ý
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Maryland
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|
06-1798488
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(State or other jurisdiction of
|
|
(I.R.S. Employer
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incorporation or organization)
|
|
Identification No.)
|
|
|
|
3700 Glenwood Avenue, Suite 530
Raleigh, North Carolina
|
|
27612
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Large accelerated filer
|
ý
|
Accelerated filer
|
¨
|
Non-accelerated filer
|
¨
(Do not check if a smaller reporting company)
|
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.
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¨
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Page
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PART I – FINANCIAL INFORMATION
|
||
Item 1.
|
|
|
|
||
|
||
|
||
|
Unaudited Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2017 and 2016
|
|
|
Unaudited Consolidated Schedule of Investments as of June 30, 2017
|
|
|
||
|
||
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Unaudited Schedule of Investments in and Advances to Affiliates for the Six Months Ended June 30, 2017
|
|
|
||
Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
|
||
PART II – OTHER INFORMATION
|
||
Item 1.
|
||
Item 1A.
|
||
Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
Item 5.
|
||
Item 6.
|
||
|
|
June 30, 2017
|
|
December 31, 2016
|
||||
|
(Unaudited)
|
|
|
||||
Assets:
|
|
|
|
||||
Investments at fair value:
|
|
|
|
||||
Non-Control / Non-Affiliate investments (cost of $986,706,846 and $888,974,154 as of June 30, 2017 and December 31, 2016, respectively)
|
$
|
956,156,761
|
|
|
$
|
857,604,639
|
|
Affiliate investments (cost of $201,879,074 and $162,539,224 as of June 30, 2017 and December 31, 2016, respectively)
|
190,754,277
|
|
|
161,510,773
|
|
||
Control investments (cost of $63,696,899 and $45,418,113 as of June 30, 2017 and December 31, 2016, respectively)
|
22,401,769
|
|
|
18,791,769
|
|
||
Total investments at fair value
|
1,169,312,807
|
|
|
1,037,907,181
|
|
||
Cash and cash equivalents
|
64,999,516
|
|
|
107,087,663
|
|
||
Interest, fees and other receivables
|
9,155,222
|
|
|
10,189,788
|
|
||
Prepaid expenses and other current assets
|
1,933,748
|
|
|
1,659,570
|
|
||
Deferred financing fees
|
5,372,998
|
|
|
2,699,960
|
|
||
Property and equipment, net
|
96,422
|
|
|
106,494
|
|
||
Total assets
|
$
|
1,250,870,713
|
|
|
$
|
1,159,650,656
|
|
Liabilities:
|
|
|
|
||||
Accounts payable and accrued liabilities
|
$
|
3,589,695
|
|
|
$
|
6,797,244
|
|
Interest payable
|
4,137,636
|
|
|
3,996,940
|
|
||
Taxes payable
|
—
|
|
|
489,691
|
|
||
Deferred income taxes
|
955,545
|
|
|
2,053,701
|
|
||
Borrowings under credit facility
|
125,315,242
|
|
|
127,011,475
|
|
||
Notes
|
163,076,680
|
|
|
162,755,381
|
|
||
SBA-guaranteed debentures payable
|
245,850,941
|
|
|
245,389,966
|
|
||
Total liabilities
|
542,925,739
|
|
|
548,494,398
|
|
||
Commitments and contingencies (Note 7)
|
|
|
|
||||
Net Assets:
|
|
|
|
||||
Common stock, $0.001 par value per share (150,000,000 shares authorized, 47,745,674 and 40,401,292 shares issued and outstanding as of June 30, 2017 and December 31, 2016, respectively)
|
47,746
|
|
|
40,401
|
|
||
Additional paid-in capital
|
821,351,998
|
|
|
686,835,054
|
|
||
Net investment income in excess of (less than) distributions
|
(150,341
|
)
|
|
5,884,512
|
|
||
Accumulated realized losses
|
(32,361,001
|
)
|
|
(24,211,594
|
)
|
||
Net unrealized depreciation
|
(80,943,428
|
)
|
|
(57,392,115
|
)
|
||
Total net assets
|
707,944,974
|
|
|
611,156,258
|
|
||
Total liabilities and net assets
|
$
|
1,250,870,713
|
|
|
$
|
1,159,650,656
|
|
Net asset value per share
|
$
|
14.83
|
|
|
$
|
15.13
|
|
|
Three Months
Ended
|
|
Three Months
Ended
|
|
Six Months Ended
|
|
Six Months Ended
|
||||||||
|
June 30,
2017 |
|
June 30,
2016 |
|
June 30,
2017 |
|
June 30,
2016 |
||||||||
Investment income:
|
|
|
|
|
|
|
|
||||||||
Interest income:
|
|
|
|
|
|
|
|
||||||||
Non-Control / Non-Affiliate investments
|
$
|
21,655,040
|
|
|
$
|
17,486,022
|
|
|
$
|
42,125,877
|
|
|
$
|
35,668,676
|
|
Affiliate investments
|
3,879,585
|
|
|
3,356,738
|
|
|
7,251,720
|
|
|
6,741,107
|
|
||||
Control investments
|
310,611
|
|
|
267,298
|
|
|
580,147
|
|
|
460,914
|
|
||||
Total interest income
|
25,845,236
|
|
|
21,110,058
|
|
|
49,957,744
|
|
|
42,870,697
|
|
||||
Dividend income:
|
|
|
|
|
|
|
|
||||||||
Non-Control / Non-Affiliate investments
|
980,004
|
|
|
48,589
|
|
|
1,261,233
|
|
|
(1,198,171
|
)
|
||||
Affiliate investments
|
104,244
|
|
|
302,207
|
|
|
104,244
|
|
|
462,262
|
|
||||
Control investments
|
—
|
|
|
300,000
|
|
|
—
|
|
|
300,000
|
|
||||
Total dividend income
|
1,084,248
|
|
|
650,796
|
|
|
1,365,477
|
|
|
(435,909
|
)
|
||||
Fee and other income:
|
|
|
|
|
|
|
|
||||||||
Non-Control / Non-Affiliate investments
|
958,416
|
|
|
2,452,792
|
|
|
2,875,654
|
|
|
4,076,678
|
|
||||
Affiliate investments
|
171,025
|
|
|
226,551
|
|
|
471,289
|
|
|
536,566
|
|
||||
Control investments
|
100,000
|
|
|
100,000
|
|
|
200,000
|
|
|
200,000
|
|
||||
Total fee and other income
|
1,229,441
|
|
|
2,779,343
|
|
|
3,546,943
|
|
|
4,813,244
|
|
||||
Payment-in-kind interest income:
|
|
|
|
|
|
|
|
||||||||
Non-Control / Non-Affiliate investments
|
2,153,265
|
|
|
2,731,689
|
|
|
4,792,647
|
|
|
5,653,293
|
|
||||
Affiliate investments
|
757,471
|
|
|
1,094,522
|
|
|
1,495,937
|
|
|
2,083,735
|
|
||||
Total payment-in-kind interest income
|
2,910,736
|
|
|
3,826,211
|
|
|
6,288,584
|
|
|
7,737,028
|
|
||||
Interest income from cash and cash equivalents
|
144,106
|
|
|
55,452
|
|
|
245,789
|
|
|
92,670
|
|
||||
Total investment income
|
31,213,767
|
|
|
28,421,860
|
|
|
61,404,537
|
|
|
55,077,730
|
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
||||||||
Interest and other financing fees
|
7,113,827
|
|
|
6,764,654
|
|
|
14,024,130
|
|
|
13,283,224
|
|
||||
Compensation expenses
|
3,575,406
|
|
|
4,096,472
|
|
|
7,825,819
|
|
|
13,546,965
|
|
||||
General and administrative expenses
|
1,173,572
|
|
|
1,221,821
|
|
|
2,384,193
|
|
|
2,310,545
|
|
||||
Total operating expenses
|
11,862,805
|
|
|
12,082,947
|
|
|
24,234,142
|
|
|
29,140,734
|
|
||||
Net investment income
|
19,350,962
|
|
|
16,338,913
|
|
|
37,170,395
|
|
|
25,936,996
|
|
||||
Realized and unrealized gains (losses) on investments and foreign currency borrowings:
|
|
|
|
|
|
|
|
||||||||
Net realized gains (losses):
|
|
|
|
|
|
|
|
||||||||
Non-Control / Non-Affiliate investments
|
5,258,024
|
|
|
5,621,127
|
|
|
(7,102,311
|
)
|
|
6,205,914
|
|
||||
Affiliate investments
|
(88,472
|
)
|
|
(1,683,731
|
)
|
|
3,444,344
|
|
|
(1,682,304
|
)
|
||||
Control investments
|
—
|
|
|
—
|
|
|
(4,491,440
|
)
|
|
—
|
|
||||
Net realized gains (losses)
|
5,169,552
|
|
|
3,937,396
|
|
|
(8,149,407
|
)
|
|
4,523,610
|
|
||||
Net unrealized depreciation:
|
|
|
|
|
|
|
|
||||||||
Investments
|
(25,719,104
|
)
|
|
(13,529,964
|
)
|
|
(22,847,546
|
)
|
|
(10,445,641
|
)
|
||||
Foreign currency borrowings
|
(524,975
|
)
|
|
(59,268
|
)
|
|
(703,767
|
)
|
|
(911,791
|
)
|
||||
Net unrealized depreciation
|
(26,244,079
|
)
|
|
(13,589,232
|
)
|
|
(23,551,313
|
)
|
|
(11,357,432
|
)
|
||||
Net realized and unrealized losses on investments and foreign currency borrowings
|
(21,074,527
|
)
|
|
(9,651,836
|
)
|
|
(31,700,720
|
)
|
|
(6,833,822
|
)
|
||||
Tax benefit (provision)
|
(304,181
|
)
|
|
(250
|
)
|
|
(304,181
|
)
|
|
10,911
|
|
||||
Net increase (decrease) in net assets resulting from operations
|
$
|
(2,027,746
|
)
|
|
$
|
6,686,827
|
|
|
$
|
5,165,494
|
|
|
$
|
19,114,085
|
|
Net investment income per share—basic and diluted
|
$
|
0.41
|
|
|
$
|
0.49
|
|
|
$
|
0.82
|
|
|
$
|
0.77
|
|
Net increase (decrease) in net assets resulting from operations per share—basic and diluted
|
$
|
(0.04
|
)
|
|
$
|
0.20
|
|
|
$
|
0.11
|
|
|
$
|
0.57
|
|
Dividends/distributions per share:
|
|
|
|
|
|
|
|
||||||||
Regular quarterly dividends/distributions
|
$
|
0.45
|
|
|
$
|
0.45
|
|
|
$
|
0.90
|
|
|
$
|
0.99
|
|
Total dividends/distributions per share
|
$
|
0.45
|
|
|
$
|
0.45
|
|
|
$
|
0.90
|
|
|
$
|
0.99
|
|
Weighted average shares outstanding—basic and diluted
|
47,695,007
|
|
|
33,584,466
|
|
|
45,232,916
|
|
|
33,532,406
|
|
|
Common Stock
|
|
Additional
Paid-In
Capital
|
|
Investment
Income
in Excess of
Distributions
|
|
Accumulated
Realized Gains (Losses) on Investments |
|
Net
Unrealized
Depreciation |
|
Total
Net
Assets
|
|||||||||||||||
|
Number
of Shares
|
|
Par
Value
|
|
|
|
|
|
||||||||||||||||||
Balance, December 31, 2015
|
33,375,126
|
|
|
$
|
33,375
|
|
|
$
|
549,242,439
|
|
|
$
|
16,127,141
|
|
|
$
|
(25,813,329
|
)
|
|
$
|
(31,221,871
|
)
|
|
$
|
508,367,755
|
|
Net investment income
|
—
|
|
|
—
|
|
|
—
|
|
|
25,936,996
|
|
|
—
|
|
|
—
|
|
|
25,936,996
|
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
5,886,490
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,886,490
|
|
||||||
Realized gain (loss) on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,523,610
|
|
|
(4,650,931
|
)
|
|
(127,321
|
)
|
||||||
Net unrealized loss on investments / foreign currency
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,706,501
|
)
|
|
(6,706,501
|
)
|
||||||
Tax benefit
|
—
|
|
|
—
|
|
|
—
|
|
|
10,911
|
|
|
—
|
|
|
—
|
|
|
10,911
|
|
||||||
Dividends / distributions
|
82,848
|
|
|
82
|
|
|
1,590,073
|
|
|
(33,223,739
|
)
|
|
—
|
|
|
—
|
|
|
(31,633,584
|
)
|
||||||
Issuance of restricted stock
|
364,605
|
|
|
365
|
|
|
(365
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Common stock withheld for payroll taxes upon vesting of restricted stock
|
(192,384
|
)
|
|
(192
|
)
|
|
(3,483,882
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,484,074
|
)
|
||||||
Balance, June 30, 2016
|
33,630,195
|
|
|
$
|
33,630
|
|
|
$
|
553,234,755
|
|
|
$
|
8,851,309
|
|
|
$
|
(21,289,719
|
)
|
|
$
|
(42,579,303
|
)
|
|
$
|
498,250,672
|
|
|
Common Stock
|
|
Additional
Paid-In
Capital
|
|
Investment
Income
in Excess of (Less Than)
Distributions
|
|
Accumulated
Realized
Losses on Investments |
|
Net
Unrealized
Depreciation |
|
Total
Net
Assets
|
|||||||||||||||
|
Number
of Shares
|
|
Par
Value
|
|
|
|
|
|
||||||||||||||||||
Balance, December 31, 2016
|
40,401,292
|
|
|
$
|
40,401
|
|
|
$
|
686,835,054
|
|
|
$
|
5,884,512
|
|
|
$
|
(24,211,594
|
)
|
|
$
|
(57,392,115
|
)
|
|
$
|
611,156,258
|
|
Net investment income
|
—
|
|
|
—
|
|
|
—
|
|
|
37,170,395
|
|
|
—
|
|
|
—
|
|
|
37,170,395
|
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
2,975,888
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,975,888
|
|
||||||
Realized gain (loss) on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8,149,407
|
)
|
|
9,943,707
|
|
|
1,794,300
|
|
||||||
Net unrealized loss on investments / foreign currency
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(33,495,020
|
)
|
|
(33,495,020
|
)
|
||||||
Tax provision
|
—
|
|
|
—
|
|
|
—
|
|
|
(304,181
|
)
|
|
—
|
|
|
—
|
|
|
(304,181
|
)
|
||||||
Dividends / distributions
|
91,366
|
|
|
91
|
|
|
1,637,467
|
|
|
(42,901,067
|
)
|
|
—
|
|
|
—
|
|
|
(41,263,509
|
)
|
||||||
Public offering of common stock
|
7,000,000
|
|
|
7,000
|
|
|
132,017,463
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
132,024,463
|
|
||||||
Issuance of restricted stock
|
360,470
|
|
|
361
|
|
|
(361
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Common stock withheld for payroll taxes upon vesting of restricted stock
|
(107,454
|
)
|
|
(107
|
)
|
|
(2,113,513
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,113,620
|
)
|
||||||
Balance, June 30, 2017
|
47,745,674
|
|
|
$
|
47,746
|
|
|
$
|
821,351,998
|
|
|
$
|
(150,341
|
)
|
|
$
|
(32,361,001
|
)
|
|
$
|
(80,943,428
|
)
|
|
$
|
707,944,974
|
|
|
Six Months Ended
|
|
Six Months Ended
|
||||
|
June 30, 2017
|
|
June 30, 2016
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net increase in net assets resulting from operations
|
$
|
5,165,494
|
|
|
$
|
19,114,085
|
|
Adjustments to reconcile net increase in net assets resulting from operations to net cash provided by (used in) operating activities:
|
|
|
|
||||
Purchases of portfolio investments
|
(250,992,360
|
)
|
|
(75,444,437
|
)
|
||
Repayments received/sales of portfolio investments
|
88,758,765
|
|
|
119,484,196
|
|
||
Loan origination and other fees received
|
3,830,367
|
|
|
1,622,991
|
|
||
Net realized (gain) loss on investments
|
8,149,407
|
|
|
(4,523,610
|
)
|
||
Net unrealized depreciation on investments
|
23,945,702
|
|
|
10,058,066
|
|
||
Net unrealized depreciation on foreign currency borrowings
|
703,767
|
|
|
911,791
|
|
||
Deferred income taxes
|
(1,098,156
|
)
|
|
387,577
|
|
||
Payment-in-kind interest accrued, net of payments received
|
(2,717,697
|
)
|
|
(1,993,156
|
)
|
||
Amortization of deferred financing fees
|
1,214,363
|
|
|
1,069,711
|
|
||
Accretion of loan origination and other fees
|
(2,234,150
|
)
|
|
(2,550,623
|
)
|
||
Accretion of loan discounts
|
(145,660
|
)
|
|
(199,697
|
)
|
||
Accretion of discount on SBA-guaranteed debentures payable
|
—
|
|
|
31,899
|
|
||
Depreciation expense
|
35,312
|
|
|
33,432
|
|
||
Stock-based compensation
|
2,975,888
|
|
|
5,886,490
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Interest, fees and other receivables
|
1,034,566
|
|
|
(4,533,464
|
)
|
||
Prepaid expenses and other current assets
|
(274,178
|
)
|
|
(956,646
|
)
|
||
Accounts payable and accrued liabilities
|
(3,207,549
|
)
|
|
(4,089,336
|
)
|
||
Interest payable
|
140,696
|
|
|
127,007
|
|
||
Taxes payable
|
(489,691
|
)
|
|
(735,498
|
)
|
||
Net cash provided by (used in) operating activities
|
(125,205,114
|
)
|
|
63,700,778
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Purchases of property and equipment
|
(25,240
|
)
|
|
(47,254
|
)
|
||
Net cash used in investing activities
|
(25,240
|
)
|
|
(47,254
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Borrowings under SBA-guaranteed debentures payable
|
—
|
|
|
32,800,000
|
|
||
Repayments of SBA-guaranteed debentures payable
|
—
|
|
|
(7,800,000
|
)
|
||
Borrowings under credit facility
|
83,700,000
|
|
|
68,901,849
|
|
||
Repayments of credit facility
|
(86,100,000
|
)
|
|
(49,000,000
|
)
|
||
Financing fees paid
|
(3,105,127
|
)
|
|
(1,123,400
|
)
|
||
Net proceeds related to public offering of common stock
|
132,024,463
|
|
|
—
|
|
||
Common stock withheld for payroll taxes upon vesting of restricted stock
|
(2,113,620
|
)
|
|
(3,484,074
|
)
|
||
Cash dividends/distributions paid
|
(41,263,509
|
)
|
|
(31,633,584
|
)
|
||
Net cash provided by financing activities
|
83,142,207
|
|
|
8,660,791
|
|
||
Net increase (decrease) in cash and cash equivalents
|
(42,088,147
|
)
|
|
72,314,315
|
|
||
Cash and cash equivalents, beginning of period
|
107,087,663
|
|
|
52,615,418
|
|
||
Cash and cash equivalents, end of period
|
$
|
64,999,516
|
|
|
$
|
124,929,733
|
|
Supplemental disclosure of cash flow information:
|
|
|
|
||||
Cash paid for interest
|
$
|
12,126,129
|
|
|
$
|
11,625,782
|
|
Summary of non-cash financing transactions:
|
|
|
|
||||
Dividends/distributions paid through DRIP share issuances
|
$
|
1,637,558
|
|
|
$
|
1,590,155
|
|
TRIANGLE CAPITAL CORPORATION
Unaudited Consolidated Schedule of Investments
June 30, 2017
|
||||||||||||||||
Portfolio Company
|
|
Industry
|
|
Type of Investment
(1)(2)(7)
|
|
Principal
Amount
|
|
Cost
|
|
Fair
Value
(3)
|
||||||
Non–Control / Non–Affiliate Investments:
|
|
|
|
|
|
|
||||||||||
ACA Holdings LLC (0%)*
|
|
Security Company
|
|
Preferred Units (2,000,000 units)
|
|
|
|
$
|
2,000,000
|
|
|
$
|
—
|
|
||
|
|
|
|
|
|
2,000,000
|
|
|
—
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Access Medical Acquisition, Inc. (2%)*
|
|
Operator of Primary Care Clinics
|
|
Subordinated Notes (10% Cash, 2% PIK, Due 01/22)
|
|
$
|
13,819,514
|
|
|
13,611,225
|
|
|
13,611,225
|
|
||
|
|
Class A Units (1,500,000 units)
|
|
|
|
901,026
|
|
|
3,382,000
|
|
||||||
|
|
|
|
13,819,514
|
|
|
14,512,251
|
|
|
16,993,225
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Aden & Anais Holdings, Inc. (0%)*
|
|
Baby Products
|
|
Common Stock (20,000 shares)
|
|
|
|
2,000,000
|
|
|
1,512,000
|
|
||||
|
|
|
|
|
|
2,000,000
|
|
|
1,512,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Agilex Flavors & Fragrances, Inc. (3%)*
|
|
Custom Fragrance Producer
|
|
Subordinated Note (12% Cash, Due 11/21)
|
|
13,168,124
|
|
|
13,057,984
|
|
|
13,168,124
|
|
|||
Common Units (1,250 units)
|
|
|
|
1,250,000
|
|
|
7,096,000
|
|
||||||||
|
|
|
13,168,124
|
|
|
14,307,984
|
|
|
20,264,124
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
AM General, LLC (4%)*
|
|
Defense Manufacturing
|
|
Senior Note (8.3% Cash, Due 12/21)
|
|
9,500,000
|
|
|
9,362,397
|
|
|
9,455,000
|
|
|||
|
|
Second Lien Term Note (12.8% Cash, Due 06/22)
|
|
20,000,000
|
|
|
19,439,081
|
|
|
19,736,000
|
|
|||||
|
|
|
|
29,500,000
|
|
|
28,801,478
|
|
|
29,191,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Avantor Performance Materials Holdings, LLC (2%)*
|
|
Life Sciences and Advanced Technologies
|
|
Second Lien Term Note (9.3% Cash, Due 03/25)
|
|
15,000,000
|
|
|
14,853,217
|
|
|
15,081,000
|
|
|||
|
|
|
|
15,000,000
|
|
|
14,853,217
|
|
|
15,081,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
AVL Holdings, Inc. (0%)*
|
|
Manufacturer and Distributor for Independent Artists and Authors
|
|
Common Stock (138 shares)
|
|
|
|
1,300,000
|
|
|
1,759,000
|
|
||||
|
|
|
|
|
|
1,300,000
|
|
|
1,759,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Baker Hill Acquisition, LLC (2%)*
|
|
Loan Origination Software Solutions Provider
|
|
Second Lien Term Notes (12.2% Cash, Due 03/21)
|
|
13,500,000
|
|
|
13,350,486
|
|
|
11,727,000
|
|
|||
|
|
Delayed Draw Term Note (12.2% Cash, Due 03/21)
|
|
1,500,000
|
|
|
1,500,000
|
|
|
1,500,000
|
|
|||||
|
|
Limited Partnership Interest
|
|
|
|
1,498,500
|
|
|
155,000
|
|
||||||
|
|
|
|
15,000,000
|
|
|
16,348,986
|
|
|
13,382,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Cafe Enterprises, Inc. (2%)*
|
|
Restaurant
|
|
Second Lien Term Note (10% Cash, Due 03/19)
|
|
500,000
|
|
|
500,000
|
|
|
500,000
|
|
|||
|
|
Subordinated Note (7% Cash, 7% PIK, Due 09/19)
(5)
|
|
14,378,444
|
|
|
13,999,989
|
|
|
10,139,000
|
|
|||||
|
|
Series C Preferred Stock (10,000 shares)
|
|
|
|
1,000,000
|
|
|
—
|
|
||||||
|
|
|
|
14,878,444
|
|
|
15,499,989
|
|
|
10,639,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Captek Softgel International, Inc.
