Proceeds
During
the six months ended June 30, 2021 and the period January 23, 2020 (Commencement of Operations) through June 30, 2020, the Company issued
and sold 632,597 shares at an aggregate purchase price of $13.0 million and 12,313,059 shares at an aggregate purchase price of $233.8
million, respectively. These amounts include shares issued in reinvestment.
Distribution
Reinvestment Plan
The
Company has adopted a dividend reinvestment plan that will provide for reinvestment of its dividends and other distributions on behalf
of the Company’s stockholders, unless a stockholder elects to receive cash. As a result, if the Company’s Board authorizes,
and the Company declares, a cash dividend or other distribution, then stockholders who do not “opt out” of the Company’s
dividend reinvestment plan will have their cash dividends and distributions automatically reinvested in additional shares of the Company’s
common stock, rather than receiving cash dividends and distributions.
Prior
to a Listing, the Board will use newly-issued shares of the Company’s common stock to implement the dividend reinvestment plan.
The number of shares of common stock to be issued to a participant prior to a Listing would be equal to the quotient determined by dividing
the cash value of the dividend payable to such stockholder by the net asset value per share as of the date such dividend was declared.
After
a Listing, the Board intends to primarily use newly-issued shares to implement the dividend reinvestment plan, whether or not the shares
are trading at a price per share at, below or above net asset value. However, the Board reserves the right to purchase shares in the
open market in connection with the implementation of the dividend reinvestment plan. The number of newly issued shares to be issued to
a participant would be determined by dividing the total dollar amount of the dividend payable to such stockholder by the market price
per share of the Company’s common stock at the close of regular trading on a national securities exchange on the dividend payment
date. Shares purchased in open market transactions by US Bank, the plan administrator and the Company’s transfer agent, registrar
and dividend disbursing agent, will be allocated to a participant based upon the average purchase price, excluding any brokerage charges
or other charges, of all shares of the Company’s common stock purchased with respect to the dividend.
A
registered stockholder may elect to receive an entire distribution in cash by notifying US Bank in writing so that such notice is received
by the plan administrator no later than the record date for distributions to stockholders. The plan administrator will set up an account
for shares acquired through the plan for each stockholder who has not elected to receive dividends or other distributions in cash and
hold such shares in non-certificated form.
There
will be no brokerage charges or other charges to stockholders who participate in the plan. The plan administrator’s fees will be
paid by the Company.
Stockholders
who receive dividends and other distributions in the form of stock are generally subject to the same U.S. federal, state and local tax
consequences as are stockholders who elect to receive their distributions in cash. However, since a participating stockholder’s
cash dividends will be reinvested, such stockholder will not receive cash with which to pay any applicable taxes on reinvested dividends.
A stockholder’s basis for determining gain or loss upon the sale of stock received in a dividend or other distribution from the
Company will generally be equal to the total dollar amount of the distribution payable to the stockholder. Any stock received in a dividend
or other distribution will have a new holding period for tax purposes commencing on the day following the day on which the shares are
credited to the U.S. stockholder’s account.
Participants
may terminate their accounts under the plan by so notifying the plan administrator by submitting a letter of instruction terminating
the participant’s account under the plan to US Bank. The plan may be terminated by the Company upon notice in writing mailed to
each participant at least 30 days prior to any record date for the payment of any dividend by the Company.
If
participants withdraw from the plan or the plan is terminated, the plan administrator will cause the shares held for the participant
under the plan to be delivered to the participant. If an investor holds common stock with a brokerage firm that does not participate
in the plan, such investor will not be able to participate in the plan and any dividend reinvestment may be affected on different terms
than those described above.
34
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
Note
8. Commitments and Contingencies
As
of June 30, 2021 and December 31, 2020, the Company had an aggregate of $5.3 million and $1.3 million, respectively, of unfunded commitments
to provide debt financing to its portfolio companies. As of each of June 30, 2021 and December 31, 2020, there were no capital calls
or draw requests made by the portfolio companies to fund these commitments. Such commitments are generally up to the Company’s
discretion to approve or are subject to the satisfaction of certain financial and nonfinancial covenants and involve, to varying degrees,
elements of credit risk in excess of the amount recognized in the Company’s consolidated statement of assets and liabilities and
are not reflected in the Company’s consolidated statement of assets and liabilities.
A
summary of the composition of the unfunded commitments as of June 30, 2021 is shown in the table below:
As
of
Expiration
Date (1)
June 30,
2021
HAH
Group Holding Company LLC
10/28/2027
$ 448,276
LBM
Acquisition LLC
12/18/2027
212,121
MetroNet
Systems Holdings, LLC
6/2/2028
250,000
National
Mentor Holdings, Inc.
2/18/2028
279,329
OneDigital
Borrower LLC
11/16/2027
187,500
Osmosis
Debt Merger Sub, Inc.
6/16/2028
188,889
Redstone
Holdco 2 LP
4/14/2028
1,687,742
Vocus
Group
5/26/2028
2,000,000
Total
unfunded commitments
$ 5,253,857
(1) Commitments
are generally subject to borrowers meeting certain criteria such as compliance with covenants
and certain operational metrics. These amounts may remain outstanding until the commitment
period of an applicable loan expires, which may be shorter than its maturity.
A
summary of the composition of the unfunded commitments as of December 31, 2020 is shown in the table below:
Expiration
Date (1)
As
of
December 31,
2020
HAH
Group Holding Company LLC
10/28/2027
$ 448,276
LBM
Acquisition LLC
12/18/2027
272,727
OneDigital
Borrower LLC
11/16/2027
539,063
Total
unfunded commitments
$ 1,260,066
(1)
Commitments
are generally subject to borrowers meeting certain criteria such as compliance with covenants and certain operational metrics. These
amounts may remain outstanding until the commitment period of an applicable loan expires, which may be shorter than its maturity.
From
time to time, the Company may become a party to certain legal proceedings incidental to the normal course of its business. As of June
30, 2021, management is not aware of any pending or threatened litigation.
35
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
Note
9. Earnings Per Share
In
accordance with the provisions of ASC Topic 260, Earnings per Share (“ASC 260”), basic earnings per share is computed
by dividing earnings available to common stockholders by the weighted average number of shares outstanding during the period. Other potentially
dilutive common shares, and the related impact to earnings, are considered when calculating earnings per share on a diluted basis. As
of June 30, 2021, there were no dilutive shares.
