tslx-8ka_20230216.htm
true 0001508655 0001508655 2023-02-16 2023-02-16

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K/A

(Amendment No. 1)

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): February 16, 2023

 

Sixth Street Specialty Lending, Inc.

(Exact name of registrant as specified in charter)

 

 

 

 

 

 

 

Delaware

 

001-36364

 

27-3380000

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

2100 McKinney Avenue, Suite 1500

Dallas, TX

 

 

 

75201

(Address of Principal Executive Offices)

 

 

 

(zip code)

 

Registrant’s telephone number, including area code: (469621-3001

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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 $0.01 per share

TSLX

The New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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.  

 

 

 


 

 

EXPLANATORY NOTE

This Current Report on Form 8-K/A amends the Current Report on Form 8-K filed by the registrant on February 16, 2023 (the “Original Form 8-K”).  This amended Current Report fixes a technical error with the link to Exhibit 99.1, Press Release, dated February 16, 2023. The information disclosed in the Original Form 8-K and press release is unchanged.

Item 2.02 – Results of Operations and Financial Condition

On February 16, 2023, the registrant issued a press release announcing its financial results for the quarter ended December 31, 2022. The text of the press release is included as Exhibit 99.1 to this Form 8-K.

The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.

Item 7.01 – Regulation FD Disclosure

On February 16, 2023, the registrant issued a press release, included herewith as Exhibit 99.1, announcing the declaration of a first quarter 2023 base dividend per share of $0.46 to shareholders of record as of March 15, 2023, payable on March 31, 2023, a fourth quarter 2022 supplemental dividend per share of $0.09 to shareholders of record as of February 28, 2023, payable on March 20, 2023.

The information disclosed under this Item 7.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.

Item 9.01 – Financial Statements and Exhibits

(d) Exhibits:

 

 

 

 

Exhibit
Number

  

Description

 

 

99.1

  

Press Release, dated February 16, 2023

 

 

 

104

 

The cover page of this Current Report on Form 8-K, formatted in Inline XBRL

 

 


 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

SIXTH STREET SPECIALTY LENDING, INC.

                    (Registrant)

 

 

 

 

Date: February 16, 2023

 

By:

/s/ Ian Simmonds

 

 

 

Ian Simmonds

 

 

 

Chief Financial Officer

 

 

tslx-ex991_6.htm

Exhibit 99.1

 

 

full year and fourth Quarter 2022 Earnings Results

 

Sixth Street Specialty Lending, Inc. Reports Full Year and Fourth Quarter 2022 Earnings Results; Declares a $0.01 Per Share Increase in First Quarter Base Dividend Per Share to $0.46, and a Fourth Quarter Supplemental Dividend of $0.09 Per Share

 

NEW YORK—February 16, 2023— Sixth Street Specialty Lending, Inc. (NYSE: TSLX, or the “Company”) today reported net investment income of $2.13 per share and net income of $1.38 per share, for the year ended December 31, 2022. For the quarter ended December 31, 2022 net investment income and net income per share were $0.65 and $0.57, respectively. The Company’s net investment income in the fourth quarter was driven by higher fees from elevated repayment activity, as well as a robust level of interest income from the strength in the core earnings power of the portfolio. Return on equity (ROE) for the full year 2022 was 12.7% and 8.3% on a net investment income and a net income basis, respectively. Annualized ROE for the fourth quarter 2022 was 15.9% and 14.0% on a net investment income and a net income basis, respectively.

 

Net Investment Income Per Share

2022:

Q4 2022:

$2.13

$0.65

2022 (adjusted):

Q4 2022 (adjusted):

$2.01

$0.64

 

Both net investment income per share and net income per share for the year include approximately $0.11 per share unwind of previously accrued capital gains incentive fees in 2022, which is a non-cash reversal. Excluding the impact of the unwind of capital gains incentive fee expenses for the year, the Company’s adjusted net investment income and adjusted net income for the year ended December 31, 2022 were $2.01 per share $1.27 per share, respectively. For the quarter ended December 31, 2022, adjusted net investment income per share was $0.64 and adjusted net income per share was $0.56. Return on equity (ROE) for the full year 2022 was 12.0% and 7.6% on an adjusted net investment income and an adjusted net income basis, respectively. Annualized ROE for the fourth quarter 2022 was 15.5% and 13.6% on an adjusted net investment income and an adjusted net income basis, respectively.