(2%)*
|
|
Nutraceutical Manufacturer
|
|
Subordinated Note (10% Cash, 2.5% PIK, Due 06/21)
|
|
15,582,226
|
|
|
15,348,620
|
|
|
15,348,620
|
|
|||
Common Stock (15,000 shares)
|
|
|
|
1,500,000
|
|
|
1,500,000
|
|
||||||||
|
|
|
15,582,226
|
|
|
16,848,620
|
|
|
16,848,620
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Carolina Beverage Group, LLC (0%)*
|
|
Beverage Manufacturing
and Packaging |
|
Class B Units (11,974 units)
|
|
|
|
119,735
|
|
|
957,000
|
|
||||
|
|
|
|
|
119,735
|
|
|
957,000
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Centerfield Media Holding Company (0%)*
|
|
Digital Marketing
|
|
Common Shares (500 shares)
|
|
|
|
500,000
|
|
|
1,110,000
|
|
||||
|
|
|
|
|
|
|
500,000
|
|
|
1,110,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
CIBT Global, Inc. (1%)*
|
|
Provider of Mobility Services
|
|
Second Lien Term Note (8.8% Cash, Due 06/25)
|
|
10,000,000
|
|
|
9,900,000
|
|
|
9,900,000
|
|
|||
|
|
|
|
10,000,000
|
|
|
9,900,000
|
|
|
9,900,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Community Intervention Services, Inc. (1%)*
|
|
Provider of Behavioral Health Services
|
|
Subordinated Note (7% Cash, 6% PIK, Due 01/21)
(6)
|
|
19,642,239
|
|
|
17,732,558
|
|
|
10,391,000
|
|
|||
|
|
|
|
19,642,239
|
|
|
17,732,558
|
|
|
10,391,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Constellis Holdings, LLC (1%)*
|
|
Provider or Security and Risk Services
|
|
Second Lien Term Note (10.2% Cash, Due 04/25)
|
|
5,000,000
|
|
|
4,926,558
|
|
|
4,926,558
|
|
|||
|
|
|
|
5,000,000
|
|
|
4,926,558
|
|
|
4,926,558
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
CPower Ultimate HoldCo, LLC (0%)*
|
|
Demand Response Business
|
|
Units (345,542 units)
|
|
|
|
345,542
|
|
|
345,542
|
|
||||
|
|
|
|
|
|
345,542
|
|
|
345,542
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
CWS Holding Company, LLC (0%)*
|
|
Manufacturer of Custom Windows and Sliding Doors
|
|
Class A Units (1,500,000 units)
|
|
|
|
1,500,000
|
|
|
1,927,000
|
|
||||
|
|
|
|
|
1,500,000
|
|
|
1,927,000
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Data Source Holdings, LLC (0%)*
|
|
Print Supply Chain Management Services
|
|
Common Units (47,503 units)
|
|
|
|
1,000,000
|
|
|
1,027,000
|
|
||||
|
|
|
|
|
1,000,000
|
|
|
1,027,000
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
TRIANGLE CAPITAL CORPORATION
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2017
|
||||||||||||||||
Portfolio Company
|
|
Industry
|
|
Type of Investment
(1)(2)(7)
|
|
Principal
Amount
|
|
Cost
|
|
Fair
Value
(3)
|
||||||
Del Real, LLC (2%)*
|
|
Hispanic Refrigerated Foods Company
|
|
Subordinated Note (11% Cash, Due 04/23)
|
|
$
|
14,000,000
|
|
|
$
|
13,743,172
|
|
|
$
|
13,743,172
|
|
|
|
Class A Units (3,000,000 units)
|
|
|
|
3,000,000
|
|
|
3,477,000
|
|
||||||
|
|
|
|
14,000,000
|
|
|
16,743,172
|
|
|
17,220,172
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Dimora Brands, Inc. (2%)*
|
|
Hardware Designer and Distributor
|
|
Second Lien Term Note (11.2% Cash, Due 10/23)
|
|
12,500,000
|
|
|
12,279,932
|
|
|
12,525,000
|
|
|||
|
|
|
|
12,500,000
|
|
|
12,279,932
|
|
|
12,525,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
DLC Acquisition, LLC (6%)*
|
|
Staffing Firm
|
|
Senior Notes (10% Cash, Due 12/20)
|
|
22,250,000
|
|
|
22,032,962
|
|
|
22,032,962
|
|
|||
|
Senior Note (10% Cash, 2% PIK, Due 12/20)
|
|
17,100,429
|
|
|
16,926,727
|
|
|
16,926,727
|
|
||||||
|
|
|
39,350,429
|
|
|
38,959,689
|
|
|
38,959,689
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Dyno Acquiror, Inc. (1%)*
|
|
Sewing Products and Seasonal Decorative Products Supplier
|
|
Subordinated Note (10.5% Cash, 1.5% PIK, Due 08/20)
|
|
4,628,703
|
|
|
4,601,457
|
|
|
4,601,457
|
|
|||
|
Series A Units (600,000 units)
|
|
|
|
600,000
|
|
|
698,000
|
|
|||||||
|
|
|
4,628,703
|
|
|
5,201,457
|
|
|
5,299,457
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Eckler's Holdings, Inc. (1%)*
|
|
Restoration Parts and Accessories for Classic Cars and Trucks
|
|
Subordinated Note (8% Cash, 7.5% PIK, Due 03/19)
(5)
|
|
12,871,305
|
|
|
12,582,117
|
|
|
9,202,000
|
|
|||
|
Common Stock (18,029 shares)
|
|
|
|
183,562
|
|
|
—
|
|
|||||||
|
Series A Preferred Stock (1,596 shares)
|
|
|
|
1,596,126
|
|
|
—
|
|
|||||||
|
Series B Preferred Stock (702 shares)
|
|
|
|
435,127
|
|
|
—
|
|
|||||||
|
|
|
12,871,305
|
|
|
14,796,932
|
|
|
9,202,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Fridababy Holdings, LLC (3%)*
|
|
Baby Products
|
|
Subordinated Notes (10.0% Cash, Due 10/21)
|
|
23,000,000
|
|
|
22,595,385
|
|
|
22,595,385
|
|
|||
|
|
Class B Units (4,500 units)
|
|
|
|
273,401
|
|
|
317,000
|
|
||||||
|
|
|
|
23,000,000
|
|
|
22,868,786
|
|
|
22,912,385
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
FrontStream Holdings, LLC (2%)*
|
|
Payment and Donation Management Product Service Provider
|
|
Subordinated Note (13% Cash, Due 12/20)
|
|
13,375,000
|
|
|
13,266,643
|
|
|
11,804,000
|
|
|||
|
|
Series C-2 Preferred Shares (500 shares)
|
|
|
|
500,000
|
|
|
141,000
|
|
||||||
|
|
|
|
13,375,000
|
|
|
13,766,643
|
|
|
11,945,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Frontstreet Facility Solutions, Inc. (1%)*
|
|
Retail, Restaurant and Commercial Facilities Maintenance
|
|
Subordinated Note (11% Cash, 2% PIK, Due 07/18)
|
|
8,462,629
|
|
|
8,432,417
|
|
|
4,750,000
|
|
|||
|
|
Series A Convertible Preferred Stock (2,500 shares)
|
|
|
|
250,000
|
|
|
—
|
|
||||||
|
|
Series B Convertible Preferred Stock (5,556 shares)
|
|
|
|
500,000
|
|
|
—
|
|
||||||
|
|
|
|
8,462,629
|
|
|
9,182,417
|
|
|
4,750,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Frozen Specialties, Inc. (2%)*
|
|
Frozen Foods Manufacturer
|
|
Subordinated Note (10% Cash, 4% PIK, Due 12/17)
|
|
13,951,763
|
|
|
13,951,763
|
|
|
13,951,763
|
|
|||
|
|
13,951,763
|
|
|
13,951,763
|
|
|
13,951,763
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
GST AutoLeather, Inc. (3%)*
|
|
Supplier of Automotive Interior Leather
|
|
Subordinated Note (11% Cash, 2% PIK, Due 01/21)
|
|
23,364,657
|
|
|
23,073,507
|
|
|
19,275,000
|
|
|||
|
|
|
|
23,364,657
|
|
|
23,073,507
|
|
|
19,275,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Halo Branded Solutions, Inc. (2%)*
|
|
Supply Chain Services
|
|
Subordinated Notes (11% Cash, 1% PIK, Due 10/22)
|
|
10,462,805
|
|
|
10,257,520
|
|
|
10,257,520
|
|
|||
|
|
Class A1 Units (2,600 units)
|
|
|
|
2,600,000
|
|
|
3,743,000
|
|
||||||
|
|
|
|
10,462,805
|
|
|
12,857,520
|
|
|
14,000,520
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
HKW Capital Partners IV, L.P.
(0%)*
(4)
|
|
Multi-Sector Holdings
|
|
0.6% Limited Partnership Interest
|
|
|
|
987,379
|
|
|
1,643,000
|
|
||||
|
|
|
|
|
|
987,379
|
|
|
1,643,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
HTC Borrower, LLC (4%)*
|
|
Hunting and Outdoor Products
|
|
Subordinated Notes (10% Cash, 3% PIK, Due 09/20)
|
|
26,527,346
|
|
|
26,281,681
|
|
|
26,281,681
|
|
|||
|
|
|
|
26,527,346
|
|
|
26,281,681
|
|
|
26,281,681
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
ICP Industrial, Inc. (3%)*
|
|
Coatings Formulator and Manufacturer
|
|
Subordinated Note (9.7% Cash, Due 04/22)
|
|
7,500,000
|
|
|
7,440,138
|
|
|
7,440,138
|
|
|||
|
|
Subordinated Notes (10% Cash, 1% PIK, Due 10/22)
|
|
8,129,065
|
|
|
7,996,331
|
|
|
7,996,331
|
|
|||||
|
|
Subordinated Notes (14% PIK, Due 10/22)
|
|
6,156,839
|
|
|
6,105,385
|
|
|
6,105,385
|
|
|||||
|
|
Class A Units (1,289 units)
|
|
|
|
1,751,483
|
|
|
1,699,000
|
|
||||||
|
|
|
|
21,785,904
|
|
|
23,293,337
|
|
|
23,240,854
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Inland Pipe Rehabilitation Holding Company LLC (0%)*
|
|
Cleaning and Repair Services
|
|
Membership Interest Purchase Warrant (3%)
|
|
|
|
853,500
|
|
|
1,262,000
|
|
||||
|
|
|
|
853,500
|
|
|
1,262,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
IPS Structural Adhesives Holdings, Inc. (2%)*
|
|
Specialty Adhesives and Plumbing Products Manufacturer
|
|
Second Lien Term Note (10.5% Cash, Due 12/24)
|
|
15,000,000
|
|
|
14,712,356
|
|
|
14,994,000
|
|
|||
|
|
|
|
15,000,000
|
|
|
14,712,356
|
|
|
14,994,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
TRIANGLE CAPITAL CORPORATION
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2017
|
||||||||||||||||
Portfolio Company
|
|
Industry
|
|
Type of Investment
(1)(2)(7)
|
|
Principal
Amount
|
|
Cost
|
|
Fair
Value
(3)
|
||||||
Keystone Peer Review Organization, Inc. (0%)*
|
|
Health Care - Managed Care
|
|
Second Lien Term Note (10.3% Cash, Due 05/25)
|
|
$
|
3,000,000
|
|
|
$
|
2,941,233
|
|
|
$
|
2,941,233
|
|
|
|
|
|
3,000,000
|
|
|
2,941,233
|
|
|
2,941,233
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
KidKraft, Inc. (4%)*
|
|
Children's Toy Manufacturer and Distributor
|
|
Second Lien Term Note (11% Cash, 1% PIK, Due 03/22)
|
|
27,806,755
|
|
|
27,312,088
|
|
|
27,312,088
|
|
|||
|
|
|
|
27,806,755
|
|
|
27,312,088
|
|
|
27,312,088
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
K-Square Restaurant Partners, LP (1%)*
|
|
Restaurant
|
|
Class A Units of Limited Partnership (2,000 units)
|
|
|
|
638,260
|
|
|
3,317,000
|
|
||||
|
|
|
|
|
|
638,260
|
|
|
3,317,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Lakeview Health Holdings, Inc. (3%)*
|
|
Substance Abuse Treatment Service Provider
|
|
Senior Note (7.9% Cash, Due 12/21)
|
|
18,519,569
|
|
|
18,336,295
|
|
|
18,336,295
|
|
|||
|
|
Common Stock (2,000 shares)
|
|
|
|
2,000,000
|
|
|
1,342,000
|
|
||||||
|
|
|
|
18,519,569
|
|
|
20,336,295
|
|
|
19,678,295
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Lighting Retrofit International, LLC (3%)*
|
|
Energy Services Contracting Firm
|
|
Senior Secured Term Note (10.6% Cash, Due 06/22)
|
|
18,500,000
|
|
|
18,176,250
|
|
|
18,176,250
|
|
|||
Series B Preferred Units (238,095 units)
|
|
|
|
300,000
|
|
|
300,000
|
|
||||||||
|
|
18,500,000
|
|
|
18,476,250
|
|
|
18,476,250
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Media Storm, LLC (1%)*
|
|
Marketing Services
|
|
Subordinated Note (10% Cash, Due 08/19)
|
|
6,545,455
|
|
|
6,541,519
|
|
|
5,626,000
|
|
|||
Membership Units (1,216,204 units)
|
|
|
|
1,176,957
|
|
|
439,000
|
|
||||||||
|
|
6,545,455
|
|
|
7,718,476
|
|
|
6,065,000
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
MIC Holding LLC (2%)*
|
|
Firearm Accessories Manufacturer and Distributor
|
|
Preferred Units (1,470 units)
|
|
|
|
1,470,000
|
|
|
3,221,000
|
|
||||
|
|
Common Units (30,000 units)
|
|
|
|
30,000
|
|
|
8,463,000
|
|
||||||
|
|
|
|
|
|
1,500,000
|
|
|
11,684,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Micross Solutions LLC (4%)*
|
|
Provider of Semiconductor Products and Services
|
|
Subordinated Note (12% Cash, 3% PIK, Due 06/18)
|
|
24,805,960
|
|
|
24,742,254
|
|
|
24,742,254
|
|
|||
Class A-2 Common Units (1,979,524 units)
|
|
|
|
2,019,693
|
|
|
2,266,000
|
|
||||||||
|
|
24,805,960
|
|
|
26,761,947
|
|
|
27,008,254
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Motor Vehicle Software Corporation (3%)*
|
|
Provider of EVR Services
|
|
Subordinated Note (10% Cash, 0.5% PIK, Due 03/21)
|
|
20,296,026
|
|
|
20,000,623
|
|
|
20,000,623
|
|
|||
|
|
Class A Units (1,000,000 units)
|
|
|
|
1,087,460
|
|
|
1,450,000
|
|
||||||
|
|
|
|
20,296,026
|
|
|
21,088,083
|
|
|
21,450,623
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Nautic Partners VII, LP (0%)*
(4)
|
|
Multi-Sector Holdings
|
|
0.4% Limited Partnership Interest
|
|
|
|
1,180,910
|
|
|
1,715,000
|
|
||||
|
|
|
|
|
|
1,180,910
|
|
|
1,715,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Nomacorc, LLC (2%)*
|
|
Synthetic Wine Cork Producer
|
|
Subordinated Note (10% Cash, 2.3% PIK, Due 07/21)
|
|
21,112,716
|
|
|
20,837,158
|
|
|
17,120,000
|
|
|||
|
|
Limited Partnership Interest
|
|
|
|
2,158,548
|
|
|
—
|
|
||||||
|
|
|
|
21,112,716
|
|
|
22,995,706
|
|
|
17,120,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Orchid Underwriters Agency, LLC (1%)*
|
|
Insurance Underwriter
|
|
Subordinated Note (10% Cash, 1.5% PIK, Due 03/23)
|
|
2,611,381
|
|
|
2,560,989
|
|
|
2,560,989
|
|
|||
Subordinated Note (13.5% PIK, Due 03/24)
|
|
935,599
|
|
|
917,995
|
|
|
917,995
|
|
|||||||
Class A Preferred Units (15,000 units)
|
|
|
|
338,158
|
|
|
897,000
|
|
||||||||
Class A Common Units (15,000 units)
|
|
|
|
—
|
|
|
1,142,000
|
|
||||||||
|
|
3,546,980
|
|
|
3,817,142
|
|
|
5,517,984
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Pike Corporation (0%)*
|
|
Provider of Energy Infrastructure Solutions
|
|
Subordinated Note (9.1% Cash, Due 09/24)
|
|
1,000,000
|
|
|
990,237
|
|
|
1,005,000
|
|
|||
|
|
|
|
1,000,000
|
|
|
990,237
|
|
|
1,005,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
ProAmpac PG Borrower LLC (2%)*
|
|
Manufacturer of Flexible Packaging Products
|
|
Second Lien Term Note (9.6% Cash, Due 11/24)
|
|
15,000,000
|
|
|
14,784,661
|
|
|
15,079,000
|
|
|||
|
|
|
|
15,000,000
|
|
|
14,784,661
|
|
|
15,079,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
REP WWEX Acquisition Parent, LLC (2%)*
|
|
Third-Party Logistics Provider
|
|
Second Lien Term Note (9.8% Cash, Due 02/25)
|
|
15,000,000
|
|
|
14,784,561
|
|
|
15,015,000
|
|
|||
|
|
|
|
15,000,000
|
|
|
14,784,561
|
|
|
15,015,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
RMP Group, Inc. (2%)*
|
|
Provider of RCM Services to Hospitals and Physician Groups
|
|
Subordinated Note (10.5% Cash, 1% PIK, Due 09/22)
|
|
10,033,171
|
|
|
9,840,004
|
|
|
9,840,004
|
|
|||
|
|
Units (1,000 units)
|
|
|
|
1,000,000
|
|
|
1,000,000
|
|
||||||
|
|
|
|
10,033,171
|
|
|
10,840,004
|
|
|
10,840,004
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
RockYou, Inc. (0%)*
|
|
Mobile Game Advertising Network
|
|
Common Stock (67,585 shares)
|
|
|
|
111,000
|
|
|
111,000
|
|
||||
|
|
|
|
|
|
111,000
|
|
|