The
following table sets forth the computation of basic and diluted earnings per share of common stock for the three and six months ended
June 30, 2021 and the three months ended June 30, 2020 and period January 23, 2020 (Commencement of Operations) through June 30, 2020:
For
the Three Months Ended
For
the
Six Months Ended
For
the Period
January 23, 2020 (Commencement of Operations) through
June 30,
2021
June 30,
2020
June 30,
2021
June 30,
2020
Net
increase (decrease) in net assets resulting from operations
$ 5,037,161
$ 31,931,004
$ 10,381,153
$ (1,597,932 )
Weighted
average shares of common stock outstanding - basic and diluted
13,095,892
12,057,805
12,924,024
9,690,281
Earnings
(loss) per share of common stock - basic and diluted
$ 0.38
$ 2.65
$ 0.80
$ (0.16 )
36
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
Note
10. Financial Highlights
The
following per share of common stock data has been derived from information provided in the unaudited financial statements. The following
is a schedule of financial highlights for the six months ended June 30, 2021 and the period January 23, 2020 (Commencement of Operations)
through June 30, 2020:
For the
Six Months Ended
For the Period
January 23, 2020 (Commencement of Operations) through
Per Common Share Operating Performance
June 30,
2021
June 30,
2020
Net Asset Value, Beginning of Period
$ 20.15
$ 20.00
Results of Operations:
Net Investment Income (1)
0.79
0.40
Net Realized and Unrealized Gain (Loss) on Investments (1)(4)
0.02
(1.54 )
Net Increase (Decrease) in Net Assets Resulting from Operations
0.81
(1.14 )
Distributions to Common Stockholders
Distributions from Net Investment Income
(0.31 )
(0.04 )
Net Decrease in Net Assets Resulting from Distributions
(0.31 )
(0.04 )
Net Asset Value, End of Period
$ 20.65
$ 18.82
Shares Outstanding, End of Period
13,195,402
12,313,059
Ratio/Supplemental Data
Net assets, end of period
$ 272,424,702
$ 231,670,505
Weighted-average shares outstanding
12,924,024
9,690,281
Total Return (3)
5.61 %
(5.70 %)
Portfolio turnover
36 %
12 %
Ratio of operating expenses to average net assets without waiver (2)
5.80 %
5.44 %
Ratio of operating expenses to average net assets with waiver (2)
5.55 %
5.19 %
Ratio of net investment income (loss) to average net assets without waiver (2)
7.52 %
4.79 %
Ratio of net investment income (loss) to average net assets with waiver (2)
7.77 %
5.04 %
(1) The
per common share data was derived by using weighted average shares outstanding.
(2) The
ratios reflect an annualized amount.
(3) Total
return is calculated as the change in net asset value (“NAV”) per share during
the period, plus distributions per share (if any), divided by the beginning NAV per share.
Total return is not annualized. Assumes reinvestment of distributions.
(4) Realized
and unrealized gains and losses per share in this caption are balancing amounts necessary
to reconcile the change in net asset value per share for the period, and may not reconcile
with the aggregate gains and losses in the Consolidated Statement of Operations due to share
transactions during the period.
37
Palmer
Square Capital BDC Inc.
Notes to Consolidated Financial Statements (Unaudited)
Note
11. Subsequent Events
The
Company’s management has evaluated subsequent events through the date of issuance of the consolidated financial statements included
herein. There have been no subsequent events that require recognition or disclosure in these consolidated financial statements except
for the following:
On
July 1, 2021, the Company issued and sold 50,363 shares of its common stock at an aggregate purchase price of $1.04 million. The issuance
of the shares of common stock was exempt from the registration requirements of the Securities Act of 1933, as amended, pursuant to Section
4(a)(2) and Rule 506(b) of Regulation D thereof.
On August 12, 2021, the Company declared a distribution of $0.25 per
share for holders of record as of August 17, 2021, of which a cash distribution is payable on August 18, 2021 and the remainder will be
paid in common stock through the Company’s dividend reinvestment plan.
38
Item
2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The
following discussion and analysis should be read in conjunction with our consolidated financial statements and related notes and other
financial information appearing elsewhere in this Quarterly Report on Form 10-Q. Except as otherwise specified, references to “we,”
“us,” “our,” or the “Company” refer to Palmer Square Capital BDC Inc.
Forward-Looking
Statements
This
quarterly report on Form 10-Q contains forward-looking statements that involve substantial known and unknown risks, uncertainties and
other factors. Undue reliance should not be placed on such statements. These forward-looking statements are not historical facts, but
rather are based on current expectations, estimates and projections about our company, our current and prospective portfolio investments,
our industry, our beliefs and our assumptions. Words such as “anticipates,” “expects,” “intends,”
“plans,” “will,” “may,” “continue,” “believes,” “seeks,” “estimates,”
“would,” “could,” “should,” “targets,” “projects,” and variations of these
words and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance
and are subject to risks, uncertainties and other factors, some of which are beyond our control and difficult to predict and could cause
actual results to differ materially from those expressed or forecasted in the forward-looking statements, including:
●
our
future operating results;
●
our
business prospects and the prospects of our portfolio companies;
●
changes
in political, economic or industry conditions, the interest rate environment or conditions affecting the financial and capital markets,
including changes from the impact of the novel coronavirus (SARS-CoV-2) and related respiratory disease (“COVID-19”)
pandemic;
●
the
ability of Palmer Square BDC Advisor LLC (our “Investment Advisor”) to locate suitable investments for us and to monitor
and administer our investments;
●
the
ability of the Investment Advisor and its affiliates to attract and retain highly talented professionals;
●
risk
associated with possible disruptions in our operations or the economy generally;
●
the
timing of cash flows, if any, from the operations of the companies in which we invest;
●
the
ability of the companies in which we invest to achieve their objectives, including as a result of the current COVID-19 pandemic;
●
our
ability to continue to effectively manage our business due to the disruptions caused by the current COVID-19 pandemic;
●
the
dependence of our future success on the general economy and its effect on the industries in which we invest;
●
our
ability to maintain our qualification as a business development company (“BDC”) and as a regulated investment company
(“RIC”) under the Internal Revenue Code of 1986, as amended (the “Code”);
●
the
use of borrowed money to finance a portion of our investments;
●
the
adequacy, availability and pricing of our financing sources and working capital;
39
●
actual
or potential conflicts of interest with the Investment Advisor and its affiliates;
●
our
contractual arrangements and relationships with third parties;
●
the
current economic downturn, interest rate volatility, loss of key personnel, and the illiquid nature of our investments; and
●
the
risks, uncertainties and other factors we identify under “Item 1A. Risk Factors” and elsewhere in this quarterly report
on Form 10-Q.
Although
we believe that the assumptions on which these forward-looking statements are based are reasonable, any of the assumptions could prove
to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. In light of these
and other uncertainties, the inclusion of a projection or forward-looking statement in this quarterly report on Form 10-Q should not
be regarded as a representation by us that our plans and objectives will be achieved. These risks and uncertainties include those described
or identified in the section entitled “Item 1A. Risk Factors” and elsewhere in this quarterly report on Form 10-Q. You should
not place undue reliance on these forward-looking statements, which apply only as of the date of this quarterly report on Form 10-Q.
Moreover, we assume no duty and do not undertake to update the forward-looking statements.
Overview
We
are a financial services company that primarily lends to and invests in corporate debt securities of privately held companies, including
small to large private U.S. companies. We were organized as a Maryland corporation on August 26, 2019 and are structured as an externally
managed, non-diversified closed-end management investment company. We have elected to be regulated as a BDC under the Investment Company
Act of 1940, as amended (the “1940 Act”) and, beginning with our taxable year ending December 31, 2020, we have elected to
be treated as a RIC under Subchapter M of the Code, and we expect to qualify as a RIC annually thereafter.
We
are externally managed by the Investment Advisor, an investment adviser that is registered with the Securities and Exchange Commission
(the “SEC”) under the Investment Advisers Act of 1940 (the “Advisers Act”), pursuant to an investment advisory
agreement between us and the Investment Advisor (the “Advisory Agreement”). Subject to the supervision of our Board of Directors
(the “Board”), a majority of which is made up of directors who are not “interested persons” as defined in Section
2(a)(19) of the 1940 Act (the “Independent Directors”), our Investment Advisor manages our day-to-day operations and provides
us with investment advisory and management services and certain administrative services. The Investment Advisor, in its capacity as Administrator,
provides the administrative services necessary for us to operate pursuant to an administration agreement between us and the Administrator
(the “Administration Agreement”). The Administrator has entered into a sub-administration agreement to delegate certain administrative
functions to U.S. Bancorp Fund Services, LLC. Our Investment Advisor is a majority-owned subsidiary of Palmer Square Capital Management
LLC (“Palmer Square”), which is a privately-held firm specializing in global alternative (non-traditional) investments with
a total return orientation.