 

Net Income Per Share

2022:

Q4 2022:

$1.38

$0.57

2022 (adjusted):

Q4 2022 (adjusted):

$1.27

$0.56

 

Reported net asset value (NAV) per share was $16.48 at December 31, 2022 as compared to $16.36 at September 30, 2022. The Company announced that its Board of Directors has increased its quarterly base dividend, raising this figure by $0.01 per share to $0.46 per share to shareholders of record as of March 15, and payable on March 31. The Board also announced a fourth quarter supplemental dividend of $0.09 per share to shareholders of record as of February 28, 2023, payable on March 20, 2023. Giving effect to the impact of the supplemental dividend, the Company’s fourth quarter adjusted NAV per share was $16.39 as compared to adjusted NAV per share of $16.73 at December 31, 2021. The primary driver of this year’s NAV per share decline was from unrealized losses as the Company incorporated the impact of wider credit market spreads on the valuation of its portfolio.

 

Return On Equity

2022 (NII):

Q4 2022 (NII):

12.7%

15.9%

2022 (NI):

Q4 2022 (NI):

8.3%

14.0%

2022 (Adj. NII):

Q4 2022 (Adj. NII):

12.0%

15.5%

2022 (Adj. NI):

Q4 2022 (Adj. NI):

7.6%

13.6%

 

Post-quarter end, the Company satisfied the maturity of its $150 million January 2023 unsecured notes through utilization of undrawn capacity on its revolving credit facility. The settlement marginally decreased the Company’s weighted average cost of debt and had no impact on leverage.

 

Net Asset Value

Q4 2022 ($MM):

$1,341.6

Q4 2022 (per share):

$16.48

Q4 2022 (per share, adj.):

$16.39

 

 

 

Dividends (per share)

Q4 2022 (Base):

$0.45

2022 (Base):

$1.69

2022 (Supp/Special):

$0.13

2022 (Total):

$1.82

 

 

 

 

 

1


 

 

 

Portfolio and Investment Activity

 

Full Year

For the year ended December 31, 2022, new investment commitments totaled $1,084.2 million. This compares to $1,389.1 million for the year ended December 31, 2021.

For the year ended December 31, 2022, the principal amount of new investments funded was $864.0 million in 24 new portfolio companies, 22 existing portfolio companies and 41 structured credit investments. For this period, the Company had $653.8 million aggregate principal amount in exits and repayments.

 

2022 Origination Activity

Commitments:

$1,084.2MM

Fundings:

$864.0MM

Net Fundings:

$210.2MM

 

For the year ended December 31, 2021, the principal amount of new investments funded was $1,117.4 million in 25 new portfolio companies and 26 existing portfolio companies. For this period, the Company had $1,004.5 million aggregate principal amount in exits and repayments.

Fourth Quarter

For the quarter ended December 31, 2022, new investment commitments totaled $241.4 million. This compares to $384.6 million for the quarter ended September 30, 2022.

 

Q4 2022 Origination Activity

Commitments:

$241.4MM

Fundings:

$211.9MM

Net Repayments:

$69.7MM

 

For the quarter ended December 31, 2022, the principal amount of new investments funded was $211.9 million across 7 new portfolio companies, 5 existing portfolio companies and 1 structured credit position. For this period, the Company had $281.6 million aggregate principal amount in exits and repayments. For the quarter ended September 30, 2022, the principal amount of new investments funded was $274.4 million across 7 new portfolio companies, 6 existing portfolio companies and 18 structured credit investments. For this period, the Company had $15.8 million aggregate principal amount in exits and repayments.

 

Average Investment Size1

$35.1MM
(1.3% of the portfolio at fair value)

 

As of December 31, 2022 and September 30, 2022, the Company had investments in 781 and 752 portfolio companies, respectively, with an aggregate fair value of $2,787.9 million and $2,806.1 million, respectively. As of December 31, 2022, the average investment size in each portfolio company was $35.11 million based on fair value.

 

First Lien Debt Investments (% FV)

90.3%

 

As of December 31, 2022, the Company’s portfolio based on fair value consisted of 90.3% first-lien debt investments, 1.5% second-lien debt investments, 1.8% structured credit investments, 0.4% mezzanine debt investments, and 6.0% equity and other investments. As of September 30, 2022, the Company’s portfolio based on fair value consisted of 90.4% first-lien debt investments, 1.5% second-lien debt investments, 1.8% structured credit investments, 0.4% mezzanine investments, and 5.9% equity and other investments.

