UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One) | |
⌧ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 30, 2021 | |
OR | |
◻ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from: to | |
Commission File Number: 001-33723
Main Street Capital Corporation
(Exact name of registrant as specified in its charter)
Maryland | 41-2230745 |
1300 Post Oak Boulevard, 8th Floor | 77056 |
(713) 350-6000
(Registrant’s telephone number including area code)
n/a
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class |
| Trading Symbol |
| Name of Each Exchange on Which |
Common Stock, par value $0.01 per share | | MAIN | | New York Stock Exchange |
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 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, a smaller reporting company or an emerging growth 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 ◻ |
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 ⌧
The number of shares outstanding of the issuer’s common stock as of November 4, 2021 was 69,583,191.
| PART I | |
| FINANCIAL INFORMATION | |
| ||
| Consolidated Balance Sheets—September 30, 2021 (unaudited) and December 31, 2020 | 1 |
| 2 | |
| 3 | |
| Consolidated Statements of Cash Flows (unaudited)—Nine months ended September 30, 2021 and 2020 | 4 |
| Consolidated Schedule of Investments (unaudited)—September 30, 2021 | 5 |
| 30 | |
| 54 | |
| 90 | |
Management’s Discussion and Analysis of Financial Condition and Results of Operations | 102 | |
122 | ||
122 | ||
| PART II | |
| OTHER INFORMATION | |
122 | ||
122 | ||
123 | ||
124 | ||
| 125 |
MAIN STREET CAPITAL CORPORATION
(dollars in thousands, except shares and per share amounts)
| | September 30, | | December 31, | ||
|
| 2021 |
| 2020 | ||
| | (Unaudited) | | | | |
ASSETS |
| |
|
| |
|
Investments at fair value: |
| |
|
| |
|
Control investments (cost: $988,222 and $831,490 as of September 30, 2021 and December 31, 2020, respectively) | | $ | 1,336,218 | | $ | 1,113,725 |
Affiliate investments (cost: $505,935 and $416,479 as of September 30, 2021 and December 31, 2020, respectively) | |
| 485,139 | |
| 366,301 |
Non‑Control/Non‑Affiliate investments (cost: $1,338,405 and $1,268,740 as of September 30, 2021 and December 31, 2020, respectively) | |
| 1,295,747 | |
| 1,204,840 |
Total investments (cost: $2,832,562 and $2,516,709 as of September 30, 2021 and December 31, 2020, respectively) | |
| 3,117,104 | |
| 2,684,866 |
Cash and cash equivalents | |
| 59,569 | |
| 31,919 |
Interest receivable and other assets | |
| 51,172 | |
| 49,761 |
Receivable for securities sold | |
| 11,467 | |
| — |
Deferred financing costs (net of accumulated amortization of $9,219 and $8,477 as of September 30, 2021 and December 31, 2020, respectively) | |
| 4,460 | |
| 2,818 |
Total assets | | $ | 3,243,772 | | $ | 2,769,364 |
LIABILITIES | |
| | |
| |
Credit facility | | $ | 200,000 | | $ | 269,000 |
SBIC debentures (par: $350,000 and $309,800 as of September 30, 2021 and December 31, 2020, respectively) | |
| 342,435 | |
| 303,972 |
5.20% Notes due 2024 (par: $450,000 as of both September 30, 2021 and December 31, 2020) | |
| 451,408 | |
| 451,817 |
4.50% Notes due 2022 (par: $185,000 as of both September 30, 2021 and December 31, 2020) | |
| 184,292 | |
| 183,836 |
3.00% Notes due 2026 (par: $300,000 as of September 30, 2021) | |
| 295,445 | |
| — |
Accounts payable and other liabilities | |
| 27,904 | |
| 20,833 |