Our
investment objective is to maximize total return, comprised of current income and capital appreciation. The Company’s current investment
focus is guided by two strategies that facilitate our investment opportunities and core competencies: (1) investing in corporate debt
securities and, to a lesser extent, (2) investing in collateralized loan obligation (“CLO”) structured credit that typically
owns corporate debt securities, including the equity and junior debt tranches of CLOs. To a limited extent, we may enter into derivatives
transactions, which may utilize instruments such as forward contracts, currency options and interest rate swaps, caps, collars and floors
to seek to hedge against fluctuations in the relative values of our portfolio positions from changes in currency exchange rates and market
interest rates or to earn income and enhance our total returns. We may also receive or purchase warrants or rights to acquire equity
or other securities in connection with making a debt investment in a company. We may also invest in other strategies and opportunities
from time to time that we view as attractive. We will continue to evaluate other investment strategies in the ordinary course of business
with no specific top-down allocation to any single investment strategy.
40
Revenues
We
generate revenue primarily in the form of interest and fee income on debt investments we hold and capital gains, if any, on investments.
Our debt investments generally bear interest at a floating rate usually determined on the basis of a benchmark such as LIBOR. Interest
on debt securities is generally payable quarterly or semi-annually. In some instances, we receive payments on our debt investments based
on scheduled amortization of the outstanding balances. In addition, we receive repayments of some of our debt investments prior to their
scheduled maturity date. The frequency or volume of these repayments is expected to fluctuate significantly from period to period. Our
portfolio activity also reflects the proceeds of sales of securities. We may also generate revenue in the form of commitment, origination,
amendment, structuring or due diligence fees, fees for providing managerial assistance and consulting fees.
Expenses
Our
primary operating expenses include the payment of fees to the Investment Advisor under the Advisory Agreement, our allocable portion
of overhead and rental expenses under the Administration Agreement and other operating costs described below. We bear all other out-of-pocket
costs and expenses of our operations and transactions, including:
●
interest
expense and other costs associated with our indebtedness;
●
the
cost of calculating our net asset value, including the cost of any third-party valuation services;
●
the
cost of effecting sales and repurchases of shares of our common stock and other securities;
●
fees
payable to third parties relating to making investments, including our Investment Advisor’s or its affiliates’ travel
expenses, research costs and out-of-pocket fees and expenses associated with performing due diligence and reviews of prospective
investments;
●
transfer
agent and custodial fees;
●
operating
costs incurred prior to the commencement of our operations;
●
out-of-pocket
fees and expenses associated with marketing efforts;
●
federal
and state registration fees and any stock exchange listing fees;
●
U.S.
federal, state and local taxes;
●
Independent
Directors’ fees and expenses;
●
brokerage
commissions and markups;
●
fidelity
bond, directors’ and officers’ liability insurance and other insurance premiums;
●
direct
costs, such as printing, mailing, long distance telephone and staff;
●
fees
and expenses associated with independent audits and outside legal costs;
●
costs
associated with our reporting and compliance obligations under the 1940 Act and other applicable U.S. federal and state securities
laws; and
●
other
expenses incurred by the Administrator or us in connection with administering our business, including payments under the Administration
Agreement that will be based upon our allocable portion (subject to the review and approval of our Board) of overhead, including
rental expenses.
41
Portfolio
and Investment Activity
As
of June 30, 2021, our weighted average total yield to maturity of debt and income producing securities at fair value was 5.02%, and our
weighted average total yield to maturity of debt and income producing securities at amortized cost was 5.35%.
As
of December 31, 2020, our weighted average total yield to maturity of debt and income producing securities at fair value was 4.96%, and
our weighted average total yield to maturity of debt and income producing securities at amortized cost was 5.49%.
As
of June 30, 2021, we had 197 debt and equity investments in 178 portfolio companies with an aggregate fair value of approximately
$653.6 million.
As
of December 31, 2020, we had 202 debt and private investments in 181 portfolio companies with an aggregate fair value of approximately
$600.1 million.
Our
investment activity for the three and six months ended June 30, 2021 and the three months ended June 30, 2020 and period January 23,
2020 (Commencement of Operations) through June 30, 2020 is presented below (information presented herein is at amortized cost unless
otherwise indicated).
42
For the Three Months Ended
For the
Six Months Ended
For the Period
January 23, 2020 (Commencement of Operations) through
June 30,
2021
June 30,
2020
June 30,
2021
June 30,
2020
New investments:
Gross investments
$ 104,356,232
$ 267,534,194
$ 277,427,052
$ 625,983,525
Less: sold investments
(88,747,103 )
(31,034,616 )
(224,133,758 )
(35,326,132 )
Total new investments
15,609,129
236,499,578
53,293,294
590,657,393
Principal amount of investments funded:
First-lien senior secured debt investments
$ 101,618,732
$ 255,850,366
$ 266,717,052
$ 597,139,324
Second-lien senior secured debt investments
-
5,130,350
7,972,500
14,205,928
Corporate bonds
-
3,753,478
-
4,581,398
Convertible bonds
1,025,000
-
1,025,000
-
Collateralized securities and structured products - debt
1,212,500
2,800,000
1,212,500
10,056,875
Common stock
500,000
-
500,000
-
Total principal amount of investments funded
104,356,232
267,534,194
277,427,052
625,983,525
Principal amount of investments sold:
First-lien senior secured debt investments
79,866,228
29,480,022
213,252,883
32,944,702
Second-lien senior secured debt investments
1,153,125
(467 )
1,153,125
(1,551 )
Corporate Bonds
-
1,555,061
-
2,382,981
Convertible bonds
-
-
-
-
Collateralized securities and structured products - debt
7,727,750
-
9,727,750
-
Common stock
-
-
-
-
Total principal amount of investments sold or repaid
88,747,103
31,034,616
224,133,758
35,326,132
Number of new investment commitments
27
87
80
237
Average new investment commitment amount
$ 3,005,848
$ 2,095,848
$ 3,298,525
$ 2,621,533
Weighted average maturity for new investment commitments
6.14 years
4.82 years
5.85 years
5.33 years
Percentage of new debt investment commitments at floating rates
98.77 %
98.70 %
99.62 %
99.47 %
Percentage of new debt investment commitments at fixed rates
1.23 %
1.30 %
0.38 %
0.53 %
Weighted average interest rate of new investment commitments
4.52 %
4.21 %
4.57 %
4.26 %
Weighted average spread over LIBOR of new floating rate investment commitments
4.03 %
3.62 %
4.01 %
3.64 %
Weighted average interest rate on investment sold or paid down