 

Floating Rate Debt Investments3

(% FV)

98.9%

 

As of December 31, 2022, 98.9% of debt investments based on fair value in the portfolio bore interest at floating rates, with 100.0% of these subject to reference rate floors. The Company’s credit facilities also bear interest at floating rates. In connection with the Company’s Unsecured Notes, which bear interest at fixed rates, the Company has entered into fixed-to-floating interest rate swaps in order to align the nature of the interest rates of its liabilities with its investment portfolio.

For the period ended December 31, 2022 and September 30, 2022, the weighted average total yield of debt and income-producing securities at fair value (which includes interest income and amortization of fees and discounts) was 13.5% and 12.3%, respectively, and the weighted average total yield of debt and income-producing securities at amortized cost (which includes interest income and amortization of fees and discounts) was 13.4% and 12.2%, respectively.

As of December 31, 2022, non-accrual investments represented less than 0.01% of the portfolio at fair value.

 

Weighted Average Yield of Debt and Incoming-Producing Securities

Yield at Fair Value:

13.5%

Yield at Amortized Cost:

13.4%

 

 

1.       As of December 31, 2022, excludes 43 structured credit investments with a total fair value of $51.4 million.

2.      As of September 30, 2022, excludes 43 structured credit investments with a total fair value of $52.0 million.  

3.      Calculation includes income earning debt investments only.

 

 

2


 

 

 

Results of Operations for the full year and Three Months Ended december 31, 2022

 

Full Year

For the years ended December 31, 2022 and 2021, investment income totaled $309.3 million and $278.6 million, respectively. The increase in investment income was primarily the result of higher interest from investments driven by increased all-in yields.

Net expenses totaled $140.4 million and $135.8 million for the years ended December 31, 2022 and 2021, respectively. The increase in net expenses was primarily due to the upward movement in reference rates which increased the Company’s weighted average interest rate on average debt outstanding.

 

2022

Investment Income:

$309.3MM

Net Expenses:

$140.4MM

 

 

 

Fourth Quarter

 

For the three months ended December 31, 2022 and 2021, total investment income was $100.1 million and $78.3 million, respectively. The increase in total investment income was primarily the result of higher interest from investments driven by increased all-in yields.

 

Q4 2022

Investment Income:

$100.1MM

Net Expenses:

$46.4MM

 

Net expenses totaled $46.4 million and $32.5 million for the three months ended December 31, 2022 and 2021, respectively. The increase in expenses was primarily driven by higher interest expense resulting from an increase in the average debt outstanding and higher incentive fees due to an increase in pre-incentive fee net investment income.

 

Total Principal Debt Outstanding

$1,516.8MM

 

Debt and Capital Resources

 

As of December 31, 2022, the Company had $25.6 million in cash and cash equivalents (including $15.4 million of restricted cash), total principal value of debt outstanding of $1,516.8 million, and $865.7 million of undrawn capacity on its revolving credit facility, subject to borrowing base and other limitations. At year end, aggregate commitments under the Company’s revolving credit facility were $1.585 billion, in accordance with the accordion feature.

The Company’s weighted average interest rate on debt outstanding was 5.6% and 4.3% for the three months ended December 31, 2022 and September 30, 2022, respectively. At December 31, 2022, the Company’s debt to equity ratio was 1.13x, compared to 1.16x at September 30, 2022. Average debt to equity was 1.14x and 1.15x during the three months ended December 31, 2022 and September 30, 2022, respectively.

 

Debt-to-Equity Ratio

Q4 2022 Quarter End:

1.13x

2022 Average1:

1.03x

Q4 2022 Average1:

1.14x

 

1.       Daily average debt outstanding during the quarter divided by the daily average net assets during the quarter. Daily average net assets is calculated by starting with the prior quarter end net asset value and adjusting for capital activity during the quarter (adding common stock offerings / DRIP contributions).

 

 

 

 

3


 

 

 

LIQUIDITY AND FUNDING PROFILE

 

Liquidity

The following tables summarize the Company’s liquidity at December 31, 2022 and changes to unfunded commitments since September 30, 2022.

