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OFS Capital(OFS) - 2022 Q4 - Earnings Call Transcript
2023-03-03 18:55
OFS Capital (NASDAQ:OFS) Q4 2022 Earnings Conference Call March 3, 2023 10:00 AM ET Company Participants Steve Altebrando – Vice President-Capital Markets Bilal Rashid – Chairman and Chief Executive Officer Jeff Cerny – Chief Financial Officer Conference Call Participants David Miyazaki – Confluence Investment Management David Prosky – Private Investor Operator Good morning, and welcome to the OFS Capital Corporation Fourth Quarter and Full Year 2022 Earnings Conference Call. All participants will be in lis ...
OFS Capital(OFS) - 2022 Q4 - Earnings Call Presentation
2023-03-03 14:15
Jeff Cerny Chief Financial Officer » Subject to the Investment Company Act of 1940, which among other things, places limitations on the incurrence of leverage | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |---------------------------------------------------|-------|---------------|-------|---------------|-------|---------------|-------|---------------------------------------------------|-------|--------------| | SBA debentures1 | | | | | | | | $ 50,697 $ 50,649 $ 50,601 $ 50,553 $ 69,3 ...
OFS Capital(OFS) - 2022 Q4 - Annual Report
2023-03-03 13:01
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NUMBER: 814-00813 OFS Capital Corporation (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Delaware 46-1339639 (State or jurisdiction of incorporation or organization) 10 S. ...
OFS Capital(OFS) - 2022 Q3 - Earnings Call Transcript
2022-11-05 21:58
Financial Data and Key Metrics Changes - Adjusted net investment income increased to $0.33 per share in Q3 2022, up from $0.24 per share in Q2 2022, primarily due to rising interest rate coupons on the loan portfolio [10][20] - Net asset value per share decreased to $13.58 from $14.57 in the previous quarter, but remains approximately 9% above its prepandemic level at the end of 2019 [15][22] - Total investment income for the quarter was $13.4 million, up from $10.4 million in the prior quarter, reflecting increases in interest, dividend, and fee income [25] Business Line Data and Key Metrics Changes - Approximately 99% of the loan portfolio is senior secured, with 94% being floating rate, benefiting from the rising interest rate environment [12][31] - The income yield on the investment portfolio was 11.1%, a significant increase of 250 basis points from the last quarter [34] Market Data and Key Metrics Changes - Three-month LIBOR increased by almost 1.5% to 3.75% as of September 30, 2022, with the Fed increasing rates by an additional 75 basis points recently [31] - The company has a debt-to-equity ratio of approximately 1.66x, which increased modestly quarter-over-quarter due to unrealized depreciation on investments [28] Company Strategy and Development Direction - The company focuses on capital preservation with 99% of its loan portfolio being senior secured and aims to maintain a long-term debt-to-equity ratio of approximately 1.3 to 1.4x [27][29] - The company remains cautious with new originations but is evaluating incremental funding opportunities for portfolio companies that identify growth prospects [30] Management's Comments on Operating Environment and Future Outlook - Management believes the balance sheet positioning will continue to provide tailwinds in the rising interest rate environment, with operational flexibility due to long-term debt maturing in 2025 or later [9][37] - The company views the recent decline in net asset value as a one-off situation related to a specific investment and maintains confidence in the overall quality and fundamentals of its portfolio [22][36] Other Important Information - The company has invested over $1.9 billion since 2011 with a cumulative net realized loss of just 1.9%, generating attractive yields on its portfolio [39] - The adviser managing the company has a strong alignment of interest with shareholders, holding a 22% ownership stake in the BDC [41] Q&A Session Summary Question: What is the outlook for the company's performance in the current economic environment? - Management expressed confidence in the balance sheet positioning and the ability to navigate the rising interest rate environment, expecting continued benefits from the floating rate nature of the loan portfolio [9][36] Question: How does the company view its recent decline in net asset value? - Management characterized the decline as a one-off situation related to a specific investment in the post-secondary for-profit education sector, which is not expected to recur [22][36]
OFS Capital(OFS) - 2022 Q3 - Quarterly Report
2022-11-04 12:01
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 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 814-00813 OFS CAPITAL CORPORATION (Exact name of registrant as specified in its charter) Delaware 46-1339639 Sta ...
