UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 2.02 Results of Operations and Financial Condition.
On May 10, 2023, PhenixFIN Corporation issued a press release announcing its financial results for the quarter ended March 31, 2023. The press release is included as Exhibit 99.1 to this Form 8-K.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
| Exhibit No. | Description | |
| 99.1 | Press Release dated May 10, 2023 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, PhenixFIN Corporation has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| DATE: May 10, 2023 | PHENIXFIN CORPORATION | |
| /s/ David Lorber | ||
| Name: | David Lorber | |
| Title: | Chief Executive Officer | |
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Exhibit 99.1
PhenixFIN Corporation Announces Fiscal Second Quarter 2023 Financial Results
New York, NY, May 10, 2023 -- PhenixFIN Corporation (NASDAQ: PFX) (the “Company”), a publicly traded business development company, today announced its financial results for the fiscal second quarter of 2023.
Highlights
| ● | Total investment income of $9.6 million and net investment income of $3.4 million for the six months ended March 31, 2023 |
| ● | Net asset value (NAV) of $131.2 million, or $62.70 per share as of March 31, 2023 |
| ● | Redeemed the $22.5 million 6.125% unsecured notes on January 17, 2023 |
| ● | On February 8, 2023, the Board approved the expansion of the current repurchase program from $25 million to $35 million |
| ● | Weighted average yield of 11.8% on debt and other income producing investments |
David Lorber, Chief Executive Officer of the Company, stated:
“During the quarter we grew NII per share and NAV per share in what was a difficult environment for the broader markets. In January, we successfully redeemed the 6.125% notes due in March 2023. We believe our strong capital structure and available liquidity well position us to continue our focus on sourcing attractive investment opportunities to drive shareholder value.”
Selected Second Quarter 2023 Financial Results
For the three and six months ended March 31, 2023, total investment income was $4.9 million and $9.6 million, of which $4.2 million and $8.7 million, respectively, was attributable to portfolio interest and dividend income and $0.7 million and $0.9 million, respectively, was attributable to fee and other income.
For the three and six months ended March 31, 2023, total net expenses were $3.1 million and $6.2 million and total net investment income was $1.8 million and $3.4 million.
For the three and six months ended March 31, 2023, the Company recorded a net realized loss of $0.8 million and $0.8 million and net unrealized gain of $5.7 million and $8.0 million, due largely to market volatility in various investments.
Portfolio and Investment Activities
As of March 31, 2023, the fair value of the Company’s investment portfolio totaled $200.1 million and consisted of 43 portfolio companies.
As of March 31, 2023, the Company had 6 portfolio company investments on non-accrual status with a fair market value of $9.6 million.
Liquidity and Capital Resources
At March 31, 2023, the Company had $10.7 million in cash and cash equivalents and $57.5 million and $23.2 million outstanding in aggregate principal amount of its 5.25% unsecured notes due 2028 and the Credit Facility, respectively.
ABOUT PHENIXFIN CORPORATION
PhenixFIN Corporation is a non-diversified, internally managed closed-end management investment company incorporated in Delaware that has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. We completed our initial public offering and commenced operations on January 20, 2011. The Company has elected, and intends to qualify annually, to be treated, for U.S. federal income tax purposes, as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. Effective January 1, 2021, the Company operates under an internalized management structure.
Safe Harbor Statement and Other Disclosures
This press release contains “forward-looking” statements. Such forward-looking statements reflect current views with respect to future events and financial performance, and the Company may make related oral forward-looking statements on or following the date hereof. These forward-looking statements are subject to the inherent uncertainties in predicting future results and conditions. Certain factors could cause actual results and conditions to differ materially from those projected in these forward-looking statements, including among other things, PhenixFIN’s ability to deliver value to shareholders, increase investment activity, grow the Company, increase net investment income, reduce operating expenses, implement its investment objective, source and capitalize on investment opportunities, grow its net asset value and perform well in the prevailing market environment, the ability of our portfolio companies to perform well and generate income and other factors that are enumerated in the Company’s periodic filings with the Securities and Exchange Commission. PhenixFIN Corporation disclaims and does not undertake any obligation to update or revise any forward-looking statement in this press release.