 

$ Millions

Revolving Credit Facility

 

Unfunded Commitment Activity

Revolver Capacity

$1,585

 

Unfunded Commitments (See Note 8 in 9/30/22 10-Q)

$394

Drawn on Revolver

($719)

 

Extinguished Unfunded Commitments

($50)

Unrestricted Cash Balance

$10

 

New Unfunded Commitments

$30

Total Liquidity (Pre-Unfunded Commitments)

$876

 

Net Drawdown of Unfunded Commitments

($38)

Available Unfunded Commitments1

($178)

 

Total Unfunded Commitments

$336

Total Liquidity (Burdened for Unfunded Commitments)

$698

 

Unavailable Unfunded Commitments1

($158)

 

 

 

Available Unfunded Commitments1

$178

1.

Commitments may be subject to limitations on borrowings set forth in the agreements between the Company and the applicable portfolio company. As a result, portfolio companies may not be eligible to borrow the full commitment amount on such date.

Note: May not sum due to rounding.

Funding Profile

At December 31, 2022, the Company’s funding mix was comprised of 53% unsecured and 47% secured debt. As illustrated below, the Company’s weighted average remaining life of investments funded with debt was ~2.6 years, compared to a weighted average remaining maturity on debt of ~3.8 years***. Post quarter-end, the Company satisfied the maturity of its $150 million January 2023 unsecured notes through utilization of undrawn capacity on its revolving credit facility.

 

 

*Includes $25 million of non-extending commitments with a maturity of January 31, 2025 and a revolving period ending January 31, 2024 and $50 million of non-extending commitments with a maturity of February 4, 2026 and a revolving period ending February 4, 2025.  

**$150 million unsecured notes with a January 22, 2023 maturity date were repaid post-quarter end.            ***Adjusted for the repayment of the January 2023 unsecured notes that were repaid on January 23, 2023.

1.

Net of Deferred Financing Costs and Interest Rate Fair Value Hedging. Deferred Financing Costs total $19.1M at 12/31/21, $17.8M at 3/31/22, $20.6M at 6/30/22, $19.1M at 9/30/22 and $17.8M at 12/31/22. Fair value hedge on interest rate swaps related to the 2024 and 2026 notes total $2.5M at 9/30/21, ($5.9M) at 12/31/21, ($33.0M) at 3/31/22, ($41.1M) at 6/30/22, ($58.3M) at 9/30/22 and ($55.1M) at 12/31/22.

2.

Weighted by amortized cost of debt investments. Investments are financed by debt and equity capital.  This analysis assumes longer-dated investments are currently funded by equity capital (48% of investments) and the remaining (shorter-dated) investments (52% of investments) are currently funded by debt financing. Investments for purposes of this analysis exclude unfunded commitments, and equity capital is defined as 12/31/22 net assets.

3.

Weighted by gross commitment amount.

Note: Numbers may not sum due to rounding.

 

4


 

 

Conference Call and Webcast

 

Conference Call Information:

A conference call to discuss the Company’s financial results will be held at 8:30 a.m. Eastern Time on February 17, 2023. The conference call will be broadcast live in listen-only mode on the Investor Resources section of TSLX’s website at https://sixthstreetspecialtylending.gcs-web.com/events-and-presentations. The Events & Presentations page of the Investor Resources section of TSLX’s website also includes a slide presentation that complements the Earnings Conference Call. Please visit the website to test your connection before the webcast.

Research analysts who wish to participate in the conference call must first register at https://register.vevent.com/register/BI882d24f38fa541baa631789746d23403. Upon registration, all telephone participants will receive a confirmation email detailing how to join the conference call, including the dial-in number along with a unique passcode and registrant ID that can be used to access the call.

 

Replay Information:

 

A recorded version will be available under the same webcast link (https://sixthstreetspecialtylending.gcs-web.com/events-and-presentations) following the conclusion of the conference call.

 

5


 

 

Financial Highlights

 

(Amounts in millions, except per share amounts)

 

 

 

 

 

 

 

Three Months Ended

 

 

 

 

 

 

 

 

 

 

 

 

 

(unaudited)

 

 

 

 

 

 

 

 

December 31, 2022

 

 

September 30, 2022

 

 

December 31, 2021

 

Investments at Fair Value

 

$

 

2,787.9

 

 

$

 

2,806.1

 

 

$

 

2,521.6

 

Total Assets

 

$

 

2,836.9

 

 

$

 

2,859.7

 

 

$

 

2,551.9

 

Net Asset Value Per Share

 

$

 

16.48

 

 

$

 

16.36

 

