Fidus Investment Corporation (FDUS) Earnings Call Transcript

Good day, and welcome to the Fidus Third Quarter 2026 Earnings Conference Call. [Operator Instructions] Please note this event is being recorded. I would now like to turn the conference over to Jody Refining. Please go ahead.

Thank you, Megan, and good morning, everyone, and thank you for joining us for Fidus Investment Corporation's Third Quarter 2026 Earnings Conference Call. With me this morning are Ed Ross, Fidus Investment Corporation's Chairman and Chief Executive Officer; and Shelby Sherard, Chief Financial Officer. Fidus Investment Corporation issued a press release yesterday afternoon with the details of the company's quarterly financial results. A copy of the press release is available on the Investor Relations page of the company's website at fdus.com. I'd also like to call your attention to the customary safe harbor disclosure regarding forward-looking information included on today's call. The conference call today will contain forward-looking statements, including statements regarding the goals, strategies, beliefs, future potential, operating results and cash flows of Fidus Investment Corporation. Although management believes these statements are reasonable based on estimates, assumptions and projections as of today, November 6, 2026. These statements are not guarantees of future performance. time-sensitive information may no longer be accurate at the time of any telephonic or webcast replay. Actual results may differ materially as a result of risks, uncertainties and other factors, including, but not limited to, the factors set forth in the company's filings with the Securities and Exchange Commission. Fidus undertakes no obligation to update or revise any of these forward-looking statements. With that, I would now like to turn the call over to Ed. Good morning, Ed.

Good morning, Jody, and good morning, everyone. Welcome to our Third Quarter 2026 Earnings Conference Call. Today's call, I'll start with a review of our third quarter performance in our portfolio at quarter end and then share with you our outlook for the remainder of 2026. Shelby will cover the third quarter financial results and our liquidity position. After we have completed our prepared remarks, we'll be happy to take your questions. As expected, given the pent-up demand in the M&A markets, deal flow picked up in the third quarter relative to the first half of the year. . A number of our portfolio companies continue to be active from an M&A perspective as part of their growth strategies. As our strategy calls for investing in high-quality growth-oriented companies typically, the need for add-on acquisition capital is often part of the equation and an opportunity for Fidus. Overall, our debt portfolio is performing well. generating adjusted NII of $0.54 per share in the third quarter that was driven by a 24% increase in interest income on larger average loan outstanding balances. We continue to amply cover our base dividend. Net asset value was $774.4 million at quarter end or $19.47 per share. For the fourth quarter of 2026, the Board of Directors declared a total dividend of $0.54 per share, which consists of a base dividend of $0.43 per share and a supplemental dividend of $0.11 per share equal to 100% of the surplus in adjusted NII over the base dividend from the prior quarter, which will be payable on December 29, 2026, to stockholders of record as of December 18, 2026. Originations in the third quarter totaled $51.8 million and consisted primarily of first lien debt investments in existing portfolio companies in support of acquisitions. Proceeds from repayments and realizations were $52.4 million for the third quarter. With originations nearly equal to repayments, our portfolio at quarter end was stable totaling $1.4 billion on a fair value basis or 102.8% of cost and consisting of $1.3 billion in debt investments and $159 million in equity investment. At quarter end, first lien instruments accounted for 88% of our debt portfolio and the weighted average loan to value is approximately 41%. In addition, our portfolio remains well diversified and structured to produce both high levels of recurring interest income and capital gains from monetizing equity investments. From a credit quality perspective, our portfolio remains healthy overall, reflecting the generally strong fundamentals of our underlying lower middle market portfolio companies. At quarter end, we did not have any debt investments on nonaccrual. Looking ahead to the remainder of 2026, we anticipate a higher level of investment activity from an origination and a repayment perspective due to a more active M&A market. Our pipeline consists of a number of quality opportunities sourced from both long-standing relationships, with deal sponsors and our portfolio companies, many of which are active in M&A. Since inception, we have focused on the lower middle market and employed the same investment strategy and strict underwriting criteria consistently, both of which has served us well. As a result, we continue to have a healthy portfolio, well positioned to generate adjusted NII that covers our base dividend and the potential for capital gains from monetizing equity investments. By adhering to our investment strategy and underwriting disciplines, we remain committed to our long-term goals of capital preservation and of generating attractive risk-adjusted returns for our shareholders. Now I'll turn the call over to Shelby to provide some details on our financial and operating results. Shelby?

