Investcorp Credit Management BDC, Inc. [ICMB] Filings

10-Q 1 icmb-20221231.htm 10-Q 10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 2022

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

COMMISSION FILE NUMBER: 814-01054

INVESTCORP CREDIT MANAGEMENT BDC, INC.

(Exact Name of Registrant as Specified in Its Charter)

Maryland

46-2883380

(State or other Jurisdiction of
Incorporation or Organization)

(I.R.S. Employer
Identification No.)

280 Park Avenue

39th Floor

New York, NY 10017

(Address of Principal Executive Offices) (Zip Code)

(212) 257-5199

(Registrant’s Telephone Number, Including Area Code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.001 per share	ICMB	The NASDAQ Global Select Market

The number of shares of the issuer’s Common Stock, $0.001 par value per share, outstanding as of February 13, 2023 was 14,390,043.


		Page
PART I. FINANCIAL INFORMATION

Item 1.	Financial Statements
	Consolidated Statements of Assets and Liabilities as of December 31, 2022 (unaudited) and June 30, 2022	1
	Consolidated Statements of Operations for the three and six months ended December 31, 2022 (unaudited) and December 31, 2021 (unaudited)	2
	Consolidated Statements of Changes in Net Assets for the three and six months ended December 31, 2022 (unaudited) and December 31, 2021 (unaudited)	3
	Consolidated Statements of Cash Flows for the six months ended December 31, 2022 (unaudited) and December 31, 2021 (unaudited)	4
	Consolidated Schedule of Investments as of December 31, 2022 (unaudited)	5
	Consolidated Schedule of Investments as of June 30, 2022	9
	Notes to Unaudited Consolidated Financial Statements	13

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	36

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	47

Item 4.	Controls and Procedures	48

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	49

Item 1A.	Risk Factors	49

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	49

Item 3	Defaults Upon Senior Securities	49

Item 4.	Mine Safety Disclosures	49

Item 5.	Other Information	49

Item 6.	Exhibits	50

SIGNATURES		51

Investcorp Credit Management BDC, Inc. and Subsidiaries

Consolidated Statements of Assets and Liabilities


	December 31, 2022
	(Unaudited)		June 30, 2022
Assets
Non-controlled, non-affiliated investments, at fair value (amortized cost of $251,161,598 and $254,172,763, respectively)	$	217,912,382	$	223,037,183
Affiliated investments, at fair value (amortized cost of $23,726,516 and $23,395,242, respectively)		10,681,276		10,646,803
Total investments, at fair value (amortized cost of $274,888,114 and $277,568,005, respectively)		228,593,658		233,683,986
Cash		553,186		2,550,021
Cash, restricted		7,884,674		6,605,056
Receivable for investments sold		301,677		835,043
Interest receivable		1,919,396		2,298,443
Payment-in-kind interest receivable		16,927		2,137
Prepaid expenses and other assets		90,899		410,401
Total Assets	$	239,360,417	$	246,385,087
Liabilities
Notes payable:
Revolving credit facility	$	78,400,000	$	84,000,000
2026 Notes payable		65,000,000		65,000,000
Deferred debt issuance costs		(1,567,222)		(1,913,889)
Unamortized discount		(231,108)		(266,663)
Notes payable, net		141,601,670		146,819,448
Payable for investments purchased		—		246,984
Dividend payable		2,158,268		2,157,872
Income-based incentive fees payable		34,950		182,095
Base management fees payable		944,623		1,054,063
Interest payable		2,160,160		1,574,356
Directors' fees payable		22,005		20,780
Accrued expenses and other liabilities		961,106		820,097
Total Liabilities		147,882,782		152,875,695
Net Assets
Common stock, par value $0.001 per share (100,000,000 shares authorized 14,388,456 and 14,385,810 shares issued and outstanding, respectively)		14,389		14,386
Additional paid-in capital		203,600,310		203,590,126
Distributable earnings (loss)		(112,137,064)		(110,095,120)
Total Net Assets		91,477,635		93,509,392
Total Liabilities and Net Assets	$	239,360,417	$	246,385,087
Net Asset Value Per Share	$	6.36	$	6.50

See notes to unaudited consolidated financial statements.

Investcorp Credit Management BDC, Inc. and Subsidiaries

Consolidated Statements of Operations (Unaudited)


	For the three months ended December 31,				For the six months ended December 31,
	2022		2021		2022		2021
Investment Income:
Interest income
Non-controlled, non-affiliated investments	$	6,260,515	$	6,021,868	$	11,869,627	$	11,944,764
Affiliated investments		—		40,437		(20,611)		121,319
Total interest income		6,260,515		6,062,305		11,849,016		12,066,083
Payment in-kind interest income
Non-controlled, non-affiliated investments		189,626		21,234		520,809		37,464
Affiliated investments		17,443		89,285		34,447		152,169
Total payment-in-kind interest income		207,069		110,519		555,256		189,633
Dividend income
Non-controlled, non-affiliated investments		101,755		—		101,755		—
Affiliated investments		—		—		—		296,126
Total dividend income		101,755		—		101,755		296,126
Other fee income
Non-controlled, non-affiliated investments		210,578

Investcorp Credit Management BDC, Inc. [ICMB] Filings
10-Q	[2023-02-13]
10-Q	[2022-11-14]
10-K	[2022-09-13]
10-Q	[2022-05-09]
10-Q	[2022-02-07]
10-Q	[2021-11-08]
10-K	[2021-09-14]
10-Q	[2021-05-10]
10-Q	[2021-02-09]
10-Q	[2020-11-09]
10-K	[2020-09-22]
10-Q	[2020-05-11]
10-Q	[2020-02-10]
10-Q	[2019-11-12]
10-K	[2019-09-13]
10-Q	[2019-05-07]
10-Q	[2019-02-06]
10-Q	[2018-11-07]
10-K	[2018-09-04]
10-Q	[2018-05-08]
10-Q	[2018-02-07]
10-Q	[2017-11-07]
10-K	[2017-09-06]
10-Q	[2017-05-10]
10-Q	[2017-02-08]
10-Q	[2016-11-09]
10-K	[2016-08-30]
10-Q	[2016-05-09]
10-Q	[2016-02-08]
10-Q	[2015-11-09]
10-K	[2015-09-08]
10-Q	[2015-05-11]
10-Q	[2015-02-09]
10-Q	[2014-11-10]
10-K	[2014-09-08]
10-Q	[2014-05-14]
10-Q	[2014-03-14]