Payable for securities purchased | |
| 5,084 | |
| — |
Interest payable | |
| 15,303 | |
| 8,658 |
Dividend payable | |
| 14,553 | |
| 13,889 |
Deferred tax liability, net | |
| 23,041 | |
| 2,592 |
Total liabilities | |
| 1,559,465 | |
| 1,254,597 |
Commitments and contingencies (Note K) | |
| | |
| |
NET ASSETS | |
| | |
| |
Common stock, $0.01 par value per share (150,000,000 shares authorized; 69,346,340 and 67,674,853 shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively) | |
| 694 | |
| 677 |
Additional paid‑in capital | |
| 1,675,917 | |
| 1,615,940 |
Total undistributed (overdistributed) earnings | |
| 7,696 | |
| (101,850) |
Total net assets | |
| 1,684,307 | |
| 1,514,767 |
Total liabilities and net assets | | $ | 3,243,772 | | $ | 2,769,364 |
NET ASSET VALUE PER SHARE | | $ | 24.27 | | $ | 22.35 |
The accompanying notes are an integral part of these consolidated financial statements
1
MAIN STREET CAPITAL CORPORATION
Consolidated Statements of Operations
(dollars in thousands, except shares and per share amounts)
(Unaudited)
| | Three Months Ended | | Nine Months Ended | ||||||||
|
| September 30, | | September 30, | ||||||||
|
| 2021 |
| 2020 |
| 2021 |
| 2020 | ||||
INVESTMENT INCOME: |
| |
|
| |
|
| |
|
| |
|
Interest, fee and dividend income: |
| |
|
| |
|
| |
|
| |
|
Control investments | | $ | 34,852 | | $ | 18,558 | | $ | 85,904 | | $ | 57,357 |
Affiliate investments | |
| 12,274 | |
| 8,255 | |
| 34,785 | |
| 23,626 |
Non‑Control/Non‑Affiliate investments | |
| 29,653 | |
| 25,141 | |
| 86,192 | |
| 79,126 |
Total investment income | |
| 76,779 | |
| 51,954 | |
| 206,881 | |
| 160,109 |
EXPENSES: | |
| | |
| | |
| | |
| |
Interest | |
| (14,711) | |
| (12,489) | |
| (42,914) | |
| (36,827) |
Compensation | |
| (9,576) | |
| (4,980) | |
| (22,790) | |
| (12,280) |
General and administrative | |
| (3,047) | |
| (3,354) | |
| (9,439) | |
| (9,827) |
Share‑based compensation | |
| (2,869) | |
| (2,561) | |
| (7,961) | |
| (8,215) |
Expenses allocated to the External Investment Manager | |
| 2,728 | |
| 1,892 | |
| 7,680 | |
| 5,340 |
Total expenses | |
| (27,475) | |
| (21,492) | |
| (75,424) | |
| (61,809) |
NET INVESTMENT INCOME | |
| 49,304 | |
| 30,462 | |
| 131,457 | |
| 98,300 |
NET REALIZED GAIN (LOSS): | |
| | |
| | |
| | |
| |
Control investments | |
| 8,786 | |
| 4,041 | |
| (4,459) | |
| (15,825) |
Affiliate investments | |
| (5,147) | |
| (172) | |
| 3,962 | |
| (407) |
Non‑Control/Non‑Affiliate investments | |
| 4,666 | |
| (17,743) | |
| 11,072 | |
| (28,091) |
Realized loss on extinguishment of debt | |
| — | |
| — | |
| — | |
| (534) |
Total net realized gain (loss) | |
| 8,305 | |
| (13,874) | |
| 10,575 | |
| (44,857) |
NET UNREALIZED APPRECIATION (DEPRECIATION): | |
| | |
| | |
| | |
| |
Control investments | |
| 20,671 | |
| 7,139 | |
| 65,756 | |
| (35,096) |
Affiliate investments | |
| 14,285 | |
| 2,406 | |
| 30,518 | |
| (26,883) |
Non‑Control/Non‑Affiliate investments | |
| 3,675 | |
| 53,569 | |
| 20,798 | |
| (56,051) |
SBIC debentures | |
| — | |
| — | |
| — | |
| 460 |
Total net unrealized appreciation (depreciation) | |
| 38,631 | |
| 63,114 | |
| 117,072 | |
| (117,570) |
INCOME TAXES: | |
| | |
| | |
| | |
| |
Federal and state income, excise and other taxes | |
| (953) | |
| (1,165) | |
| (2,242) | |
| (1,420) |
Deferred taxes | |
| (11,331) | |
| (342) | |
| (20,449) | |
| 15,673 |
Income tax benefit (provision) | |
| (12,284) | |
| (1,507) | |