OFS Capital(OFS) - 2022 Q2 - Earnings Call Transcript
2022-08-05 17:33
Financial Data and Key Metrics Changes - The net asset value per share decreased to $14.57 from an all-time high of $15.52 last quarter, primarily due to unrealized depreciation from declines in broader capital markets [13][21] - Net investment income was reported at $0.47 per share, with adjusted net investment income at $0.24 per share, reflecting a decline primarily due to lower fees related to loan origination and dividend income [15][18] - Total investment income for the quarter was $10.4 million, down from $10.9 million in the prior quarter, mainly due to decreased dividend and fee income [24] Business Line Data and Key Metrics Changes - The company slowed origination activities in the last quarter, reflecting a cautious approach due to economic uncertainty, while continuing to opportunistically buy assets [15][19] - The income yield on the investment portfolio remained stable at 9.1% [32] Market Data and Key Metrics Changes - The S&P 500 declined by 16.4% and the High Yield Bond Index declined by 11.5% during the last quarter, impacting the company's net asset value [14] - The three-month LIBOR increased by 133 basis points to 2.3% by the end of the second quarter, with further increases anticipated [30] Company Strategy and Development Direction - The company is positioned to benefit from rising interest rates, with a portfolio primarily composed of floating rate loans and long-term fixed rate debt [8][34] - The focus on capital preservation is emphasized, with 98% of the loan portfolio being senior secured [35] - The company has a long-term debt-to-equity ratio target of approximately 1.3 to 1.4 times [27] Management's Comments on Operating Environment and Future Outlook - Management acknowledged the uncertain economic environment influenced by inflation, rising interest rates, and geopolitical conflicts, but expressed confidence in the portfolio's fundamentals [8][10] - The company expects a path to increased adjusted net investment income in the third quarter due to the positioning of its balance sheet [20] Other Important Information - The company announced a stable distribution of $0.29 per share, maintaining the distribution after seven consecutive increases [26] - 100% of the outstanding debt matures in 2025 or later, with 49% being unsecured [12][26] Q&A Session Summary - No questions were raised during the Q&A session, and the call concluded without any inquiries from participants [40]
OFS Capital(OFS) - 2022 Q2 - Quarterly Report
2022-08-05 12:01
Financial Performance - As of June 30, 2022, the net asset value (NAV) per common share decreased by 6.1% to $14.57 from $15.52 at March 31, 2022, primarily due to net losses of $15.1 million, or $1.12 per common share [147]. - For the quarter ended June 30, 2022, net investment income increased to $0.47 per share, up $0.25 from the previous quarter, driven by a $3.0 million reversal of previously accrued Capital Gains Fee [148]. - Total investment income was $10.4 million, a decrease of $0.5 million compared to the previous quarter, primarily due to a $1.0 million decrease in dividend and fee income, offset by a $0.5 million increase in interest income [191]. - Net investment income for the quarter ended June 30, 2022, was $6.2 million, compared to $3.0 million in the prior quarter, reflecting improved operational efficiency [190]. - The total net gain (loss) on investments for the six months ended June 30, 2022, was a loss of $9.6 million, compared to a gain of $23.1 million in the prior year [203]. - For the six months ended June 30, 2022, total investment income was $21.4 million, a decrease of $0.5 million compared to the same period in the prior year [194]. Investment Portfolio - The fair value of the debt investment portfolio totaled $356.0 million across 66 portfolio companies, with 98% being senior secured loans [167]. - The total portfolio company investments reached a fair value of $457.8 million as of June 30, 2022, compared to $431.9 million on December 31, 2021 [177]. - Approximately 98% of the loan portfolio consisted of senior secured loans, providing greater downside protection against economic changes [178]. - The three largest industries by fair value in the portfolio were Manufacturing (27.2%), Health Care and Social Assistance (15.3%), and Professional, Scientific, and Technical Services (9.4%), totaling 51.9% of the portfolio [179]. - The company placed two loans with an aggregate amortized cost of $15.8 million on non-accrual status during the quarter ended June 30, 2022 [184]. Debt and Financing - The weighted-average debt interest costs increased to 4.3% from 4.2% in the previous quarter, mainly due to rising LIBOR rates [149]. - As of June 30, 2022, approximately 93% of the debt investments, totaling $331.0 million in fair value, bore interest at variable rates, with 83% being LIBOR-based [157]. - The company amended its PWB Credit Facility to increase the maximum amount from $25.0 million to $35.0 million and extended the maturity date of the BNP Facility to June 20, 2027 [155]. - The BNP Facility allows borrowings up to $150.0 million, with $134.1 million drawn as of June 30, 2022, and an effective interest rate of 4.67% [233]. - The company had an unused commitment of $35.0 million under the PWB Credit Facility and $15.9 million under the BNP Facility as of June 30, 2022 [216]. Cash and Liquidity - As of June 30, 2022, the company held cash of $14.8 million, including $7.5 million held by SBIC I LP [215]. - The company had $14.8 million in cash and cash equivalents, with additional unfunded commitments of $35.0 million and $15.9 million under the PWB and BNP Facilities, respectively [244]. - Cash from net investment income decreased by $1.2 million for the six months ended June 30, 2022, compared to the same period in 2021 [219]. Market Conditions and Risks - Persistent inflationary pressures are expected to affect profit margins of portfolio companies due to global supply chain issues and rising energy prices [259]. - The company is subject to financial market risks due to ongoing geopolitical conflicts and the COVID-19 pandemic, which have introduced significant volatility [252]. - Fair value of investments may fluctuate due to the lack of readily available market values, impacting the company's financial position [253]. - Interest rate sensitivity analysis indicates potential changes in earnings based on fluctuations in interest rates, with varying impacts depending on the rate changes [257]. Dividends and Distributions - The company maintains a variable dividend policy aiming to distribute 90-100% of taxable quarterly income [250]. - The Board declared a distribution of $0.29 per share for Q3 2022, payable on September 30, 2022 [251]. - The company is required to distribute at least 90% of its ICTI to maintain its RIC status, avoiding a 4% excise tax on undistributed earnings [248].
OFS Capital(OFS) - 2022 Q1 - Earnings Call Transcript
2022-05-06 18:37
OFS Capital Corporation (NASDAQ:OFS) Q1 2022 Earnings Conference Call May 6, 2022 10:00 AM ET Company Participants Steve Altebrando - VP, Capital Markets Bilal Rashid - Chairman and CEO Jeff Cerny - CFO and Treasurer Conference Call Participants Mickey Schleien - Ladenburg Operator Good morning, And welcome to the OFS Capital Corporation First Quarter 2022 Earnings Call. All participants will be in listen-only mode. [Operator Instructions]. After today’s presentation, there will be an opportunity to ask que ...