Past performance is not a guarantee of future results. The press release contains unaudited financial results. For ease of review, we have excluded the word “approximately” when rounding the results. This press release is for informational purposes only and is not an offer to purchase or a solicitation of an offer to sell shares of PhenixFIN Corporation’s common stock. There can be no assurance that PhenixFIN Corporation will achieve its investment objective.
For PhenixFIN investor relations, please call 212-859-0390. For media inquiries, please contact info@phenixfc.com.
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PHENIXFIN CORPORATION
Consolidated Statements of Assets and Liabilities
| March 31, 2023 (Unaudited) | September 30, 2022 | |||||||
| Assets: | ||||||||
| Investments at fair value | ||||||||
| Non-controlled, non-affiliated investments (amortized cost of $150,946,951 and $147,378,917, respectively) | $ | 128,510,921 | $ | 122,616,275 | ||||
| Affiliated investments (amortized cost of $27,328,814 and $30,585,884, respectively) | 10,046,722 | 12,314,192 | ||||||
| Controlled investments (amortized cost of $84,266,490 and $85,483,093, respectively) | 61,531,676 | 58,026,182 | ||||||
| Total Investments at fair value | 200,089,319 | 192,956,649 | ||||||
| Cash and cash equivalents | 10,763,751 | 22,768,066 | ||||||
| Receivables: | ||||||||
| Interest receivable | 725,649 | 727,576 | ||||||
| Paydown receivable | - | 112,500 | ||||||
| Dividends receivable | 269,330 | 269,330 | ||||||
| Other receivable | - | 36,992 | ||||||
| Prepaid share repurchase | 124,328 | 489,156 | ||||||
| Deferred financing costs | 848,312 | 50,000 | ||||||
| Due from Affiliate | 393,589 | 271,962 | ||||||
| Other assets | 718,489 | 1,192,677 | ||||||
| Total Assets | $ | 213,932,767 | $ | 218,874,908 | ||||
| Liabilities: | ||||||||
| Credit facility and note payable (net of debt issuance costs of $1,864,836 and $2,059,164, respectively) | $ | 78,877,105 | $ | 77,962,636 | ||||
| Investments purchased payable | 1,026,818 | - | ||||||
| Accounts payable and accrued expenses | 1,366,493 | 2,040,277 | ||||||
| Interest and fees payable | 673,294 | 503,125 | ||||||
| Other liabilities | 500,761 | 572,949 | ||||||
| Deferred revenue | 335,507 | 325,602 | ||||||
| Administrator expenses payable (see Note 6) | 1,900 | 74,911 | ||||||
| Due to broker | - | 16,550,000 | ||||||
| Total Liabilities | 82,781,878 | 98,029,500 | ||||||
| Commitments and Contingencies (see Note 8) | ||||||||
| Net Assets: | ||||||||
| Common Shares, $0.001 par value; 5,000,000 shares authorized; 2,723,709 shares issued; 2,091,638 and 2,102,129 common shares outstanding, respectively | 2,092 | 2,102 | ||||||
| Capital in excess of par value | 675,047,159 | 675,401,802 | ||||||
| Total distributable earnings (loss) | (543,898,362 | ) | (554,558,496 | ) | ||||
| Total Net Assets | 131,150,889 | 120,845,408 | ||||||
| Total Liabilities and Net Assets | $ | 213,932,767 | $ | 218,874,908 | ||||
| Net Asset Value Per Common Share | $ | 62.70 | $ | 57.49 | ||||
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PHENIXFIN CORPORATION
Consolidated Statements of Operations
(Unaudited)
| For the Three Months Ended March 31, | For the Six Months Ended March 31, | |||||||||||||||
| 2023 | 2022 | 2023 | 2022 | |||||||||||||
| Interest Income: | ||||||||||||||||
| Interest from investments | ||||||||||||||||
| Non-controlled, non-affiliated investments: | ||||||||||||||||