| (22,691) | |
| 14,253 |
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | | $ | 83,956 | | $ | 78,195 | | $ | 236,413 | | $ | (49,874) |
NET INVESTMENT INCOME PER SHARE—BASIC AND DILUTED | | $ | 0.71 | | $ | 0.46 | | $ | 1.92 | | $ | 1.50 |
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS PER | | $ | 1.22 | | $ | 1.18 | | $ | 3.45 | | $ | (0.76) |
WEIGHTED AVERAGE SHARES | |
| 69,021,826 | |
| 66,110,555 | |
| 68,557,362 | |
| 65,319,784 |
The accompanying notes are an integral part of these consolidated financial statements
2
MAIN STREET CAPITAL CORPORATION
Consolidated Statements of Changes in Net Assets
(dollars in thousands, except shares)
(Unaudited)
| | | | | | | | | | Total | | | | |
| | Common Stock | | Additional | | Undistributed | | | | |||||
| | Number of | | Par | | Paid‑In | | (Overdistributed) | | Total Net | ||||
|
| Shares |
| Value |
| Capital |
| Earnings |
| Asset Value | ||||
Balances at December 31, 2019 |
| 64,252,937 | | $ | 643 | | $ | 1,512,435 | | $ | 23,312 | | $ | 1,536,390 |
Public offering of common stock, net of offering costs |
| 91,458 | |
| 1 | |
| 3,854 | |
| — | |
| 3,855 |
Share‑based compensation |
| — | |
| — | |
| 2,837 | |
| — | |
| 2,837 |
Purchase of vested stock for employee payroll tax withholding | | (851) | | | — | | | (29) | | | — | | | (29) |
Dividend reinvestment |
| 108,722 | |
| 1 | |
| 3,929 | |
| — | |
| 3,930 |
Amortization of directors’ deferred compensation |
| — | |
| — | |
| 238 | |
| — | |
| 238 |
Issuance of restricted stock |
| 10,383 | |
| — | |
| — | |
| — | |
| — |
Dividends to stockholders |
| — | |
| — | |
| 93 | |
| (39,706) | |
| (39,613) |
Net decrease resulting from operations |
| — | |
| — | |
| — | |
| (171,438) | |
| (171,438) |
Balances at March 31, 2020 |
| 64,462,649 | | $ | 645 | | $ | 1,523,357 | | $ | (187,832) | | $ | 1,336,170 |
Public offering of common stock, net of offering costs |
| 824,968 | |
| 9 | |
| 26,007 | |
| — | |
| 26,016 |
Share‑based compensation |
| — | | | — | | | 2,817 | | | — | | | 2,817 |
Purchase of vested stock for employee payroll tax withholding |
| (84,094) | |
| (1) | |
| (1,730) | |
| — | |
| (1,731) |
Dividend reinvestment |
| 146,229 | |
| 1 | |
| 4,158 | |
| — | |
| 4,159 |
Amortization of directors’ deferred compensation |
| — | |
| — | |
| 224 | |
| — | |
| 224 |
Issuance of restricted stock, net of forfeited shares |
| 414,053 | |
| 4 | |
| (4) | |
| — | |
| — |
Dividends to stockholders |
| — | |
| — | |
| 99 | |
| (40,179) | |
| (40,080) |
Net increase resulting from operations |
| — | |
| — | |
| — | |
| 43,369 | |
| 43,369 |
Balances at June 30, 2020 |
| 65,763,805 | | $ | 658 | | $ | 1,554,928 | | $ | (184,642) | | $ | 1,370,944 |
Public offering of common stock, net of offering costs | | 205,949 | | | 2 | | | 7,741 | | | — | | | 7,743 |
Share‑based compensation | | — | | | — | | | 2,561 | | | — | | | 2,561 |
Purchase of vested stock for employee payroll tax withholding |
| (1,998) | |
| — | |
| (7) | |
| — | |
| (7) |
Dividend reinvestment | | 132,583 | | | 1 | | | 4,129 | | | — | | | 4,130 |
Amortization of directors’ deferred compensation | | — | | | — | | | 195 | | | — | | | 195 |
Issuance of restricted stock, net of forfeited shares | | (6,899) | | | — | | | — | | | — | | | — |
Dividends to stockholders | | — | | | — | | | 95 | | | (40,674) | | | (40,579) |
Net increase resulting from operations | | — | | | — | | | — | | | 78,195 | | | 78,195 |