Thank you, Ed, and good morning, everyone. I'll review our third quarter results in more detail and close with comments on our liquidity position. Please note, I will be providing comparative commentary versus the prior quarter, Q2 2026. The total investment income was $45.9 million for the 3 months ended September 30, a $2.4 million increase from Q2, primarily driven by a $2.2 million increase in interest income, driven by increased average debt investments outstanding. a $0.9 million decrease in dividend income from equity investments offset by a $0.9 million increase in fees income and primarily related to payment fees and the repayment in full of our debt investments in true Environmental. Total expenses, including income tax provision, were $24.8 million for the third quarter, in line with Q2. Q3 expense variations included a $0.7 million increase in interest expense related to higher average debt balances outstanding and a higher average interest rate, a $0.2 million increase in base management fees, given an increase in assets under management, a $0.4 million increase in income incentive fees offset by a $0.4 million decrease in the capital gains fee accrual and a $1 million decrease in G&A expenses primarily related to proxy solicitation costs for the Annual Shareholder Meeting held in Q2. Net investment income or NII for the 3 months ended September 30 was $0.54 per share versus $0.49 per share in Q1. Adjusted NII, which excludes any capital gains, incentive fee accruals or reversals attributable to realized and unrealized gains and losses on investments, was $0.54 per share in Q3 versus $0.50 in Q2. For the 3 months ended September 30, we recognized approximately $11 million of net realized losses on debt investments in Vertex enterprises, which had previously been written down. We ended the quarter with $712.2 million of debt outstanding, comprised of $289.5 million of SBA debentures, $320 million of unsecured notes, $92.3 million outstanding on the line of credit and $10.5 million of secured borrowings. Our net debt-to-equity ratio as of September 30 was 0.9x. Our statutory leverage, excluding exempt SBA debentures was 0.5x. The weighted average interest rate on our outstanding debt was 5.8% in line with Q2. Now turning to portfolio statistics as of September 30. Our total investment portfolio had a fair value of $1.4 billion. Our average company investment on a cost basis was $14.1 million, which excludes investments in 8 portfolio companies that sold their operations that are in the process of winding down. We have equity investments in approximately 85% of our portfolio companies with an average fully diluted equity ownership of 2.1%. Weighted average effective yield on debt investments was 12.6% as of September 30 versus 12.5% in Q2. The weighted average yield is computed using effective interest rates for debt investments at cost, including the accretion of original issue discounts and loan origination fees, but excluding investments on nonaccrual, if any. Now I'd like to briefly discuss our available liquidity. In Q3, we issued accretive shares under our ATM program and raised $35.5 million of net proceeds. In September, we received SBA approval for the new increased SBA debenture fund limit of $250 million, giving our SBIC fund FMC 4 incremental debt capacity of $75 million. As of September 30, our liquidity and capital resources included cash of $32.7 million, $132.8 million of availability on our line of credit and $83 million of available SBA debentures resulting in total liquidity of approximately $248.5 million. Now I will turn the call back to Ed for concluding comments.

Thanks, Shelby. As always, I'd like to thank our team and the Board of Directors at Fidus for their dedication and hard work and our shareholders for their continued support. I will now turn the call over to Megan for Q&A. Megan?

[Operator Instructions] The first question comes from Robert Dodd with Raymond James. .

Congratulations on another really good quarter. A couple of questions. One housekeeping 1 before I go into the more detailed ones. On the combined dividend and fee income, obviously, basically, they offset this quarter, right? I mean dividend was obviously unusual as recognized and the fee was higher because of true environmental. I mean, is it fair to say that like if you just treat this quarter as quasi-normal or even arguably low when you -- on a combined basis. I mean, is that the right way to think about it? It's not like I should take out fee income next quarter and obviously leave the dividend being unusual. I mean just trying to think about what the right combined number for that is kind of on a go-forward basis. The interest expense, obviously, is conceptually easier to model than dividends fees.

I think what I'd say is fee income was -- yes, actually, at a decent level because of true environmental prepayment fee. So that was -- that's a decent level of fees. But usually, we're -- we have more activity that drives even more fees than that. But I think that's a fair number. And as you know, the dividend income is more episodic in nature. And so it's just tougher to predict. So I think not expecting that every quarter probably makes some sense.

Got it. Okay. On the big -- you indicated you expect obviously activity to pick up in the fourth quarter. obviously, in your end of the market, like is there any particular themes in that? I mean, people been waiting on the election, it seems unlikely because that only just happened. Are there -- is it picking up in more halo or asset-heavy industries, some time, some of which pupicationally done? Or is there any particular thing that more in favor right now that fits obviously within your portfolio? Or is it just an overall -- or is, in fact, a lot of software stuff getting done. I mean is there any incremental color on kind of like what's driving that? .

It's a great question, Robert. I think what happened in the market as things started to pick up mid-year from a deal flow perspective, we didn't have anything close in Q3, really. We had 1 holdover from a commitment from Q2, but activity levels really increased. And so -- and I think it was generally folks getting more comfortable with the war, the geopolitical situation and the economy as we sit here today. And so I think there was a malaise during Q1 and Q2 that started to lift a little bit and people are more interested in doing things. So that's the primary driver. I think the second driver is most of the activity is traditional economy related, it's going to call it, say, business services, maybe niche manufacturing, industrial services, those types of things. So that's the second theme is what I would say as opposed to software investing.