111,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
TRIANGLE CAPITAL CORPORATION
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2017
|
||||||||||||||||
Portfolio Company
|
|
Industry
|
|
Type of Investment
(1)(2)(7)
|
|
Principal
Amount
|
|
Cost
|
|
Fair
Value
(3)
|
||||||
Rotolo Consultants, Inc. (1%)*
|
|
Landscape Services
|
|
Subordinated Note (11% Cash, 3% PIK, Due 08/21)
|
|
$
|
7,516,932
|
|
|
$
|
7,404,497
|
|
|
$
|
7,404,497
|
|
|
|
Series A Preferred Units (39 units)
|
|
|
|
3,654,253
|
|
|
2,738,000
|
|
||||||
|
|
|
|
7,516,932
|
|
|
11,058,750
|
|
|
10,142,497
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
SCA Pharmaceuticals, LLC (1%)*
|
|
Provider of Pharmaceutical Products
|
|
Subordinated Note (10.2% Cash, Due 12/20)
|
|
6,500,000
|
|
|
6,383,583
|
|
|
6,383,583
|
|
|||
|
|
|
|
6,500,000
|
|
|
6,383,583
|
|
|
6,383,583
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Schweiger Dermatology Group, LLC (3%)*
|
|
Provider of Dermatology Services
|
|
Senior Notes (9.7% Cash, Due 06/22)
|
|
20,000,000
|
|
|
19,625,000
|
|
|
19,625,000
|
|
|||
|
|
|
|
20,000,000
|
|
|
19,625,000
|
|
|
19,625,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
SCUF Gaming, Inc. (4%)*
|
|
Gaming Controller Manufacturer
|
|
Senior Notes (9.6% Cash, Due 12/21)
|
|
25,008,000
|
|
|
24,547,965
|
|
|
24,547,965
|
|
|||
|
|
Revolver Loan (9.6% Cash, Due 06/18)
|
|
1,500,000
|
|
|
1,500,000
|
|
|
1,500,000
|
|
|||||
|
|
Common Stock (27,112 shares)
|
|
|
|
742,000
|
|
|
742,000
|
|
||||||
|
|
|
|
26,508,000
|
|
|
26,789,965
|
|
|
26,789,965
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Smile Brands, Inc. (3%)*
|
|
Dental Service Organization
|
|
Subordinated Notes (10% Cash, 2% PIK, Due 02/23)
|
|
22,567,750
|
|
|
22,162,157
|
|
|
22,162,157
|
|
|||
|
|
Class A Units (3,000 units)
|
|
|
|
3,000,000
|
|
|
2,081,000
|
|
||||||
|
|
|
|
22,567,750
|
|
|
25,162,157
|
|
|
24,243,157
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
SPC Partners V, LP (0%)*
(4)
|
|
Multi-Sector Holdings
|
|
0.7% Limited Partnership Interest
|
|
|
|
2,155,116
|
|
|
2,309,000
|
|
||||
|
|
|
|
|
|
2,155,116
|
|
|
2,309,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Specialized Desanders, Inc. (2%)*
(4)
|
|
Sand and Particulate Removal Equipment Provider for Oil and Gas Companies
|
|
Subordinated Note (12% Cash, 2% PIK, Due 03/20)
|
|
16,110,042
|
|
|
15,993,111
|
|
|
12,969,054
|
|
|||
Class C Partnership Units (2,000,000 units)
|
|
|
|
1,937,421
|
|
|
3,376,000
|
|
||||||||
|
|
|
16,110,042
|
|
|
17,930,532
|
|
|
16,345,054
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Tate's Bake Shop (2%)*
|
|
Producer of Baked Goods
|
|
Subordinated Note (10% Cash, 3% PIK, Due 02/20)
|
|
10,900,018
|
|
|
10,786,521
|
|
|
10,786,521
|
|
|||
|
|
Limited Partnership Interest
|
|
|
|
925,000
|
|
|
1,503,000
|
|
||||||
|
|
|
|
10,900,018
|
|
|
11,711,521
|
|
|
12,289,521
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Tax Advisors Group, LLC (2%)*
|
|
Tax Advisory Services
|
|
Subordinated Note (10% Cash, 2% PIK, Due 12/22)
|
|
12,403,444
|
|
|
12,155,444
|
|
|
12,155,444
|
|
|||
|
|
Class A Units (386 units)
|
|
|
|
1,458,824
|
|
|
1,458,824
|
|
||||||
|
|
|
|
12,403,444
|
|
|
13,614,268
|
|
|
13,614,268
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
TCFI Merlin LLC ("Merlin") and TCFI CSG LLC ("CSG") (3%)*
|
|
Specialty Staffing Service Provider
|
|
Senior Notes (9.6% Cash Due 09/19)
|
|
20,716,726
|
|
|
20,421,314
|
|
|
20,421,314
|
|
|||
|
|
Limited Partnership Units - Merlin (500,500 units)
|
|
|
|
285,485
|
|
|
286,000
|
|
||||||
|
|
Class A Units - CSG (100,000 units)
|
|
|
|
100,000
|
|
|
255,000
|
|
||||||
|
|
|
|
20,716,726
|
|
|
20,806,799
|
|
|
20,962,314
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
The Cook & Boardman Group, LLC (2%)*
|
|
Distributor of Doors and Related Products
|
|
Subordinated Note (10% Cash, 2.5% PIK, Due 03/20)
|
|
15,027,441
|
|
|
14,868,544
|
|
|
14,868,544
|
|
|||
|
|
Class A Units (1,400,000 units)
|
|
|
|
1,400,000
|
|
|
2,602,000
|
|
||||||
|
|
|
|
15,027,441
|
|
|
16,268,544
|
|
|
17,470,544
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Tosca Services, LLC (4%)*
|
|
Perishable Food Supply Chain Management
|
|
Senior Note (10.6% Cash, Due 12/20)
|
|
28,754,237
|
|
|
28,474,635
|
|
|
28,474,635
|
|
|||
|
|
|
|
28,754,237
|
|
|
28,474,635
|
|
|
28,474,635
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Trademark Global LLC (2%)*
|
|
Supplier to Mass Market Internet Retail
|
|
Subordinated Note (10% Cash, 1.3% PIK, Due 04/23)
|
|
14,800,000
|
|
|
14,596,961
|
|
|
14,596,961
|
|
|||
|
|
Class A Units (1,500,000 units)
|
|
|
|
1,500,000
|
|
|
1,792,000
|
|
||||||
|
|
Class B Units (1,500,000 units)
|
|
|
|
—
|
|
|
—
|
|
||||||
|
|
|
|
14,800,000
|
|
|
16,096,961
|
|
|
16,388,961
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Travelpro Products, Inc. ("Travelpro") and TP - Holiday Group Limited ("TP") (3%)*
|
|
Luggage and Travel Bag Supplier
|
|
Second Lien Term Note - Travelpro (11% Cash, 2% PIK, Due 11/22)
|
|
10,228,134
|
|
|
10,035,036
|
|
|
10,035,036
|
|
|||
|
|
Second Lien Term Note - TP (11% Cash, 2% PIK, Due 11/22)
(4)
|
|
9,058,027
|
|
|
8,884,239
|
|
|
8,953,300
|
|
|||||
|
|
Common Units - Travelpro (2,000,000 units)
|
|
|
|
2,000,000
|
|
|
2,425,000
|
|
||||||
|
|
|
|
19,286,161
|
|
|
20,919,275
|
|
|
21,413,336
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
TRIANGLE CAPITAL CORPORATION
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2017
|
||||||||||||||||
Portfolio Company
|
|
Industry
|
|
Type of Investment
(1)(2)(7)
|
|
Principal
Amount
|
|
Cost
|
|
Fair
Value
(3)
|
||||||
United Biologics, LLC (2%)*
|
|
Allergy Immunotherapy
|
|
Senior Note (12% Cash, 2% PIK, Due 04/18)
|
|
$
|
12,888,924
|
|
|
$
|
12,888,923
|
|
|
$
|
12,888,923
|
|
|
Class A-1 Common Units (18,818 units)
|
|
|
|
137,324
|
|
|
137,000
|
|
|||||||
|
Class A Common Units (177,935 units)
|
|
|
|
1,999,989
|
|
|
832,000
|
|
|||||||
|
Class A-2 Common Kicker Units (444,003 units)
|
|
|
|
—
|
|
|
—
|
|
|||||||
|
Class A-1 Common Kicker Units (14,114 units)
|
|
|
|
—
|
|
|
—
|
|
|||||||
|
Class A, Class A-1, Class A-1 Kicker & Class B Unit Purchase Warrants
|
|
|
|
838,117
|
|
|
197,000
|
|
|||||||
|
|
|
|
12,888,924
|
|
|
15,864,353
|
|
|
14,054,923
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Vantage Mobility International, LLC (4%)*
|
|
Wheelchair Accessible Vehicle Manufacturer
|
|
Subordinated Notes (10.2% Cash, Due 09/21)
|
|
29,350,000
|
|
|
28,833,436
|
|
|
28,833,436
|
|
|||
|
|
Class A Units (1,750,000 units)
|
|
|
|
1,750,000
|
|
|
1,528,000
|
|
||||||
|
|
|
|
29,350,000
|
|
|
30,583,436
|
|
|
30,361,436
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Water Pik, Inc. (4%)*
|
|
Oral Health and Shower Head Supplier
|
|
Second Lien Term Loan (9.9% Cash, Due 01/21)
|
|
29,623,962
|
|
|
29,313,838
|
|
|
29,623,962
|
|
|||
|
|
|
|
29,623,962
|
|
|
29,313,838
|
|
|
29,623,962
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Wheel Pros Holdings, Inc. (2%)*
|
|
Wheel/Rim and Performance Tire Distributor
|
|
Subordinated Note (11% Cash, Due 06/20)
|
|
13,822,500
|
|
|
13,631,284
|
|
|
13,631,284
|
|
|||
|
|
Class A Units (2,000 units)
|
|
|
|
1,954,144
|
|
|
2,112,000
|
|
||||||
|
|
|
|
13,822,500
|
|
|
15,585,428
|
|
|
15,743,284
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Women's Marketing, Inc. (1%)*
|
|
Full-Service Media Organization
|
|
Subordinated Note (11% Cash, 1.5% PIK, Due 06/21)
(6)
|
|
17,958,034
|
|
|
16,141,439
|
|
|
5,099,000
|
|
|||
|
|
Class A Common Units (16,300 units)
|
|
|
|
1,630,000
|
|
|
—
|
|
||||||
|
|
|
|
17,958,034
|
|
|
17,771,439
|
|
|
5,099,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
WSO Holdings, LP (0%)*
|
|
Organic/Fair Trade Sugar, Syrup, Nectar and Honey Producer
|
|
Common Points (3,121 points)
|
|
|
|
3,089,581
|
|
|
3,042,000
|
|
||||
|
|
|
|
|
3,089,581
|
|
|
3,042,000
|
|
|||||||
|
|
|
|
|
|
|
||||||||||
YummyEarth Inc. (3%)*
|
|
Organic Candy Manufacturer
|
|
Senior Notes (9.7% Cash, Due 08/20)
|
|
25,750,000
|
|
|
25,421,323
|
|
|
23,728,000
|
|
|||
|
|
Limited Partnership Interest
|
|
|
|
3,496,500
|
|
|
—
|
|
||||||
|
|
|
|
25,750,000
|
|
|
28,917,823
|
|
|
23,728,000
|
|
|||||
|
|
|
|
|
|
|
||||||||||
Subtotal Non–Control / Non–Affiliate Investments
|
|
926,521,891
|
|
|
986,706,846
|
|
|
956,156,761
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Affiliate Investments:
|
|
|
|
|
|
|
|
|
|
|
||||||
All Metals Holding, LLC (1%)*
|
|
Steel Processor and Distributor
|
|
Subordinated Note (12% Cash, 1% PIK, Due 12/21)
|
|
6,465,926
|
|
|
6,295,721
|
|
|
6,295,721
|
|
|||
|
|
Units (318,977 units)
|
|
|
|
793,331
|
|
|
732,000
|
|
||||||
|
|
|
|
6,465,926
|
|
|
7,089,052
|
|
|
7,027,721
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
CIS Secure Computing Inc. (2%)*
|
|
Secure Communications and Computing Solutions Provider
|
|
Subordinated Note (12% Cash, 3% PIK, Due 03/18)
|
|
10,809,430
|
|
|
10,809,430
|
|
|
10,809,430
|
|
|||
Common Stock (84 shares)
|
|
|
|
502,320
|
|
|
1,928,000
|
|
||||||||
|
|
10,809,430
|
|
|
11,311,750
|
|
|
12,737,430
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Consolidated Lumber Holdings, LLC (0%)*
|
|
Lumber Yard Operator
|
|
Class A Units (15,000 units)
|
|
|
|
1,500,000
|
|
|
2,531,000
|
|
||||
|
|
|
|
|
|
|
1,500,000
|
|
|
2,531,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
DPII Holdings, LLC (0%)*
|
|
Satellite Communication Business
|
|
Tranche III Subordinated Note (19% PIK, Due 01/18)
(6)
|
|
2,648,208
|
|
|
2,148,462
|
|
|
2,148,000
|
|
|||
|
|
Tranche I & II Subordinated Notes (12% Cash, 4% PIK, Due 01/18)
(6)
|
|
3,820,653
|
|
|
2,999,169
|
|
|
530,000
|
|
|||||
|
|
Class A Membership Interest (17,308 units)
|
|
|
|
1,107,692
|
|
|
—
|
|
||||||
|
|
|
|
6,468,861
|
|
|
6,255,323
|
|
|
2,678,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
FCL Holding SPV, LLC (0%)*
|
|
Commercial Printing Services
|
|
Class A Interest (24,873 units)
|
|
|
|
292,000
|
|
|
608,000
|
|
||||
|
|
Class B Interest (48,427 units)
|
|
|
|
—
|
|
|
—
|
|
||||||
|
|
Class C Interest (3,746 units)
|
|
|
|
—
|
|
|
—
|
|
||||||
|
|
|
|
|
|
292,000
|
|
|
608,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
TRIANGLE CAPITAL CORPORATION
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2017
|
||||||||||||||||
Portfolio Company
|
|
Industry
|
|
Type of Investment
(1)(2)(7)
|
|
Principal
Amount
|
|
Cost
|
|
Fair
Value
(3)
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Control Investments:
|
|
|
|
|
|
|
|
|
|
|
||||||
CRS Reprocessing, LLC (0%)*
|
|
Fluid
Reprocessing Services |
|
Senior Notes (4.7% Cash, Due 06/17)
|
|
$
|
2,942,769
|
|
|
$
|
2,942,769
|
|
|
$
|
2,942,769
|
|
|
Split Collateral Term Loans (8% Cash, Due 06/17)
|
|
13,942,464
|
|
|
13,942,464
|
|
|
304,000
|
|
||||||
Series F Preferred Units (705,321 units)
|
|
|
|
9,134,807
|
|
|
—
|
|
||||||||
|
Common Units (15,174 units)
|
|
|
|
—
|
|
|
—
|
|
|||||||
|
|
|
16,885,233
|
|
|
26,020,040
|
|
|
3,246,769
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
DCWV Acquisition Corporation
(0%)*
|
|
Arts & Crafts and Home Decor Products Designer and Supplier
|
|
Senior Subordinated Note (15% PIK, Due 12/19)
(6)
|
|
314,591
|
|
|
250,000
|
|
|
250,000
|
|
|||
|
|
Subordinated Note (12% Cash, 3% PIK, Due 12/19)
(6)
|
|
8,724,257
|
|
|
6,178,633
|
|
|
513,000
|
|
|||||
|
Jr. Subordinated Note (15% PIK, Due 12/19)
(6)
|
|
2,630,789
|
|
|
2,000,000
|
|
|
—
|
|
||||||
|
Series A Preferred Equity (1,200 shares)
|
|
|
|
1,200,000
|
|
|
—
|
|
|||||||
|
100% Common Shares
|
|
|
|
—
|
|
|
—
|
|
|||||||
|
|
|
11,669,637
|
|
|
9,628,633
|
|
|
763,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
DialogDirect, Inc. (1%)*
|
|
Business Process Outsourcing Provider
|
|
Subordinated Notes (8% PIK, Due 10/19)
(6)
|
|
20,581,432
|
|
|
20,020,226
|
|
|
10,508,000
|
|
|||
|
|
Class A Common Units (1,176,500 units)
|
|
|
|
|
—
|
|
|
—
|
|
|||||
|
|
|
|
20,581,432
|
|
|
20,020,226
|
|
|
10,508,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
SRC Worldwide, Inc. (1%)*
|
|
Specialty Chemical Manufacturer
|
|
Common Stock (5,000 shares)
|
|
|
|
8,028,000
|
|
|
7,884,000
|
|
||||
|
|
|
|
|
|
8,028,000
|
|
|
7,884,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Subtotal Control Investments
|
|
|
|
49,136,302
|
|
|
63,696,899
|
|
|
22,401,769
|
|
|||||
|
|
|
|
|
|
|
|
|
||||||||
Total Investments, June 30, 2017 (165%)*
|
|
|
|
$
|
1,130,804,135
|
|
|
$
|
1,252,282,819
|
|
|
$
|
1,169,312,807
|
|
(1)
|
All debt investments are income producing, unless otherwise noted. Equity and equity-linked investments are non-income producing, unless otherwise noted.
|
(2)
|
Disclosures of interest rates on notes include cash interest rates and payment-in-kind (“PIK”) interest rates.
|
(3)
|
All investments are restricted as to resale and were valued at fair value as determined in good faith by the Board of Directors.
|
(4)
|
Investment is not a qualifying investment as defined under Section 55(a) of the Investment Company Act of 1940, as amended. Non-qualifying assets represent 2.6% of total investments at fair value as of
June 30, 2017
. Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets. If at any time qualifying assets do not represent at least 70% of the Company's total assets, the Company will be precluded from acquiring any additional non-qualifying asset until such time as it complies with the requirements of Section 55(a).
|
(5)
|
PIK non-accrual investment
|
(6)
|
Non-accrual investment
|
(7)
|
All of the Company's investments, unless otherwise noted, are encumbered either as security for the Company's senior secured credit facility or in support of the SBA-guaranteed debentures issued by Triangle Mezzanine Fund LLLP and Triangle Mezzanine Fund II LP.