Balances at September 30, 2020 | | 66,093,440 | | $ | 661 | | $ | 1,569,642 | | $ | (147,121) | | $ | 1,423,182 |
| | | | | | | | | | | | | | |
Balances at December 31, 2020 |
| 67,762,032 | | $ | 677 | | $ | 1,615,940 | | $ | (101,850) | | $ | 1,514,767 |
Public offering of common stock, net of offering costs | | 117,388 | |
| 2 | |
| 3,626 | |
| — | |
| 3,628 |
Share‑based compensation | | — | |
| — | |
| 2,333 | |
| — | |
| 2,333 |
Purchase of vested stock for employee payroll tax withholding | | (180) | |
| — | |
| (7) | |
| — | |
| (7) |
Dividend reinvestment | | 106,651 | |
| 1 | |
| 3,698 | |
| — | |
| 3,699 |
Amortization of directors’ deferred compensation | | — | |
| — | |
| 195 | |
| — | |
| 195 |
Issuance of restricted stock | | 15,007 | |
| — | |
| — | |
| — | |
| — |
Dividends to stockholders | | — | |
| — | |
| 96 | |
| (41,893) | |
| (41,797) |
Net increase resulting from operations | | — | |
| — | |
| - | |
| 57,346 | |
| 57,346 |
Balances at March 31, 2021 | | 68,000,898 | | $ | 680 | | $ | 1,625,881 | | $ | (86,397) | | $ | 1,540,164 |
Public offering of common stock, net of offering costs | | 231,795 | |
| 2 | |
| 9,396 | |
| — | |
| 9,398 |
Share‑based compensation | | — | |
| — | |
| 2,759 | |
| — | |
| 2,759 |
Purchase of vested stock for employee payroll tax withholding | | (114,357) | |
| (1) | |
| (4,464) | |
| — | |
| (4,465) |
Dividend reinvestment | | 91,632 | |
| 1 | |
| 3,755 | |
| — | |
| 3,756 |
Amortization of directors’ deferred compensation | | — | |
| — | |
| 163 | |
| — | |
| 163 |
Issuance of restricted stock, net of forfeited shares | | 321,821 | |
| 3 | |
| (3) | |
| — | |
| — |
Dividends to stockholders | | — | |
| — | |
| 96 | |
| (42,140) | |
| (42,044) |
Net increase resulting from operations | | — | |
| — | |
| — | |
| 95,110 | |
| 95,110 |
Balances at June 30, 2021 | | 68,531,789 | | $ | 685 | | $ | 1,637,583 | | $ | (33,427) | | $ | 1,604,841 |
Public offering of common stock, net of offering costs | | 772,274 | |
| 8 | |
| 31,812 | |
| — | |
| 31,820 |
Share‑based compensation | | — | |
| — | |
| 2,869 | |
| — | |
| 2,869 |
Purchase of vested stock for employee payroll tax withholding | | (13,818) | |
| — | |
| (575) | |
| — | |
| (575) |
Dividend reinvestment | | 95,364 | |
| 1 | |
| 3,984 | |
| — | |
| 3,985 |
Amortization of directors’ deferred compensation | | — | |
| — | |
| 147 | |
| — | |
| 147 |
Issuance of restricted stock, net of forfeited shares | | 23,036 | |
| — | |
| — | |
| — | |
| — |
Dividends to stockholders | | — | |
| — | |
| 97 | |
| (42,833) | |
| (42,736) |
Net increase resulting from operations | | — | |
| — | |
| — | |
| 83,956 | |
| 83,956 |
Balances at September 30, 2021 | | 69,408,645 | | $ | 694 | | $ | 1,675,917 | | $ | 7,696 | | $ | 1,684,307 |
The accompanying notes are an integral part of these consolidated financial statements
3
MAIN STREET CAPITAL CORPORATION
Consolidated Statements of Cash Flows
(dollars in thousands)
(Unaudited)
| | Nine Months Ended | ||||
|
| September 30, | ||||
| | 2021 |
| 2020 | ||
CASH FLOWS FROM OPERATING ACTIVITIES | | | | | | |
Net increase (decrease) in net assets resulting from operations | | $ | 236,413 | | $ | (49,874) |
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities: | | | | | | |
Investments in portfolio companies | | | (911,095) | | | (414,574) |
Proceeds from sales and repayments of debt investments in portfolio companies | | | 530,964 | | | 255,147 |
