Equus Total Return(US:EQS)2022-05-11 16:00PART I. FINANCIAL INFORMATION Unaudited Condensed Financial Statements Unaudited Q1 2022 financial statements show increased net assets to $37.4 million due to unrealized appreciation of its sole energy investment, as the company pursues an operating company transformation Condensed Balance Sheets As of March 31, 2022, total assets increased to $40.9 million and net assets to $37.4 million, primarily due to increased fair value of portfolio investments, resulting in a NAV per share of $2.77 Condensed Balance Sheet Highlights (in thousands, except per share data) | Metric | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | Total Investments at Fair Value | $15,000 | $13,000 | | Cash and cash equivalents | $22,300 | $23,465 | | Total Assets | $40,937 | $39,716 | | Total Liabilities | $3,502 | $3,351 | | Total Net Assets | $37,435 | $36,365 | | Net Asset Value Per Share | $2.77 | $2.69 | Condensed Statements of Operations For Q1 2022, the company reported a net increase in net assets of $1.07 million or $0.08 per share, driven by $2.0 million net unrealized appreciation of portfolio securities, offsetting a net investment loss Statement of Operations Summary (in thousands, except per share data) | Metric | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Total Expenses | $930 | $1,025 | | Net Investment Loss | ($930) | ($1,025) | | Net Unrealized Appreciation of Portfolio Securities | $2,000 | $1,500 | | Net Increase in Net Assets | $1,070 | $298 | | Net Increase in Net Assets Per Share | $0.08 | $0.02 | Condensed Statements of Changes in Net Assets Total net assets increased by $1.07 million in Q1 2022, entirely from operations, growing from $36.37 million to $37.44 million with no capital share activity Changes in Net Assets (in thousands) | Description | Q1 2022 | | :--- | :--- | | Net Assets at January 1, 2022 | $36,365 | | Net increase in net assets from operations | $1,070 | | Net Assets at March 31, 2022 | $37,435 | Condensed Statements of Cash Flows Q1 2022 net cash used in operating activities was $1.66 million, a significant shift from Q1 2021, with overall cash and cash equivalents decreasing by $1.16 million Cash Flow Summary (in thousands) | Cash Flow Activity | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Net Cash (Used in) Provided by Operating Activities | ($1,660) | $25,630 | | Net Cash Provided by (Used in) Financing Activities | $500 | ($24,000) | | Net (Decrease) Increase in Cash | ($1,160) | $1,630 | | Cash and cash equivalents at end of period | $22,330 | $25,509 | Schedules of Investments As of March 31, 2022, the company's sole investment is Equus Energy, LLC, valued at $15.0 million, representing 40.1% of net assets, posing significant concentration risk as a 'non-diversified' investment company - The company's sole portfolio investment is in Equus Energy, LLC, an energy company based in Houston, TX2838 Investment in Equus Energy, LLC (in thousands) | Metric | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | Cost | $7,961 | $7,961 | | Fair Value | $15,000 | $13,000 | | Fair Value as % of Net Assets | 40.1% | 35.7% | - The company is classified as a 'non-diversified' investment company, meaning it is not limited in the proportion of assets that can be invested in a single issuer. This concentration increases risk, as the company's performance is heavily tied to this single energy investment34 Notes to Condensed Financial Statements Notes detail the company's BDC/RIC status and operating company conversion plan, focusing on the valuation of its Level 3 investment, Equus Energy, LLC, whose fair value increased due to rising energy prices, despite going concern doubts - The company is a BDC and RIC, but shareholders have authorized the withdrawal of the BDC election to facilitate a transformation into an operating company. This transformation is a core part of the company's current strategy50118 - The company's sole investment, Equus Energy, LLC, is a Level 3 asset valued using unobservable inputs. Its fair value increased by $2.0 million in Q1 2022 due to higher mineral acreage prices and a substantial increase in crude oil and natural gas prices94116 - Despite improved commodity prices, Equus Energy's operators have not undertaken significant capital expenditures. This, among other factors, raises substantial doubt about Equus Energy's ability to continue as a going concern127128 - The company periodically borrows funds via a margin account at quarter-end to purchase U.S. Treasury bills, a practice used to maintain its RIC diversification status. On April 7, 2022, a $3.0 million margin loan was repaid after the purchased Treasury Bills matured6667160 Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses Q1 2022 performance, liquidity, and strategic direction, focusing on the planned BDC to operating company conversion and the positive impact of rising energy prices on its sole investment, while acknowledging concentration risks - The company's primary strategic focus is to transform from a BDC into an operating company. Shareholders have approved measures to facilitate this, including authorizing the withdrawal of the BDC election and increasing authorized shares165167 - The increase in oil and gas prices, influenced by high demand and the conflict in Ukraine, has improved the outlook for the company's sole investment, Equus Energy. This led to a $2.0 million increase in the investment's fair value in Q1 2022174192 Operational Results Comparison (in millions) | Metric | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Net Investment Loss | $0.9 | $1.0 | | Net Change in Unrealized Appreciation | $2.0 | $1.5 | | Net Realized Loss | $0.0 | ($0.2) | - Management believes that operating cash flow and cash on hand are sufficient to meet operating requirements for the next twelve months187 Quantitative and Qualitative Disclosure about Market Risk The company faces market risks primarily from equity price changes affecting its private company investment, with its valuation sensitive to public market equity price fluctuations, though interest rate changes do not directly impact income - The company's primary market risk is equity price risk associated with its investment in a private company. Significant changes in market equity prices can affect the valuation of this investment199 - The company does not currently use derivative financial instruments to mitigate market risks and has no exposure to foreign currency fluctuations197 Controls and Procedures Management, including the CEO and CFO, concluded that disclosure controls and procedures were effective as of March 31, 2022, with no material changes to internal controls over financial reporting during the quarter - The CEO and CFO concluded that the Fund's disclosure controls and procedures were effective as of March 31, 2022201 - There were no changes in internal control over financial reporting during the quarter that materially affected, or are reasonably likely to materially affect, internal controls201 PART II. OTHER INFORMATION Legal Proceedings The company is occasionally involved in legal proceedings incidental to normal business, which management does not expect to materially affect financial condition or results of operations - The company does not expect any current legal proceedings to have a material effect on its financial condition or results of operations203 Risk Factors The company highlights key risks, including those associated with its strategic plan to convert into an operating company and the ongoing uncertain impact of the coronavirus pandemic on its business and financial condition - Significant risks are associated with the company's effort to convert from a BDC into an operating company204 - The ultimate impact of the coronavirus pandemic remains highly uncertain and could continue to impact the company's business, results of operations, and financial condition205 Exhibits This section lists exhibits filed with Form 10-Q, including CEO and CFO certifications required by Rule 13a-14(a) and Section 1350, and incorporates previously filed documents by reference - The filing includes certifications by the Chief Executive Officer and Chief Financial Officer as required by the Sarbanes-Oxley Act (Rule 13a-14(a)/15d-14(a) and Section 1350)210213212