OFS Capital(OFS) - 2022 Q1 - Earnings Call Presentation
2022-05-06 17:35
Overview of OFS Capital Corporation - OFS Capital's investment portfolio totals $557 million [10] - Senior secured loans constitute 97% of the loan portfolio [10] - The net asset value stands at $208 million, or $15.52 per share [10] - Since 2011, OFS Capital has invested approximately $1.8 billion, with a cumulative net realized loss rate of about 1.9% [10] Q1 2022 Highlights - The company declared a distribution of $0.29 for the second quarter of 2022 [13] - Net asset value per share increased by 2.2% to $15.52 from the fourth quarter of 2021 [13] - Non-accruals represent 2.1% of the portfolio [14] Access to Resources and Performance - OFS benefits from shared services provided by CIM Group, which owns and operates $31.1 billion of assets [17] - OFS Capital Management has $3.1 billion in Assets Under Management and owns 22% of OFS Capital's common shares [17] - $11.77 per share in distributions paid since 2012 IPO [17]
OFS Capital(OFS) - 2022 Q1 - Quarterly Report
2022-05-06 12:00
FORM 10-Q Filing Information [Registrant Information](index=1&type=section&id=Registrant%20Information) OFS Capital Corporation, a non-accelerated filer, submitted its Q1 2022 Form 10-Q, reporting 13,425,429 common shares outstanding - **OFS Capital Corporation** is a non-accelerated filer and not an emerging growth company or shell company[2](index=2&type=chunk)[3](index=3&type=chunk) Registrant Information Metrics | Metric | Value | | :--- | :--- | | Commission file number | 814-00813 | | Quarterly period ended | March 31, 2022 | | Common Stock outstanding (May 2, 2022) | 13,425,429 shares | Table of Contents Defined Terms Forward-Looking Statements [Risks and Uncertainties](index=5&type=section&id=Risks%20and%20Uncertainties) This section outlines various risks and uncertainties, including operational challenges, personnel dependency, interest rate impacts, and global events - Key risks include operational challenges as a BDC/SBIC, dependence on key personnel, ability to maintain referral relationships, and potential conflicts of interest with OFS Advisor and affiliates[9](index=9&type=chunk) - The company is exposed to the impact of interest and inflation rates on its business and portfolio companies, as well as interest rate volatility, including the transition from LIBOR[9](index=9&type=chunk) - Global events such as the COVID-19 pandemic and the ongoing conflict between Russia and Ukraine are identified as potential factors that could materially impact financial condition and results[9](index=9&type=chunk) PART I. FINANCIAL INFORMATION [Item 1. Consolidated Financial Statements](index=7&type=section&id=Item%201.%20Consolidated%20Financial%20Statements) This section presents the unaudited consolidated financial statements, including statements of assets, operations, cash flows, and investment schedules [Consolidated Statements of Assets and Liabilities](index=7&type=section&id=Consolidated%20Statements%20of%20Assets%20and%20Liabilities) - Total investments at fair value increased by **$49.8 million** from December 31, 2021, to March 31, 2022[13](index=13&type=chunk) - Cash significantly decreased by **$32.6 million**, while revolving lines of credit increased by **$14.65 million**[13](index=13&type=chunk) Consolidated Statements of Assets and Liabilities (in thousands) | Metric (in thousands) | March 31, 2022 | December 31, 2021 | | :-------------------------------- | :------------- | :---------------- | | Total investments at fair value | $556,914 | $507,099 | | Cash | $10,473 | $43,048 | | Total assets | $571,735 | $569,048 | | Revolving lines of credit | $114,650 | $100,000 | | SBA debentures (net) | $50,553 | $69,365 | | Unsecured notes (net) | $175,586 | $175,446 | | Total liabilities | $363,349 | $365,304 | | Total net assets | $208,386 | $203,744 | | Net asset value per share | $15.52 | $15.18 | [Consolidated Statements of Operations](index=8&type=section&id=Consolidated%20Statements%20of%20Operations) - Net investment income increased by **$455 thousand (17.8%)** year-over-year, and net increase in net assets from operations more than doubled, primarily driven by higher net gain on investments[14](index=14&type=chunk) - Loss on extinguishment of debt significantly decreased from **$2.3 million** in Q1 2021 to **$0.144 million** in Q1 2022[14](index=14&type=chunk) Consolidated Statements of Operations (in thousands) | Metric (in thousands) | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Total investment income | $10,946 | $10,491 | | Total expenses | $7,941 | $7,941 | | Net investment income | $3,005 | $2,550 | | Net gain on investments | $5,500 | $3,923 | | Loss on extinguishment of debt | $(144) | $(2,299) | | Net increase in net assets from operations | $8,361 | $4,174 | | Net investment income per common share | $0.22 | $0.19 | | Net increase in net assets per common share | $0.62 | $0.31 | | Distributions declared per common share | $0.28 | $0.20 | [Consolidated Statements of Changes in Net Assets](index=9&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Net%20Assets) - Total net assets increased by **$4.642 million** during Q1 2022, driven by net investment income and unrealized appreciation, partially offset by dividends[15](index=15&type=chunk) Consolidated Statements of Changes in Net Assets (in thousands) | Metric (in thousands) | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Balances at December 31, 2021/2020 | $203,744 | $158,956 | | Net investment income | $3,005 | $2,550 | | Net realized gain on investments, net of taxes | $217 | $91 | | Net unrealized appreciation on investments, net of taxes | $5,283 | $3,832 | | Dividends declared | $(3,758) | $(2,682) | | Balances at March 31, 2022/2021 | $208,386 | $160,470 | [Consolidated Statements of Cash Flows](index=10&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) - The company experienced a significant net cash outflow of **$32.575 million** in Q1 2022, primarily due to cash used in operating activities for portfolio investments and repayments of SBA debentures[17](index=17&type=chunk) - Cash at the end of the period decreased from **$43.048 million** at the beginning of the period to **$10.473 million**[17](index=17&type=chunk) Consolidated Statements of Cash Flows (in thousands) | Metric (in thousands) | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Net