Proceeds from sales and return of capital of equity investments in portfolio companies | | | 83,376 | | | 21,210 |
Net unrealized (appreciation) depreciation | | | (117,072) | | | 117,570 |
Net realized (gain) loss | | | (10,575) | | | 44,857 |
Accretion of unearned income | | | (10,972) | | | (8,239) |
Payment-in-kind interest | | | (6,280) | | | (3,816) |
Cumulative dividends | | | (1,296) | | | (1,404) |
Share-based compensation expense | | | 7,961 | | | 8,215 |
Amortization of deferred financing costs | | | 2,277 | | | 1,986 |
Deferred tax (benefit) provision | | | 20,449 | | | (15,673) |
Changes in other assets and liabilities: | | | | | | |
Interest receivable and other assets | | | (669) | | | 12,661 |
Interest payable | | | 6,645 | | | 6,100 |
Accounts payable and other liabilities | | | 7,576 | | | (4,739) |
Deferred fees and other | | | 3,586 | | | 2,296 |
Net cash used in operating activities | | | (158,712) | | | (28,277) |
| | | | | | |
CASH FLOWS FROM FINANCING ACTIVITIES | | | | | | |
Proceeds from public offering of common stock, net of offering costs | | | 44,846 | | | 37,614 |
Proceeds from public offering of 5.20% Notes due 2024 | | | - | | | 125,000 |
Proceeds from public offering of 3.00% Notes due 2026 | | | 300,000 | | | - |
Dividends paid | | | (114,471) | | | (107,673) |
Proceeds from issuance of SBIC debentures | | | 80,200 | | | 35,000 |
Repayments of SBIC debentures | | | (40,000) | | | (42,000) |
Proceeds from credit facility | | | 645,000 | | | 292,000 |
Repayments on credit facility | | | (714,000) | | | (339,000) |
Debt issuance premiums (costs), net | | | (10,166) | | | 978 |
Purchases of vested stock for employee payroll tax withholding | | | (5,047) | | | (1,767) |
Net cash provided by financing activities | | | 186,362 | | | 152 |
| | | | | | |
Net increase (decrease) in cash and cash equivalents | | | 27,650 | | | (28,125) |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | | | 31,919 | | | 55,246 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | | $ | 59,569 | | $ | 27,121 |
| | | | | | |
Supplemental cash flow disclosures: | | | | | | |
Interest paid | | $ | 33,898 | | $ | 28,646 |
Taxes paid | | $ | 2,046 | | $ | 2,439 |
Operating non-cash activities: | | | | | | |
Value of shares issued pursuant to the DRIP | | $ | 11,440 | | $ | 12,219 |
The accompanying notes are an integral part of these consolidated financial statements
4
MAIN STREET CAPITAL CORPORATION
Consolidated Schedule of Investments
September 30, 2021
(dollars in thousands)
(Unaudited)
Portfolio Company (1) (20) | | Investment Date (24) | Business Description | Type of Investment (2) (3) (15) | | Shares/Units | Rate | Maturity Date | Principal (4) | Cost (4) | Fair Value (18) | |||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | | | | | | | | | | | | |
Control Investments (5) | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Analytical Systems Keco Holdings, LLC | | August 16, 2019 | Manufacturer of Liquid and Gas Analyzers | | | | | | | | | | | |
| | | | Secured Debt | (9) | | 12.00% (L+10.00%, Floor 2.00%) | 8/16/2024 | $ | 5,015 | $ | 4,787 | $ | 4,787 |
| | | | Preferred Member Units | | 3,200 | | | | | | 3,200 | | - |
| | | | Preferred Member Units | | 2,427 | | | | | | 2,427.00 | | 4,783 |
| | | | Warrants | (27) | 420 | | 8/16/2029 | | | | 316 | | - |
| | | | | | | | | | | | 10,730 | | 9,570 |
ASC Interests, LLC | | August 1, 2013 | Recreational and Educational Shooting Facility | | | | | | | | | | | |