4.02 %
3.50 %
4.09 %
3.52 %
As
of June 30, 2021 and December 31, 2020, our investments consisted of the following:
June 30, 2021
December 31, 2020
Amortized
Fair
Amortized
Fair
Investments:
Cost
Value
Cost
Value
First-lien senior secured debt
$ 617,518,470
$ 625,344,660
$ 554,650,131
$ 566,459,850
Second-lien senior secured debt
19,876,167
20,719,283
19,407,847
19,975,980
Convertible Bond
1,024,182
1,024,145
-
-
Collateralized securities and structured products - debt
5,328,581
5,564,479
12,937,788
13,615,501
Equity
500,000
952,000
-
-
Short-term investments
77,388,079
77,388,079
53,104,869
53,104,869
Total Investments
$ 721,635,479
$ 730,992,646
$ 640,100,635
$ 653,156,200
43
The
table below describes investments by industry composition based on fair value as of June 30, 2021 and December 31, 2020:
June 30,
2021
December 31,
2020
Software
14.3 %
13.3 %
Healthcare Providers and Services
12.6 %
12.0 %
Cash and cash equivalents
10.6 %
8.1 %
Insurance
7.0 %
7.7 %
Professional Services
5.5 %
4.4 %
IT Services
4.4 %
3.1 %
Media
4.3 %
4.4 %
Diversified Consumer Services
3.2 %
3.2 %
Diversified Financial Services
3.2 %
3.7 %
Independent Power and Renewable Electricity Producers
3.1 %
3.2 %
Commercial Services and Supplies
2.3 %
2.8 %
Health Care Technology
2.3 %
2.3 %
Construction and Engineering
2.2 %
2.2 %
Chemicals
2.0 %
1.8 %
Containers and Packaging
1.9 %
2.4 %
Hotels, Restaurants and Leisure
1.9 %
3.6 %
Interactive Media and Services
1.9 %
1.5 %
Food Products
1.8 %
1.2 %
Specialty Retail
1.7 %
2.4 %
Diversified Telecommunication Services
1.6 %
2.2 %
Metals and Mining
1.6 %
1.3 %
Building Products
1.4 %
1.1 %
Auto Components
1.1 %
- %
Electronic Equipment, Instruments and Components
1.0 %
- %
Oil, Gas and Consumable Fuels
1.0 %
1.7 %
Construction Materials
0.9 %
0.6 %
Consumer Finance
0.8 %
- %
Structured Note
0.8 %
2.1 %
Pharmaceuticals
0.7 %
1.0 %
Aerospace and Defense
0.5 %
0.7 %
Airlines
0.5 %
- %
Electric Utilities
0.5 %
0.8 %
Healthcare Equipment and Supplies
0.5 %
1.1 %
Wireless Telecommunication Services
0.3 %
0.9 %
Electrical Equipment
0.3 %
- %
Personal Products
0.2 %
- %
Leisure Products
0.1 %
0.8 %
Internet and Direct Marketing Retail
- %
0.5 %
Technology Hardware, Storage and Peripherals
- %
0.5 %
Capital Markets
- %
0.4 %
Energy Equipment and Services
- %
0.3 %
Real Estate Investment Trusts (REITs)
- %
0.3 %
Textiles, Apparel and Luxury Goods
- %
0.3 %
Transportation Infrastructure
- %
0.1 %
Total
100.0 %
100.0 %
44
The
table below shows the weighted average yields and interest rate of our debt investments at fair value as of June 30, 2021 and December
31, 2020:
June 30,
2021
December 31,
2020
Weighted
average total yield of debt and income producing securities
5.02 %
4.96 %
Weighted
average interest rate of debt and income producing securities
4.57 %
4.73 %
Weighted
average spread over LIBOR of all floating rate investments
4.01 %
4.14 %
Results
of Operations
The
following table represents the operating results for the three and six months ended June 30, 2021 and the three months ended June 30,
2020 and period January 23, 2020 (Commencement of Operations) through June 30, 2020:
For
the Three Months Ended
For
the
Six Months Ended
For
the Period
January 23, 2020 (Commencement of Operations) through
June 30,
2021
June 30,
2020
June 30,
2021
June 30,
2020
Total
investment income
$ 7,869,228
$ 6,409,072
$ 17,544,103
$ 7,862,220
Less:
Net expenses
3,673,024
2,786,675
7,310,151
3,989,233
Net
investment income
4,196,204
3,622,397
10,233,952
3,872,987
Net
realized gains (losses) on investments
2,712,837
384,174
3,845,495
602,564
Net
change in unrealized gains (losses) on investments
(1,871,880 )
27,924,433
(3,698,294 )
(6,073,483 )
Net
increase (decrease) in net assets resulting from operations
$ 5,037,161
$ 31,931,004
$ 10,381,153
$ (1,597,932 )
Investment
Income
Investment
income for the three and six months ended June 30, 2021 and the three months ended June 30, 2020 and period January 23, 2020 (Commencement
of Operations) through June 30, 2020, was as follows:
For
the Three Months Ended
For
the
Six Months Ended
For
the Period
January 23, 2020 (Commencement of Operations) through
June 30,
2021
June 30,
2020
June 30,
2021
June 30,
2020
Interest
from investments
$ 7,791,222
$ 6,357,007
$ 17,194,658
$ 7,626,612
Dividend
income
1,233
36,936
2,636
220,479
Other
income
76,773
15,129
346,809
15,129
Total
investment income
$ 7,869,228
$ 6,409,072
$ 17,544,103
$ 7,862,220
45
For
the three and six months ended June 30, 2021, total investment income was driven by interest income from our investments. For the three
months ended June 30, 2020 and period January 23, 2020 (Commencement of Operations) through June 30, 2020, total investment income was
driven by our deployment of capital and interest income from our investments. The size of our investment portfolio at fair value increased
from $0.00 as of January 23, 2020 to $618.9 million as of June 30, 2020. The size of our investment portfolio at fair value increased
from $600.1 million as of December 31, 2020 to $653.6 million as of June 30, 2021. All investments were income producing, and there were
no loans on non-accrual status as of June 30, 2021.
Expenses
Operating
expenses for the three and six months ended June 30, 2021 and the three months ended June 30, 2020 and period January 23, 2020 (Commencement
of Operations) through June 30, 2020, was as follows:
For
the Three Months Ended
For
the
Six Months Ended
For
the Period
January 23, 2020 (Commencement of Operations) through
June 30,
2021
June 30,
2020
June 30,
2021
June 30,
2020
Interest
and debt financing expenses
$ 1,940,492
$ 1,274,587
$ 3,799,163
$ 1,514,453
Management
fees
1,346,607
1,059,044
2,632,869
1,533,722
Other
operating expenses
534,306
564,261
1,167,557
973,365
Initial
organization
-
-
-
122,199
Directors
fees
19,945
21,163
39,671
37,209
Management
fee waiver
(168,326 )
(132,380 )
(329,109 )
(191,715 )
Net
expenses
$ 3,673,024
$ 2,786,675
$ 7,310,151
$ 3,989,233
Net expenses for the three
months ended June 30, 2021 were $3.7 million, which consisted of $1.9 million in interest and debt financing, $1.3 million in management
fees, $534 thousand in other operating expenses, and $20 thousand in directors fees offset by $168 thousand in management fee waiver from
the Investment Advisor. Net expenses for the six months ended June 30, 2021 were $7.3 million, which consisted of $3.8 million in interest
and debt financing, $2.6 million in management fees, $1.2 million in other operating expenses, and $40 thousand in directors fees offset
by $329 thousand in management fee waiver from the Investment Advisor.
Net expenses for the three
months ended June 30, 2020 were $2.8 million, which consisted of $1.3 million in interest and debt financing, $1.1 million in management
fees, $564 thousand in other operating expenses, and $21 thousand in directors fees offset by $132 thousand in management fee waiver from
the Investment Advisor. Net expenses for the period from January 23, 2020 (Commencement of Operations) through June 30, 2020 were $4.0
million, which consisted of $1.5 million in interest and debt financing, $1.5 million in management fees, $122 thousand in initial organization
expenses, $1.0 million in other operating expense, and $37 thousand in directors fees offset by $192 thousand in management fee waiver
from the Investment Advisor.