cash provided by (used in) operating activities | $(24,384) | $5,823 | | Net cash used in financing activities | $(8,191) | $(1,890) | | Net increase (decrease) in cash | $(32,575) | $3,933 | | Cash at end of period | $10,473 | $41,641 | [Consolidated Schedules of Investments](index=11&type=section&id=Consolidated%20Schedules%20of%20Investments) - As of March 31, 2022, the company held loans to **63 portfolio companies** (**97% senior secured, 3% subordinated**) and equity investments in **17 companies**, plus **20 Structured Finance Notes**[82](index=82&type=chunk) - The largest industry concentrations by fair value as of March 31, 2022, were Manufacturing (**25.5%**), Professional, Scientific, and Technical Services (**14.1%**), and Health Care and Social Assistance (**13.2%**)[83](index=83&type=chunk)[84](index=84&type=chunk)[85](index=85&type=chunk) Investment Portfolio Composition (in thousands) | Investment Type | Amortized Cost (March 31, 2022) | Fair Value (March 31, 2022) | | :-------------------------------- | :------------------------------ | :-------------------------- | | Senior secured debt investments | $371,941 | $361,317 | | Subordinated debt investments | $13,906 | $9,353 | | Preferred equity | $9,552 | $6,195 | | Common equity, warrants and other | $12,827 | $89,672 | | Total Portfolio Company Investments | $408,226 | $466,537 | | Structured Finance Notes | $93,575 | $90,377 | | Total investments | $501,801 | $556,914 | [Notes to Consolidated Financial Statements](index=35&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) [Note 1. Organization](index=35&type=section&id=Note%201.%20Organization) - OFS Capital Corporation is an externally managed, closed-end, non-diversified management investment company, regulated as a BDC and elected to be treated as a RIC for tax purposes[55](index=55&type=chunk) - The company's investment objective is to provide stockholders with current income and capital appreciation primarily through debt investments and, to a lesser extent, equity investments[56](index=56&type=chunk) - Investments are made directly or through subsidiaries: SBIC I LP (SBA-licensed), OFSCC-FS (special-purpose vehicle for senior secured loans with BNP Facility debt financing), and OFSCC-MB (holds equity investments taxed as pass-through entities)[58](index=58&type=chunk)[59](index=59&type=chunk)[60](index=60&type=chunk)[61](index=61&type=chunk) [Note 2. Summary of Significant Accounting Policies](index=35&type=section&id=Note%202.%20Summary%20of%20Significant%20Accounting%20Policies) - The financial statements are prepared in accordance with GAAP for interim financial information and SEC reporting requirements, with results for interim periods not necessarily indicative of the full year[62](index=62&type=chunk) - The company changed its estimate of the useful life for the SBIC license intangible asset to March 1, 2024, due to continued early redemptions of SBA debentures[66](index=66&type=chunk) - Concentration of credit risk primarily involves cash deposits with high credit quality institutions and debt instruments, with potential loss equal to recorded investment plus unfunded loan commitments[67](index=67&type=chunk) [Note 3. Related Party Transactions](index=37&type=section&id=Note%203.%20Related%20Party%20Transactions) - OFS Advisor manages day-to-day operations and provides investment advisory services, receiving a base management fee and an incentive fee (Income Incentive Fee and Capital Gains Fee)[68](index=68&type=chunk)[70](index=70&type=chunk)[72](index=72&type=chunk)[76](index=76&type=chunk) - Effective January 1, 2022, OFS Advisor reduced its base management fee attributable to OFSCC-FS Assets to **1.00% annualized**, renewable annually and non-recoupable[71](index=71&type=chunk) Related Party Expenses (in thousands) | Expense (in thousands) | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--------------------- | :-------------------------------- | :-------------------------------- | | Base management fees | $2,020 | $1,834 | | Capital Gains Fee | $1,072 | $0 | | Administration fee expense | $451 | $568 | | Distributions paid to affiliates | $846 | $607 | [Note 4. Investments](index=39&type=section&id=Note%204.%20Investments) - As of March 31, 2022, the company had **63 portfolio companies** (**97% senior secured, 3% subordinated debt**) and equity investments in **17 companies**, plus **20 Structured Finance Notes**[82](index=82&type=chunk) - Loans on non-accrual status had an aggregate amortized cost of **$18.888 million** and fair value of **$7.758 million** at March 31, 2022, remaining stable from December 31, 2021[91](index=91&type=chunk) Geographic Investment Composition (in thousands) | Geographic Composition | Amortized Cost (March 31, 2022) | Fair Value (March 31, 2022) | | :--------------------- | :------------------------------ | :-------------------------- | | United States | $395,242 | $453,512 | | Canada | $21,484 | $21,525 | | Cayman Islands | $85,075 | $81,877 | | Total investments | $501,801 | $556,914 | [Note 5. Fair Value of Financial Instruments](index=47&type=section&id=Note%205.%20Fair%20Value%20of%20Financial%20Instruments) - Investments are carried at fair value determined by the Board, using a hierarchy (Level 1, 2, 3) based on observability of inputs, with most investments categorized as Level 2 or Level 3[92](index=92&type=chunk)[93](index=93&type=chunk)[94](index=94&type=chunk) - A senior security with a fair value of **$6.773 million** was transferred from Level 3 to Level 2 during Q1 2022 due to the availability of reliable Indicative Prices[95](index=95&type=chunk) Fair Value of Financial Instruments by Level (in thousands) | Security Type | Fair Value at March 31, 2022 (Level 2) | Fair Value at March 31, 2022 (Level 3) | Fair Value at December 31, 2021 (Level 2) | Fair Value at December 31, 2021 (Level 3) | | :---------------------- | :------------------------------------- | :------------------------------------- | :------------------------------------- | :------------------------------------- | | Debt investments | $69,105 | $301,565 | $65,591 | $279,056 | | Equity investments | $0 | $95,867 | $0 | $87,251 | | Structured Finance Notes | $0 | $90,377 | $0 | $75,201 | | Total | $69,105 | $487,809 | $65,591 | $441,508 | [Note 6. Commitments and Contingencies](index=55&type=section&id=Note%206.