| | | | Secured Debt | | | 13.00% | 7/31/2022 | | 1,850 | | 1,831 | | 1,831 |
| | | | Member Units | | 1,500 | | | | | | 1,500 | | 720 |
| | | | | | | | | | | | 3,331 | | 2,551 |
ATS Workholding, LLC | (10) | March 10, 2014 | Manufacturer of Machine Cutting Tools and Accessories | | | | | | | | | | | |
| | | | Secured Debt | (14) | | 5.00% | 8/16/2023 | | 4,814 | | 4,655 | | 2,875 |
| | | | Preferred Member Units | | 3,725,862 | | | | | | 3,726 | | - |
| | | | | | | | | | | | 8,381 | | 2,875 |
Barfly Ventures, LLC | (10) | August 31, 2015 | Casual Restaurant Group | | | | | | | | | | | |
| | | | Secured Debt | | | 7.00% | 10/31/2024 | | 711 | | 711 | | 711 |
| | | | Member Units | | 37 | | | | | | 1,584 | | 1,929 |
| | | | | | | | | | | | 2,295 | | 2,640 |
Bolder Panther Group, LLC | | December 31, 2020 | Consumer Goods and Fuel Retailer | | | | | | | | | | | |
| | | | Secured Debt | (9) | | 10.50% (L+9.00%, Floor 1.50%) | 12/31/2025 | | 39,000 | | 38,671 | | 39,000 |
| | | | Class A Preferred Member Units | (8) | | 14.00% | | | | | 10,194 | | 10,194 |
| | | | Class B Preferred Member Units | (8) | 140,000 | 8.00% | | | | | 14,000 | | 20,310 |
| | | | | | | | | | | | 62,865 | | 69,504 |
Brewer Crane Holdings, LLC | | January 9, 2018 | Provider of Crane Rental and Operating Services | | | | | | | | | | | |
| | | | Secured Debt | (9) | | 11.00% (L+10.00%, Floor 1.00%) | 1/9/2023 | | 8,184 | | 8,156 | | 8,156 |
| | | | Preferred Member Units | (8) | 2,950 | | | | | | 4,280 | | 4,280 |
| | | | | | | | | | | | 12,436 | | 12,436 |
Bridge Capital Solutions Corporation | | April 18, 2012 | Financial Services and Cash Flow Solutions Provider | | | | | | | | | | | |
| | | | Secured Debt | | | 13.00% | 12/11/2024 | | 8,813 | | 8,813 | | 8,813 |
| | | | Warrants | (27) | 82 | | 7/25/2026 | | | | 2,132 | | 4,060 |
| | | | Secured Debt | (30) | | 13.00% | 12/11/2024 | | | | 1,000 | | 1,000 |
5
MAIN STREET CAPITAL CORPORATION
Consolidated Schedule of Investments (Continued)
September 30, 2021
(dollars in thousands)
(Unaudited)
Portfolio Company (1) (20) | | Investment Date (24) | Business Description | Type of Investment (2) (3) (15) | | Shares/Units | Rate | Maturity Date | Principal (4) | Cost (4) | Fair Value (18) | |||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | | Preferred Member Units | (8) (30) | 17,742 | | | | | | 1,000 | | 1,000 |
| | | | | | | | | | | | 12,945 | | 14,873 |
Café Brazil, LLC | | April 20, 2004 | Casual Restaurant Group | | | | | | | | | | | |
| | | | Member Units | (8) | 1,233 | | | | | | 1,742 | | 2,570 |
| | | | | | | | | | | | | | |
California Splendor Holdings LLC | | March 30, 2018 | Processor of Frozen Fruits | | | | | | | | | | | |
| | | | Secured Debt | (9) | | 11.00% (L+10.00%, Floor 1.00%) | 3/30/2023 | | 28,000 | | 27,899 | | 27,899 |
| | | | Preferred Member Units | (8) (19) | 6,725 | 15.00% PIK | | | | | 9,194 | | 9,194 |
| | | | Preferred Member Units | (8) | 6,157 | | | | | | 10,775 | | 10,805 |
| | | | | | | | | | | | 47,868 | | 47,898 |
CBT Nuggets, LLC | | June 1, 2006 | Produces and Sells IT Training Certification Videos | | | | | | | | | | | |
| | | | Member Units | (8) | 416 | | | | | | 1,300 | | 52,620 |
| | | | | | | | | | | | | | |
Centre Technologies Holdings, LLC | | January 4, 2019 | Provider of IT Hardware Services and Software Solutions | | | | | | | | | | | |