46
Net
Unrealized Gains (Losses) on Investments
We
fair value our portfolio investments quarterly and any changes in fair value are recorded as unrealized gains or losses. During the three
and six months ended June 30, 2021 and the three months ended June 30, 2020 and period January 23, 2020 (Commencement of Operations)
through June 30, 2020, net unrealized gains (losses) on our investment portfolio were comprised of the following:
For
the Three Months Ended
For
the
Six Months Ended
For
the Period
January 23, 2020 (Commencement of Operations) through
June 30,
2021
June 30,
2020
June 30,
2021
June 30,
2020
Unrealized
gains on investments
$ 1,577,867
$ 31,450,573
$ 5,571,105
$ 6,451,603
Unrealized
(losses) on investments
(3,449,747 )
(3,526,140 )
(9,269,399 )
(12,525,086 )
Net
change in unrealized gains (losses) on investments
$ (1,871,880 )
$ 27,924,433
$ (3,698,294 )
$ (6,073,483 )
The change in unrealized depreciation
for the three months ended June 30, 2021 totaled $1.9 million, and the change in unrealized appreciation for the three months ended June
30, 2020 totaled $27.9 million. For the three months ended June 30, 2021, this consisted of unrealized depreciation of $40 thousand
related to existing portfolio investments and unrealized appreciation of $1.6 million related to new portfolio investments, and net unrealized
depreciation of $3.5 million related to exited portfolio investments (a portion of which has been reclassified to realized gains). For
the three months ended June 30, 2020, this consisted of net unrealized appreciation of $21.3 million related to existing portfolio investments
and unrealized appreciation of $0.4 million related to new portfolio investments, and net unrealized appreciation of $6.2 million related
to exited portfolio investments (a portion of which has been reclassified to realized gains).
The change in unrealized depreciation
for the six months ended June 30, 2021 and the period from January 23, 2020 (Commencement of Operations) through June 30, 2020 totaled
$3.7 million and $6.1 million, respectively. For the six months ended June 30, 2021, this consisted of net unrealized depreciation of
$0.5 million related to existing portfolio investments and unrealized appreciation of $3.4 million related to new portfolio investments,
and net unrealized depreciation of $6.6 million related to exited portfolio investments (a portion of which has been reclassified to realized
gains). The change in net unrealized depreciation for the period from January 23, 2020 (Commencement of Operations) through June 30, 2020
was related to the appreciation of our investments in Prairie ECI Acquiror LP, NAB Holdings T/L, and APID 2013-15A ERR 04/20/2031 among
other existing portfolio investments.
Financial
Condition, Liquidity and Capital Resources
We
anticipate cash to be generated from the private offering of our common stock and other future offerings of securities (including an
initial public offering), and cash flows from operations, including interest earned from the temporary investment of cash in cash equivalents,
U.S. government securities and other high-quality debt investments that mature in one year or less. Additionally, we are permitted, under
specified conditions, to issue multiple classes of indebtedness and one class of stock senior to our common stock if our asset coverage,
as defined in the 1940 Act, is at least equal to 150% immediately after each such issuance. If we are unable to obtain leverage or raise
equity capital on terms that are acceptable to us, our ability to grow our portfolio could be substantially impacted. Furthermore, while
any indebtedness and senior securities remain outstanding, we may be required to prohibit any distribution to our stockholders or the
repurchase of shares unless we meet the applicable asset coverage ratios at the time of the distribution or repurchase. In connection
with borrowings, our lenders, including under the Credit Facility and the WF Credit Facility (each as defined below), may require us
to pledge assets, investor commitments to fund capital calls and/or the proceeds of those capital calls. In addition, such lenders may
ask us to comply with positive or negative covenants that could have an effect on our operations.
47
During
the six months ended June 30, 2021, we experienced a net increase in cash and cash equivalents of $336 thousand. During the period, net
cash used in operating activities was $25.1 million, primarily as a result of fundings of portfolio investments (excluding investments
in short-term money market funds) of $276.6 million, partially offset by proceeds received from sale of investments of $223.3 million.
We invested in short-term money market funds during the period, and as of the end of the period we held $77.4 million in fair value of
short-term money market funds. During the same period, net cash provided by financing activities was $25.4 million, primarily consisting
of $20.4 million of net borrowing under the Credit Facility and proceeds from the issuance of common stock of $8.3 million, partially offset by distributions paid in cash of $3.3 million.
During
the period January 23, 2020 (Commencement of Operations) through June 30, 2020, we experienced a net increase in cash and cash equivalents
of $715 thousand. During the period, net cash used in operating activities was $566.5 million, primarily as a result of fundings of portfolio
investments (excluding investments in short-term money market funds) of $626.0 million, partially offset by proceeds received from sale
of investments of $36.4 million. We invested in short-term money market funds during the period, and as of the end of the period we held
$34.3 million in fair value of short-term money market funds. During the same period, net cash provided by financing activities was $567.2
million, primarily consisting of $335.2 million of net borrowing under the Credit Facility and proceeds from the issuance of common stock
of $233.5 million.
As
of June 30, 2021 and June 30, 2020, we had cash and cash equivalents of $1.0 million and $0.7 million, respectively. As of June 30, 2021,
we had $415 million principal outstanding under the Credit Facility and no principal outstanding under the WF Credit Facility. As of
June 30, 2020, we had approximately $335.0 million principal outstanding under the Credit Facility and had not entered into the WF Credit
Facility and therefore had no principal outstanding under the WF Credit Facility.
During
the six months ended June 30, 2021 and the period January 23, 2020 (Commencement of Operations) through June 30, 2020, we had aggregate
capital commitments and undrawn capital commitments from investors as follows:
June 30,
2021
June 30,
2020
Capital
Commitments
Unfunded
Capital Commitments (1)
%
of Capital
Commitments Funded
Capital
Commitments
Unfunded
Capital
Commitments
%
of Capital
Commitments Funded
Common
stock
$ 9,361,074
$ 1,040,000
89 %
$ 233,470,000
$ -
100 %
(1)
100%
of the unfunded commitments were drawn down in July 2021.
As
a BDC, we are required to meet a coverage ratio of total assets to total borrowings and other senior securities, which include all of
our borrowings and any preferred stock that we may issue in the future, of at least 150%. If this ratio declines below 150%, we cannot
incur additional debt and could be required to sell a portion of our investments to repay some debt when it is disadvantageous to do
so. As of June 30, 2021, our asset coverage ratio was 166%.
Capital
Contributions
During
the six months ended June 30, 2021 and the period January 23, 2020 (Commencement of Operations) through June 30, 2020, the Company issued
and sold 632,597 shares at an aggregate purchase price of $13.0 million and 12,313,059 shares at an aggregate purchase price of $233.8
million, respectively. These amounts include shares issued in reinvestment.
48
Financing
Arrangements
Bank
of America Credit Facility
On
February 18, 2020, the Company, through a special purpose wholly-owned subsidiary, Palmer Square BDC Funding I LLC (“PS BDC Funding”
and together with the Company, the “Borrowers”), entered into a Credit Agreement (the “Credit Agreement”) with
certain financial institutions as lenders (the “Lenders”), Bank of America, N.A. as the administrative agent (“BofA
N.A.”) and BofA Securities, Inc. (“BofA Securities”), as Lead Arranger and Sole Book Manager, pursuant to which the
Lenders agreed to provide the Company with a revolving line of credit (the “Credit Facility”).
Under
the Credit Facility, which matures on February 18, 2023, the Lenders have agreed to extend credit to PS BDC Funding in an aggregate amount
up to the Commitment (as defined in the Credit Agreement) amount. The Commitment amount for the Credit Facility was $200.0 million as
of the closing date of the Credit Agreement and increased to $400.0 million on the one-month anniversary of the closing date, and further
increased to $475.0 million on October 12, 2020. The Borrowers’ ability to draw under the Credit Facility is scheduled to terminate
on February 11, 2023. All amounts outstanding under the Credit Facility are required to be repaid by February 18, 2023.