 

$

 

16.84

 

Supplemental Dividend Per Share

 

$

 

0.09

 

 

$

 

0.00

 

 

$

 

0.11

 

Special Dividend Per Share

 

$

 

 

$

 

 

$

 

Adjusted Net Asset Value Per Share (1)

 

$

 

16.39

 

 

$

 

16.36

 

 

$

 

16.73

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income

 

$

 

100.1

 

 

$

 

77.8

 

 

$

 

78.3

 

Net Investment Income

 

$

 

52.6

 

 

$

 

37.2

 

 

$

 

46.2

 

Net Income

 

$

 

46.3

 

 

$

 

34.4

 

 

$

 

41.8

 

Accrued Capital Gains Incentive Fee Expense

 

$

 

(1.1

)

 

$

 

(0.0

)

 

$

 

(0.0

)

Adjusted Net Investment Income (2)

 

$

 

51.5

 

 

$

 

37.2

 

 

$

 

46.2

 

Adjusted Net Income (2)

 

$

 

45.1

 

 

$

 

34.4

 

 

$

 

41.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Investment Income Per Share

 

$

0.65

 

 

$

0.47

 

 

$

 

0.63

 

Net Income (Loss) Per Share

 

$

 

0.57

 

 

$

 

0.43

 

 

$

 

0.57

 

Accrued Capital Gains Incentive Fee Expense Per Share

 

$

 

(0.01

)

 

$

 

(0.00

)

 

$

 

(0.00

)

Adjusted Net Investment Income Per Share (2)

 

$

 

0.64

 

 

$

 

0.47

 

 

$

 

0.63

 

Adjusted Net Income (Loss) Per Share (2)

 

$

 

0.56

 

 

$

 

0.43

 

 

$

 

0.57

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Annualized Return on Equity (Net Investment Income) (3)

 

 

 

15.9

%

 

 

 

11.5

%

 

 

 

14.6

%

Annualized Return on Equity (Net Income) (3)

 

 

 

14.0

%

 

 

 

10.7

%

 

 

 

13.2

%

Annualized Return on Equity (Adjusted Net Investment Income) (2)(3)

 

 

 

15.5

%

 

 

 

11.5

%

 

 

 

14.6

%

Annualized Return on Equity (Adjusted Net Income) (2)(3)

 

 

 

13.6

%

 

 

 

10.6

%

 

 

 

13.2

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted Average Yield of Debt and Income Producing Securities at Fair Value

 

 

 

13.5

%

 

 

 

12.3

%

 

 

 

10.0

%

Weighted Average Yield of Debt and Income Producing Securities at Amortized Cost

 

 

 

13.4

%

 

 

 

12.2

%

 

 

 

10.2

%

Percentage of Debt Investment Commitments at Floating Rates (4)

 

 

 

98.9

%

 

 

 

98.9

%

 

 

 

98.9

%

1.

Adjusted net asset value per share gives effect to the supplemental dividend declared related to earnings or special dividend in the applicable period.

2.

Adjusted to exclude the capital gains incentive fee that was accrued, but not paid, related to cumulative unrealized capital gains in excess of cumulative net realized capital gains less any cumulative unrealized losses and capital gains incentive fees paid inception to date.

3.

Return on equity is calculated using prior period’s ending net asset value per share.

4.

Includes one or more fixed rate investments for which the Company entered into an interest rate swap agreement to swap to floating rate. Calculation includes income earning debt investments only.

 

 

6


 

 

 

Financial Statements and Tables

 

Sixth Street Specialty Lending, Inc.
Consolidated Balance Sheets

(Amounts in thousands, except share and per share amounts)

 

 

 

December 31,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Assets

 

 

 

 

 

 

 

 

Investments at fair value

 

 

 

 

 

 

 

 

Non-controlled, non-affiliated investments (amortized cost of $2,707,442 and $2,354,984, respectively)

 

$

2,717,170

 

 

$

2,434,797

 

Non-controlled, affiliated investments (amortized cost of $0 and $12,666, respectively)

 

 

 

 

 

27,017

 

Controlled, affiliated investments (amortized cost of $67,284 and $64,362, respectively)

 

 

70,755

 

 

 

59,779

 

Total investments at fair value (amortized cost of $2,774,726 and $2,432,012, respectively)

 

 

2,787,925

 

 

 

2,521,593

 

Cash and cash equivalents (restricted cash of $15,437 and $14,399 respectively)