Got it. I appreciate that. And then 1 more -- I'll ask you that, yes, to get your crystal ball out. Is this sort of a build to a year-end rush which sometimes happens. Or is this -- do you think a kind of a lifting swell and we're going to see more activity overall. Now to your point, if people have gotten comfortable with geopolitics, which might change in the economy that like 2027 will just be a more active year, not crazy, but more active in general. Is that fair to say?.

I think that's our hope, right? There's -- we're in a more uncertain environment today than we have been in quite a while. And so it's kind of hard to predict. But our expectation would be if status quo is what happens that there would be a lift, if you will, in M&A activity. I don't expect it to be overly robust. There's reasons to people don't want to do that, high interest rates and other things. But I think there will be plenty of activity, assuming status quo.

Got it. Got it. And then sorry, I thought that was the last 1 that One final one, if I can. On pricing, in spreads, et cetera, right? Obviously, you've got a first lien focused portfolio now. what -- if activity does pick up? Or -- I mean, do you expect it to have a material impact on spreads? Or you just think this is where they're going to stay or could they even go down given the forward curve as base rates are going to go up. I mean, just what do you think on pricing here?.

Yes. I think stability is probably where I would come out on that question. I mean we're focused on very high-quality opportunities in high-quality businesses, and there's competition. It's real. And so that's how I would think about it as opposed to widening spreads. I don't think so. Could there be a slight narrowing if rates do increase, that could happen adjusting there for the -- again, high-quality situations. You start drifting into riskier situations, that's a different game.

Next question comes from Mickey Schleien with Clear Street.

Yes. So Robert stole my thunder on a lot of questions, but I have a couple more that I'd like to ask. Ed, your software exposure is pretty similar to the average in the BDC sector. So it's something you're familiar with. And I don't want to beat a dead horse, but AI is investing very quickly. And I'm interested in understanding, I think the market is interested in understanding, particularly in the lower middle market where you focus how are your borrowers using AI to defend their businesses, their software businesses from AI competition itself. And what are they doing to avoid being replaced by AI if you understand what I'm saying.

I do. And so this maybe comment on just smaller software companies because we definitely have some of those. And I know the concern is 1 of -- is there more risk. And I would say it's true that some -- whether it's traditional or new economy. Smaller companies can carry more risk, not always. But we know that from our perspective, we know the lower middle market well. We've been investing in it for many years. Part of our historical success comes from finding niche market leaders people that are leading from a market share and a product perspective with strong value propositions and great management teams. I mean, that's our focus. And these are some of the criteria that we use, right, to build out our software and tech-enabled services portfolio. And so we've got what we believe is a very strong and healthy overall software portfolio, the average revenue and EBITDA kind of $43 million and $7 million. Margins are 15%and we continue to see year-over-year growth in both metrics. So we feel good about the health of the portfolio. And what we're seeing from the portfolio companies on the software side is they're working hard and spend the money on continuing to improve their business. And obviously, that's encouraging. But they're leveraging AI to improve products and create new features at the end of the day. And they're also evaluating acquisitions and channel partnerships to generate more customers. And so I think what I would say is people are investing in AI, what your hope is your portfolio companies are well positioned today and they can just improve that positioning. And that's what most companies are trying to do.

I understand. A couple of balance sheet questions. You tapped the ATM -- the common share ATM program again during the quarter. despite limited net portfolio growth, how are you thinking about additional equity issuance versus perhaps carrying a little bit more leverage on the balance sheet, which potentially could help increase your ROE?

Sure. Great question. I think -- what we're trying to do is stick between that 0.9:1 and 1.1:1 really in the middle. We're not -- our goal is not to go too far over 1 to 1. We do care about our investment-grade rating, and I think that's part of the equation as well. So I think we're -- what we are trying to maintain is a strong balance sheet position, a strong liquidity position. so we can take advantage of opportunities as they arise as opposed to being fully levered and fully invested and maybe more limited from a capacity perspective. And so there's a balance that you try to strike. And so that's the goal, and every quarter will be a little different, but I think we feel good about the approach. .

So if I could -- if I'm understanding you correctly, if the market were really going to pick up and in the current environment, I think that's doubtful, but let's say it does. you're holding back some dry powder essentially and would be willing to run with a little bit more leverage if it makes economic sense.

Yes, to a limited degree, back to investment-grade matters and not going getting too levered as I think is a piece of our equation. But yes, to a limited later -- Absolutely. .

Okay. And lastly, if I have the math correctly, the equity portfolio is marked almost 50% above cost. And if I recall, you did trade a few years ago where you sold several equity positions to capture those gains, which is really interesting. How would you characterize your appetite and the near-term pipeline for exiting some of those equity investments and generating some realized gains.