| | | | Secured Debt | (9) | | 12.00% (L+10.00%, Floor 2.00%) | 1/4/2024 | | 9,569 | | 9,518 | | 9,518 |
| | | | Preferred Member Units | | 12,696 | | | | | | 5,840 | | 5,840 |
| | | | | | | | | | | | 15,358 | | 15,358 |
Chamberlin Holding LLC | | February 26, 2018 | Roofing and Waterproofing Specialty Contractor | | | | | | | | | | | |
| | | | Secured Debt | (9) | | 9.00% (L+8.00%, Floor 1.00%) | 2/26/2023 | | 17,817 | | 17,722 | | 17,817 |
| | | | Member Units | (8) | 4,347 | | | | | | 11,440 | | 24,140 |
| | | | Member Units | (8) (30) | 1,047,146 | | | | | | 1,322 | | 1,430 |
| | | | | | | | | | | | 30,484 | | 43,387 |
Charps, LLC | | February 3, 2017 | Pipeline Maintenance and Construction | | | | | | | | | | | |
| | | | Unsecured Debt | | | 10.00% | 1/31/2024 | | 5,694 | | 4,582 | | 5,034 |
| | | | Preferred Member Units | (8) | 1,600 | | | | | | 400 | | 14,240 |
| | | | | | | | | | | | 4,982 | | 19,274 |
Clad-Rex Steel, LLC | | December 20, 2016 | Specialty Manufacturer of Vinyl-Clad Metal | | | | | | | | | | | |
| | | | Secured Debt | (9) | | 10.50% (L+9.50%, Floor 1.00%) | 1/15/2024 | | 10,480 | | 10,393 | | 10,393 |
| | | | Member Units | (8) | 717 | | | | | | 7,280 | | 10,250 |
| | | | Secured Debt | | | 10.00% | 12/20/2036 | | 1,089 | | 1,078 | | 1,078 |
| | | | Member Units | (30) | 800 | | | | | | 210 | | 530 |
| | | | | | | | | | | | 18,961 | | 22,251 |
CMS Minerals Investments | | January 30, 2015 | Oil & Gas Exploration & Production | | | | | | | | | | | |
| | | | Member Units | (8) (30) | 100 | | | | | | 1,985 | | 1,883 |
6
MAIN STREET CAPITAL CORPORATION
Consolidated Schedule of Investments (Continued)
September 30, 2021
(dollars in thousands)
(Unaudited)
Portfolio Company (1) (20) | | Investment Date (24) | Business Description | Type of Investment (2) (3) (15) | | Shares/Units | Rate | Maturity Date | Principal (4) | Cost (4) | Fair Value (18) | |||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | | | | | | | | | | | | |
Cody Pools, Inc. | | March 6, 2020 | Designer of Residential and Commercial Pools | | | | | | | | | | | |
| | | | Secured Debt | (9) | | 12.25% (L+10.50%, Floor 1.75%) | 3/6/2025 | | 18,047 | | 17,916 | | 18,047 |
| | | | Preferred Member Units | (8) | 587 | | | | | | 8,317 | | 30,390 |
| | | | | | | | | | | | 26,233 | | 48,437 |
Colonial Electric Company LLC | | March 31, 2021 | Provider of Electrical Contracting Services | | | | | | | | | | | |
| | | | Secured Debt | | | 12.00% | 3/31/2026 | | 24,885 | | 24,654 | | 24,654 |
| | | | Preferred Member Units | | 17,280 | | | | | | 7,680 | | 8,460 |
| | | | | | | | | | | | 32,334 | | 33,114 |
CompareNetworks Topco, LLC | | January 29, 2019 | Internet Publishing and Web Search Portals | | | | | | | | | | | |
| | | | Secured Debt | (9) | | 10.00% (L+9.00%, Floor 1.00%) | 1/29/2024 | | 6,477 | | 6,450 | | 6,477 |
| | | | Preferred Member Units | (8) | 1,975 | | | | | | 1,975 | | 12,000 |
| | | | | | | | | | | | 8,425 | | 18,477 |
Copper Trail Fund Investments | (12) (13) | July 17, 2017 | Investment Partnership | | | | | | | | | | | |
| | | | LP Interests (CTMH, LP) | (31) | 38.8% | | | | | | 710 | | 710 |
| | | | | | | | | | | | | | |
Datacom, LLC | | May 30, 2014 | Technology and Telecommunications Provider | | | | | | | | | | | |
| | | | Secured Debt | | | 5.00% | 12/31/2025 | | 8,919 | | 8,207 | | 8,207 |
| | | | Preferred Member Units | | 9,000 | | | | | | 2,610 | | 2,610 |
| | | | | | | | | | | | 10,817 | | 10,817 |