%20Commitments%20and%20Contingencies) - The company had outstanding commitments to fund investments totaling **$44.763 million** as of March 31, 2022, an increase from **$43.690 million** at December 31, 2021[109](index=109&type=chunk) - The company is involved in legal proceedings in the normal course of business, but management believes the final disposition should not have a material adverse effect on its financial position[110](index=110&type=chunk) [Note 7. Borrowings](index=55&type=section&id=Note%207.%20Borrowings) - SBIC I LP redeemed **$19.0 million** of SBA debentures in Q1 2022, reducing outstanding debentures to **$50.920 million** at March 31, 2022[114](index=114&type=chunk) - The PWB Credit Facility was amended on April 22, 2022, to increase available credit from **$25.0 million** to **$35.0 million** and extend maturity to February 28, 2024[116](index=116&type=chunk) Average Borrowing Balances and Effective Interest Rates (Q1 2022, in thousands) | Borrowing Type | Average Outstanding Balance (Q1 2022) | Effective Interest Rate (Q1 2022) | | :--------------- | :------------------------------------ | :-------------------------------- | | SBA Debentures | $63,375 | 3.12% | | BNP Facility | $106,850 | 2.56% | | PWB Credit Facility | $506 | 14.23% | | Unsecured Notes | $180,000 | 5.40% | | Total Average Borrowings | $350,731 | 4.19% | [Note 8. Financial Highlights](index=58&type=section&id=Note%208.%20Financial%20Highlights) - Net asset value per share increased from **$15.18** at the beginning of Q1 2022 to **$15.52** at the end, driven by total operations[123](index=123&type=chunk) Financial Highlights (per share and percentages) | Metric | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Net asset value per share at end of period | $15.52 | $11.95 | | Per share market value, end of period | $13.00 | $8.78 | | Total return based on market value | 21.8% | 25.6% | | Total return based on net asset value | 4.4% | 3.2% | | Ratio of total expenses to average net assets | 15.4% | 19.9% | | Ratio of net investment income to average net assets | 5.8% | 6.4% | | Portfolio turnover | 5.4% | 11.4% | [Note 9. Capital Transactions](index=58&type=section&id=Note%209.%20Capital%20Transactions) - The company intends to distribute substantially all net investment income quarterly to maintain RIC tax treatment, with distributions potentially limited by BDC asset coverage requirements and SBA regulations for SBIC I LP[126](index=126&type=chunk)[127](index=127&type=chunk) - The Stock Repurchase Program, authorizing up to **$10.0 million** in common stock repurchases, was extended until May 22, 2024; no shares were repurchased in Q1 2022[129](index=129&type=chunk)[131](index=131&type=chunk) Distributions Declared (in thousands) | Distribution Date | Per Share | Cash Distribution (in thousands) | DRIP Shares Issued | | :---------------- | :-------- | :------------------------------- | :----------------- | | March 31, 2022 | $0.28 | $3,719 | 3,016 | | March 31, 2021 | $0.20 | $2,655 | 3,103 | [Note 10. Consolidated Schedule of Investments In and Advances To Affiliates](index=60&type=section&id=Note%2010.%20Consolidated%20Schedule%20of%20Investments%20In%20and%20Advances%20To%20Affiliates) - Total control and affiliate investments had a net change in unrealized appreciation of **$10.108 million** in Q1 2022, primarily driven by Pfanstiehl Holdings, Inc. and Contract Datascan Holdings, Inc[133](index=133&type=chunk) Affiliate Investment Performance and Fair Value (Q1 2022, in thousands) | Portfolio Company | Investment Type | Net Realized Gain (Loss) (Q1 2022) | Net Change in Unrealized Appreciation/(Depreciation) (Q1 2022) | Fair Value (March 31, 2022) | | :------------------ | :-------------- | :--------------------------------- | :------------------------------------------------------------- | :-------------------------- | | MTE Holding Corp. | Subordinated Loan | $0 | $0 | $0 | | | Common Equity | $278 | $(1,684) | $0 | | Contract Datascan Holdings, Inc. | Preferred Equity | $0 | $2,195 | $4,943 | | | Common Equity | $0 | $184 | $209 | | Pfanstiehl Holdings, Inc. | Common Equity | $0 | $9,568 | $75,308 | | Total Control and Affiliate Investments | | $278 | $10,108 | $84,376 | [Note 11. Subsequent Events](index=62&type=section&id=Note%2011.%20Subsequent%20Events) - On April 22, 2022, the PWB Credit Facility was amended to increase available credit to **$35.0 million** and extend its maturity to February 28, 2024[136](index=136&type=chunk) - On May 3, 2022, the Board declared a distribution of **$0.29 per share** for Q2 2022 and extended the Stock Repurchase Program for an additional two years[137](index=137&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=63&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial condition and operational results for Q1 2022, covering key metrics, portfolio activity, and liquidity [Overview](index=63&type=section&id=Overview) - NAV per common share increased **2.2%** to **$15.52** at March 31, 2022, primarily due to **$5.5 million** in net gains on the investment portfolio[140](index=140&type=chunk) - Net investment income per share decreased by **$0.11** quarter-over-quarter, mainly due to a **$2.6 million** decrease in dividend and fee income and a lower weighted-average performing income yield (**9.0% vs 11.1%**)[141](index=141&type=chunk) - Weighted-average debt interest costs decreased to **4.2%** (from **4.6%** quarter-over-quarter) due to redemption of higher-rate Unsecured Notes and issuance of new lower-rate notes[142](index=142&type=chunk) - Portfolio experienced net gains of **$5.5 million** in Q1 2022, driven by a **$9.6 million** increase in fair value of common equity in Pfanstiehl Holdings, Inc. and **$2.4 million** in Contract Datascan Holdings, Inc., offset by unrealized losses on broadly syndicated loans and Structured Finance Notes[144](index=144&type=chunk) Key Financial Metrics (per common share) | Metric | March 31, 2022 | December 31, 2021 | | :------------------------------------------ | :------------- | :---------------- | | Net asset value per common share | $15.52 | $15.18 | | Net investment income per common share (QoQ) | $0.22 | $0.33 | | Net increase in net assets per common share (QoQ) | $0.62 | $1.27 | | Distributions paid per common share (QoQ) | $0.28 | $0.25 | [Critical Accounting Policies and Significant Estimates](index=64&type=section&id=Critical%20Accounting%20Policies%20and%20Significant%20Estimates) - Critical