 

 

25,647

 

 

 

15,967

 

Interest receivable

 

 

18,846

 

 

 

10,775

 

Prepaid expenses and other assets

 

 

4,529

 

 

 

3,522

 

Total Assets

 

$

2,836,947

 

 

$

2,551,857

 

Liabilities

 

 

 

 

 

 

 

 

Debt (net of deferred financing costs of $17,760 and $19,147, respectively)

 

$

1,441,796

 

 

$

1,185,964

 

Management fees payable to affiliate

 

 

10,526

 

 

 

9,380

 

Incentive fees on net investment income payable to affiliate

 

 

10,918

 

 

 

9,789

 

Incentive fees on net capital gains accrued to affiliate

 

 

6,064

 

 

 

14,928

 

Dividends payable

 

 

 

 

 

30,926

 

Other payables to affiliate

 

 

3,265

 

 

 

3,149

 

Other liabilities

 

 

22,809

 

 

 

21,873

 

Total Liabilities

 

 

1,495,378

 

 

 

1,276,009

 

Commitments and contingencies (Note 8)

 

 

 

 

 

 

 

 

Net Assets

 

 

 

 

 

 

 

 

Preferred stock, $0.01 par value; 100,000,000 shares authorized; no shares

   issued and outstanding

 

 

 

 

 

 

Common stock, $0.01 par value; 400,000,000 shares authorized, 82,053,537

   and 76,067,586 shares issued, respectively; and 81,389,287 and 75,771,542

   shares outstanding, respectively

 

 

821

 

 

 

761

 

Additional paid-in capital

 

 

1,294,751

 

 

 

1,189,275

 

Treasury stock at cost; 664,250 and 296,044 shares held, respectively

 

 

(10,459

)

 

 

(4,291

)

Distributable earnings

 

 

56,456

 

 

 

90,103

 

Total Net Assets

 

 

1,341,569

 

 

 

1,275,848

 

Total Liabilities and Net Assets

 

$

2,836,947

 

 

$

2,551,857

 

Net Asset Value Per Share

 

$

16.48

 

 

$

16.84

 

 

7


 

 

 

 

Sixth Street Specialty Lending, Inc.

Consolidated Statements of Operations

(Amounts in thousands, except share and per share amounts)

 

 

Year Ended

 

 

Year Ended

 

 

Year Ended

 

 

 

December 31, 2022

 

 

December 31, 2021

 

 

December 31, 2020

 

Income

 

 

 

 

 

 

 

 

 

 

 

 

Investment income from non-controlled, non-affiliated investments:

 

 

 

 

 

 

 

 

 

 

 

 

Interest from investments

 

$

292,442

 

 

$

261,782

 

 

$

237,260

 

Dividend income

 

 

2,159

 

 

 

3,426

 

 

 

1,816

 

Other income

 

 

9,502

 

 

 

7,751

 

 

 

22,174

 

Total investment income from non-controlled, non-affiliated investments

 

 

304,103

 

 

 

272,959

 

 

 

261,250

 

Investment income from non-controlled, affiliated investments:

 

 

 

 

 

 

 

 

 

 

 

 

Interest from investments

 

 

133

 

 

 

838

 

 

 

4,606

 

Dividend income

 

 

 

 

740

 

 

 

Other income

 

 

 

 

 

 

368

 

Total investment income from non-controlled, affiliated investments

 

 

133

 

 

 

1,578

 

 

 

4,974

 

Investment income from controlled, affiliated investments:

 

 

 

 

 

 

 

 

 

 

 

 

Interest from investments

 

 

5,064

 

 

 

4,039

 

 

 

3,809

 

Other income

 

 

5

 

 

 

17

 

 

 

4

 

Total investment income from controlled, affiliated investments

 

 

5,069

 

 

 

4,056

 

 

 

3,813

 

Total Investment Income

 

 

309,305

 

 

 

278,593

 

 

 

270,037

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

 

Interest

 

 

62,991

 

 

 

38,825

 

 

 

39,402

 

Management fees

 

 

39,900

 

 

 

37,081

 

 

 

32,105

 

Incentive fees on net investment income

 

 

33,401

 

 

 

33,062

 

 

 

31,483

 

Incentive fees on net capital gains

 

 

(8,864

)

 

 

13,507

 

 

 

1,421

 

Professional fees

 

 

7,192

 