Digital Products Holdings LLC | | April 1, 2018 | Designer and Distributor of Consumer Electronics | | | | | | | | | | | |
| | | | Secured Debt | (9) | | 11.00% (L+10.00%, Floor 1.00%) | 4/1/2023 | | 17,183 | | 17,120 | | 17,120 |
| | | | Preferred Member Units | (8) | 3,857 | | | | | | 9,501 | | 9,835 |
| | | | | | | | | | | | 26,621 | | 26,955 |
Direct Marketing Solutions, Inc. | | February 13, 2018 | Provider of Omni-Channel Direct Marketing Services | | | | | | | | | | | |
| | | | Secured Debt | (9) | | 12.00% (L+11.00%, Floor 1.00%) | 2/13/2023 | | 14,855 | | 14,799 | | 14,799 |
| | | | Preferred Stock | (8) | 8,400 | | | | | | 8,400 | | 17,150 |
| | | | | | | | | | | | 23,199 | | 31,949 |
Gamber-Johnson Holdings, LLC | | June 24, 2016 | Manufacturer of Ruggedized Computer Mounting Systems | | | | | | | | | | | |
| | | | Secured Debt | (9) (17) | | 9.00% (L+7.00%, Floor 2.00%) | 6/24/2021 | | 20,638 | | 20,638 | | 20,638 |
| | | | Member Units | (8) | 9,042 | | | | | | 17,692 | | 55,370 |
| | | | | | | | | | | | 38,330 | | 76,008 |
Garreco, LLC | | July 15, 2013 | Manufacturer and Supplier of Dental Products | | | | | | | | | | | |
7
MAIN STREET CAPITAL CORPORATION
Consolidated Schedule of Investments (Continued)
September 30, 2021
(dollars in thousands)
(Unaudited)
Portfolio Company (1) (20) | | Investment Date (24) | Business Description | Type of Investment (2) (3) (15) | | Shares/Units | Rate | Maturity Date | Principal (4) | Cost (4) | Fair Value (18) | |||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | | Secured Debt | (9) | | 9.00% (L+8.00%, Floor 1.00%, Ceiling 1.50%) | 7/31/2022 | | 4,519 | | 4,519 | | 4,519 |
| | | | Member Units | | 1,200 | | | | | | 1,200 | | 2,210 |
| | | | | | | | | | | | 5,719 | | 6,729 |
GRT Rubber Technologies LLC | | December 19, 2014 | Manufacturer of Engineered Rubber Products | | | | | | | | | | | |
| | | | Secured Debt | | | 7.10% (L+7.00%) | 12/31/2023 | | 16,775 | | 16,775 | | 16,775 |
| | | | Member Units | (8) | 5,879 | | | | | | 13,065 | | 44,900 |
| | | | | | | | | | | | 29,840 | | 61,675 |
Gulf Manufacturing, LLC | | August 31, 2007 | Manufacturer of Specialty Fabricated Industrial Piping Products | | | | | | | | | | | |
| | | | Member Units | (8) | 438 | | | | | | 2,980 | | 5,640 |
| | | | | | | | | | | | | | |
Gulf Publishing Holdings, LLC | | April 29, 2016 | Energy Industry Focused Media and Publishing | | | | | | | | | | | |
| | | | Secured Debt | (9) (17) (19) | | 10.50% (5.25% Cash, 5.25% PIK) (L+9.50%, Floor 1.00%) | 9/30/2020 | | 257 | | 257 | | 257 |
| | | | Secured Debt | (17) (19) | | 12.50% (6.25% Cash, 6.25% PIK) | 4/29/2021 | | 13,565 | | 13,565 | | 10,462 |
| | | | Member Units | | 3,681 | | | | | | 3,681 | | - |
| | | | | | | | | | | | 17,503 | | 10,719 |
Harris Preston Fund Investments | (12) (13) | October 1, 2017 | Investment Partnership | | | | | | | | | | | |
| | | | LP Interests (2717 MH, L.P.) | (31) | 49.3% | | | | | | 2,703 | | 3,391 |
| | | | | | | | | | | | | | |
Harrison Hydra-Gen, Ltd. | | June 4, 2010 | Manufacturer of Hydraulic Generators | | | | | | | | | | | |
| | | | Common Stock | | 107,456 | | | | | | 718 | | 3,530 |
| | | | | | | | | | | | | | |
J&J Services, Inc. | | October 31, 2019 | Provider of Dumpster and Portable Toilet Rental Services | | | | | | | | | | | |
| | | | Secured Debt | | | 11.50% | 10/31/2024 | | 10,800 | | 10,727 | | 10,800 |
| | | | Preferred Stock | | 2,814 | | | ||||||