The
loans under the Credit Facility may be base rate loans or eurocurrency rate loans. The base rate loans will bear interest at the base
rate plus 1.30%, and the eurocurrency rate loans will bear interest at the London Interbank Offered Rate (“LIBOR”) plus 1.30%.
The “base rate” will be equal to the highest of (a) the federal funds rate plus 1/2 of 1%, (b) the prime rate and (c) LIBOR.
The Credit Agreement includes fallback language in the event that LIBOR becomes unavailable. Interest pursuant to base rate loans is
payable quarterly in arrears, and interest pursuant to eurocurrency loans is payable either quarterly or monthly, as specified by the
Borrowers in a loan notice pertaining thereto. The Credit Agreement requires the payment of a commitment fee of 0.50% for unused Commitments
during the first five months following the closing of the Credit Facility, and, thereafter, 1.80% for any unused Commitments above 70%
of the total Commitments. Such fee is payable quarterly in arrears. The advance rate for PS BDC Funding’s Eligible Collateral Assets
ranges from 40% for Second Lien Bank Loans to 70% for First Lien Bank Loans that are B Assets to 100% for Cash (excluding Excluded Amounts)
(as each such term is defined in the Credit Agreement).
PS
BDC Funding has pledged all of its assets to BofA N.A., in its capacity as Administrative Agent, to secure its obligations under the
Credit Facility. Both the Company and PS BDC Funding have made customary representations and warranties and are required to comply with
various covenants, reporting requirements, and other customary requirements for similar credit facilities. Borrowing under the Credit
Facility is subject to the leverage restrictions contained in the 1940 Act. The obligations under the Credit Agreement may be accelerated
upon the occurrence of an event of default under the Credit Agreement, including in the event of a change of control of PS BDC Funding
or if the Investment Advisor ceases to serve as investment adviser to the Company.
As
of June 30, 2021, we had approximately $415 million principal outstanding and $60 million of available Commitments under the Credit Facility,
and PS BDC Funding was in compliance with the applicable covenants in the Credit Facility on such date.
49
Wells
Fargo Credit Facility
On
December 18, 2020, the Company, through a special purpose wholly-owned subsidiary, Palmer Square BDC Funding II LLC (“PS BDC Funding
II” and together with the Company, the “WF Borrowers”), entered into a Loan and Security Agreement (the “Loan
Agreement”) with certain financial institutions as lenders (the “WF Lenders”), Wells Fargo Bank, National Association
as the administrative agent (“WFB”) and U.S. Bank National Association (“U.S. Bank”), as Collateral Agent and
Custodian, pursuant to which the WF Lenders agreed to provide the Company with a line of credit (the “WF Credit Facility”).
Under
the WF Credit Facility, which matures on December 18, 2025, the WF Lenders have agreed to extend credit to PS BDC Funding II in an aggregate
amount up to the Facility Amount (as defined in the Loan Agreement). The Facility Amount for the WF Credit Facility was $150.0 million
as of the closing date of the Loan Agreement. The WF Borrowers’ ability to draw under the WF Credit Facility is scheduled to terminate
on December 18, 2023. All amounts outstanding under the WF Credit Facility are required to be repaid by December 18, 2025.
The
loans under the WF Credit Facility may be Broadly Syndicated Loans or Middle Market Loans and shall be eurocurrency rate loans unless
such rate is unavailable, in which case the loans shall be base rate loans until such rate is available. Broadly Syndicated Loans will
bear interest at the LIBOR or base rate, as applicable, plus 1.85%, and Middle Market Loans will bear interest at LIBOR or base rate,
as applicable, plus 2.35%. The “base rate” will be equal to the highest of (a) the federal funds rate plus 1/2 of 1% and
(b) the prime rate. The Loan Agreement includes fallback language in the event that LIBOR becomes unavailable. Interest is payable quarterly,
as determined by the WFB as the administrative agent. The WF Loan Agreement requires the payment of a non-usage fee of (x) 0.50% multiplied
by daily unused Facility Amounts during the first six months following the closing of the WF Credit Facility, (y) 0.50% multiplied by
the lesser of (1) daily unused Facility Amounts and (2) 50% of the Facility Amount plus 2.00% multiplied by the greater of (i) the difference
between the daily unused Facility Amount and 50% of the Facility Amount and (ii) zero between six and twelve months following the closing
of the WF Credit Facility, and, (z) thereafter, 0.50% multiplied by the lesser of (1) daily unused Facility Amounts and (2) 20% of the
Facility Amount plus 2.00% multiplied by the greater of (i) the difference between the daily unused Facility Amount and 20% of the Facility
Amount and (ii) zero. Such fee is payable quarterly in arrears. The applicable percentage for PS BDC Funding II’s Eligible Loans
ranges from 67.5% for Middle Market Loans to 70% for Broadly Syndicated Loans (as each such term is defined in the Loan Agreement).
PS
BDC Funding II has pledged all of its assets to U.S. Bank, in its capacity as Collateral Agent, to secure its obligations under the WF
Credit Facility. Both the Company and PS BDC Funding II have made customary representations and warranties and are required to comply
with various covenants, reporting requirements, and other customary requirements for similar credit facilities. Borrowing under the WF
Credit Facility is subject to the leverage restrictions contained in the 1940 Act. The obligations under the Loan Agreement may be accelerated
upon the occurrence of an event of default under the Loan Agreement, including in the event of a change of control of PS BDC Funding
II, if the Investment Advisor ceases to serve as investment adviser to the Company, or if Palmer Square or its affiliates cease to directly
or indirectly own a majority of the membership interests of the Investment Advisor.
As
of June 30, 2021, we had no principal outstanding and $150 million of available Commitments under the WF Credit Facility.
Distribution
Policy
To
the extent that we have income available, we intend to distribute quarterly dividends to our stockholders. Our quarterly dividends, if
any, will be determined by our Board. Any dividends to our stockholders will be declared out of assets legally available for distribution.
50
Beginning
with our taxable year ending December 31, 2020 we have elected to be treated as a RIC under the Code, and we expect to qualify as a RIC
annually thereafter. To obtain and maintain RIC tax treatment, among other things, we must distribute dividends to our stockholders in
respect of each taxable year of an amount at least equal to 90% of the sum of our net ordinary income and net short-term capital gains
in excess of our net long-term capital losses (“investment company taxable income”), determined without regard to any deduction
for dividends paid. In order to avoid certain excise taxes imposed on RICs, we currently intend to distribute dividends to our stockholders
in respect of each calendar year of an amount at least equal to the sum of: (1) 98% of our net ordinary income (taking into account certain
deferrals and elections) for such calendar year; (2) 98.2% of our capital gains in excess of capital losses (“capital gain net
income”), adjusted for certain ordinary losses, generally for the one-year period ending on October 31 of such calendar year; and
(3) any net ordinary income and capital gain net income for preceding years that were not distributed during such years and on which
we previously paid no U.S. federal income tax. Under certain applicable provisions of the Code and U.S. Treasury regulations, distributions
payable in cash or in shares of stock at the election of the stockholders are treated as taxable dividends. The Internal Revenue Service
has published guidance indicating that this rule will apply even where the total amount of cash that may be distributed is limited to
no more than 20% of the total distribution. Under this guidance if too many stockholders elect to receive their distributions in cash,
the cash available for distribution must be allocated among the stockholders electing to receive cash (with the balance of the distribution
paid in stock). If we decide to make any distributions consistent with this guidance that are payable in part in its stock, taxable stockholders
receiving such dividends will be required to include the full amount of the dividend (whether received in cash, shares of our stock,
or a combination thereof) as ordinary income (or as long-term capital gain to the extent such distribution is properly reported as a
capital gain dividend) to the extent of our current and accumulated earnings and profits for U.S. federal income tax purposes. As a result,
a U.S. stockholder may be required to pay tax with respect to such dividends in excess of any cash received. If a U.S. stockholder sells
the stock it receives in order to pay this tax, the sales proceeds may be less than the amount included in income with respect to the
dividend, depending on the value of our stock at the time of the sale. Furthermore, with respect to non-U.S. stockholders, the Company
may be required to withhold U.S. tax with respect to such dividends, including in respect of all or a portion of such dividend that is
payable in stock.