|
TRIANGLE CAPITAL CORPORATION
Consolidated Schedule of Investments
December 31, 2016
|
||||||||||||||||
Portfolio Company
|
|
Industry
|
|
Type of Investment
(1)(2)(7)
|
|
Principal
Amount
|
|
Cost
|
|
Fair
Value
(3)
|
||||||
Non–Control / Non–Affiliate Investments:
|
|
|
|
|
|
|
||||||||||
ACA Holdings LLC (0%)*
|
|
Security Company
|
|
Preferred Units (2,000,000 units)
|
|
|
|
$
|
2,000,000
|
|
|
$
|
1,242,000
|
|
||
|
|
|
|
|
|
2,000,000
|
|
|
1,242,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Access Medical Acquisition, Inc. (3%)*
|
|
Operator of Primary Care Clinics
|
|
Subordinated Notes (10% Cash, 2% PIK, Due 01/22)
|
|
$
|
13,819,514
|
|
|
13,593,292
|
|
|
13,593,292
|
|
||
|
|
Class A Units (1,500,000 units)
|
|
|
|
901,026
|
|
|
3,618,000
|
|
||||||
|
|
|
|
13,819,514
|
|
|
14,494,318
|
|
|
17,211,292
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Aden & Anais Holdings, Inc. (0%)*
|
|
Baby Products
|
|
Common Stock (20,000 shares)
|
|
|
|
2,000,000
|
|
|
2,000,000
|
|
||||
|
|
|
|
|
|
2,000,000
|
|
|
2,000,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Agilex Flavors & Fragrances, Inc. (2%)*
|
|
Custom Fragrance Producer
|
|
Subordinated Note (12% Cash, Due 11/21)
|
|
13,168,124
|
|
|
13,048,983
|
|
|
13,048,983
|
|
|||
Common Units (1,250 units)
|
|
|
|
1,250,000
|
|
|
2,227,000
|
|
||||||||
|
|
|
13,168,124
|
|
|
14,298,983
|
|
|
15,275,983
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
AGM Automotive, LLC (1%)*
|
|
Auto Industry Interior Components Supplier
|
|
Units (1,500,000 units)
|
|
|
|
630,134
|
|
|
4,266,000
|
|
||||
|
|
|
|
|
630,134
|
|
|
4,266,000
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Avkem International, LLC (1%)*
|
|
Flux and Foundry Manufacturer and Supplier
|
|
Subordinated Note (10% Cash, 4% PIK, Due 12/17)
|
|
4,112,935
|
|
|
4,075,177
|
|
|
4,075,177
|
|
|||
|
|
|
|
4,112,935
|
|
|
4,075,177
|
|
|
4,075,177
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
AVL Holdings, Inc. (0%)*
|
|
Manufacturer and Distributor for Independent Artists and Authors
|
|
Common Stock (138 shares)
|
|
|
|
1,300,000
|
|
|
1,767,000
|
|
||||
|
|
|
|
|
|
1,300,000
|
|
|
1,767,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Baker Hill Acquisition, LLC (2%)*
|
|
Loan Origination Software Solutions Provider
|
|
Subordinated Notes (12% Cash, Due 03/21)
|
|
13,500,000
|
|
|
13,334,260
|
|
|
12,320,000
|
|
|||
|
|
Limited Partnership Interest
|
|
|
|
1,498,500
|
|
|
721,000
|
|
||||||
|
|
|
|
13,500,000
|
|
|
14,832,760
|
|
|
13,041,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Cafe Enterprises, Inc. (2%)*
|
|
Restaurant
|
|
Subordinated Note (7% Cash, 7% PIK, Due 09/19)
|
|
13,882,800
|
|
|
13,743,461
|
|
|
10,331,000
|
|
|||
|
|
Series C Preferred Stock (10,000 shares)
|
|
|
|
1,000,000
|
|
|
—
|
|
||||||
|
|
|
|
13,882,800
|
|
|
14,743,461
|
|
|
10,331,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Capital Contractors, Inc. (0%)*
|
|
Janitorial and Facilities Maintenance Services
|
|
Subordinated Notes (5% Cash, Due 6/20)
|
|
9,843,542
|
|
|
9,711,658
|
|
|
—
|
|
|||
Series A Redeemable Preferred Stock (200 shares)
|
|
|
|
2,000,000
|
|
|
—
|
|
||||||||
Common Stock Warrants (20 shares)
|
|
|
|
492,000
|
|
|
—
|
|
||||||||
|
|
9,843,542
|
|
|
12,203,658
|
|
|
—
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Captek Softgel International, Inc.
(3%)*
|
|
Nutraceutical Manufacturer
|
|
Subordinated Note (10% Cash, 2.5% PIK, Due 06/21)
|
|
15,407,336
|
|
|
15,150,497
|
|
|
15,150,497
|
|
|||
Common Stock (15,000 shares)
|
|
|
|
1,500,000
|
|
|
1,500,000
|
|
||||||||
|
|
|
15,407,336
|
|
|
16,650,497
|
|
|
16,650,497
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Carolina Beverage Group, LLC (0%)*
|
|
Beverage Manufacturing
and Packaging |
|
Class B Units (11,974 units)
|
|
|
|
119,735
|
|
|
264,000
|
|
||||
|
|
|
|
|
119,735
|
|
|
264,000
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Centerfield Media Holding Company (4%)*
|
|
Digital Marketing
|
|
Subordinated Note (10% Cash, 3.5% PIK, Due 03/21)
|
|
18,857,978
|
|
|
18,567,590
|
|
|
19,235,000
|
|
|||
|
|
Common Shares (1,000 shares)
|
|
|
|
1,000,000
|
|
|
2,220,000
|
|
||||||
|
|
|
|
18,857,978
|
|
|
19,567,590
|
|
|
21,455,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Community Intervention Services, Inc. (2%)*
|
|
Provider of Behavioral Health Services
|
|
Subordinated Note (7% Cash, 6% PIK, Due 01/21)
(5)
|
|
18,736,265
|
|
|
17,717,756
|
|
|
14,134,000
|
|
|||
|
|
|
|
18,736,265
|
|
|
17,717,756
|
|
|
14,134,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Comverge, Inc. (3%)*
|
|
Provider of Intelligent Energy Management Solutions
|
|
Senior Note (12% Cash, Due 05/18)
|
|
15,505,583
|
|
|
15,406,749
|
|
|
15,406,749
|
|
|||
Preferred Stock (703 shares)
|
|
|
|
554,458
|
|
|
835,000
|
|
||||||||
Common Stock (1,000,000 shares)
|
|
|
|
100,000
|
|
|
353,000
|
|
||||||||
|
|
|
15,505,583
|
|
|
16,061,207
|
|
|
16,594,749
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
CPower Ultimate HoldCo, LLC (0%)*
|
|
Demand Response Business
|
|
Units (345,542 units)
|
|
|
|
345,542
|
|
|
345,542
|
|
||||
|
|
|
|
|
|
345,542
|
|
|
345,542
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
TRIANGLE CAPITAL CORPORATION
Consolidated Schedule of Investments — (Continued)
December 31, 2016
|
||||||||||||||||
Portfolio Company
|
|
Industry
|
|
Type of Investment
(1)(2)(7)
|
|
Principal
Amount
|
|
Cost
|
|
Fair
Value
(3)
|
||||||
CWS Holding Company, LLC (0%)*
|
|
Manufacturer of Custom Windows and Sliding Doors
|
|
Class A Units (1,500,000 units)
|
|
|
|
$
|
1,500,000
|
|
|
$
|
2,076,000
|
|
||
|
|
|
|
|
1,500,000
|
|
|
2,076,000
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Data Source Holdings, LLC (0%)*
|
|
Print Supply Chain Management Services
|
|
Common Units (47,503 units)
|
|
|
|
1,000,000
|
|
|
940,000
|
|
||||
|
|
|
|
|
1,000,000
|
|
|
940,000
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Del Real, LLC (2%)*
|
|
Hispanic Refrigerated Foods Company
|
|
Subordinated Note (11% Cash, Due 04/23)
|
|
$
|
14,000,000
|
|
|
13,727,515
|
|
|
13,727,515
|
|
||
|
|
Class A Units (3,000,000 units)
|
|
|
|
3,000,000
|
|
|
3,000,000
|
|
||||||
|
|
|
|
14,000,000
|
|
|
16,727,515
|
|
|
16,727,515
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
DialogDirect, Inc. (2%)*
|
|
Business Process Outsourcing Provider
|
|
Subordinated Notes (12% Cash, 1.5% PIK, Due 04/20)
|
|
16,126,541
|
|
|
16,020,226
|
|
|
11,994,000
|
|
|||
|
|
|
16,126,541
|
|
|
16,020,226
|
|
|
11,994,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Dimora Brands, Inc. (2%)*
|
|
Hardware Designer and Distributor
|
|
Subordinated Note (11% Cash, Due 10/23)
|
|
12,500,000
|
|
|
12,267,514
|
|
|
12,267,514
|
|
|||
|
|
|
|
12,500,000
|
|
|
12,267,514
|
|
|
12,267,514
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
DLC Acquisition, LLC (6%)*
|
|
Staffing Firm
|
|
Senior Notes (10% Cash, Due 12/20)
|
|
21,312,500
|
|
|
21,047,577
|
|
|
21,047,577
|
|
|||
|
Senior Note (10% Cash, 2% PIK, Due 12/20)
|
|
16,929,763
|
|
|
16,735,793
|
|
|
16,735,793
|
|
||||||
|
|
|
38,242,263
|
|
|
37,783,370
|
|
|
37,783,370
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Dyno Acquiror, Inc. (1%)*
|
|
Sewing Products and Seasonal Decorative Products Supplier
|
|
Subordinated Note (12% Cash, 2% PIK, Due 11/19)
|
|
7,531,330
|
|
|
7,474,744
|
|
|
7,474,744
|
|
|||
|
Series A Units (600,000 units)
|
|
|
|
600,000
|
|
|
739,000
|
|
|||||||
|
|
|
7,531,330
|
|
|
8,074,744
|
|
|
8,213,744
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Eckler's Holdings, Inc. (1%)*
|
|
Restoration Parts and Accessories for Classic Cars and Trucks
|
|
Subordinated Note (11% Cash, 4.5% PIK, Due 07/18)
|
|
9,941,563
|
|
|
9,882,596
|
|
|
8,396,000
|
|
|||
|
Common Stock (18,029 shares)
|
|
|
|
183,562
|
|
|
—
|
|
|||||||
|
Series A Preferred Stock (1,596 shares)
|
|
|
|
1,596,126
|
|
|
—
|
|
|||||||
|
Series B Preferred Stock (185 shares)
|
|
|
|
185,127
|
|
|
—
|
|
|||||||
|
|
|
9,941,563
|
|
|
11,847,411
|
|
|
8,396,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Fresh-G Restaurant Holding, LLC (0%)*
|
|
Restaurant
|
|
Class A Units (5,000 units)
|
|
|
|
500,000
|
|
|
—
|
|
||||
|
|
|
|
|
|
500,000
|
|
|
—
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Flowchem Holdings LLC (0%)*
|
|
Services to Crude Oil Pipeline Operators
|
|
Common Units (1,000,000 units)
|
|
|
|
782,356
|
|
|
2,552,000
|
|
||||
|
|
|
|
|
782,356
|
|
|
2,552,000
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Fridababy Holdings, LLC (4%)*
|
|
Baby Products
|
|
Senior Notes (10% Cash, Due 10/21)
|
|
23,000,000
|
|
|
22,558,007
|
|
|
22,558,007
|
|
|||
|
|
Class B Units (4,500 units)
|
|
|
|
273,401
|
|
|
273,401
|
|
||||||
|
|
|
|
23,000,000
|
|
|
22,831,408
|
|
|
22,831,408
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
FrontStream Holdings, LLC (2%)*
|
|
Payment and Donation Management Product Service Provider
|
|
Subordinated Note (12.5% Cash, Due 12/20)
|
|
13,375,000
|
|
|
13,254,632
|
|
|
12,643,000
|
|
|||
|
|
Series C-2 Preferred Shares (500 shares)
|
|
|
|
500,000
|
|
|
435,000
|
|
||||||
|
|
|
|
13,375,000
|
|
|
13,754,632
|
|
|
13,078,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Frontstreet Facility Solutions, Inc. (1%)*
|
|
Retail, Restaurant and Commercial Facilities Maintenance
|
|
Subordinated Note (11% Cash, 2% PIK, Due 07/18)
|
|
8,462,629
|
|
|
8,418,332
|
|
|
6,771,000
|
|
|||
|
|
Series A Convertible Preferred Stock (2,500 shares)
|
|
|
|
250,000
|
|
|
—
|
|
||||||
|
|
Series B Convertible Preferred Stock (5,556 shares)
|
|
|
|
500,000
|
|
|
—
|
|
||||||
|
|
|
|
8,462,629
|
|
|
9,168,332
|
|
|
6,771,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Frozen Specialties, Inc. (2%)*
|
|
Frozen Foods Manufacturer
|
|
Subordinated Note (10% Cash, 4% PIK, Due 12/17)
|
|
13,675,353
|
|
|
13,675,353
|
|
|
13,675,353
|
|
|||
|
|
13,675,353
|
|
|
13,675,353
|
|
|
13,675,353
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
GST AutoLeather, Inc. (4%)*
|
|
Supplier of Automotive Interior Leather
|
|
Subordinated Note (11% Cash, 2% PIK, Due 01/21)
|
|
23,131,473
|
|
|
22,812,032
|
|
|
22,812,032
|
|
|||
|
|
|
|
23,131,473
|
|
|
22,812,032
|
|
|
22,812,032
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Halo Branded Solutions, Inc. (2%)*
|
|
Supply Chain Services
|
|
Subordinated Notes (11% Cash, 1% PIK, Due 10/22)
|
|
10,410,398
|
|
|
10,190,992
|
|
|
10,190,992
|
|
|||
|
|
Class A1 Units (2,600 units)
|
|
|
|
2,600,000
|
|
|
3,308,000
|
|
||||||
|
|
|
|
10,410,398
|
|
|
12,790,992
|
|
|
13,498,992
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
HKW Capital Partners IV, L.P.
(0%)*
(4)
|
|
Multi-Sector Holdings
|
|
0.6% Limited Partnership Interest
|
|
|
|
835,283
|
|
|
1,231,000
|
|
||||
|
|
|
|
|
|
835,283
|
|
|
1,231,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
TRIANGLE CAPITAL CORPORATION
Consolidated Schedule of Investments — (Continued)
December 31, 2016
|
||||||||||||||||
Portfolio Company
|
|
Industry
|
|
Type of Investment
(1)(2)(7)
|
|
Principal
Amount
|
|
Cost
|
|
Fair
Value
(3)
|
||||||
HTC Borrower, LLC (4%)*
|
|
Hunting and Outdoor Products
|
|
Subordinated Notes (10% Cash, 3% PIK, Due 09/20)
|
|
$
|
26,131,706
|
|
|
$
|
25,854,767
|
|
|
$
|
25,854,767
|
|
|
|
|
|
26,131,706
|
|
|
25,854,767
|
|
|
25,854,767
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
ICP Industrial, Inc. (4%)*
|
|
Coatings Formulator and Manufacturer
|
|
Subordinated Note (9.5% Cash, Due 04/22)
|
|
7,500,000
|
|
|
7,435,556
|
|
|
7,435,556
|
|
|||
|
|
Subordinated Notes (10% Cash, 1% PIK, Due 10/22)
|
|
8,088,123
|
|
|
7,946,278
|
|
|
7,946,278
|
|
|||||
|
|
Subordinated Notes (14% PIK, Due 10/22)
|
|
5,743,159
|
|
|
5,688,352
|
|
|
5,688,352
|
|
|||||
|
|
Class A Units (1,289 units)
|
|
|
|
1,751,483
|
|
|
1,929,000
|
|
||||||
|
|
|
|
21,331,282
|
|
|
22,821,669
|
|
|
22,999,186
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Inland Pipe Rehabilitation Holding Company LLC (0%)*
|
|
Cleaning and Repair Services
|
|
Membership Interest Purchase Warrant (3%)
|
|
|
|
853,500
|
|
|
1,527,000
|
|
||||
|
|
|
|
853,500
|
|
|
1,527,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
IPS Structural Adhesives Holdings, Inc. (2%)*
|
|
Specialty Adhesives and Plumbing Products Manufacturer
|
|
Second Lien Term Note (10.5% Cash, Due 12/24)
|
|
15,000,000
|
|
|
14,700,000
|
|
|
14,700,000
|
|
|||
|
|
|
|
15,000,000
|
|
|
14,700,000
|
|
|
14,700,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
KidKraft, Inc. (4%)*
|
|
Children's Toy Manufacturer and Distributor
|
|
Second Lien Term Note (11% Cash, 1% PIK, Due 03/22)
|
|
27,668,623
|
|
|
27,135,218
|
|
|
27,135,218
|
|
|||
|
|
|
|
27,668,623
|
|
|
27,135,218
|
|
|
27,135,218
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
K-Square Restaurant Partners, LP (1%)*
|
|
Restaurant
|
|
Class A Units of Limited Partnership (2,000 units)
|
|
|
|
638,260
|
|
|
3,830,000
|
|
||||
|
|
|
|
|
|
638,260
|
|
|
3,830,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Lakeview Health Holdings, Inc. (3%)*
|
|
Substance Abuse Treatment Service Provider
|
|
Senior Note (7.8% Cash, Due 12/21)
|
|
18,612,633
|
|
|
18,412,633
|
|
|
18,412,633
|
|
|||
|
|
Common Stock (2,000 shares)
|
|
|
|
2,000,000
|
|
|
2,000,000
|
|
||||||
|
|
|
|
18,612,633
|
|
|
20,412,633
|
|
|
20,412,633
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Media Storm, LLC (1%)*
|
|
Marketing Services
|
|
Subordinated Note (10% Cash, Due 08/19)
|
|
6,545,455
|
|
|
6,533,934
|
|
|
5,055,000
|
|
|||
Membership Units (1,216,204 units)
|
|
|
|
1,176,957
|
|
|
260,000
|
|
||||||||
|
|
6,545,455
|
|
|
7,710,891
|
|
|
5,315,000
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
MIC Holding LLC (2%)*
|
|
Firearm Accessories Manufacturer and Distributor
|
|
Preferred Units (1,470 units)
|
|
|
|
1,470,000
|
|
|
3,012,000
|
|
||||
|
|
Common Units (30,000 units)
|
|
|
|
30,000
|
|
|
8,837,000
|
|
||||||
|
|
|
|
|
|
1,500,000
|
|
|
11,849,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Micross Solutions LLC (4%)*
|
|
Provider of Semiconductor Products and Services
|
|
Subordinated Note (12% Cash, 3% PIK, Due 06/18)
|
|
24,435,074
|
|
|
24,342,230
|
|
|
24,342,230
|
|
|||
Class A-2 Common Units (1,979,524 units)
|
|
|
|
2,019,693
|
|
|
1,875,000
|
|
||||||||
|
|
24,435,074
|
|
|
26,361,923
|
|
|
26,217,230
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Motor Vehicle Software Corporation (3%)*
|
|
Provider of EVR Services
|
|
Subordinated Note (10% Cash, 0.5% PIK, Due 03/21)
|
|
20,245,100
|
|
|
19,917,945
|
|
|
19,917,945
|
|
|||
|
|
Class A Units (1,000,000 units)
|
|
|
|
1,076,210
|
|
|
1,372,000
|
|
||||||
|
|
|
|
20,245,100
|
|
|
20,994,155
|
|
|
21,289,945
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Nautic Partners VII, LP (0%)*
(4)
|
|
Multi-Sector Holdings
|
|
0.4% Limited Partnership Interest
|
|
|
|
1,093,312
|
|
|
1,520,000
|
|
||||
|
|
|
|
|
|
1,093,312
|
|
|
1,520,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Nomacorc, LLC (3%)*
|
|
Synthetic Wine Cork Producer
|
|
Subordinated Note (10% Cash, 2.3% PIK, Due 07/21)
|
|
20,875,890
|
|
|
20,572,926
|
|
|
16,597,000
|
|
|||
|
|
Limited Partnership Interest
|
|
|
|
2,150,637
|
|
|
—
|
|
||||||
|
|
|
|
20,875,890
|
|
|
22,723,563
|
|
|
16,597,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Orchid Underwriters Agency, LLC (4%)*
|
|
Insurance Underwriter
|
|
Term B Note (10% Cash, Due 11/19)
|
|
21,409,670
|
|
|
21,125,036
|
|
|
21,125,036
|
|
|||
Class A Preferred Units (15,000 units)
|
|
|
|
1,500,000
|
|
|
1,972,000
|
|
||||||||
Class A Common Units (15,000 units)
|
|
|
|
—
|
|
|
1,624,000
|
|
||||||||
|
|
21,409,670
|
|
|
22,625,036
|
|
|
24,721,036
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
PowerDirect Marketing, LLC (0%)*
|
|
Marketing Services
|
|
Senior Note (13% Cash, 2% PIK, Due 06/17)
(6)
|
|
8,573,531
|
|
|
5,077,482
|
|
|
850,000
|
|
|||
Common Unit Purchase Warrants
|
|
|
|
590,200
|
|
|
—
|
|
||||||||
|
|
8,573,531
|
|
|
5,667,682
|
|
|
850,000
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
ProAmpac PG Borrower LLC (2%)*
|
|
Manufacturer of Flexible Packaging Products
|
|
Second Lien Term Note (9.5% Cash, Due 11/24)
|
|
15,000,000
|
|
|
14,775,000
|
|
|
14,775,000
|
|
|||
|
|
|
|
15,000,000
|
|
|
14,775,000
|
|
|
14,775,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
TRIANGLE CAPITAL CORPORATION
Consolidated Schedule of Investments — (Continued)
December 31, 2016
|
||||||||||||||||
Portfolio Company
|
|
Industry
|
|
Type of Investment
(1)(2)(7)
|
|
Principal
Amount
|
|
Cost
|
|
Fair
Value
(3)
|
||||||
RockYou, Inc. (0%)*
|
|
Mobile Game Advertising Network
