Portman Ridge(PTMN)

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Logan Ridge Finance Corporation Announces Adviser Funded Cash Payment to Shareholders in Connection with its Merger with Portman Ridge Finance Corporation
Globenewswire· 2025-06-17 20:05
Core Viewpoint - Logan Ridge Finance Corporation (LRFC) has announced a merger with Portman Ridge Finance Corporation (PTMN), with a commitment from its investment adviser, Mount Logan Management LLC, to finance an additional cash payment of $0.47 per share to LRFC shareholders prior to the merger closing, effectively allowing shareholders to receive 100% of net asset value (NAV) as of March 31, 2025, adjusted for estimated transaction costs [1][2][3]. Summary by Sections Merger Agreement - LRFC has entered into a merger agreement with PTMN, with the investment adviser financing a pre-closing cash payment of $0.47 per share to shareholders of record as of May 6, 2025 [2]. - This payment, combined with a previously announced tax distribution of at least $1,000,000 (or $0.38 per share) and the exchange of shares at a ratio of 1.5x PTMN shares for each LRFC share, will ensure that shareholders receive 100% of LRFC's NAV [2]. Management Commentary - Ted Goldthorpe, President and CEO of LRFC and PTMN, expressed satisfaction with the agreement, highlighting the enhanced value for shareholders through the additional payment and appreciation for shareholder support during the process [4]. Shareholder Meeting - A special meeting for LRFC shareholders is scheduled for June 20, 2025, at 10:30 am ET, where shareholders are encouraged to vote according to the instructions in the joint proxy statement [4]. Company Background - LRFC is a business development company (BDC) that primarily invests in first lien loans and, to a lesser extent, second lien loans and equity securities of lower middle-market companies, focusing on well-established businesses with low cyclicality and operating risk [6]. - PTMN is also a publicly traded BDC that manages a portfolio of term loans, mezzanine investments, and selected equity securities in middle-market companies [7].
Portman Ridge Finance Corporation Announces Corporate Rebranding, New Monthly Base Distribution, and Value Creation Initiatives
Globenewswire· 2025-06-17 20:05
Core Points - Portman Ridge Finance Corporation will be renamed to BCP Investment Corporation and will trade under the new ticker symbol "BCIC" following the merger with Logan Ridge Finance Corporation [1][2] - The company plans to transition from quarterly base distributions to monthly distributions starting in 2026, while maintaining the potential for quarterly supplemental distributions [3] - The company, along with its management and affiliates, intends to acquire up to 20% of its outstanding common stock over the next 24 months if shares trade below 80% of net asset value (NAV) [4] Company Initiatives - The rebranding to BCP Investment Corporation reflects the company's integration into the BC Partners Credit Platform, which manages nearly $9.0 billion in assets [2] - The transition to monthly distributions is expected to enhance liquidity and be valued by investors, with supplemental distributions approximating 50% of incremental net investment income [3] - The company has authorized a stock repurchase program of up to $10 million from March 12, 2025, to March 31, 2026, to address the discount to NAV [4] Management Commentary - The President and CEO of Portman Ridge emphasized that the rebranding signifies the company's importance within the BC Partners Credit Platform and the commitment to its success [5] - The management remains focused on aligning interests with shareholders and enhancing long-term value creation through these initiatives [6]
Logan Ridge Announces Change of Date to the Special Meeting of Stockholders to Allow Additional Time for Stockholders to Vote “FOR” the Merger Proposal
Globenewswire· 2025-06-05 23:35
Core Viewpoint - Logan Ridge Finance Corporation (LRFC) stockholders have shown strong support for the proposed merger with Portman Ridge Finance Corporation (PTMN), with leading independent proxy advisors recommending a "FOR" vote on the merger proposal [1][3]. Group 1: Merger Proposal Details - The Special Meeting of Stockholders for LRFC is rescheduled to June 20, 2025, to allow more time for stockholders to vote on the merger with PTMN [1]. - The Board of Directors of LRFC unanimously recommends that stockholders vote "FOR" the proposed merger [2][5]. - Stockholders eligible to vote are those on record as of May 6, 2025, and previously submitted proxies will be counted unless revoked [4]. Group 2: Voting Process - Stockholders can attend the meeting and cast their votes either in person or virtually through a designated website or phone number [2][5]. - The company encourages stockholders to vote their proxies as soon as possible to avoid delays in the meeting [5]. Group 3: Company Backgrounds - LRFC is a business development company that primarily invests in first lien loans and second lien loans, focusing on lower middle-market companies [6]. - PTMN is also a publicly traded business development company that manages a portfolio of term loans, mezzanine investments, and selected equity securities in middle market companies [7].