We
currently intend to distribute net capital gains (i.e., net long-term capital gains in excess of net short-term capital losses), if any,
at least annually out of the assets legally available for such distributions. However, we may decide in the future to retain such capital
gains for investment, incur a corporate-level tax on such capital gains, and elect to treat such capital gains as deemed distributions
to our stockholders. If this happens, our stockholders will be treated for U.S. federal income tax purposes as if they had received an
actual distribution of the capital gains that we retain and reinvested the net after tax proceeds in us. In this situation, our stockholders
would be eligible to claim a tax credit equal to their allocable share of the tax we paid on the capital gains deemed distributed to
them. We may not be able to achieve operating results that will permit us to pay any cash distributions, and if we issue senior securities,
we will be prohibited from making distributions if doing so would cause us to fail to maintain the asset coverage ratios stipulated by
the 1940 Act or if such distributions are limited by the terms of any of our borrowings.
We
have adopted a dividend reinvestment plan that will provide for reinvestment of our dividends and other distributions on behalf of our
stockholders, unless a stockholder elects to receive cash. As a result, if our Board authorizes, and we declare, a cash dividend or other
distribution, then stockholders who do not “opt out” of the Company’s dividend reinvestment plan will have their cash
dividends and distributions automatically reinvested in additional shares of our common stock, rather than receiving cash dividends and
distributions.
Prior
to a Listing, the Board will use newly-issued shares of the Company’s common stock to implement the dividend reinvestment plan.
The number of shares of common stock to be issued to a participant prior to a Listing would be equal to the quotient determined by dividing
the cash value of the dividend payable to such stockholder by the net asset value per share as of the date such dividend was declared.
51
After
a Listing, the Board intends to primarily use newly-issued shares to implement the dividend reinvestment plan, whether or not the shares
are trading at a price per share at, below or above net asset value. However, the Board reserves the right to purchase shares in the
open market in connection with the implementation of the dividend reinvestment plan. The number of newly issued shares to be issued to
a participant would be determined by dividing the total dollar amount of the dividend payable to such stockholder by the market price
per share of our common stock at the close of regular trading on a national securities exchange on the dividend payment date. Shares
purchased in open market transactions by U.S. Bank or its affiliates, the plan administrator and our transfer agent, registrar, and dividend
disbursing agent, will be allocated to a participant based upon the average purchase price, excluding any brokerage charges or other
charges, of all shares of our common stock purchased with respect to the dividend.
A
registered stockholder may elect to receive an entire distribution in cash by notifying US Bank in writing so that such notice is received
by the plan administrator no later than the record date for distributions to stockholders. The plan administrator will set up an account
for shares acquired through the plan for each stockholder who has not elected to receive dividends or other distributions in cash and
hold such shares in non-certificated form.
Critical
Accounting Policies
Our
consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America,
which requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated
financial statements and the reported amounts of revenues and expenses during the reporting periods.
Critical
accounting policies are those that require the application of management’s most difficult, subjective, or complex judgments, often
because of the need to make estimates about the effect of matters that are inherently uncertain and that may change in subsequent periods.
The preparation of these financial statements will require management to make estimates and assumptions that affect the reported amounts
of assets, liabilities, revenues and expenses. Changes in the economic environment, financial markets and any other parameters used in
determining such estimates could cause actual results to differ. In addition to the discussion below, we have described our critical
accounting policies in the notes to our consolidated financial statements.
Valuation
of Portfolio Investments
Under
procedures established by our Board, we value investments for which market quotations are readily available at such market quotations.
Assets listed on an exchange will be valued at their last sales prices as reported to the consolidated quotation service at 4:00 P.M.
eastern time on the date of determination. If no such sales of such securities occurred, such securities will be valued at the mean between
the last available bid and ask prices as reported by an independent, third party pricing service on the date of determination. Debt and
equity securities that are not publicly traded or whose market prices are not readily available are valued at fair value, subject at
all times to the oversight and approval of our Board. Such determination of fair values may involve subjective judgments and estimates,
although we will also engage independent valuation providers to review the valuation of each portfolio investment that constitutes a
material portion of our portfolio and that does not have a readily available market quotation at least once annually. With respect to
unquoted securities, our Investment Advisor, together with our independent valuation advisors, and subject at all times to the oversight
and approval of our Board, will value each investment considering, among other measures, discounted cash flow models, comparisons of
financial ratios of peer companies that are public and other factors. With respect to Level 3 assets, we intend to retain one or more
independent providers of financial advisory services to assist the Investment Advisor and the Board by performing certain limited third-party
valuation services. We may appoint additional or different third-party valuation firms in the future.
52
When
an external event such as a purchase transaction, public offering or subsequent equity sale occurs with respect to a fair-valued portfolio
company or comparable company, our Board will use the pricing indicated by the external event to corroborate and/or assist us in our
valuation. Because we expect that there will not be a readily available market for many of the investments in our portfolio, we expect
to value many of our portfolio investments at fair value as determined in good faith by our Board using a documented valuation policy
and a consistently applied valuation process. Due to the inherent uncertainty of determining the fair value of investments that do not
have a readily available market value, the fair value of our investments may differ significantly from the values that would have been
used had readily available market quotations existed for such investments, and the differences could be material.
With
respect to investments for which market quotations are not readily available, our Investment Advisor will undertake a multi-step valuation
process each quarter, as described below:
● Securities
for which no such market prices are available or reliable will be preliminarily valued at
such value as the Investment Advisor may reasonably determine, which may include third party
valuations;
● The
audit committee of our Board (the “Audit Committee”) will then review these preliminary
valuations;
● At
least once annually, the valuation for each portfolio investment that constitutes a material
portion of our portfolio and that does not have a readily available market quotation will
be reviewed by an independent valuation firm; and
● Our
Board will then discuss valuations and determine the fair value of each investment in our
portfolio in good faith, based on the input of our Investment Advisor, the respective independent
valuation firms and the Audit Committee.
All
values assigned to securities and other assets by the Board will be binding on all stockholders.
Net
Realized Gains or Losses and Net Change in Unrealized Appreciation or Depreciation
We
measure realized gains or losses by the difference between the net proceeds from the repayment or sale and the amortized cost basis of
the investment, without regard to unrealized appreciation or depreciation previously recognized, but considering unamortized upfront
fees and prepayment penalties. Net change in unrealized appreciation or depreciation reflects the change in portfolio investment values
during the reporting period, including any reversal of previously recorded unrealized appreciation or depreciation, when gains or losses
are realized. Realized gains and losses from securities transactions and unrealized appreciation and depreciation of securities are determined
using the identified cost basis method for financial reporting.
Related
Party Transactions
We
have entered into the Advisory Agreement with the Investment Advisor and the Administration Agreement with the Investment Advisor (in
such capacity, the Administrator). Mr. Christopher D. Long and Jeffrey D. Fox, each an interested member of our Board, have an indirect
pecuniary interest in the Investment Advisor. The Investment Advisor is a registered investment adviser under the Advisers Act that is
wholly owned by Palmer Square. See “ Note 3. Agreements and Related Party Transactions – Administration Agreement ”
and “ – Investment Advisory Agreement ” in the notes to the accompanying consolidated financial statements.