 

 

6,586

 

 

 

6,775

 

Directors’ fees

 

 

736

 

 

 

743

 

 

 

825

 

Other general and administrative

 

 

5,427

 

 

 

6,236

 

 

 

5,262

 

Total expenses

 

 

140,783

 

 

 

136,040

 

 

 

117,273

 

Management fees waived (Note 3)

 

 

(427

)

 

 

(190

)

 

 

 

Net Expenses

 

 

140,356

 

 

 

135,850

 

 

 

117,273

 

Net Investment Income Before Income Taxes

 

 

168,949

 

 

 

142,743

 

 

 

152,764

 

Income taxes, including excise taxes

 

 

2,622

 

 

 

384

 

 

 

5,760

 

Net Investment Income

 

 

166,327

 

 

 

142,359

 

 

 

147,004

 

Unrealized and Realized Gains (Losses)

 

 

 

 

 

 

 

 

 

 

 

 

Net change in unrealized gains (losses):

 

 

 

 

 

 

 

 

 

 

 

 

Non-controlled, non-affiliated investments

 

 

(70,085

)

 

 

17,938

 

 

 

10,304

 

Non-controlled, affiliated investments

 

 

(14,350

)

 

 

14,350

 

 

 

2,785

 

Controlled, affiliated investments

 

 

8,054

 

 

 

17,450

 

 

 

18,862

 

Translation of other assets and liabilities in foreign currencies

 

 

8,721

 

 

 

(591

)

 

 

(5,068

)

Interest rate swaps

 

 

(6,748

)

 

 

(6,699

)

 

 

6,812

 

Income tax provision

 

 

(561

)

 

 

(1,902

)

 

 

Total net change in unrealized gains (losses)

 

 

(74,969

)

 

 

40,546

 

 

 

33,695

 

Realized gains (losses):

 

 

 

 

 

 

 

 

 

 

 

 

Non-controlled, non-affiliated investments

 

 

1,072

 

 

 

28,849

 

 

 

25,382

 

Non-controlled, affiliated investments

 

 

13,608

 

 

 

(33

)

 

 

7,854

 

Controlled, affiliated investments

 

 

55

 

 

 

 

 

(36,352

)

Extinguishment of debt

 

 

 

 

 

 

739

 

Interest rate swaps

 

 

2,251

 

 

 

 

 

(62

)

Foreign currency transactions

 

 

(291

)

 

 

59

 

 

 

(152

)

Total net realized gains (losses)

 

 

16,695

 

 

 

28,875

 

 

 

(2,591

)

Total Net Unrealized and Realized Gains (Losses)

 

 

(58,274

)

 

 

69,421

 

 

 

31,104

 

Increase in Net Assets Resulting from Operations

 

$

108,053

 

 

$

211,780

 

 

$

178,108

 

Earnings per common share—basic

 

$

1.38

 

 

$

2.93

 

 

$

2.65

 

Weighted average shares of common stock outstanding—basic

 

 

78,197,826

 

 

 

72,169,488

 

 

 

67,209,078

 

Earnings per common share—diluted

 

$

1.38

 

 

$

2.79

 

 

$

2.65

 

Weighted average shares of common stock outstanding—diluted

 

 

78,197,826

 

 

 

77,702,258

 

 

 

67,209,078

 

 

8


 

 

 

The Company’s investment activity for the years ended December 31, 2022, 2021 and 2020 is presented below (information presented herein is at par value unless otherwise indicated).

 

 

 

For the Year Ended December 31,

 

($ in millions)

 

2022

 

 

2021

 

 

2020

 

New investment commitments:

 

 

 

 

 

 

 

 

 

 

 

 

Gross originations

 

$

4,240.9

 

 

$

4,269.9

 

 

$

3,296.8

 

Less: Syndications/sell downs

 

 

3,156.7

 

 

 

3,152.5

 

 

 

2,112.1

 

Total new investment commitments

 

$

1,084.2

 

 

$

1,117.4

 

 

$

1,184.7

 

Principal amount of investments funded:

 

 

 

 

 

 

 

 

 

 

 

 

First-lien

 

$

761.7

 

 

$

1,022.1

 

 

$

909.6

 

Second-lien

 

 

 

 

 

43.5

 

 

 

5.2

 

Mezzanine

 

 

 

 

 

6.1

 

 

 

4.1

 

Equity and other

 

 

44.8

 