|
|
Common Stock (67,585 shares)
|
|
|
|
$
|
111,000
|
|
|
$
|
111,000
|
|
||
|
|
|
|
|
|
111,000
|
|
|
111,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Rotolo Consultants, Inc. (1%)*
|
|
Landscape Services
|
|
Subordinated Note (11% Cash, 3% PIK, Due 08/21)
|
|
$
|
6,904,210
|
|
|
6,792,686
|
|
|
6,792,686
|
|
||
|
|
Series A Preferred Units (39 units)
|
|
|
|
3,654,253
|
|
|
1,671,000
|
|
||||||
|
|
|
|
6,904,210
|
|
|
10,446,939
|
|
|
8,463,686
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
SCA Pharmaceuticals, LLC (0%)*
|
|
Provider of Pharmaceutical Products
|
|
Subordinated Note (10% Cash, Due 12/20)
|
|
3,000,000
|
|
|
2,700,000
|
|
|
2,700,000
|
|
|||
|
|
|
|
3,000,000
|
|
|
2,700,000
|
|
|
2,700,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
SCUF Gaming, Inc. (4%)*
|
|
Gaming Controller Manufacturer
|
|
Senior Notes (9.5% Cash, Due 12/21)
|
|
25,008,000
|
|
|
24,507,840
|
|
|
24,507,840
|
|
|||
|
|
Common Stock (27,112 shares)
|
|
|
|
742,000
|
|
|
742,000
|
|
||||||
|
|
|
|
25,008,000
|
|
|
25,249,840
|
|
|
25,249,840
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Smile Brands, Inc. (4%)*
|
|
Dental Service Organization
|
|
Subordinated Notes (10% Cash, 2% PIK, Due 02/23)
|
|
22,341,283
|
|
|
21,910,129
|
|
|
21,910,129
|
|
|||
|
|
Class A Units (3,000 units)
|
|
|
|
3,000,000
|
|
|
3,000,000
|
|
||||||
|
|
|
|
22,341,283
|
|
|
24,910,129
|
|
|
24,910,129
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
SPC Partners V, LP (0%)*
(4)
|
|
Multi-Sector Holdings
|
|
0.7% Limited Partnership Interest
|
|
|
|
1,922,865
|
|
|
2,019,000
|
|
||||
|
|
|
|
|
|
1,922,865
|
|
|
2,019,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Specialized Desanders, Inc. (2%)*
(4)
|
|
Sand and Particulate Removal Equipment Provider for Oil and Gas Companies
|
|
Subordinated Note (12% Cash, 2% PIK, Due 03/20)
|
|
16,110,042
|
|
|
15,966,524
|
|
|
12,524,143
|
|
|||
Class C Partnership Units (2,000,000 units)
|
|
|
|
1,937,421
|
|
|
2,813,000
|
|
||||||||
|
|
|
16,110,042
|
|
|
17,903,945
|
|
|
15,337,143
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Tate's Bake Shop (2%)*
|
|
Producer of Baked Goods
|
|
Subordinated Note (10% Cash, 3% PIK, Due 02/20)
|
|
10,737,451
|
|
|
10,606,430
|
|
|
10,606,430
|
|
|||
|
|
Limited Partnership Interest
|
|
|
|
925,000
|
|
|
1,310,000
|
|
||||||
|
|
|
|
10,737,451
|
|
|
11,531,430
|
|
|
11,916,430
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
TCFI Merlin LLC (2%)*
|
|
Specialty Staffing Service Provider
|
|
Senior Notes (10% Cash, 1% PIK, Due 09/19)
|
|
13,396,027
|
|
|
13,212,935
|
|
|
13,212,935
|
|
|||
|
|
Limited Partnership Units (500,500 units)
|
|
|
|
500,000
|
|
|
578,000
|
|
||||||
|
|
|
|
13,396,027
|
|
|
13,712,935
|
|
|
13,790,935
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
The Cook & Boardman Group, LLC (3%)*
|
|
Distributor of Doors and Related Products
|
|
Subordinated Note (10% Cash, 2.5% PIK, Due 03/20)
|
|
14,840,320
|
|
|
14,656,890
|
|
|
14,656,890
|
|
|||
|
|
Class A Units (1,400,000 units)
|
|
|
|
1,400,000
|
|
|
2,663,000
|
|
||||||
|
|
|
|
14,840,320
|
|
|
16,056,890
|
|
|
17,319,890
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Trademark Global LLC (3%)*
|
|
Supplier to Mass Market Internet Retail
|
|
Subordinated Note (10% Cash, 1.3% PIK, Due 04/23)
|
|
14,800,000
|
|
|
14,584,165
|
|
|
14,584,165
|
|
|||
|
|
Class A Units (1,500,000 units)
|
|
|
|
1,500,000
|
|
|
1,500,000
|
|
||||||
|
|
Class B Units (1,500,000 units)
|
|
|
|
—
|
|
|
—
|
|
||||||
|
|
|
|
14,800,000
|
|
|
16,084,165
|
|
|
16,084,165
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Travelpro Products, Inc. ("Travelpro") and TP - Holiday Group Limited ("TP") (3%)*
|
|
Luggage and Travel Bag Supplier
|
|
Second Lien Term Note - Travelpro (11% Cash, 2% PIK, Due 11/22)
|
|
10,126,055
|
|
|
9,919,675
|
|
|
9,919,675
|
|
|||
|
|
Second Lien Term Note - TP (11% Cash, 2% PIK, Due 11/22)
(4)
|
|
8,970,540
|
|
|
8,784,798
|
|
|
8,562,599
|
|
|||||
|
|
Common Units - Travelpro (2,000,000 units)
|
|
|
|
2,000,000
|
|
|
2,077,000
|
|
||||||
|
|
|
|
19,096,595
|
|
|
20,704,473
|
|
|
20,559,274
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
United Biologics, LLC (2%)*
|
|
Allergy Immunotherapy
|
|
Senior Note (12% Cash, 2% PIK, Due 04/18)
|
|
12,758,807
|
|
|
12,686,184
|
|
|
12,686,184
|
|
|||
|
Class A-1 Common Units (18,818 units)
|
|
|
|
137,324
|
|
|
137,000
|
|
|||||||
|
Class A Common Units (177,935 units)
|
|
|
|
1,999,989
|
|
|
1,767,000
|
|
|||||||
|
Class A-2 Common Kicker Units (444,003 units)
|
|
|
|
—
|
|
|
—
|
|
|||||||
|
Class A-1 Common Kicker Units (14,114 units)
|
|
|
|
—
|
|
|
—
|
|
|||||||
|
Class A, Class A-1, Class A-1 Kicker & Class B Unit Purchase Warrants
|
|
|
|
838,117
|
|
|
361,000
|
|
|||||||
|
|
|
|
12,758,807
|
|
|
15,661,614
|
|
|
14,951,184
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Vantage Mobility International, LLC (5%)*
|
|
Wheelchair Accessible Vehicle Manufacturer
|
|
Subordinated Notes (10.2% Cash, Due 09/21)
|
|
29,350,000
|
|
|
28,785,893
|
|
|
28,785,893
|
|
|||
|
|
Class A Units (1,750,000 units)
|
|
|
|
1,750,000
|
|
|
1,750,000
|
|
||||||
|
|
|
|
29,350,000
|
|
|
30,535,893
|
|
|
30,535,893
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
TRIANGLE CAPITAL CORPORATION
Consolidated Schedule of Investments — (Continued)
December 31, 2016
|
||||||||||||||||
Portfolio Company
|
|
Industry
|
|
Type of Investment
(1)(2)(7)
|
|
Principal
Amount
|
|
Cost
|
|
Fair
Value
(3)
|
||||||
Water Pik, Inc. (5%)*
|
|
Oral Health and Shower Head Supplier
|
|
Second Lien Term Loan (9.8% Cash, Due 01/21)
|
|
$
|
31,150,970
|
|
|
$
|
30,769,847
|
|
|
$
|
30,769,847
|
|
|
|
|
|
31,150,970
|
|
|
30,769,847
|
|
|
30,769,847
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Wheel Pros Holdings, Inc. (3%)*
|
|
Wheel/Rim and Performance Tire Distributor
|
|
Subordinated Note (11% Cash, Due 06/20)
|
|
13,822,500
|
|
|
13,605,040
|
|
|
13,605,040
|
|
|||
|
|
Class A Units (2,000 units)
|
|
|
|
1,954,144
|
|
|
1,954,000
|
|
||||||
|
|
|
|
13,822,500
|
|
|
15,559,184
|
|
|
15,559,040
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Women's Marketing, Inc. (2%)*
|
|
Full-Service Media Organization
|
|
Subordinated Note (11% Cash, 1.5% PIK, Due 06/21)
(6)
|
|
16,868,045
|
|
|
16,141,439
|
|
|
11,093,000
|
|
|||
|
|
Class A Common Units (16,300 units)
|
|
|
|
1,630,000
|
|
|
—
|
|
||||||
|
|
|
|
16,868,045
|
|
|
17,771,439
|
|
|
11,093,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
WSO Holdings, LP (1%)*
|
|
Organic/Fair Trade Sugar, Syrup, Nectar and Honey Producer
|
|
Common Points (3,000 points)
|
|
|
|
3,000,000
|
|
|
3,576,000
|
|
||||
|
|
|
|
|
3,000,000
|
|
|
3,576,000
|
|
|||||||
|
|
|
|
|
|
|
||||||||||
YummyEarth Inc. (3%)*
|
|
Organic Candy Manufacturer
|
|
Senior Notes (9.5% Cash, Due 08/20)
|
|
22,000,000
|
|
|
21,565,471
|
|
|
19,564,000
|
|
|||
|
|
Limited Partnership Interest
|
|
|
|
3,496,500
|
|
|
—
|
|
||||||
|
|
|
|
22,000,000
|
|
|
25,061,971
|
|
|
19,564,000
|
|
|||||
|
|
|
|
|
|
|
||||||||||
Subtotal Non–Control / Non–Affiliate Investments
|
|
825,243,841
|
|
|
888,974,154
|
|
|
857,604,639
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Affiliate Investments:
|
|
|
|
|
|
|
|
|
|
|
||||||
All Metals Holding, LLC (1%)*
|
|
Steel Processor and Distributor
|
|
Subordinated Note (12% Cash, 1% PIK, Due 12/21)
|
|
6,433,333
|
|
|
6,249,220
|
|
|
6,249,220
|
|
|||
|
|
Units (318,977 units)
|
|
|
|
793,331
|
|
|
754,000
|
|
||||||
|
|
|
|
6,433,333
|
|
|
7,042,551
|
|
|
7,003,220
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
CIS Secure Computing Inc. (2%)*
|
|
Secure Communications and Computing Solutions Provider
|
|
Subordinated Note (12% Cash, 3% PIK, Due 03/18)
|
|
11,670,708
|
|
|
11,670,708
|
|
|
11,670,708
|
|
|||
Common Stock (84 shares)
|
|
|
|
502,320
|
|
|
2,155,000
|
|
||||||||
|
|
11,670,708
|
|
|
12,173,028
|
|
|
13,825,708
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Consolidated Lumber Company LLC (1%)*
|
|
Lumber Yard Operator
|
|
Subordinated Note (10% Cash, 2% PIK, Due 09/20)
|
|
4,193,848
|
|
|
4,121,389
|
|
|
4,278,000
|
|
|||
|
|
Class A Units (15,000 units)
|
|
|
|
1,500,000
|
|
|
2,481,000
|
|
||||||
|
|
|
|
4,193,848
|
|
|
5,621,389
|
|
|
6,759,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
DPII Holdings, LLC (0%)*
|
|
Satellite Communication Business
|
|
Tranche I & II Subordinated Notes (12% Cash, 4% PIK, Due 01/18)
(6)
|
|
3,744,709
|
|
|
3,227,001
|
|
|
2,356,001
|
|
|||
|
|
Tranche III Subordinated Note (19% PIK, Due 01/18)
(6)
|
|
2,408,752
|
|
|
2,148,462
|
|
|
—
|
|
|||||
|
|
Class A Membership Interest (17,308 units)
|
|
|
|
1,107,692
|
|
|
—
|
|
||||||
|
|
|
|
6,153,461
|
|
|
6,483,155
|
|
|
2,356,001
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
FCL Holding SPV, LLC (0%)*
|
|
Commercial Printing Services
|
|
Class A Interest (24,873 units)
|
|
|
|
292,000
|
|
|
645,000
|
|
||||
|
|
Class B Interest (48,427 units)
|
|
|
|
—
|
|
|
101,000
|
|
||||||
|
|
Class C Interest (3,746 units)
|
|
|
|
—
|
|
|
—
|
|
||||||
|
|
|
|
|
|
292,000
|
|
|
746,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Frank Entertainment Group, LLC
(3%)*
|
|
Movie Theatre and Family Entertainment Operator
|
|
Senior Note (10% Cash, 5.8% PIK, Due 06/18)
|
|
9,997,644
|
|
|
9,940,684
|
|
|
9,940,684
|
|
|||
|
|
Class A Redeemable Preferred Units (10.5% Cash) (196,718 units)
|
|
|
|
3,934,666
|
|
|
4,566,904
|
|
||||||
|
|
Class B Redeemable Preferred Units (18,667 units)
|
|
|
|
433,334
|
|
|
1,660,810
|
|
||||||
|
|
Class C Redeemable Preferred Units (25,846 units)
|
|
|
|
600,000
|
|
|
600,000
|
|
||||||
|
|
Class A Common Units (43,077 units)
|
|
|
|
1,000,000
|
|
|
—
|
|
||||||
|
|
Class A Common Warrants
|
|
|
|
632,000
|
|
|
—
|
|
||||||
|
|
|
|
9,997,644
|
|
|
16,540,684
|
|
|
16,768,398
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
MS Bakery Holdings, Inc. (1%)*
|
|
Baked Goods Provider
|
|
Preferred Units (233 units)
|
|
|
|
211,867
|
|
|
397,000
|
|
||||
|
Common B Units (3,000 units)
|
|
|
|
23,140
|
|
|
2,110,000
|
|
|||||||
|
Common A Units (1,652 units)
|
|
|
|
14,993
|
|
|
1,162,000
|
|
|||||||
|
|
|
|
|
|
250,000
|
|
|
3,669,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
TRIANGLE CAPITAL CORPORATION
Consolidated Schedule of Investments — (Continued)
December 31, 2016
|
||||||||||||||||
Portfolio Company
|
|
Industry
|
|
Type of Investment
(1)(2)(7)
|
|
Principal
Amount
|
|
Cost
|
|
Fair
Value
(3)
|
||||||
NB Products, Inc. (8%)*
|
|
Distributor of Work Apparel and Accessories
|
|
Subordinated Note (12% Cash, 2% PIK, Due 02/20)
|
|
$
|
23,105,315
|
|
|
$
|
22,751,190
|
|
|
$
|
22,751,190
|
|
|
Jr. Subordinated Note (10% PIK, Due 02/20)
|
|
4,705,830
|
|
|
4,595,921
|
|
|
4,595,921
|
|
||||||
|
Jr. Subordinated Bridge Note (20% PIK, Due 05/21)
|
|
2,002,586
|
|
|
1,972,727
|
|
|
1,972,727
|
|
||||||
|
Series A Redeemable Senior Preferred Stock (7,839 shares)
|
|
|
|
7,621,648
|
|
|
9,412,000
|
|
|||||||
|
Common Stock (1,668,691 shares)
|
|
|
|
333,738
|
|
|
9,779,000
|
|
|||||||
|
|
|
29,813,731
|
|
|
37,275,224
|
|
|
48,510,838
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
PCX Aerostructures, LLC (4%)*
|
|
Aerospace Component Manufacturer
|
|
Subordinated Note (10.5% Cash, Due 10/19)
|
|
29,647,359
|
|
|
29,148,152
|
|
|
21,960,000
|
|
|||
|
Series A Preferred Stock (6,066 shares)
|
|
|
|
6,065,621
|
|
|
—
|
|
|||||||
Series B Preferred Stock (411 shares)
|
|
|
|
410,514
|
|
|
—
|
|
||||||||
Class A Common Stock (121,922 shares)
|
|
|
|
30,480
|
|
|
—
|
|
||||||||
|
|
|
29,647,359
|
|
|
35,654,767
|
|
|
21,960,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Team Waste, LLC (1%)*
|
|
Environmental and Facilities Services
|
|
Preferred Units (455,000 units)
|
|
|
|
9,100,000
|
|
|
9,100,000
|
|
||||
|
|
|
|
|
|
|
9,100,000
|
|
|
9,100,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Technology Crops, LLC (2%)*
|
|
Supply Chain Management Services
|
|
Subordinated Notes (12% Cash, 5% PIK, Due 09/17)
|
|
11,837,622
|
|
|
11,837,622
|
|
|
11,837,622
|
|
|||
Common Units (50 units)
|
|
|
|
500,000
|
|
|
—
|
|
||||||||
|
|
|
11,837,622
|
|
|
12,337,622
|
|
|
11,837,622
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
TGaS Advisors, LLC (2%)*
|
|
Advisory Solutions to Pharmaceutical Companies
|
|
Senior Note (10% Cash, 1% PIK, Due 11/19)
|
|
9,674,276
|
|
|
9,521,986
|
|
|
9,521,986
|
|
|||
|
Preferred Units (1,685,357 units)
|
|
|
|
1,556,069
|
|
|
1,270,000
|
|
|||||||
|
|
|
9,674,276
|
|
|
11,078,055
|
|
|
10,791,986
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Tulcan Fund IV, L.P. (0%)*
|
|
Custom Forging and Fastener Supplies
|
|
Common Units (1,000,000 units)
|
|
|
|
1,000,000
|
|
|
—
|
|
||||
|
|
|
|
|
|
1,000,000
|
|
|
—
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
United Retirement Plan Consultants, Inc. (0%)*
|
|
Retirement Plan Administrator
|
|
Series A Preferred Shares (9,400 shares)
|
|
|
|
205,748
|
|
|
257,000
|
|
||||
|
|
Common Shares (100,000 shares)
|
|
|
|
1,000,000
|
|
|
301,000
|
|
||||||
|
|
|
|
|
|
1,205,748
|
|
|
558,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Waste Recyclers Holdings, LLC (0%)*
|
|
Environmental and Facilities Services
|
|
Class A Preferred Units (280 units)
|
|
|
|
2,251,100
|
|
|
—
|
|
||||
Class B Preferred Units (11,484,867 units)
|
|
|
|
3,304,218
|
|
|
817,000
|
|
||||||||
Common Unit Purchase Warrant (1,170,083 units)
|
|
|
|
748,900
|
|
|
—
|
|
||||||||
Common Units (153,219 units)
|
|
|
|
180,783
|
|
|
—
|
|
||||||||
|
|
|
|
|
6,485,001
|
|
|
817,000
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Wythe Will Tzetzo, LLC (1%)*
|
|
Confectionery Goods Distributor
|
|
Series A Preferred Units (99,829 units)
|
|
|
|
—
|
|
|
6,808,000
|
|
||||
|
|
|
|
|
|
—
|
|
|
6,808,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Subtotal Affiliate Investments
|
|
|
|
119,421,982
|
|
|
162,539,224
|
|
|
161,510,773
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Control Investments:
|
|
|
|
|
|
|
|
|
|
|
||||||
CRS Reprocessing, LLC (1%)*
|
|
Fluid
Reprocessing Services |
|
Senior Notes (4.3% Cash, Due 06/17)
|
|
2,942,769
|
|
|
2,942,769
|
|
|
2,942,769
|
|
|||
|
Split Collateral Term Loans (8% Cash, Due 06/17)
|
|
11,192,464
|
|
|
11,192,464
|
|
|
6,182,000
|
|
||||||
Series F Preferred Units (705,321 units)
|
|
|
|
9,134,807
|
|
|
—
|
|
||||||||
|
Common Units (15,174 units)
|
|
|
|
—
|
|
|
—
|
|
|||||||
|
|
|
14,135,233
|
|
|
23,270,040
|
|
|
9,124,769
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
DCWV Acquisition Corporation
(0%)*
|
|
Arts & Crafts and Home Decor Products Designer and Supplier
|
|
Senior Subordinated Note (15% PIK, Due 12/19)
(6)
|
|
291,875
|
|
|
250,000
|
|
|
250,000
|
|
|||
|
|
Subordinated Note (12% Cash, 3% PIK, Due 12/19)
(6)
|
|
8,090,699
|
|
|
6,178,633
|
|
|
1,389,000
|
|
|||||
|
Jr. Subordinated Note (15% PIK, Due 12/19)
(6)
|
|
2,440,829
|
|
|
2,000,000
|
|
|
—
|
|
||||||
|
Series A Preferred Equity (1,200 shares)
|
|
|
|
1,200,000
|
|
|
—
|
|
|||||||
|
100% Common Shares
|
|
|
|
—
|
|
|
—
|
|
|||||||
|
|
|
10,823,403
|
|
|
9,628,633
|
|
|
1,639,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
TRIANGLE CAPITAL CORPORATION
Consolidated Schedule of Investments — (Continued)
December 31, 2016
|
||||||||||||||||
Portfolio Company
|
|
Industry
|
|
Type of Investment
(1)(2)(7)
|
|
Principal
Amount
|
|
Cost
|
|
Fair
Value
(3)
|
||||||
Gerli & Company (0%)*
|
|
Specialty Woven Fabrics Manufacturer
|
|
Subordinated Note (13% Cash, Due 1/17)
(6)
|
|
$
|
648,527
|
|
|
$
|
375,000
|
|
|
$
|
—
|
|
Subordinated Note (8.5% Cash, Due 1/17)
(6)
|
|
4,900,843
|
|
|
3,000,000
|
|
|
—
|
|
|||||||
Class A Preferred Shares (1,211 shares)
|
|
|
|
855,000
|
|
|
—
|
|
||||||||
Class C Preferred Shares (744 shares)
|
|
|
|
—
|
|
|
—
|
|
||||||||
Class E Preferred Shares (400 shares)
|
|
|
|
161,440
|
|
|
—
|
|
||||||||
Common Stock (300 shares)
|
|
|
|
100,000
|
|
|
—
|
|
||||||||
|
|
|
5,549,370
|
|
|
4,491,440
|
|
|
—
|
|
||||||
|
|
|
|
|
|
|
|
|
||||||||
SRC Worldwide, Inc. (1%)*
|
|
Specialty Chemical Manufacturer
|
|
Common Stock (5,000 shares)
|
|
|
|
8,028,000
|
|
|
8,028,000
|
|
||||
|
|
|
|
|
|
8,028,000
|
|
|
8,028,000
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Subtotal Control Investments
|
|
|
|
30,508,006
|
|
|
45,418,113
|
|
|
18,791,769
|
|
|||||
|
|
|
|
|
|
|
|
|
||||||||
Total Investments, December 31, 2016 (170%)*
|
|
|
|
$
|
975,173,829
|
|
|
$
|
1,096,931,491
|
|
|
$
|
1,037,907,181
|
|
(1)
|
All debt investments are income producing, unless otherwise noted. Equity and equity-linked investments are non-income producing, unless otherwise noted.