Portman Ridge Announces Change of Date to the Special Meeting of Stockholders to Allow Additional Time for Stockholders to Vote “FOR” the Share Issuance Proposal
Globenewswire· 2025-06-05 23:35
Group 1 - The Special Meeting of Stockholders for Portman Ridge Finance Corporation (PTMN) is rescheduled to June 20, 2025, to allow more time for stockholders to vote on the share issuance proposal related to the merger with Logan Ridge Finance Corporation (LRFC) [1][2] - Leading independent proxy advisors, Institutional Shareholder Services (ISS) and Glass Lewis, have both recommended that PTMN stockholders vote "FOR" the proposed merger [3][6] - The record date for stockholders eligible to vote remains May 6, 2025, and those who have already voted do not need to take further action [4][5] Group 2 - PTMN is a publicly traded, externally managed investment company regulated as a business development company (BDC) under the 1940 Act, focusing on middle market investments [6] - LRFC is also a BDC that primarily invests in first lien loans and equity securities of lower middle-market companies, employing fundamental credit analysis [7]
Leading Independent Proxy Advisory Firms Glass Lewis and ISS Recommend that Shareholders Vote “FOR” the Proposed Merger Between PTMN and LRFC
Globenewswire· 2025-06-03 21:04
Core Viewpoint - Portman Ridge Finance Corporation (PTMN) and Logan Ridge Finance Corporation (LRFC) are set to merge, with both companies receiving favorable recommendations from leading independent proxy advisory firms, ISS and Glass Lewis, for their respective shareholders to vote in favor of the merger [1][2]. Summary by Sections Merger Announcement - PTMN and LRFC announced that ISS and Glass Lewis recommended that LRFC stockholders vote "FOR" the proposed merger at the special meeting on June 6, 2025 [1]. - Both advisory firms also recommended PTMN stockholders to vote "FOR" the merger proposals at their special meeting on the same date [1]. Strategic Rationale - Glass Lewis highlighted that the merger would consolidate two entities managed by affiliated investment advisers, aiming to create a larger, more diversified portfolio with greater market liquidity [2]. - ISS noted that the strategic rationale for the merger appears sound, as the combined company will benefit from increased scale, structural simplification, and diversification [2]. Leadership Commentary - Ted Goldthorpe, President and CEO of both PTMN and LRFC, expressed encouragement from the support of ISS and Glass Lewis, indicating that the merger will enhance PTMN's scale, increase trading liquidity, and generate meaningful earnings accretion for shareholders [2]. Shareholder Engagement - Both companies urged their stockholders to attend the special meetings and vote, providing instructions for accessing the virtual meetings [1][3]. Company Profiles - PTMN is a publicly traded, externally managed investment company regulated as a business development company (BDC), focusing on middle market investments [4]. - LRFC primarily invests in first lien loans and equity securities issued by lower middle-market companies, employing fundamental credit analysis [6].