 

 

 

 

 

7.2

 

Structured credit

 

 

57.5

 

 

 

45.7

 

 

 

12.9

 

Total

 

$

864.0

 

 

$

1,117.4

 

 

$

939.0

 

Principal amount of investments sold or repaid:

 

 

 

 

 

 

 

 

 

 

 

 

First-lien

 

$

645.4

 

 

$

962.6

 

 

$

922.1

 

Second-lien

 

 

 

 

 

5.8

 

 

 

4.4

 

Mezzanine

 

 

 

 

 

 

 

 

 

Equity and other

 

 

4.3

 

 

 

31.7

 

 

 

12.5

 

Structured credit

 

 

4.1

 

 

 

4.4

 

 

 

2.3

 

Total

 

$

653.8

 

 

$

1,004.5

 

 

$

941.3

 

Number of new investment commitments in new portfolio

   companies

 

 

65

 

 

 

25

 

 

 

31

 

Average new investment commitment amount in new portfolio

   companies

 

$

14.6

 

 

$

47.5

 

 

$

30.9

 

Weighted average term for new investment commitments in new

   portfolio companies (in years)

 

 

6.1

 

 

 

5.3

 

 

 

4.6

 

Percentage of new debt investment commitments at floating

   rates (1)

 

 

98.9

%

 

 

99.5

%

 

 

98.8

%

Percentage of new debt investment commitments at fixed rates

 

 

1.1

%

 

 

0.5

%

 

 

1.2

%

Weighted average interest rate of new investment commitments

 

 

11.9

%

 

 

9.2

%

 

 

10.2

%

Weighted average spread over reference rate of new floating rate

   investment commitments

 

 

7.8

%

 

 

9.0

%

 

 

10.0

%

Weighted average interest rate on investments sold or paid down

 

 

9.9

%

 

 

9.1

%

 

 

9.7

%

 

1.

Includes one fixed rate investment for the year ended December 31, 2020 and two fixed rate investments for the year ended December 31, 2019 for which we entered into interest rate swap agreements to swap to floating rates.

 

 

 

9


 

 

 

About Sixth Street Specialty Lending

Sixth Street Specialty Lending is a specialty finance company focused on lending to middle-market companies. The Company seeks to generate current income primarily in U.S.-domiciled middle-market companies through direct originations of senior secured loans and, to a lesser extent, originations of mezzanine loans and investments in corporate bonds and equity securities. The Company has elected to be regulated as a business development company, or a BDC, under the Investment Company Act of 1940 and the rules and regulations promulgated thereunder. The Company is externally managed by Sixth Street Specialty Lending Advisers, LLC, an affiliate of Sixth Street and a Securities and Exchange Commission (“SEC”) registered investment adviser. The Company leverages the deep investment, sector, and operating resources of Sixth Street, a global investment firm with $65 billion in assets under management and committed capital. For more information, visit the Company’s website at https://sixthstreetspecialtylending.com.

About Sixth Street

 

Sixth Street is a global investment firm with $65 billion in assets under management and committed capital. The firm uses its long-term flexible capital, data-enabled capabilities, and One Team culture to develop themes and offer solutions to companies across all stages of growth. Founded in 2009, Sixth Street has more than 400 team members including over 180 investment professionals around the world. For more information, visit https://sixthstreet.com or follow Sixth Street on LinkedIn.

Forward-Looking Statements

 

Statements included herein may constitute “forward-looking statements,” which relate to future events or the Company’s future performance or financial condition. These statements are not guarantees of future performance, conditions or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in the Company’s filings with the Securities and Exchange Commission. The Company assumes no obligation to update any such forward-looking statements.

Non-GAAP Financial Measures

Adjusted net investment income and adjusted net income are each non-GAAP financial measures, which represent net investment income and net income, respectively, in each case less the impact of accrued capital gains incentive fee expenses. The Company believes that adjusted net investment income and adjusted net income provide useful information to investors regarding the fundamental earnings power of the business, and these figures are used by the Company to measure its financial condition and results of operations. The presentation of this additional information is not meant to be considered in isolation or as a substitute for financial results prepared in accordance with GAAP.

 

Investors:

Cami VanHorn, 469-621-2033
Sixth Street Specialty Lending
IRTSLX@sixthstreet.com

 

Media:

Patrick Clifford, 617-793-2004
Sixth Street
PClifford@sixthstreet.com

 

10