accounting policies include revenue recognition and fair value estimates, which are discussed with the Audit Committee[149](index=149&type=chunk) - The company is evaluating the impact of adopting the SEC's new Rule 2a-5 for determining fair value, with compliance intended by September 2022[150](index=150&type=chunk) Fair Value of Investments and Range of Fair Value (in thousands) | Investment Type | Fair Value at March 31, 2022 | Range of Fair Value (Low-end) | Range of Fair Value (High-end) | | :-------------------------- | :--------------------------- | :---------------------------- | :----------------------------- | | Debt investments | $370,670 | $366,769 | $371,078 | | Structured Finance Notes | $90,377 | $88,108 | $92,647 | | Equity investments | $95,867 | $90,059 | $101,662 | | Total | $556,914 | $544,936 | $568,857 | [Related Party Transactions](index=65&type=section&id=Related%20Party%20Transactions) - The company has business relationships with OFS Advisor (investment advisory), OFS Services (administrative services), and OFSAM (license agreement for 'OFS' name)[153](index=153&type=chunk)[155](index=155&type=chunk) - OFS Advisor's base management fee for OFSCC-FS Assets was reduced to **1.00% annualized**, renewed for 2022[154](index=154&type=chunk) - The company received an SEC order on August 4, 2020, allowing greater flexibility for co-investment transactions with Affiliated Funds, subject to independent director approval[155](index=155&type=chunk) [Portfolio Composition and Investment Activity](index=66&type=section&id=Portfolio%20Composition%20and%20Investment%20Activity) [Portfolio Composition](index=66&type=section&id=Portfolio%20Composition) - As of March 31, 2022, the debt investment portfolio totaled **$370.7 million** across **63 companies** (**97% senior secured, 3% subordinated**), with equity investments of **$95.9 million** in **17 companies** and **$90.4 million** in Structured Finance Notes[159](index=159&type=chunk) - Pfanstiehl Holdings, Inc. common equity, with a fair value of **$75.3 million** (including **$75.1 million** unrealized gain), represented **13.5%** of the total portfolio and **36.1%** of total net assets, appreciating **$9.6 million** in Q1 2022[167](index=167&type=chunk) Portfolio Composition by Entity (in thousands) | Entity | Amortized Cost (March 31, 2022) | Fair Value (March 31, 2022) | | :-------------------------- | :------------------------------ | :-------------------------- | | OFS Capital Corporation (Parent) | $184,827 | $174,071 | | SBIC I LP | $114,351 | $182,546 | | OFSCC-FS | $197,897 | $195,671 | | OFSCC-MB | $4,726 | $4,626 | | Total investments | $501,801 | $556,914 | [Portfolio Yields](index=67&type=section&id=Portfolio%20Yields) - Weighted-average portfolio yields decreased quarter-over-quarter primarily due to a decrease in prepayment fees and related fee accelerations on payoffs[164](index=164&type=chunk) Weighted-Average Portfolio Yields | Yield Metric | March 31, 2022 | December 31, 2021 | | :-------------------------------- | :------------- | :---------------- | | Weighted-average performing current yield: Debt investments | 7.5% | 9.2% | | Weighted-average performing current yield: Structured Finance Notes | 14.2% | 15.5% | | Weighted-average performing income yield: Interest-bearing investments | 9.0% | 11.1% | | Weighted-average realized yield: Total portfolio | 8.2% | 9.9% | [Structured Finance Notes](index=69&type=section&id=Structured%20Finance%20Notes) Structured Finance Notes Composition (in thousands) | Structured Finance Note Type | Amortized Cost (March 31, 2022) | Fair Value (March 31, 2022) | | :--------------------------- | :------------------------------ | :-------------------------- | | Subordinated notes | $60,329 | $57,051 | | Mezzanine debt | $16,246 | $16,326 | | Loan accumulation facilities | $17,000 | $17,000 | | Total Structured Finance Notes | $93,575 | $90,377 | [Investment Activity](index=69&type=section&id=Investment%20Activity) - Notable new investments in Q1 2022 included 24 Seven Holdco, LLC (**$8.9 million** senior secured loan), Atlantis Holding, LLC (**$8.1 million** senior secured loan), and Idera (**$4.0 million** senior secured loan)[169](index=169&type=chunk) Investment Activity (in millions) | Investment Activity (in millions) | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Investments in new Portfolio Companies | $33.0 | $36.2 | | Investments in existing Portfolio Companies | $15.1 | $26.1 | | Investments in Structured Finance Notes | $22.1 | $6.2 | | Total investments | $70.2 | $68.5 | | Total proceeds from principal payments, equity distributions and investments sold | $22.7 | $49.2 | [Risk Monitoring](index=70&type=section&id=Risk%20Monitoring) - Risk ratings for debt securities remained stable in Q1 2022 compared to Q4 2021, with the majority (**94.7%**) classified as 'Average' risk[172](index=172&type=chunk) Debt Investment Risk Ratings (at Fair Value) | Risk Category | Debt Investments, at Fair Value (March 31, 2022) | Debt Investments, at Fair Value (December 31, 2021) | | :-------------------- | :----------------------------------------------- | :------------------------------------------------ | | 3 (Average) | $351,014 (94.7%) | $324,370 (94.2%) | | 4 (Special Mention) | $11,898 (3.2%) | $12,550 (3.6%) | | 5 (Substandard) | $7,322 (2.0%) | $7,027 (2.0%) | | 6 (Doubtful) | $436 (0.1%) | $699 (0.2%) | | Total | $370,670 (100.0%) | $344,646 (100.0%) | [Non-Accrual Loans](index=70&type=section&id=Non-Accrual%20Loans) - No new loans were placed on non-accrual status during Q1 2022[173](index=173&type=chunk) Non-Accrual Loan Metrics (in millions) | Metric | March 31, 2022 | December 31, 2021 | | :-------------------------------- | :------------- | :---------------- | | Aggregate amortized cost of non-accrual loans | $18.9 million | $19.1 million | | Fair value of non-accrual loans | $7.8 million | $7.7 million | [Results of Operations](index=70&type=section&id=Results%20of%20Operations) [Comparison of the three months ended March 31, 2022 and December 31, 2021](index=71&type=section&id=Comparison%20of%20the%20three%20months%20ended%20March%2031,%202022%20and%20December%2031,%202021) - Total investment income decreased by **$4.3 million** quarter-over-quarter, primarily due to a **$2.6 million** decrease in dividend and fee