Portman Ridge(PTMN) - 2025 Q1 - Quarterly Results
2025-05-09 21:22
Financial Performance - Total investment income for Q1 2025 was $12.1 million, down from $16.5 million in Q1 2024, primarily due to a reversal of previously accrued income[3] - Net investment income (NII) for Q1 2025 was $4.3 million ($0.47 per share), compared to $6.2 million ($0.67 per share) in Q1 2024[8] - Total investment income for Q1 2025 was $12.118 million, a decrease of 26.5% from $16.526 million in Q1 2024[35] - Net investment income for Q1 2025 was $4.340 million, down 30.4% from $6.226 million in Q1 2024[35] - Total expenses decreased to $7.778 million in Q1 2025, a reduction of 24.6% compared to $10.300 million in Q1 2024[35] - Net realized and unrealized losses on investments for Q1 2025 amounted to $(4.422) million, compared to $(1.527) million in Q1 2024[35] - The net increase (decrease) in net assets resulting from operations was $(0.082) million in Q1 2025, contrasting with an increase of $4.486 million in Q1 2024[35] - Basic and diluted net investment income per common share for Q1 2025 was $0.47, down from $0.67 in Q1 2024[35] - Management fees for Q1 2025 were $1.466 million, a decrease of 15.2% from $1.729 million in Q1 2024[35] - Performance-based incentive fees dropped to $0.920 million in Q1 2025, down 25.4% from $1.234 million in Q1 2024[35] - Total payment-in-kind income increased to $3.061 million in Q1 2025, up 52.5% from $2.006 million in Q1 2024[35] Asset and Investment Portfolio - Net asset value (NAV) as of March 31, 2025, was $173.5 million ($18.85 per share), a decrease from $178.5 million ($19.41 per share) as of December 31, 2024[3] - The investment portfolio at fair value as of March 31, 2025, was $406.4 million, comprised of 93 different portfolio companies[8] - Total investments at fair value were reported at $406,423,000, slightly up from $405,021,000 in the previous quarter[33] - Debt investments on non-accrual as of March 31, 2025, were six, representing 2.6% of the investment portfolio at fair value[8] Financial Position and Liabilities - As of March 31, 2025, total assets amounted to $438,780,000, a decrease from $453,634,000 as of December 31, 2024[33] - Total liabilities as of March 31, 2025, were $265,269,000, down from $275,141,000 at the end of 2024[33] - The company has a total distributable loss of $(540,979,000) as of March 31, 2025, compared to $(535,930,000) at the end of the previous quarter[33] - The company had $255.4 million in outstanding borrowings with a current weighted average interest rate of 5.9%[12] Interest Rate Sensitivity - The company expects that a 1% increase in interest rates would result in an increase of $1,619,000 in net investment income[17] - Conversely, a 1% decrease in interest rates would lead to a decrease of $1,613,000 in net investment income[17] Corporate Actions and Management - The company encourages shareholders to vote for the proposed merger with Logan Ridge Finance Corporation, which is expected to enhance long-term shareholder value[7] - Portman Ridge Finance Corporation is pursuing a merger with Logan Ridge Finance Corporation, pending stockholder approval[27] - The company continues to focus on disciplined credit selection and prudent risk management amid macroeconomic uncertainties[6] - The company’s investment activities are managed by Sierra Crest Investment Management LLC, an affiliate of BC Partners Advisors L.P.[21] Upcoming Events - The company plans to hold a conference call on May 9, 2025, to discuss Q1 2025 financial results[18]
Portman Ridge(PTMN) - 2025 Q1 - Earnings Call Transcript
2025-05-09 15:02
Portman Ridge Finance (PTMN) Q1 2025 Earnings Call May 09, 2025 10:00 AM ET Company Participants Ted Goldthorpe - CEO & DirectorPatrick Schafer - Chief Investment Officer & DirectorBrandon Satoren - Chief Financial Officer, Secretary & TreasurerErik Zwick - Managing Director, Equity ResearchChristopher Nolan - Senior VP - Equity ResearchSteven Martin - President Conference Call Participants None - Analyst Operator Welcome to Apartment Ridge Finance Corporation's First Quarter Ended 03/31/2025 Earnings Confe ...
