
PART I: FINANCIAL INFORMATION Consolidated Financial Statements The consolidated financial statements detail the company's financial position, operations, and cash flows, showing increased investments and net investment income for the first half of 2019 Consolidated Statements of Assets and Liabilities Total assets increased to $289.3 million by June 30, 2019, driven by investment growth, while net asset value per share slightly decreased Consolidated Statements of Assets and Liabilities (in thousands, except per share data) | Metric | June 30, 2019 (Unaudited) | December 31, 2018 | | :--- | :--- | :--- | | Total investments at fair value | $274,759 | $248,441 | | Cash | $7,556 | $12,591 | | Total assets | $289,302 | $266,749 | | Total liabilities | $132,166 | $132,492 | | Total net assets | $157,136 | $134,257 | | Net asset value per common share | $11.60 | $11.64 | Consolidated Statements of Operations Total investment income and net investment income significantly increased for both the three and six months ended June 30, 2019 Consolidated Statements of Operations Highlights (Unaudited, in thousands) | Metric | Three Months Ended June 30, 2019 | Three Months Ended June 30, 2018 | Six Months Ended June 30, 2019 | Six Months Ended June 30, 2018 | | :--- | :--- | :--- | :--- | :--- | | Total investment income | $10,470 | $7,313 | $18,775 | $14,488 | | Net expenses | $5,458 | $4,023 | $10,530 | $7,988 | | Net investment income | $5,012 | $3,290 | $8,245 | $6,500 | | Net realized and unrealized loss | ($474) | ($360) | ($682) | ($967) | | Net increase in net assets from operations | $4,538 | $2,930 | $7,563 | $5,533 | | Net investment income per common share | $0.37 | $0.29 | $0.65 | $0.56 | Consolidated Statements of Changes in Net Assets Net assets increased to $157.1 million by June 30, 2019, primarily due to stock issuance and operational gains, partially offset by distributions - Net assets increased by $22.9 million during the first six months of 2019, reaching $157.1 million14 - Key drivers for the increase in net assets were the issuance of 2,000,000 shares of common stock, providing net proceeds of $23.1 million, and a net increase from operations of $7.6 million14 - The increase was partially offset by distributions declared to shareholders totaling $7.9 million14 Consolidated Statements of Cash Flows Net cash used in operating activities increased to $19.5 million, while financing activities provided $14.4 million, resulting in a $5.0 million net cash decrease Cash Flow Summary (Unaudited, in thousands) | Cash Flow Activity | Six Months Ended June 30, 2019 | Six Months Ended June 30, 2018 | | :--- | :--- | :--- | | Net cash (used in) provided by operating activities | ($19,453) | $1,628 | | Net cash provided by financing activities | $14,418 | $2,618 | | Net (decrease) increase in cash | ($5,035) | $4,246 | | Cash at end of period | $7,556 | $10,840 | Consolidated Schedules of Investments Total investments reached $274.8 million by June 30, 2019, primarily in debt, with the portfolio diversified across technology, life science, and healthcare sectors Investment Portfolio Composition (in thousands) | Investment Type | Fair Value at June 30, 2019 | Fair Value at Dec 31, 2018 | | :--- | :--- | :--- | | Debt | $242,287 | $216,401 | | Warrants | $9,615 | $9,324 | | Other | $6,200 | $7,640 | | Equity | $3,186 | $1,833 | | Equity interest in HSLFI | $13,471 | $13,243 | | Total investments | $274,759 | $248,441 | Investment Portfolio by Industry Sector (Fair Value, in thousands) | Sector | June 30, 2019 | December 31, 2018 | | :--- | :--- | :--- | | Life Science | $85,730 | $74,879 | | Technology | $132,422 | $119,248 | | Healthcare Information and Services | $31,128 | $24,149 | | Investment funds (HSLFI) | $13,471 | $13,243 | | Cleantech | $109 | $112 | | Total | $274,759 | $248,441 | Notes to the Consolidated Financial Statements Notes detail the company's BDC/RIC status, accounting policies, fee structure, HSLFI joint venture, borrowings, and a $5.0 million subsequent loan funding - The company is an externally managed, non-diversified, closed-end investment company regulated as a Business Development Company (BDC) and has elected to be treated as a Regulated Investment Company (RIC) for tax purposes48 - The Advisor is compensated via a base management fee (2.00% on gross assets up to $250 million, 1.60% above) and a two-part incentive