| Cash | $ | 2,116,741 | $ | 1,264,327 | $ | 4,032,782 | $ | 2,280,019 | ||||||||
| Payment in-kind | 119,593 | 100,062 | 225,780 | 238,573 | ||||||||||||
| Affiliated investments: | ||||||||||||||||
| Cash | 261,028 | 387,918 | 459,481 | 510,065 | ||||||||||||
| Payment in-kind | - | 92,733 | - | 189,761 | ||||||||||||
| Controlled investments: | ||||||||||||||||
| Cash | 57,188 | 807,022 | 251,815 | 1,360,660 | ||||||||||||
| Payment in-kind | 155,994 | - | 245,737 | - | ||||||||||||
| Total interest income | 2,710,544 | 2,652,062 | 5,215,595 | 4,579,078 | ||||||||||||
| Dividend income | 1,503,375 | 913,949 | 3,535,733 | 1,616,879 | ||||||||||||
| Interest from cash and cash equivalents | 125,471 | 6,031 | 217,697 | 8,770 | ||||||||||||
| Fee income (see Note 9) | 171,055 | 85,143 | 244,654 | 355,265 | ||||||||||||
| Other income | 401,986 | - | 401,986 | 230,434 | ||||||||||||
| Total Investment Income | 4,912,431 | 3,657,185 | 9,615,665 | 6,790,426 | ||||||||||||
| Expenses: | ||||||||||||||||
| Interest and financing expenses | 1,381,596 | 1,221,063 | 2,614,772 | 2,708,738 | ||||||||||||
| Salaries and benefits | 802,090 | 430,293 | 1,659,623 | 936,168 | ||||||||||||
| Professional fees, net | 377,229 | 160,594 | 725,146 | 467,345 | ||||||||||||
| General and administrative expenses | 201,181 | 290,136 | 421,158 | 486,695 | ||||||||||||
| Directors fees | 176,500 | 167,000 | 370,500 | 375,500 | ||||||||||||
| Insurance expenses | 121,387 | 155,450 | 245,471 | 314,354 | ||||||||||||
| Administrator expenses (see Note 6) | 77,937 | 82,415 | 155,821 | 151,281 | ||||||||||||
| Total expenses | 3,137,920 | 2,506,951 | 6,192,491 | 5,440,081 | ||||||||||||
| Net Investment Income | 1,774,511 | 1,150,234 | 3,423,174 | 1,350,345 | ||||||||||||
| Realized and unrealized gains (losses) on investments | ||||||||||||||||
| Net realized gains (losses): | ||||||||||||||||
| Non-controlled, non-affiliated investments | (838,070 | ) | 453,916 | (824,622 | ) | 938,429 | ||||||||||
| Affiliated investments | - | - | - | 14,737,897 | ||||||||||||
| Controlled investments | 23,273 | - | 23,273 | 925 | ||||||||||||
| Total net realized gains (losses) | (814,797 | ) | 453,916 | (801,349 | ) | 15,677,251 | ||||||||||
| Net change in unrealized gains (losses): | ||||||||||||||||
| Non-controlled, non-affiliated investments | 803,513 | (2,139,279 | ) | 2,326,612 | (2,007,316 | ) | ||||||||||
| Affiliated investments | 274,063 | 1,538,979 | 989,600 | (8,934,864 | ) | |||||||||||
| Controlled investments | 4,670,928 | 1,968,804 | 4,722,097 | 1,986,445 | ||||||||||||
| Total net change in unrealized gains (losses) | 5,748,504 | 1,368,504 | 8,038,309 | (8,955,735 | ) | |||||||||||
| Loss on extinguishment of debt (see Note 5) | - | - | - | (296,197 | ) | |||||||||||
| Total realized and unrealized gains (losses) | 4,933,707 | 1,822,420 | 7,236,960 | 6,425,319 | ||||||||||||
| Net Increase (Decrease) in Net Assets Resulting from Operations | $ | 6,708,218 | $ | 2,972,654 | $ | 10,660,134 | $ | 7,775,664 | ||||||||
| Weighted average basic and diluted earnings per common share | $ | 3.20 | $ | 1.24 | $ | 5.08 | $ | 3.16 | ||||||||
| Weighted average basic and diluted net investment income (loss) per common share | $ | 0.85 | $ | 0.48 | $ | 1.63 | $ | 0.55 | ||||||||
| Weighted average common shares outstanding - basic and diluted (see Note 11) | 2,095,193 | 2,397,911 | 2,098,041 | 2,458,222 | ||||||||||||
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