income[179](index=179&type=chunk) - Interest income decreased by **$1.7 million** quarter-over-quarter, mainly due to a lower weighted-average performing income yield (**9.0% vs 11.1%**) from redeploying payoffs into lower-yielding senior secured loans[180](index=180&type=chunk) - Interest expense decreased by **$0.6 million** quarter-over-quarter due to the issuance of lower-rate Unsecured Notes and redemption of higher-rate notes[183](index=183&type=chunk) - Incentive fees decreased by **$2.3 million** quarter-over-quarter as pre-incentive fee net investment income did not exceed the performance hurdle[185](index=185&type=chunk) Consolidated Statements of Operations Comparison (in thousands) | Metric (in thousands) | Three Months Ended March 31, 2022 | Three Months Ended December 31, 2021 | | :------------------------------------------ | :-------------------------------- | :----------------------------------- | | Total investment income | $10,946 | $15,267 | | Total expenses | $7,941 | $10,837 | | Net investment income | $3,005 | $4,430 | | Net gain on investments | $5,500 | $14,722 | | Loss on extinguishment of debt | $(144) | $(2,068) | | Net increase in net assets from operations | $8,361 | $17,084 | [Net realized and unrealized gain (loss) on investments](index=72&type=section&id=Net%20realized%20and%20unrealized%20gain%20(loss)%20on%20investments) - Net gains on investments were **$5.5 million** in Q1 2022, primarily from a **$10.0 million** increase in fair values of directly originated debt and equity investments, notably Pfanstiehl Holdings, Inc. (**$9.6 million**)[188](index=188&type=chunk)[189](index=189&type=chunk) - Q1 2022 saw unrealized losses of **$1.0 million** on broadly syndicated loans and **$3.4 million** on Structured Finance Notes due to widening credit market spreads[188](index=188&type=chunk) Net Realized and Unrealized Gain (Loss) on Investments (in thousands) | Investment Type | Three Months Ended March 31, 2022 | Three Months Ended December 31, 2021 | | :-------------------------- | :-------------------------------- | :----------------------------------- | | Senior secured debt | $(1,198) | $5,432 | | Subordinated debt | $(424) | $335 | | Preferred equity | $2,391 | $3,556 | | Common equity, warrants and other | $8,269 | $6,870 | | Structured Finance Notes | $(3,449) | $(658) | | Total net gain on investments | $5,500 | $14,722 | [Loss on Extinguishment of Debt](index=73&type=section&id=Loss%20on%20Extinguishment%20of%20Debt) - In Q1 2022, the company recognized a **$0.1 million** loss on extinguishment of debt from redeeming **$19.0 million** of SBA debentures[191](index=191&type=chunk) - In Q1 2021, a **$2.3 million** loss was recognized from redeeming **$9.8 million** of SBA debentures and **$98.5 million** of Unsecured Notes[192](index=192&type=chunk) [Non-GAAP Financial Measure – Adjusted Net Investment Income](index=73&type=section&id=Non-GAAP%20Financial%20Measure%20%E2%80%93%20Adjusted%20Net%20Investment%20Income) - Adjusted Net Investment Income (Adjusted NII) is a non-GAAP measure that excludes the capital gains incentive fee to provide a clearer view of operations, as net investment income does not include net capital gains[193](index=193&type=chunk)[194](index=194&type=chunk) - The Capital Gains Fee of **$1.1 million** in Q1 2022 was primarily due to **$55.0 million** in net unrealized appreciation, partially offset by **$40.1 million** in cumulative net realized losses[195](index=195&type=chunk) Adjusted Net Investment Income (in thousands, except per share) | Metric (in thousands, except per share) | Three Months Ended March 31, 2022 | Three Months Ended December 31, 2021 | | :-------------------------------------- | :-------------------------------- | :----------------------------------- | | Net investment income | $3,005 ($0.22/share) | $4,430 ($0.33/share) | | Capital Gains Fee | $1,072 ($0.08/share) | $1,814 ($0.14/share) | | Adjusted NII | $4,077 ($0.30/share) | $6,244 ($0.47/share) | [Liquidity and Capital Resources](index=75&type=section&id=Liquidity%20and%20Capital%20Resources) [Sources and Uses of Cash](index=75&type=section&id=Sources%20and%20Uses%20of%20Cash) - Cash from net investment income decreased by **$0.3 million** in Q1 2022 compared to Q1 2021[203](index=203&type=chunk) - Net purchases and originations of portfolio investments resulted in a **$24.8 million** cash outflow in Q1 2022, compared to a **$5.1 million** inflow in Q1 2021[204](index=204&type=chunk) Cash Flow Activities (in thousands) | Cash Flow Activity (in thousands) | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :---------------------------------------- | :-------------------------------- | :-------------------------------- | | Cash from net investment income | $428 | $761 | | Net (purchases and originations)/repayments and sales of portfolio investments | $(24,812) | $5,062 | | Net cash provided by (used in) operating activities | $(24,384) | $5,823 | | Distributions paid to stockholders | $(3,719) | $(2,655) | | Net (borrowings) payments under lines of credit | $14,650 | $(12,500) | | Repayment of SBA debentures | $(19,000) | $(9,765) | | Net cash used in financing activities | $(8,191) | $(1,890) | | Increase (decrease) in cash | $(32,575) | $3,933 | [Borrowings](index=76&type=section&id=Borrowings) - SBIC I LP redeemed **$19.0 million** of SBA debentures in Q1 2022, reducing outstanding debentures to **$50.9 million**[207](index=207&type=chunk) - The PWB Credit Facility was amended on April 22, 2022, to increase maximum availability to **$35.0 million** and extend maturity to February 28, 2024[211](index=211&type=chunk) - The BNP Facility had **$111.4 million** outstanding at March 31, 2022, with an effective interest rate of **2.74%** and a maturity of June 20, 2024[216](index=216&type=chunk) [Other Liquidity Matters](index=77&type=section&id=Other%20Liquidity%20Matters) - The company's asset coverage ratio was **171%** at March 31, 2022, exceeding the **150%** minimum requirement for BDCs[224](index=224&type=chunk) - As of March 31, 2022, approximately **81%** of investments were qualifying assets under the 1940 Act, allowing for up to **30%** in opportunistic, non-qualifying assets[220](index=220&type=chunk) - The Stock Repurchase Program was extended until May 22, 2024, with **$9.99 million** remaining for repurchases; no shares were repurchased in Q1 