|
(2)
|
Disclosures of interest rates on notes include cash interest rates and payment-in-kind (“PIK”) interest rates.
|
(3)
|
All investments are restricted as to resale and were valued at fair value as determined in good faith by the Board of Directors.
|
(4)
|
Investment is not a qualifying investment as defined under Section 55(a) of the Investment Company Act of 1940, as amended. Non-qualifying assets represent 2.5% of total investments at fair value as of December 31, 2016. Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets. If at any time qualifying assets do not represent at least 70% of the Company's total assets, the Company will be precluded from acquiring any additional non-qualifying asset until such time as it complies with the requirements of Section 55(a).
|
(5)
|
PIK non-accrual investment
|
(6)
|
Non-accrual investment
|
(7)
|
All of the Company's investments, unless otherwise noted, are encumbered either as security for the Company's senior secured credit facility or in support of the SBA-guaranteed debentures issued by Triangle Mezzanine Fund LLLP and Triangle Mezzanine Fund II LP.
|
|
Cost
|
|
Percentage of
Total Portfolio
|
|
Fair Value
|
|
Percentage of
Total Portfolio
|
||||||
June 30, 2017:
|
|
|
|
|
|
|
|
||||||
Subordinated debt and 2
nd
lien notes
|
$
|
822,467,954
|
|
|
66
|
%
|
|
$
|
746,242,274
|
|
|
64
|
%
|
Senior debt and 1
st
lien notes
|
285,437,775
|
|
|
23
|
|
|
275,313,167
|
|
|
23
|
|
||
Equity shares
|
141,304,573
|
|
|
11
|
|
|
146,298,366
|
|
|
13
|
|
||
Equity warrants
|
3,072,517
|
|
|
—
|
|
|
1,459,000
|
|
|
—
|
|
||
|
$
|
1,252,282,819
|
|
|
100
|
%
|
|
$
|
1,169,312,807
|
|
|
100
|
%
|
December 31, 2016:
|
|
|
|
|
|
|
|
||||||
Subordinated debt and 2
nd
lien notes
|
$
|
753,635,857
|
|
|
69
|
%
|
|
$
|
690,159,367
|
|
|
67
|
%
|
Senior debt and 1
st
lien notes
|
198,616,110
|
|
|
18
|
|
|
191,643,157
|
|
|
18
|
|
||
Equity shares
|
140,524,807
|
|
|
13
|
|
|
154,216,657
|
|
|
15
|
|
||
Equity warrants
|
4,154,717
|
|
|
—
|
|
|
1,888,000
|
|
|
—
|
|
||
|
$
|
1,096,931,491
|
|
|
100
|
%
|
|
$
|
1,037,907,181
|
|
|
100
|
%
|
For the quarter ended:
|
Total
companies
|
|
Percent of total
investments at
fair value
(1)
|
March 31, 2016
|
18
|
|
27%
|
June 30, 2016
|
19
|
|
30%
|
September 30, 2016
|
19
|
|
33%
|
December 31, 2016
|
20
|
|
33%
|
March 31, 2017
|
18
|
|
30%
|
June 30, 2017
|
20
|
|
29%
|
(1)
|
Exclusive of the fair value of new investments made during the quarter.
|
June 30, 2017:
|
Fair Value(1)
|
|
Valuation
Model
|
|
Level 3
Inputs
|
|
Range of
Inputs
|
|
Weighted
Average
|
||
Subordinated debt and 2nd lien notes
|
$
|
692,246,150
|
|
|
Income
Approach
|
|
Required Rate of Return
|
|
8.0% – 35.0%
|
|
13.2%
|
|
|
|
|
Leverage Ratio
|
|
2.1x – 9.3x
|
|
4.7x
|
|||
|
|
|
|
Adjusted EBITDA
|
|
$4.3 million – $291.4 million
|
|
$42.0 million
|
|||
Subordinated debt and 2nd lien notes
|
40,828,000
|
|
|
Enterprise
Value Waterfall
Approach |
|
Adjusted EBITDA Multiple
|
|
3.8x – 9.5x
|
|
6.6x
|
|
|
|
|
|
Adjusted EBITDA
|
|
$0.9 million – $9.2 million
|
|
$5.7 million
|
|||
|
|
|
|
|
Revenue Multiple
|
|
0.8x – 0.8x
|
|
0.8x
|
||
|
|
|
|
|
Revenues
|
|
$90.1 million – $90.1 million
|
|
$90.1 million
|
||
Senior debt and 1
st
lien notes
|
272,066,398
|
|
|
Income
Approach
|
|
Required Rate of Return
|
|
7.9% – 22.5%
|
|
10.7%
|
|
|
|
|
|
Leverage Ratio
|
|
1.6x – 5.1x
|
|
3.5x
|
|||
|
|
|
|
Adjusted EBITDA
|
|
$4.1 million – $110.3 million
|
|
$15.4 million
|
|||
Senior debt and 1
st
lien notes
|
3,246,769
|
|
|
Enterprise
Value Waterfall
Approach |
|
Adjusted EBITDA Multiple
|
|
3.8x – 3.8x
|
|
3.8x
|
|
|
|
|
|
Adjusted EBITDA
|
|
$1.5 million – $1.5 million
|
|
$1.5 million
|
|||
Equity shares and warrants
|
140,661,366
|
|
|
Enterprise
Value Waterfall
Approach |
|
Adjusted EBITDA Multiple
|
|
3.3x – 14.9x
|
|
7.3x
|
|
|
|
|
|
Adjusted EBITDA
|
|
$0.7 million – $77.1 million
|
|
$14.6 million
|
|||
|
|
|
|
|
Revenue Multiple
|
|
0.8x – 3.5x
|
|
1.5x
|
||
|
|
|
|
|
Revenues
|
|
$17.8 million – $90.8 million
|
|
$58.8 million
|
(1)
|
One subordinated debt investment with a fair value of $13,168,124 and one equity security with a fair value of $7,096,000 were repaid or redeemed subsequent to the end of the reporting period and were valued at their transaction prices.
|
December 31, 2016:
|
Fair Value(1)
|
|
Valuation
Model |
|
Level 3
Input |
|
Range of
Inputs |
|
Weighted
Average |
||
Subordinated debt and 2nd lien notes
|
$
|
646,856,367
|
|
|
Income
Approach |
|
Required Rate of Return
|
|
9.5% – 35.0%
|
|
13.8%
|
|
|
|
|
Leverage Ratio
|
|
0.1x – 9.5x
|
|
4.8x
|
|||
|
|
|
|
Adjusted EBITDA
|
|
$2.6 million – $169.8 million
|
|
$27.9 million
|
|||
Subordinated debt and 2nd lien notes
|
19,790,000
|
|
|
Enterprise
Value Waterfall Approach |
|
Adjusted EBITDA Multiple
|
|
5.0x – 6.7x
|
|
5.8x
|
|
|
|
|
|
Adjusted EBITDA
|
|
$0.6 million – 4.9 million
|
|
$2.1 million
|
|||
|
|
|
|
Revenue Multiple
|
|
0.8x – 0.8x
|
|
0.8x
|
|||
|
|
|
|
Revenues
|
|
$98.0 million – $98.0 million
|
|
$98.0 million
|
|||
Senior debt and 1st lien notes
|
190,793,157
|
|
|
Income
Approach |
|
Required Rate of Return
|
|
4.3% – 20.0%
|
|
11.0%
|
|
|
|
|
|
Leverage Ratio
|
|
0.0x – 8.3x
|
|
3.2x
|
|||
|
|
|
|
Adjusted EBITDA
|
|
$4.0 million – $14.1 million
|
|
$9.3 million
|
|||
Equity shares and warrants
|
152,435,657
|
|
|
Enterprise
Value Waterfall Approach |
|
Adjusted EBITDA Multiple
|
|
3.3x – 14.9x
|
|
7.4x
|
|
|
|
|
|
Adjusted EBITDA
|
|
($1.4 million) – $82.1 million
|
|
$15.0 million
|
|||
|
|
|
|
|
Revenue Multiple
|
|
0.8x – 4.0x
|
|
1.4x
|
||
|
|
|
|
|
Revenues
|
|
$19.0 million – $98.0 million
|
|
$61.7 million
|
(1)
|
Certain subordinated debt investments with a total fair value of $23,513,000 and certain equity securities with a total fair value of $3,669,000 were repaid or redeemed subsequent to the end of the reporting period and were valued at their transaction price. One senior debt investment with a total fair value of $850,000 was expected to be repaid subsequent to the end of the reporting period and was valued at its expected settlement value.
|
|
Fair Value as of June 30, 2017
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Subordinated debt and 2
nd
lien notes
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
746,242,274
|
|
|
$
|
746,242,274
|
|
Senior debt and 1
st
lien notes
|
—
|
|
|
—
|
|
|
275,313,167
|
|
|
275,313,167
|
|
||||
Equity shares
|
—
|
|
|
—
|
|
|
146,298,366
|
|
|
146,298,366
|
|
||||
Equity warrants
|
—
|
|
|
—
|
|
|
1,459,000
|
|
|
1,459,000
|
|
||||
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,169,312,807
|
|
|
$
|
1,169,312,807
|
|
|
|
|
|
|
|
|
|
||||||||
|
Fair Value as of December 31, 2016
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Subordinated debt and 2
nd
lien notes
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
690,159,367
|
|
|
$
|
690,159,367
|
|
Senior debt and 1
st
lien notes
|
—
|
|
|
—
|
|
|
191,643,157
|
|
|
191,643,157
|
|
||||
Equity shares
|
—
|
|
|
—
|
|
|
154,216,657
|
|
|
154,216,657
|
|
||||
Equity warrants
|
—
|
|
|
—
|
|
|
1,888,000
|
|
|
1,888,000
|
|
||||
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,037,907,181
|
|
|
$
|
1,037,907,181
|
|
Six Months Ended
June 30, 2017:
|
Subordinated
Debt and 2
nd
Lien Notes
|
|
Senior Debt
and 1
st
Lien
Notes
|
|
Equity
Shares
|
|
Equity
Warrants
|
|
Total
|
||||||||||
Fair value, beginning of period
|
$
|
690,159,367
|
|
|
$
|
191,643,157
|
|
|
$
|
154,216,657
|
|
|
$
|
1,888,000
|
|
|
$
|
1,037,907,181
|
|
New investments
|
108,773,285
|
|
|
133,598,959
|
|
|
8,620,116
|
|
|
—
|
|
|
250,992,360
|
|
|||||
Reclassifications
|
22,558,007
|
|
|
(22,558,007
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Proceeds from sales of investments
|
—
|
|
|
—
|
|
|
(16,390,012
|
)
|
|
152,592
|
|
|
(16,237,420
|
)
|
|||||
Loan origination fees received
|
(1,748,132
|
)
|
|
(2,082,235
|
)
|
|
—
|
|
|
—
|
|
|
(3,830,367
|
)
|
|||||
Principal repayments received
|
(51,771,029
|
)
|
|
(20,750,316
|
)
|
|
—
|
|
|
—
|
|
|
(72,521,345
|
)
|
|||||
PIK interest earned
|
5,625,960
|
|
|
662,624
|
|
|
—
|
|
|
—
|
|
|
6,288,584
|
|
|||||
PIK interest payments received
|
(3,062,908
|
)
|
|
(507,979
|
)
|
|
—
|
|
|
—
|
|
|
(3,570,887
|
)
|
|||||
Accretion of loan discounts
|
90,966
|
|
|
54,694
|
|
|
—
|
|
|
—
|
|
|
145,660
|
|
|||||
Accretion of deferred loan origination revenue
|
1,719,273
|
|
|
514,877
|
|
|
—
|
|
|
—
|
|
|
2,234,150
|
|
|||||
Realized gain (loss)
|
(13,353,325
|
)
|
|
(2,110,952
|
)
|
|
8,549,662
|
|
|
(1,234,792
|
)
|
|
(8,149,407
|
)
|
|||||
Unrealized gain (loss)
|
(12,749,190
|
)
|
|
(3,151,655
|
)
|
|
(8,698,057
|
)
|
|
653,200
|
|
|
(23,945,702
|
)
|
|||||
Fair value, end of period
|
$
|
746,242,274
|
|
|
$
|
275,313,167
|
|
|
$
|
146,298,366
|
|
|
$
|
1,459,000
|
|
|
$
|
1,169,312,807
|
|
Six Months Ended
June 30, 2016: |
Subordinated
Debt and 2
nd
Lien Notes
|
|
Senior Debt
and 1
st
Lien
Notes
|
|
Equity
Shares
|
|
Equity
Warrants
|
|
Total
|
||||||||||
Fair value, beginning of period
|
$
|
699,125,083
|
|
|
$
|
132,929,264
|
|
|
$
|
141,555,369
|
|
|
$
|
3,667,000
|
|
|
$
|
977,276,716
|
|
New investments
|
65,489,356
|
|
|
1,000,000
|
|
|
8,305,081
|
|
|
650,000
|
|
|
75,444,437
|
|
|||||
Reclassifications
|
4,020,247
|
|
|
(4,020,247
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Proceeds from sales of investments
|
—
|
|
|
—
|
|
|
(10,819,469
|
)
|
|
(121,878
|
)
|
|
(10,941,347
|
)
|
|||||
Loan origination fees received
|
(1,582,991
|
)
|
|
(40,000
|
)
|
|
—
|
|
|
—
|
|
|
(1,622,991
|
)
|
|||||
Principal repayments received
|
(105,161,664
|
)
|
|
(3,381,185
|
)
|
|
—
|
|
|
—
|
|
|
(108,542,849
|
)
|
|||||
PIK interest earned
|
7,019,085
|
|
|
717,943
|
|
|
—
|
|
|
—
|
|
|
7,737,028
|
|
|||||
PIK interest payments received
|
(5,507,722
|
)
|
|
(236,150
|
)
|
|
—
|
|
|
—
|
|
|
(5,743,872
|
)
|
|||||
Accretion of loan discounts
|
101,049
|
|
|
98,648
|
|
|
—
|
|
|
—
|
|
|
199,697
|
|
|||||
Accretion of deferred loan origination revenue
|
2,288,179
|
|
|
262,444
|
|
|
—
|
|
|
—
|
|
|
2,550,623
|
|
|||||
Realized gain (loss)
|
—
|
|
|
(1,560,322
|
)
|
|
6,238,154
|
|
|
(154,222
|
)
|
|
4,523,610
|
|
|||||
Unrealized gain (loss)
|
(17,272,624
|
)
|
|
986,954
|
|
|
3,597,504
|
|
|
2,630,100
|
|
|
(10,058,066
|
)
|
|||||
Fair value, end of period
|
$
|
648,517,998
|
|
|
$
|
126,757,349
|
|
|
$
|
148,876,639
|
|
|
$
|
6,671,000
|
|
|
$
|
930,822,986
|
|
|
Three Months Ended
|
|
Three Months Ended
|
|
Six Months Ended
|
|
Six Months Ended
|
||||||||
|
June 30, 2017
|
|
June 30, 2016
|
|
June 30, 2017
|
|
June 30, 2016
|
||||||||
Recurring Fee Income:
|
|
|
|
|
|
|
|
||||||||
Amortization of loan origination fees
|
$
|
611,295
|
|
|
$
|
528,718
|
|
|
$
|
1,230,495
|
|
|
$
|
1,085,958
|
|
Management, valuation and other fees
|
255,431
|
|
|
226,167
|
|
|
457,391
|
|
|
418,295
|
|
||||
Total Recurring Fee Income
|
866,726
|
|
|
754,885
|
|
|
1,687,886
|
|
|
1,504,253
|
|
||||
Non-Recurring Fee Income:
|
|
|
|
|
|
|
|
||||||||
Prepayment fees
|
15,270
|
|
|
873,886
|
|
|
731,403
|
|
|
1,488,357
|
|
||||
Acceleration of unamortized loan origination fees
|
273,445
|
|
|
886,903
|
|
|
1,003,654
|
|
|
1,464,665
|
|
||||
Loan amendment fees
|
65,000
|
|
|
7,770
|
|
|
115,000
|
|
|
17,770
|
|
||||
Other fees
|
9,000
|
|
|
255,899
|
|
|
9,000
|
|
|
338,199
|
|
||||
Total Non-Recurring Fee Income
|
362,715
|
|
|
2,024,458
|
|
|
1,859,057
|
|
|
3,308,991
|
|
||||
Total Fee Income
|
$
|
1,229,441
|
|
|
$
|
2,779,343
|
|
|
$
|
3,546,943
|
|
|
$
|
4,813,244
|
|
Issuance/Pooling Date
|
Maturity Date
|
|
Interest Rate as of June 30, 2017
|
|
June 30, 2017
|
|
December 31, 2016
|
||||
SBA-Guaranteed Debentures:
|
|
|
|
|
|
|
|
||||
March 25, 2009
|
March 1, 2019
|
|
5.337%
|
|
$
|
22,000,000
|
|
|
$
|
22,000,000
|
|
March 24, 2010
|
March 1, 2020
|
|
4.825%
|
|
6,800,000
|
|
|
6,800,000
|
|
||
September 22, 2010
|
September 1, 2020
|
|
3.687%
|
|
32,590,000
|
|
|
32,590,000
|
|
||
March 29, 2011
|
March 1, 2021
|
|
4.474%
|
|
75,400,000
|
|
|
75,400,000
|
|
||
September 21, 2011
|
September 1, 2021
|
|
3.392%
|
|
19,100,000
|
|
|
19,100,000
|
|
||
March 27, 2013
|
March 1, 2023
|
|
3.155%
|
|
30,000,000
|
|
|
30,000,000
|
|
||
September 24, 2014
|
September 1, 2024
|
|
3.790%
|
|
31,310,000
|
|
|
31,310,000
|
|
||
September 21, 2016
|
September 1, 2026
|
|
2.723%
|
|
32,800,000
|
|
|
32,800,000
|
|
||
Less: Deferred financing fees
|
|
|
|
|
(4,149,059
|
)
|
|
(4,610,034
|
)
|
||
Total SBA-Guaranteed Debentures
|
|
|
|
|
$
|
245,850,941
|
|
|
$
|
245,389,966
|
|
Credit Facility:
|
|
|
|
|
|
|
|
||||
May 1, 2017
|
April 30, 2022
|
|
3.782%
|
|
$
|
125,315,242
|
|
|
$
|
127,011,475
|
|
Total Credit Facility
|
|
|
|
|
$
|
125,315,242
|
|
|
$
|
127,011,475
|
|
Notes:
|
|
|
|
|
|
|
|
||||
October 19, 2012
|
December 15, 2022
|
|
6.375%
|
|
$
|
80,500,000
|
|
|
$
|
80,500,000
|
|
February 6, 2015
|
March 15, 2022
|
|
6.375%
|
|
86,250,000
|
|
|
86,250,000
|
|
||
Less: Deferred financing fees
|
|
|
|
|
(3,673,320
|
)
|
|
(3,994,619
|
)
|
||
Total Notes
|
|
|
|
|
$
|
163,076,680
|
|
|
$
|
162,755,381
|
|
|
Six Months Ended
June 30, 2017 |
|
Six Months Ended
June 30, 2016 |
||||||
|
Number of
Shares
|
|
Weighted Average
Grant Date Fair
Value per Share
|
|
Number of
Shares
|
|
Weighted Average
Grant Date Fair
Value per Share
|
||
Unvested shares, beginning of period
|
631,622
|
|
|
$21.23
|
|
778,116
|
|
|
$24.10
|
Shares granted during the period
|
360,470
|
|
|
$19.22
|
|
364,605
|
|
|
$17.56
|
Shares vested during the period
|
(233,214
|
)
|
|
$22.40
|
|
(407,611
|
)
|
|
$23.12
|
Unvested shares, end of period
|
758,878
|
|
|
$19.92
|
|
735,110
|
|
|
$21.40
|
Portfolio Company
|
Investment Type
|
June 30, 2017
|
|
December 31, 2016
|
||||
Baker Hill Acquisition, LLC
|
Delayed Draw Term Loan
|
$
|
500,000
|
|
|
$
|
—
|
|
Cafe Enterprises, Inc.