53
Contractual
Obligations
We
have certain contracts under which we have material future commitments. We have entered into the Advisory Agreement with the Investment
Advisor in accordance with the 1940 Act. Payments for investment advisory services under the Advisory Agreement are equal to (a) a base
management fee calculated at an annual rate of 2.0% of the average value of the weighted average of our total net assets at the end of
the two most recently completed quarters and (b) an incentive fee based on our performance. The Investment Advisor has agreed to waive
its right to receive management fees in excess of 1.75% of the total net assets during any period prior to a Listing. We have entered
into an Administration Agreement with the Administrator to serve as our administrator. Pursuant to the Administration Agreement, the
Administrator furnishes us with office facilities and equipment, provides us with clerical, bookkeeping and recordkeeping services at
such facilities, and provides us with other services necessary for us to operate or has engaged a third-party firm to perform some or
all of these functions.
A
summary of our significant contractual payment obligations related to the repayment of our outstanding indebtedness at June 30, 2021
is as follows:
Payments
Due by Period
Total
Less
than 1 year
1-3
years
3-5
years
After
5 years
Credit
Facility, Net
$ 413,907,069
$ -
$ 413,907,069
$ -
$ -
Total
contractual obligations
$ 413,907,069
$ -
$ 413,907,069
$ -
$ -
Off-Balance
Sheet Arrangements
Unfunded
commitments to provide funds to portfolio companies are not recorded on our consolidated statements of assets and liabilities. Our unfunded
commitments may be significant from time to time. Unfunded commitments may expire without being drawn upon and the total commitment amount
does not necessarily represent future cash requirements. As of June 30, 2021 and December 31, 2020, we had eight unfunded commitments
totaling $5.3 million, and three unfunded commitments totaling $1.3 million, respectively. See “ Note 8. Commitments and Contingencies ”
in the notes to the accompanying consolidated financial statements for specific identification of the unfunded commitments. We believe
we maintain sufficient liquidity in the form of cash (including restricted cash, if any), receivables and borrowing capacity to fund
these unfunded commitments should the need arise. See Financial Condition, Liquidity and Capital Resources above.
Other
than contractual commitments and other legal contingencies incurred in the normal course of our business, we do not have any off-balance
sheet financings or liabilities.
Item
3. Quantitative and Qualitative Disclosures About Market Risk.
We
are subject to financial market risks, including changes in interest rates. Interest rate sensitivity refers to the change in our earnings
that may result from changes in the level of interest rates. Because we fund a portion of our investments with borrowings, our net investment
income will be affected by the difference between the rate at which we invest and the rate at which we borrow. As a result, there can
be no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income.
54
Assuming
that the consolidated statement of assets and liabilities as of June 30, 2021 were to remain constant and that we took no actions to
alter our existing interest rate sensitivity, the following table shows the annualized impact of hypothetical base rate changes in interest
rate.
Change
in Interest Rates
Increase
(Decrease) in Interest Income
Increase
(Decrease) in Interest Expense
Net
Increase (Decrease) in Net Investment Income
Down
25 basis points
$ (1,634,398 )
$ (1,037,500 )
$ (596,898 )
Up
100 basis points
6,537,594
4,150,000
$ 2,387,594
Up
200 basis points
13,075,187
8,300,000
$ 4,775,187
Up
300 basis points
19,612,781
12,450,000
$ 7,162,781
The
data in the table is based on the Company’s current statement of assets and liabilities. As of June 30, 2021, the Company had $45.6
million in net purchases that had not yet settled. After settlement of these purchases, the change in interest expense will be larger
as a result of the increase in the amount borrowed under the credit facility. The table does not include any change in interest income
from the Company’s money market investments.
In
addition, any investments we make that are denominated in a foreign currency will be subject to risks associated with changes in currency
exchange rates. These risks include the possibility of significant fluctuations in the foreign currency markets, the imposition or modification
of foreign exchange controls, and potential illiquidity in the secondary market. These risks will vary depending upon the currency or
currencies involved.
We
measure exposure to interest rate and currency exchange rate fluctuations on an ongoing basis and may hedge against interest rate and
currency exchange rate fluctuations by using standard hedging instruments such as futures, options, swaps and forward contracts and credit
hedging contracts, such as credit default swaps, in each case, subject to the requirements of the 1940 Act. While hedging activities
may insulate us against adverse changes in interest rates, they may also limit our ability to participate in benefits of lower interest
rates with respect to our portfolio of investments with fixed interest rates.
Item
4. Controls and Procedures.
Evaluation
of Disclosure Controls and Procedures
Our
management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our
disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended),
as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on such evaluation, our Chief Executive Officer and
Chief Financial Officer have concluded that, as of such date, our disclosure controls and procedures were effective at a reasonable assurance
level.
Changes
in Internal Control over Financial Reporting
There
have been no changes in our internal control over financial reporting during our fiscal quarter ended June 30, 2021 that have materially
affected, or are reasonably likely to materially affect, our internal control over financial reporting.
55
PART
II—OTHER INFORMATION
Item
1. Legal Proceedings.
We
are not currently subject to any material legal proceedings, nor, to our knowledge, is any material legal proceeding threatened against
us. From time to time, we may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating
to the enforcement of our rights under loans to or other contracts with our portfolio companies.
Item
1A. Risk Factors.
There
have been no material changes during the six months ended June 30, 2021 to the risk factors discussed in Item 1A. Risk Factors of
our annual report on Form 10-K for the year ended December 31, 2020.
Item
2. Unregistered Sales of Equity Securities and Use of Proceeds.
During
the six months ended June 30, 2021, the Company issued and sold 632,597 shares of its common stock at an aggregate purchase price of
$13.0 million. These amounts include shares issued in reinvestment. The issuance of the shares of common stock was exempt from the registration
requirements of the Securities Act of 1933, as amended (the “Securities Act”), pursuant to Section 4(a)(2) and Rule 506(b)
of Regulation D thereof. The Company relied, in part, upon representations from the investors in the subscription agreements that each
investor was an accredited investor as defined in Regulation D under the Securities Act. We did not engage in general solicitation or
advertising, and did not offer securities to the public, in connection with such issuances and sales.
Item
3. Default Upon Senior Securities.
None.
Item
4. Mine Safety Disclosures.
Not
applicable.
Item
5. Other Information.
None.
56
Item
6. Exhibits.
The
exhibits required by this item are set forth in the Exhibit Index attached hereto and are filed or incorporated as part of this Report.
Exhibit
Index
3.1
Form
of Articles of Amendment and Restatement (Incorporated by reference to Exhibit 3.1 to Registrant’s Amendment No. 1 to Registration
Statement on Form 10 (File No. 000-56126) filed on January 16, 2020)
3.2
Bylaws
(Incorporated by reference to Exhibit 3.2 to Registrant’s Registration Statement on Form 10 (File No. 000-56126) filed on November
27, 2019)
31.1*
Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*
Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
*
Filed
herewith
57
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
Palmer
Square Capital BDC Inc.
Date:
August 13, 2021
/s/
Christopher D. Long
Name:
Christopher
D. Long
Title:
Chief
Executive Officer and President
(Principal Executive Officer)
Date:
August 13, 2021
/s/
Jeffrey D. Fox
Name:
Jeffrey
D. Fox
Title:
Chief
Financial Officer and Treasurer
(Principal Financial and Accounting Officer)
58
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.