Portman Ridge(PTMN) - 2025 Q1 - Earnings Call Transcript
2025-05-09 15:00
Financial Data and Key Metrics Changes - For Q1 2025, Portman Ridge generated $12.1 million in investment income, a decrease of $2.3 million or $0.25 per share compared to $14.4 million reported for Q4 2024 [10] - Net investment income for Q1 2025 was $4.3 million or $0.47 per share, down $1.2 million or $0.13 per share from $5.5 million or $0.60 per share in the previous quarter [12] - Net asset value (NAV) as of March 31, 2025, was $173.5 million, representing a decrease of $5 million from $178.5 million as of December 31, 2024 [12] Business Line Data and Key Metrics Changes - The company deployed approximately $17.5 million into defensively positioned opportunities during the quarter, with $15.7 million in repayments and sales, resulting in a net deployment of approximately $1.8 million [3][4] - The overall yield on new investments during the quarter was 10.6%, slightly below the overall portfolio yield of 11% [8] Market Data and Key Metrics Changes - Approximately 88.5% of the debt securities portfolio was based on floating rates, primarily linked to SOFR, which has slightly decreased over the last few quarters [7] - The company had six investments on non-accrual status at the end of Q1 2025, representing 2.64% of the investment portfolio at fair value [8] Company Strategy and Development Direction - The merger with Logan Ridge is expected to provide increased scale, improved liquidity, and greater operational efficiency, enhancing long-term shareholder value [4] - The company emphasizes a disciplined investment strategy and prudent risk management in the current unpredictable macroeconomic environment [5] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the ability to drive strong returns and maintain credit quality despite the uncertain macroeconomic backdrop shaped by inflation and shifting trade dynamics [5][6] - The company remains cautious about the economic environment, anticipating that demand may have been pulled forward and that the economy is unlikely to improve in the near term [21] Other Important Information - The Board of Directors approved a stable base distribution of $0.47 per share, which is anticipated to be sustainable across market cycles [5] - The company has a healthy pipeline and is focused on thoughtful deployment and rigorous underwriting to differentiate itself in the market [6] Q&A Session Summary Question: Follow-up on Sundance interest reversal - The out-of-period impact from Sundance was approximately $450,000 [15] Question: Normalized level of investment income - The decrease in total investment income was influenced by a $600,000 increase in PIK income, with expectations for normalization in the coming quarters [17][18] Question: Composition of the pipeline - The pipeline is described as healthy and robust, with a focus on service-related businesses, healthcare, and software [19][25] Question: Dividend policy clarification - The company set a base dividend of $0.47 and will pay approximately 50% of incremental NII above the base, explaining the absence of a supplemental dividend this quarter [29] Question: Risks regarding private equity sponsors - The company noted that middle-market sponsors have been supportive, and negotiations have been relatively non-controversial [30][31] Question: Non-accrual investments and recovery prospects - The company discussed two main positions in non-accrual status, with potential upside for cash interest being turned back on for Sundance and Naviga [36][38] Question: KCAP Freedom III dividend status - The company confirmed that distributions from KCAP Freedom III have been recognized as a return of capital rather than income [50][51]
Portman Ridge(PTMN) - 2025 Q1 - Earnings Call Presentation
2025-05-09 12:27
Q1 2025 Earnings Presentation May 9, 2025 Important Information Cautionary Statement Regarding Forward-Looking Statements This presentation contains forward-looking statements. The matters discussed in this presentation, as well as in future oral and written statements by management of Portman Ridge Finance Corporation ("PTMN", "Portman Ridge" or the "Company"), that are forward-looking statements are based on current management expectations that involve substantial risks and uncertainties which could cause ...
Portman Ridge (PTMN) Q1 Earnings and Revenues Lag Estimates
ZACKS· 2025-05-08 23:50
Portman Ridge (PTMN) came out with quarterly earnings of $0.47 per share, missing the Zacks Consensus Estimate of $0.60 per share. This compares to earnings of $0.67 per share a year ago. These figures are adjusted for non-recurring items.This quarterly report represents an earnings surprise of -21.67%. A quarter ago, it was expected that this business development company would post earnings of $0.64 per share when it actually produced earnings of $0.60, delivering a surprise of -6.25%.Over the last four qu ...