|
Second Lien Debt
|
750,000
|
|
|
—
|
|
||
DPII Holdings LLC
|
Guaranty
|
576,925
|
|
|
576,925
|
|
||
DLC Acquisition, LLC
|
Revolver
|
1,800,000
|
|
|
3,000,000
|
|
||
Eckler's Holdings, Inc.
|
Equity Investment
|
1,000,000
|
|
|
—
|
|
||
Halo Branded Solutions, Inc.
|
Delayed Draw Term Loan
|
3,250,000
|
|
|
3,250,000
|
|
||
HKW Capital Partners IV, L.P.
|
Private Equity
|
121,608
|
|
|
530,032
|
|
||
Lakeview Health Acquisition Company
|
Revolver
|
1,387,367
|
|
|
1,387,367
|
|
||
Native Maine Operations
|
Revolver
|
1,000,000
|
|
|
—
|
|
||
Nautic Partners VII, LP
|
Private Equity
|
532,532
|
|
|
642,172
|
|
||
Nomacorc, LLC
|
Equity Investment
|
841,450
|
|
|
849,362
|
|
||
Orchid Underwriters Agency, LLC
|
Delayed Draw Term Loan
|
800,000
|
|
|
8,400,000
|
|
||
Orchid Underwriters Agency, LLC
|
Revolver
|
—
|
|
|
5,000,000
|
|
||
SCA Pharmaceuticals, LLC
|
Delayed Draw Term Loan
|
—
|
|
|
12,000,000
|
|
||
Schweiger Dermatology Group, LLC
|
Delayed Draw Term Loan
|
10,000,000
|
|
|
—
|
|
||
SCUF Gaming, Inc.
|
Revolver
|
2,000,000
|
|
|
3,500,000
|
|
||
Smile Brands, Inc.
|
Equity Investment
|
1,000,000
|
|
|
1,000,000
|
|
||
Smile Brands, Inc.
|
Delayed Draw Term Loan
|
18,826,531
|
|
|
18,826,531
|
|
||
SPC Partners V, LP
|
Private Equity
|
290,631
|
|
|
522,881
|
|
||
SPC Partners VI, LP
|
Private Equity
|
3,000,000
|
|
|
3,000,000
|
|
||
TCFI Merlin LLC and TCFI CSG LLC
|
Revolver
|
500,000
|
|
|
—
|
|
||
Team Waste, LLC
|
Equity Investment
|
—
|
|
|
900,000
|
|
||
TGaS Advisors, LLC
|
Revolver
|
2,000,000
|
|
|
2,000,000
|
|
||
YummyEarth Inc.
|
Delayed Draw Term Loan
|
1,500,000
|
|
|
1,500,000
|
|
||
Total unused commitments to extend financing
|
|
$
|
51,677,044
|
|
|
$
|
66,885,270
|
|
|
Six Months Ended June 30,
|
||||||
|
2017
|
|
2016
|
||||
Per share data:
|
|
|
|
||||
Net asset value at beginning of period
|
$
|
15.13
|
|
|
$
|
15.23
|
|
Net investment income(1)
|
0.82
|
|
|
0.77
|
|
||
Net realized gain (loss) on investments(1)
|
(0.18
|
)
|
|
0.13
|
|
||
Net unrealized depreciation on investments / foreign currency(1)
|
(0.52
|
)
|
|
(0.34
|
)
|
||
Total increase from investment operations(1)
|
0.12
|
|
|
0.56
|
|
||
Dividends paid to stockholders from net investment income
|
(0.90
|
)
|
|
(0.99
|
)
|
||
Total dividends paid
|
(0.90
|
)
|
|
(0.99
|
)
|
||
Shares issued pursuant to Dividend Reinvestment Plan
|
0.01
|
|
|
0.02
|
|
||
Common stock offering
|
0.61
|
|
|
—
|
|
||
Stock-based compensation
|
(0.07
|
)
|
|
—
|
|
||
Tax provision(1)
|
(0.01
|
)
|
|
—
|
|
||
Other(2)
|
(0.06
|
)
|
|
—
|
|
||
Net asset value at end of period
|
$
|
14.83
|
|
|
$
|
14.82
|
|
Market value at end of period(3)
|
$
|
17.62
|
|
|
$
|
19.38
|
|
Shares outstanding at end of period
|
47,745,674
|
|
|
33,630,195
|
|
||
Net assets at end of period
|
$
|
707,944,974
|
|
|
$
|
498,250,672
|
|
Average net assets
|
$
|
670,884,725
|
|
|
$
|
509,888,799
|
|
Ratio of total expenses, including provision for taxes, to average net assets (annualized)
|
7.32
|
%
|
|
11.36
|
%
|
||
Ratio of net investment income to average net assets (annualized)
|
11.08
|
%
|
|
10.12
|
%
|
||
Portfolio turnover ratio
|
8.40
|
%
|
|
7.83
|
%
|
||
Total return(4)
|
0.95
|
%
|
|
6.59
|
%
|
||
Supplemental Data:
|
|
|
|
||||
Efficiency ratio(5)
|
16.63
|
%
|
|
28.79
|
%
|
(1)
|
Weighted average basic per share data.
|
(2)
|
Represents the impact of the different share amounts used in calculating per share data as a result of calculating certain per share data based upon the weighted average basic shares outstanding during the period and certain per share data based on the shares outstanding as of a period end or transaction date.
|
(3)
|
Represents the closing price of the Company’s common stock on the last day of the period.
|
(4)
|
Total return is based on purchase of stock at the current market price on the first day and a sale at the current market price on the last day of each period reported on the table and assumes reinvestment of dividends at prices obtained by the Company's dividend reinvestment plan during the period. Total return is not annualized.
|
(5)
|
Efficiency ratio equals the sum of (i) compensation and related expenses and (ii) general and administrative expenses divided by total investment income.
|
TRIANGLE CAPITAL CORPORATION
Unaudited Schedule of Investments in and Advances to Affiliates
Six Months Ended June 30, 2017
|
||||||||||||||||||||||
Portfolio Company
|
Type of Investment(1)
|
Amount of Realized Gain/ (Loss)
|
Amount of Unrealized Gain/ (Loss)
|
Amount of Interest or Dividends Credited to Income(2)
|
December 31, 2016
Value
|
Gross Additions(3)
|
Gross Reductions(4)
|
June 30, 2017
Value
|
||||||||||||||
Control Investments:
|
|
|
|
|
|
|
|
|
||||||||||||||
CRS Reprocessing, LLC
|
Senior Notes (4.7% Cash)
|
$
|
—
|
|
$
|
—
|
|
$
|
66,184
|
|
$
|
2,942,769
|
|
$
|
—
|
|
$
|
—
|
|
$
|
2,942,769
|
|
Split Collateral Term Loans (8% Cash)
|
—
|
|
(8,628,000
|
)
|
513,963
|
|
6,182,000
|
|
2,750,000
|
|
8,628,000
|
|
304,000
|
|
||||||||
Series F Preferred Units (705,321 units)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
Common Units (15,174 units)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
|||||||||
|
—
|
|
(8,628,000
|
)
|
580,147
|
|
9,124,769
|
|
2,750,000
|
|
8,628,000
|
|
3,246,769
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
DCWV Acquisition Corporation
|
Senior Subordinated Note (15% PIK)
(5)
|
—
|
|
—
|
|
—
|
|
250,000
|
|
—
|
|
—
|
|
250,000
|
|
|||||||
Subordinated Note (12% Cash, 3% PIK)
(5)
|
—
|
|
(876,000
|
)
|
—
|
|
1,389,000
|
|
—
|
|
876,000
|
|
513,000
|
|
||||||||
Jr. Subordinated Note (15% PIK)
(5)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
Series A Preferred Equity (1,200 shares)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
100% Common Shares
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
|
—
|
|
(876,000
|
)
|
—
|
|
1,639,000
|
|
—
|
|
876,000
|
|
763,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
DialogDirect, Inc.
|
Subordinated Note (8% PIK)
(5)
|
—
|
|
(5,486,000
|
)
|
—
|
|
—
|
|
15,994,000
|
|
5,486,000
|
|
10,508,000
|
|
|||||||
Class A Common Units (1,176,500 units)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
|
—
|
|
(5,486,000
|
)
|
—
|
|
—
|
|
15,994,000
|
|
5,486,000
|
|
10,508,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
Gerli & Company
|
Subordinated Note (13% Cash)
|
(375,000
|
)
|
375,000
|
|
—
|
|
—
|
|
375,000
|
|
375,000
|
|
—
|
|
|||||||
Subordinated Note (8.5% Cash)
|
(3,000,000
|
)
|
3,000,000
|
|
—
|
|
—
|
|
3,000,000
|
|
3,000,000
|
|
—
|
|
||||||||
Class A Preferred Shares (1,211 shares)
|
(855,000
|
)
|
855,000
|
|
—
|
|
—
|
|
855,000
|
|
855,000
|
|
—
|
|
||||||||
Class C Preferred Shares (744 shares)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
Class E Preferred Shares (400 shares)
|
(161,440
|
)
|
161,440
|
|
—
|
|
—
|
|
161,440
|
|
161,440
|
|
—
|
|
||||||||
Common Stock (300 shares)
|
(100,000
|
)
|
100,000
|
|
—
|
|
—
|
|
100,000
|
|
100,000
|
|
—
|
|
||||||||
|
(4,491,440
|
)
|
4,491,440
|
|
—
|
|
—
|
|
4,491,440
|
|
4,491,440
|
|
—
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
SRC Worldwide, Inc.
|
Common Stock (5,000 shares)
|
—
|
|
(144,000
|
)
|
200,000
|
|
8,028,000
|
|
—
|
|
144,000
|
|
7,884,000
|
|
|||||||
|
—
|
|
(144,000
|
)
|
200,000
|
|
8,028,000
|
|
—
|
|
144,000
|
|
7,884,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
Total Control Investments
|
(4,491,440
|
)
|
(10,642,560
|
)
|
780,147
|
|
18,791,769
|
|
23,235,440
|
|
19,625,440
|
|
22,401,769
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
Affiliate Investments:
|
|
|
|
|
|
|
|
|
||||||||||||||
All Metals Holding, LLC
|
Subordinated Note (12% Cash, 1% PIK)
|
—
|
|
—
|
|
437,613
|
|
6,249,220
|
|
46,501
|
|
—
|
|
6,295,721
|
|
|||||||
Units (318,977 units)
|
—
|
|
(22,000
|
)
|
—
|
|
754,000
|
|
—
|
|
22,000
|
|
732,000
|
|
||||||||
|
—
|
|
(22,000
|
)
|
437,613
|
|
7,003,220
|
|
46,501
|
|
22,000
|
|
7,027,721
|
|
||||||||
|
|
|
|
|
|
|
|
|
TRIANGLE CAPITAL CORPORATION
Unaudited Schedule of Investments in and Advances to Affiliates — (Continued)
Six Months Ended June 30, 2017
|
||||||||||||||||||||||
Portfolio Company
|
Type of Investment(1)
|
Amount of Realized Gain/ (Loss)
|
Amount of Unrealized Gain/ (Loss)
|
Amount of Interest or Dividends Credited to Income(2)
|
December 31, 2016
Value
|
Gross Additions(3)
|
Gross Reductions(4)
|
June 30, 2017
Value
|
||||||||||||||
CIS Secure Computing Inc.
|
Subordinated Note (12% Cash, 3% PIK)
|
$
|
—
|
|
$
|
—
|
|
$
|
811,182
|
|
$
|
11,670,708
|
|
$
|
138,722
|
|
$
|
1,000,000
|
|
$
|
10,809,430
|
|
Common Stock (84 shares)
|
—
|
|
(227,000
|
)
|
—
|
|
2,155,000
|
|
—
|
|
227,000
|
|
1,928,000
|
|
||||||||
|
—
|
|
(227,000
|
)
|
811,182
|
|
13,825,708
|
|
138,722
|
|
1,227,000
|
|
12,737,430
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
Consolidated Lumber Company LLC
|
Subordinated Note (10% Cash, 2% PIK)
|
—
|
|
(156,611
|
)
|
194,082
|
|
4,278,000
|
|
78,750
|
|
4,356,750
|
|
—
|
|
|||||||
Class A Units (15,000 units)
|
—
|
|
50,000
|
|
58,792
|
|
2,481,000
|
|
50,000
|
|
—
|
|
2,531,000
|
|
||||||||
|
—
|
|
(106,611
|
)
|
252,874
|
|
6,759,000
|
|
128,750
|
|
4,356,750
|
|
2,531,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
DPII Holdings, LLC
|
Tranche III Subordinated Note (19% PIK)
(5)
|
—
|
|
2,148,000
|
|
—
|
|
—
|
|
2,148,000
|
|
—
|
|
2,148,000
|
|
|||||||
Tranche I & II Subordinated Notes (12% Cash, 4% PIK)
(5)
|
—
|
|
(1,598,169
|
)
|
—
|
|
2,356,001
|
|
—
|
|
1,826,001
|
|
530,000
|
|
||||||||
Class A Membership Interest (17,308 units)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
|
—
|
|
549,831
|
|
—
|
|
2,356,001
|
|
2,148,000
|
|
1,826,001
|
|
2,678,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
FCL Holding SPV, LLC
|
Class A Interest (24,873 units)
|
—
|
|
(37,000
|
)
|
45,452
|
|
645,000
|
|
—
|
|
37,000
|
|
608,000
|
|
|||||||
Class B Interest (48,427 units)
|
—
|
|
(101,000
|
)
|
—
|
|
101,000
|
|
—
|
|
101,000
|
|
—
|
|
||||||||
Class B Interest (3,746 units)
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||||
|
—
|
|
(138,000
|
)
|
45,452
|
|
746,000
|
|
—
|
|
138,000
|
|
608,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
Frank Entertainment Group, LLC
|
Senior Note (10% Cash, 5.8% PIK)
|
—
|
|
(1,077,888
|
)
|
823,087
|
|
9,940,684
|
|
351,600
|
|
1,080,284
|
|
9,212,000
|
|
|||||||
|
Subordinate Note (10% Cash)
|
|
(174,000
|
)
|
15,000
|
|
—
|
|
1,200,000
|
|
174,000
|
|
1,026,000
|
|
||||||||
|
Class A Redeemable Preferred Units (10.5% Cash) (196,718 units)
|
—
|
|
(3,492,904
|
)
|
—
|
|
4,566,904
|
|
—
|
|
3,492,904
|
|
1,074,000
|
|
|||||||
|
Class B Redeemable Preferred Units (18,667 units)
|
—
|
|
(1,660,810
|
)
|
—
|
|
1,660,810
|
|
—
|
|
1,660,810
|
|
—
|
|
|||||||
|
Class C Redeemable Preferred Units (25,846 units)
|
—
|
|
(600,000
|
)
|
—
|
|
600,000
|
|
—
|
|
600,000
|
|
—
|
|
|||||||
|
Class A Common Units (43,077 units)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
|
Class A Common Warrants
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
|
|
—
|
|
(7,005,602
|
)
|
838,087
|
|
16,768,398
|
|
1,551,600
|
|
7,007,998
|
|
11,312,000
|
|
|||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
MS Bakery Holdings, Inc. (F/K/A Main Street Gourmet, LLC)
|
Preferred Units (233 units)
|
185,133
|
|
(185,133
|
)
|
—
|
|
397,000
|
|
185,133
|
|
582,133
|
|
—
|
|
|||||||
Common B Units (3,000 units)
|
2,087,323
|
|
(2,086,860
|
)
|
—
|
|
2,110,000
|
|
2,087,323
|
|
4,197,323
|
|
—
|
|
||||||||
Common A Units (1,652 units)
|
1,147,007
|
|
(1,147,007
|
)
|
—
|
|
1,162,000
|
|
1,147,007
|
|
2,309,007
|
|
—
|
|
||||||||
|
3,419,463
|
|
(3,419,000
|
)
|
—
|
|
3,669,000
|
|
3,419,463
|
|
7,088,463
|
|
—
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
Native Maine Operations, Inc.
|
Senior Notes (10.2% Cash)
|
—
|
|
—
|
|
982,475
|
|
—
|
|
17,650,124
|
|
—
|
|
17,650,124
|
|
|||||||
Preferred Units (20,000 units)
|
—
|
|
—
|
|
—
|
|
—
|
|
2,000,000
|
|
—
|
|
2,000,000
|
|
||||||||
|
—
|
|
—
|
|
982,475
|
|
—
|
|
19,650,124
|
|
—
|
|
19,650,124
|
|
||||||||
|
|
|
|
|
|
|
|
|
TRIANGLE CAPITAL CORPORATION
Unaudited Schedule of Investments in and Advances to Affiliates — (Continued)
Six Months Ended June 30, 2017
|
||||||||||||||||||||||
Portfolio Company
|
Type of Investment(1)
|
Amount of Realized Gain/ (Loss)
|
Amount of Unrealized Gain/ (Loss)
|
Amount of Interest or Dividends Credited to Income(2)
|
December 31, 2016
Value
|
Gross Additions(3)
|
Gross Reductions(4)
|
June 30, 2017
Value
|
||||||||||||||
NB Products, Inc.