fee. The Advisor waived $0.7 million and $1.8 million in performance-based incentive fees for the three and six months ended June 30, 2019, respectively909398 - The company co-invests through Horizon Secured Loan Fund I LLC (HSLFI), a joint venture with Arena, in which it holds a 50% equity interest. As of June 30, 2019, HSLFI had total assets of $41.0 million106109 - As of June 30, 2019, borrowings consisted of $89.0 million outstanding under the $125 million Key Facility and $37.4 million in 6.25% Notes due 2022. The company's asset coverage ratio was 224%165167168 - The company had unfunded commitments to extend credit totaling $43.0 million as of June 30, 2019171 - Subsequent to quarter-end, on July 2, 2019, the company funded a $5.0 million loan to a new portfolio company, LogicBio Therapeutics, Inc183 Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses significant increases in investment income, portfolio composition focused on senior term loans, credit quality, HSLFI operations, and strong liquidity Q2 2019 vs Q2 2018 Results (in thousands) | Metric | Q2 2019 | Q2 2018 | | :--- | :--- | :--- | | Total investment income | $10,470 | $7,313 | | Net expenses | $5,458 | $4,023 | | Net investment income | $5,012 | $3,290 | - The increase in investment income was primarily due to a $47.5 million (24.8%) increase in the average size of the debt investment portfolio and a higher one-month LIBOR212 - As of June 30, 2019, 100% of the debt investment portfolio at fair value consisted of senior term loans. The portfolio had a weighted average credit rating of 3.1 on a scale of 1 to 4 (4 being highest quality)188196 - The company believes its current cash ($7.6 million), cash from operations, and funds available from its Key Facility will be sufficient to meet working capital and capital expenditure commitments for at least the next 12 months239246 Quantitative and Qualitative Disclosures About Market Risk The company's primary market risk is interest rate fluctuations, with a sensitivity analysis showing a 100 bps increase would raise net assets by $1.6 million - The company's primary market risk is from changes in interest rates, as 99% of its debt investments at June 30, 2019, bore interest at floating rates280 Interest Rate Sensitivity Analysis (Annual Impact, in thousands) | Change in Basis Points | Change in Net Assets | | :--- | :--- | | Up 300 basis points | $5,133 | | Up 100 basis points | $1,648 | | Down 100 basis points | ($962) | | Down 200 basis points | $9 | Controls and Procedures Management concluded that disclosure controls and procedures were effective as of June 30, 2019, with no material changes to internal controls - Based on an evaluation as of June 30, 2019, the CEO and CFO concluded that the company's disclosure controls and procedures were effective284 - There were no material changes in internal control over financial reporting during the most recently completed fiscal quarter285 PART II: OTHER INFORMATION Legal Proceedings Neither the company nor its Advisor is currently subject to any material legal proceedings or known threats - Neither the company nor its Advisor is currently subject to any material legal proceedings287 Risk Factors No material changes to risk factors, but new leverage capacity (150% asset coverage) increases financial risk and potential management fees - There have been no material changes to the risk factors from the annual report for the year ended December 31, 2018288 - The company received stockholder approval to reduce its asset coverage requirement from 200% to 150% on October 30, 2018, allowing it to incur additional leverage. This increases financial risk and may also increase base management fees289291 Unregistered Sales of Equity Securities and Use of Proceeds No unregistered sales of equity securities occurred during the reporting period - None292 Defaults Upon Senior Securities No defaults upon senior securities were reported during the period - None293 Mine Safety Disclosures This disclosure item is not applicable to the company's operations - Not applicable294 Other Information No other material information is reported for the period - None295 Exhibits The report includes required CEO and CFO certifications under the Sarbanes-Oxley Act of 2002 - Exhibits filed include CEO and CFO certifications pursuant to Exchange Act Rule 13a-14(a) (SOX 302) and 18 U.S.C. Section 1350 (SOX 906)297