2022[223](index=223&type=chunk) [Contractual Obligations and Off-Balance Sheet Arrangements](index=78&type=section&id=Contractual%20Obligations%20and%20Off-Balance%20Sheet%20Arrangements) - At March 31, 2022, the company had **$10.5 million** cash, **$21.8 million** unfunded PWB Credit Facility, and **$38.6 million** unfunded BNP Facility to meet short-term obligations[226](index=226&type=chunk) - Long-term obligations include the BNP Facility (**$111.4 million** outstanding, matures 2024) and SBA debentures (**$50.9 million** outstanding, mature 2025)[226](index=226&type=chunk)[227](index=227&type=chunk) - The company believes its long-dated financing, with **67%** of total debt maturing in 2025 and beyond, provides operational flexibility[227](index=227&type=chunk) [Distributions](index=79&type=section&id=Distributions) - To maintain RIC tax treatment, the company must distribute annually at least **90%** of its ICTI and aims to distribute **98%** of ordinary income and **98.2%** of net capital gains to avoid excise tax[230](index=230&type=chunk) - The Board maintains a variable dividend policy, targeting quarterly distributions of **90-100%** of taxable quarterly income, with potential for additional special dividends[231](index=231&type=chunk) [Recent Developments](index=79&type=section&id=Recent%20Developments) - On April 22, 2022, the PWB Credit Facility was amended to increase available credit to **$35.0 million** and extend its maturity to February 28, 2024[232](index=232&type=chunk) - On May 3, 2022, the Board declared a distribution of **$0.29 per share** for Q2 2022 and extended the Stock Repurchase Program for an additional two years[233](index=233&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=80&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section details the company's exposure to market risks, including interest rate fluctuations and investment valuation uncertainties [Investment Valuation Risk](index=80&type=section&id=Investment%20Valuation%20Risk) - Most portfolio investments lack a readily available market value and are valued at fair value by the Board, based on independent third-party valuations[235](index=235&type=chunk) - The fair value of investments may fluctuate significantly and differ from realized values due to inherent uncertainty and illiquidity, potentially leading to lower values in forced liquidation[235](index=235&type=chunk) [Interest Rate Risk](index=80&type=section&id=Interest%20Rate%20Risk) - As of March 31, 2022, **93%** of debt investments bore floating interest rates (primarily LIBOR-based, transitioning to alternative rates), with **90%** subject to a minimum base rate or floor (weighted average floor of **0.85%**)[236](index=236&type=chunk) - SBA debentures and Unsecured Notes bear fixed rates, while the PWB Credit Facility and BNP Facility have floating rates (Prime Rate and LIBOR, respectively)[237](index=237&type=chunk) Interest Rate Sensitivity Analysis (in thousands) | Basis Point Change | Interest Income Change (in thousands) | Interest Expense Change (in thousands) | Net Change (in thousands) | | :----------------- | :------------------------------------ | :------------------------------------- | :------------------------ | | +25 | $801 | $(240) | $561 | | +125 | $4,171 | $(1,385) | $2,786 | | -25 | $(170) | $317 | $147 | | -125 | $(424) | $611 | $187 | [Item 4. Controls and Procedures](index=81&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, confirmed the effectiveness of disclosure controls and procedures as of March 31, 2022 - Disclosure controls and procedures were evaluated as effective at the reasonable assurance level as of March 31, 2022[241](index=241&type=chunk) - No material changes in internal control over financial reporting occurred during the fiscal quarter ended March 31, 2022[242](index=242&type=chunk) PART II—OTHER INFORMATION [Item 1. Legal Proceedings](index=82&type=section&id=Item%201.%20Legal%20Proceedings) No material legal proceedings are pending against the company or its affiliates, and incidental proceedings are not expected to be adverse - No material pending legal proceedings are threatened against OFS Capital Corporation, OFS Advisor, or OFS Services as of March 31, 2022[245](index=245&type=chunk) - Management expects that any incidental legal proceedings will not have a material adverse effect on the company's financial position[245](index=245&type=chunk) [Item 1A. Risk Factors](index=82&type=section&id=Item%201A.%20Risk%20Factors) Investing in common stock is highly speculative, with new risks from global economic and political conditions potentially impacting operations - Investing in the common stock is speculative and involves a high degree of risk[246](index=246&type=chunk) - A new material risk factor emphasizes that global economic, political, and market conditions (e.g., Russia-Ukraine conflict, COVID-19 pandemic) may adversely affect the business, financial condition, and results of operations[248](index=248&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=82&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company issued 3,016 common shares via DRIP in Q1 2022; the stock repurchase program was extended but no shares were repurchased - **3,016 shares** of common stock, valued at approximately **$39,201**, were issued to stockholders through the DRIP in Q1 2022, not subject to registration requirements[249](index=249&type=chunk) - The Stock Repurchase Program was extended until May 22, 2024, with **$9.992 million** remaining for repurchases; no shares were repurchased in Q1 2022[251](index=251&type=chunk)[252](index=252&type=chunk) [Item 3. Defaults Upon Senior Securities](index=83&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This item is not applicable to the company for the reporting period [Item 4. Mine Safety Disclosures](index=83&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company for the reporting period [Item 5. Other Information](index=83&type=section&id=Item%205.%20Other%20Information) This item is not applicable to the company for the reporting period [Item 6. Exhibits](index=84&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the report, including corporate governance documents and CEO/CFO certifications - Exhibits include corporate governance documents (Certificate of Incorporation, Bylaws) and certifications from the CEO and CFO[257](index=257&type=chunk) Signatures