|
Subordinated Note (12% Cash, 2% PIK)
|
$
|
—
|
|
$
|
—
|
|
$
|
1,759,235
|
|
$
|
22,751,190
|
|
$
|
275,881
|
|
$
|
—
|
|
$
|
23,027,071
|
|
Jr. Subordinated Note (10% PIK)
|
—
|
|
—
|
|
245,620
|
|
4,595,921
|
|
252,934
|
|
—
|
|
4,848,855
|
|
||||||||
Jr. Subordinated Bridge Note (20% PIK)
|
—
|
|
—
|
|
209,146
|
|
1,972,727
|
|
209,146
|
|
—
|
|
2,181,873
|
|
||||||||
Series A Redeemable Senior Preferred Stock (7,839 shares)
|
—
|
|
473,000
|
|
—
|
|
9,412,000
|
|
473,000
|
|
—
|
|
9,885,000
|
|
||||||||
Common Stock (1,668,691 shares)
|
—
|
|
3,375,000
|
|
—
|
|
9,779,000
|
|
3,375,000
|
|
—
|
|
13,154,000
|
|
||||||||
|
—
|
|
3,848,000
|
|
2,214,001
|
|
48,510,838
|
|
4,585,961
|
|
—
|
|
53,096,799
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
Passport Food Group, LLC
|
Senior Notes (10.2% Cash)
|
—
|
|
—
|
|
534,414
|
|
—
|
|
19,615,658
|
|
—
|
|
19,615,658
|
|
|||||||
Common Shares (20,000 shares)
|
—
|
|
—
|
|
—
|
|
—
|
|
2,000,000
|
|
—
|
|
2,000,000
|
|
||||||||
|
—
|
|
—
|
|
534,414
|
|
—
|
|
21,615,658
|
|
—
|
|
21,615,658
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
PCX Aerostructures, LLC
|
Subordinated Note (10.5% Cash)
|
—
|
|
974,376
|
|
1,611,758
|
|
21,960,000
|
|
1,021,000
|
|
—
|
|
22,981,000
|
|
|||||||
Series A Preferred Stock (6,066 shares)
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||||
Series B Preferred Stock (411 shares)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
Class A Common Stock (121,922 shares)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
|
—
|
|
974,376
|
|
1,611,758
|
|
21,960,000
|
|
1,021,000
|
|
—
|
|
22,981,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
Team Waste, LLC
|
Preferred Units (500,000 units)
|
—
|
|
—
|
|
9,000
|
|
9,100,000
|
|
900,000
|
|
—
|
|
10,000,000
|
|
|||||||
|
—
|
|
—
|
|
9,000
|
|
9,100,000
|
|
900,000
|
|
—
|
|
10,000,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
Technology Crops, LLC
|
Subordinated Notes (12% Cash, 5% PIK)
|
—
|
|
(2,229,340
|
)
|
1,022,443
|
|
11,837,622
|
|
300,718
|
|
2,229,340
|
|
9,909,000
|
|
|||||||
Common Units (50 units)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
|
—
|
|
(2,229,340
|
)
|
1,022,443
|
|
11,837,622
|
|
300,718
|
|
2,229,340
|
|
9,909,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
TGaS Advisors, LLC
|
Senior Note (10% Cash, 1% PIK)
|
—
|
|
—
|
|
563,891
|
|
9,521,986
|
|
78,045
|
|
124,486
|
|
9,475,545
|
|
|||||||
Preferred Units (1,685,357 units)
|
—
|
|
72,000
|
|
—
|
|
1,270,000
|
|
72,000
|
|
—
|
|
1,342,000
|
|
||||||||
|
—
|
|
72,000
|
|
563,891
|
|
10,791,986
|
|
150,045
|
|
124,486
|
|
10,817,545
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
Tulcan Fund IV, L.P. (F/K/A Dyson Corporation)
|
Common Units (1,000,000 units)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
United Retirement Plan Consultants, Inc.
|
Series A Preferred Shares (9,400 shares)
|
—
|
|
11,000
|
|
—
|
|
257,000
|
|
11,000
|
|
—
|
|
268,000
|
|
|||||||
Common Shares (100,000 shares)
|
—
|
|
(52,000
|
)
|
—
|
|
301,000
|
|
—
|
|
52,000
|
|
249,000
|
|
||||||||
|
—
|
|
(41,000
|
)
|
—
|
|
558,000
|
|
11,000
|
|
52,000
|
|
517,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
(1)
|
All debt investments are income producing, unless otherwise noted. Equity and equity-linked investments are non-income producing, unless otherwise noted.
|
(2)
|
Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in Control or Affiliate categories, respectively.
|
(3)
|
Gross additions include increase in the cost basis of investments resulting from new portfolio investments, follow-on investments and accrued PIK interest. Gross Additions also include net increases in unrealized appreciation or net decreases in unrealized depreciation.
|
(4)
|
Gross reductions include decreases in the total cost basis of investments resulting from principal or PIK repayments or sales. Gross reductions also include net increases in unrealized depreciation or net decreases in unrealized appreciation.
|
(5)
|
Non-accrual investment
|
TRIANGLE CAPITAL CORPORATION
Schedule of Investments in and Advances to Affiliates
Year Ended December 31, 2016
|
||||||||||||||||||||||
Portfolio Company
|
Type of Investment(1)
|
Amount of Realized Gain/ (Loss)
|
Amount of Unrealized Gain/ (Loss)
|
Amount of Interest or Dividends Credited to Income(2)
|
December 31, 2015
Value
|
Gross Additions(3)
|
Gross Reductions(4)
|
December 31, 2016
Value
|
||||||||||||||
Control Investments:
|
|
|
|
|
|
|
|
|
||||||||||||||
CRS Reprocessing, LLC
|
Senior Notes (4.3% Cash)
|
$
|
—
|
|
$
|
—
|
|
$
|
120,067
|
|
$
|
2,942,769
|
|
$
|
—
|
|
$
|
—
|
|
$
|
2,942,769
|
|
Split Collateral Term Loans (8% Cash)
|
—
|
|
(5,010,464
|
)
|
897,649
|
|
6,192,464
|
|
5,000,000
|
|
5,010,464
|
|
6,182,000
|
|
||||||||
Series F Preferred Units (705,321 units)
|
—
|
|
(5,221,000
|
)
|
—
|
|
5,221,000
|
|
—
|
|
5,221,000
|
|
—
|
|
||||||||
Common Units (15,174 units)
|
—
|
|
—
|
|
333
|
|
—
|
|
—
|
|
|
—
|
|
|||||||||
|
—
|
|
(10,231,464
|
)
|
1,018,049
|
|
14,356,233
|
|
5,000,000
|
|
10,231,464
|
|
9,124,769
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
DCWV Acquisition Corporation
|
Senior Subordinated Note (15% PIK)
(5)
|
—
|
|
—
|
|
—
|
|
250,000
|
|
—
|
|
—
|
|
250,000
|
|
|||||||
Subordinated Note (12% Cash, 3% PIK)
(5)
|
—
|
|
(1,728,000
|
)
|
—
|
|
3,117,000
|
|
—
|
|
1,728,000
|
|
1,389,000
|
|
||||||||
Jr. Subordinated Note (15% PIK)
(5)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
Series A Preferred Equity (1,200 shares)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
100% Common Shares
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
|
—
|
|
(1,728,000
|
)
|
—
|
|
3,367,000
|
|
—
|
|
1,728,000
|
|
1,639,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
Gerli & Company
|
Subordinated Note (13% Cash)
(5)
|
—
|
|
(375,000
|
)
|
—
|
|
375,000
|
|
—
|
|
375,000
|
|
—
|
|
|||||||
Subordinated Note (8.5% Cash)
(5)
|
—
|
|
(437,000
|
)
|
—
|
|
437,000
|
|
—
|
|
437,000
|
|
—
|
|
||||||||
Class A Preferred Shares (1,211 shares)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
Class C Preferred Shares (744 shares)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
Class E Preferred Shares (400 shares)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
Common Stock (300 shares)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
|
—
|
|
(812,000
|
)
|
—
|
|
812,000
|
|
—
|
|
812,000
|
|
—
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
SRC Worldwide, Inc.
|
Common Stock (5,000 shares)
|
—
|
|
1,307,000
|
|
700,000
|
|
6,921,000
|
|
1,307,000
|
|
200,000
|
|
8,028,000
|
|
|||||||
|
—
|
|
1,307,000
|
|
700,000
|
|
6,921,000
|
|
1,307,000
|
|
200,000
|
|
8,028,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
Total Control Investments
|
—
|
|
(11,464,464
|
)
|
1,718,049
|
|
25,456,233
|
|
6,307,000
|
|
12,971,464
|
|
18,791,769
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
Affiliate Investments:
|
|
|
|
|
|
|
|
|
||||||||||||||
All Aboard America! Holdings Inc.
|
Subordinated Note (12% Cash, 3% PIK)
|
—
|
|
—
|
|
2,440,362
|
|
14,953,191
|
|
577,433
|
|
15,530,624
|
|
—
|
|
|||||||
Membership Units in LLC
|
3,118,958
|
|
(2,723,218
|
)
|
—
|
|
5,024,000
|
|
3,118,958
|
|
8,142,958
|
|
—
|
|
||||||||
|
3,118,958
|
|
(2,723,218
|
)
|
2,440,362
|
|
19,977,191
|
|
3,696,391
|
|
23,673,582
|
|
—
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
All Metals Holding, LLC
|
Subordinated Note (12% Cash, 1% PIK)
|
—
|
|
—
|
|
—
|
|
—
|
|
6,249,220
|
|
—
|
|
6,249,220
|
|
|||||||
Units (318,977 units)
|
—
|
|
(39,331
|
)
|
—
|
|
—
|
|
793,331
|
|
39,331
|
|
754,000
|
|
||||||||
|
—
|
|
(39,331
|
)
|
—
|
|
—
|
|
7,042,551
|
|
39,331
|
|
7,003,220
|
|
||||||||
|
|
|
|
|
|
|
|
|
TRIANGLE CAPITAL CORPORATION
Schedule of Investments in and Advances to Affiliates — (Continued)
Year Ended December 31, 2016
|
||||||||||||||||||||||
Portfolio Company
|
Type of Investment(1)
|
Amount of Realized Gain/ (Loss)
|
Amount of Unrealized Gain/ (Loss)
|
Amount of Interest or Dividends Credited to Income(2)
|
December 31, 2015
Value
|
Gross Additions(3)
|
Gross Reductions(4)
|
December 31, 2016
Value
|
||||||||||||||
NB Products, Inc.
|
Subordinated Note (12% Cash, 2% PIK)
|
$
|
—
|
|
$
|
—
|
|
$
|
3,368,353
|
|
$
|
20,327,140
|
|
$
|
2,424,050
|
|
$
|
—
|
|
$
|
22,751,190
|
|
Jr. Subordinated Note (10% PIK)
|
—
|
|
—
|
|
462,929
|
|
4,126,030
|
|
469,891
|
|
—
|
|
4,595,921
|
|
||||||||
Jr. Subordinated Bridge Note (20% PIK)
|
—
|
|
—
|
|
244,654
|
|
—
|
|
1,972,727
|
|
—
|
|
1,972,727
|
|
||||||||
Series A Redeemable Senior Preferred Stock (7,839 shares)
|
—
|
|
887,000
|
|
—
|
|
8,525,000
|
|
887,000
|
|
—
|
|
9,412,000
|
|
||||||||
Common Stock (1,668,691 shares)
|
—
|
|
5,782,000
|
|
—
|
|
3,997,000
|
|
5,782,000
|
|
—
|
|
9,779,000
|
|
||||||||
|
—
|
|
6,669,000
|
|
4,075,936
|
|
36,975,170
|
|
11,535,668
|
|
—
|
|
48,510,838
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
PCX Aerostructures, LLC
|
Subordinated Note (10.5% Cash)
|
—
|
|
(6,001,060
|
)
|
3,339,521
|
|
18,612,000
|
|
9,409,060
|
|
6,061,060
|
|
21,960,000
|
|
|||||||
Series A Preferred Stock (6,066 shares)
|
—
|
|
(1,912,668
|
)
|
—
|
|
1,191,000
|
|
721,668
|
|
1,912,668
|
|
—
|
|
||||||||
Series B Preferred Stock (411 shares)
|
—
|
|
(410,514
|
)
|
—
|
|
—
|
|
410,514
|
|
410,514
|
|
—
|
|
||||||||
Class A Common Stock (121,922 shares)
|
—
|
|
(3,626
|
)
|
—
|
|
—
|
|
3,626
|
|
3,626
|
|
—
|
|
||||||||
|
—
|
|
(8,327,868
|
)
|
3,339,521
|
|
19,803,000
|
|
10,544,868
|
|
8,387,868
|
|
21,960,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
Team Waste, LLC
|
Preferred Units (455,000 units)
|
—
|
|
—
|
|
36,000
|
|
5,500,000
|
|
3,600,000
|
|
—
|
|
9,100,000
|
|
|||||||
|
—
|
|
—
|
|
36,000
|
|
5,500,000
|
|
3,600,000
|
|
—
|
|
9,100,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
Technology Crops, LLC
|
Subordinated Notes (12% Cash, 5% PIK)
|
—
|
|
—
|
|
1,944,252
|
|
11,252,123
|
|
585,499
|
|
—
|
|
11,837,622
|
|
|||||||
Common Units (50 units)
|
—
|
|
(400,000
|
)
|
—
|
|
400,000
|
|
—
|
|
400,000
|
|
—
|
|
||||||||
|
—
|
|
(400,000
|
)
|
1,944,252
|
|
11,652,123
|
|
585,499
|
|
400,000
|
|
11,837,622
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
TGaS Advisors, LLC
|
Senior Note (10% Cash, 1% PIK)
|
—
|
|
—
|
|
1,180,938
|
|
9,633,898
|
|
177,061
|
|
288,973
|
|
9,521,986
|
|
|||||||
Preferred Units (1,685,357 units)
|
—
|
|
(27,712
|
)
|
33,000
|
|
1,427,000
|
|
—
|
|
157,000
|
|
1,270,000
|
|
||||||||
|
—
|
|
(27,712
|
)
|
1,213,938
|
|
11,060,898
|
|
177,061
|
|
445,973
|
|
10,791,986
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
Tulcan Fund IV, L.P. (F/K/A Dyson Corporation)
|
Common Units (1,000,000 units)
|
—
|
|
—
|
|
—
|
|
416,000
|
|
—
|
|
416,000
|
|
—
|
|
|||||||
|
—
|
|
—
|
|
—
|
|
416,000
|
|
—
|
|
416,000
|
|
—
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
UCS Super HoldCo LLC
|
Membership Units (1,000 units)
|
(2,000,000
|
)
|
2,000,000
|
|
—
|
|
—
|
|
2,000,000
|
|
2,000,000
|
|
—
|
|
|||||||
Participation Interest
|
(626,437
|
)
|
700,000
|
|
—
|
|
300,000
|
|
700,000
|
|
1,000,000
|
|
—
|
|
||||||||
|
(2,626,437
|
)
|
2,700,000
|
|
—
|
|
300,000
|
|
2,700,000
|
|
3,000,000
|
|
—
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
United Retirement Plan Consultants, Inc.
|
Series A Preferred Shares (9,400 shares)
|
—
|
|
505,252
|
|
—
|
|
446,000
|
|
265,000
|
|
454,000
|
|
257,000
|
|
|||||||
Common Shares (100,000 shares)
|
—
|
|
(599,000
|
)
|
—
|
|
—
|
|
611,000
|
|
310,000
|
|
301,000
|
|
||||||||
|
—
|
|
(93,748
|
)
|
—
|
|
446,000
|
|
876,000
|
|
764,000
|
|
558,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
(1)
|
All debt investments are income producing, unless otherwise noted. Equity and equity-linked investments are non-income producing, unless otherwise noted.
|
(2)
|
Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in Control or Affiliate categories, respectively.
|
(3)
|
Gross additions include increase in the cost basis of investments resulting from new portfolio investments, follow-on investments and accrued PIK interest. Gross Additions also include net increases in unrealized appreciation or net decreases in unrealized depreciation.
|
(4)
|
Gross reductions include decreases in the total cost basis of investments resulting from principal or PIK repayments or sales. Gross reductions also include net increases in unrealized depreciation or net decreases in unrealized appreciation.
|
(5)
|
Non-accrual investment
|
|
Cost
|
|
Percentage of
Total
Portfolio
|
|
Fair Value
|
|
Percentage of
Total
Portfolio
|
||||||
June 30, 2017:
|
|
|
|
|
|
|
|
||||||
Subordinated debt and 2nd lien notes
|
$
|
822,467,954
|
|
|
66
|
%
|
|
$
|
746,242,274
|
|
|
64
|
%
|
Senior debt and 1st lien notes
|
285,437,775
|
|
|
23
|
|
|
275,313,167
|
|
|
23
|
|
||
Equity shares
|
141,304,573
|
|
|
11
|
|
|
146,298,366
|
|
|
13
|
|
||
Equity warrants
|
3,072,517
|
|
|
—
|
|
|
1,459,000
|
|
|
—
|
|
||
|
$
|
1,252,282,819
|
|
|
100
|
%
|
|
$
|
1,169,312,807
|
|
|
100
|
%
|
December 31, 2016:
|
|
|
|
|
|
|
|
||||||
Subordinated debt and 2nd lien notes
|
$
|
753,635,857
|
|
|
69
|
%
|
|
$
|
690,159,367
|
|
|
67
|
%
|
Senior debt and 1st lien notes
|
198,616,110
|
|
|
18
|
|
|
191,643,157
|
|
|
18
|
|
||
Equity shares
|
140,524,807
|
|
|
13
|
|
|
154,216,657
|
|
|
15
|
|
||
Equity warrants
|
4,154,717
|
|
|
—
|
|
|
1,888,000
|
|
|
—
|
|
||
|
$
|
1,096,931,491
|
|
|
100
|
%
|
|
$
|
1,037,907,181
|
|
|
100
|
%
|
Six Months Ended
June 30, 2017:
|
Subordinated
Debt and 2
nd
Lien Notes
|
|
Senior Debt
and 1
st
Lien
Notes
|
|
Equity
Shares
|
|
Equity
Warrants
|
|
Total
|
||||||||||
Fair value, beginning of period
|
$
|
690,159,367
|
|
|
$
|
191,643,157
|
|
|
$
|
154,216,657
|
|
|
$
|
1,888,000
|
|
|
$
|
1,037,907,181
|
|
New investments
|
108,773,285
|
|
|
133,598,959
|
|
|
8,620,116
|
|
|
—
|
|
|
250,992,360
|
|
|||||
Reclassifications
|
22,558,007
|
|
|
(22,558,007
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Proceeds from sales of investments
|
—
|
|
|
—
|
|
|
(16,390,012
|
)
|
|
152,592
|
|
|
(16,237,420
|
)
|
|||||
Loan origination fees received
|
(1,748,132
|
)
|
|
(2,082,235
|
)
|
|
—
|
|
|
—
|
|
|
(3,830,367
|
)
|
|||||
Principal repayments received
|
(51,771,029
|
)
|
|
(20,750,316
|
)
|
|
—
|
|
|
—
|
|
|
(72,521,345
|
)
|
|||||
PIK interest earned
|
5,625,960
|
|
|
662,624
|
|
|
—
|
|
|
—
|
|
|
6,288,584
|
|
|||||
PIK interest payments received
|
(3,062,908
|
)
|
|
(507,979
|
)
|
|
—
|
|
|
—
|
|
|
(3,570,887
|
)
|
|||||
Accretion of loan discounts
|
90,966
|
|
|
54,694
|
|
|
—
|
|
|
—
|
|
|
145,660
|
|
|||||
Accretion of deferred loan origination revenue
|
1,719,273
|
|
|
514,877
|
|
|
—
|
|
|
—
|
|
|
2,234,150
|
|
|||||
Realized gain (loss)
|
(13,353,325
|
)
|
|
(2,110,952
|
)
|
|
8,549,662
|
|
|
(1,234,792
|
)
|
|
(8,149,407
|
)
|
|||||
Unrealized gain (loss)
|
(12,749,190
|
)
|
|
(3,151,655
|
)
|
|
(8,698,057
|
)
|
|
653,200
|
|
|
(23,945,702
|
)
|
|||||
Fair value, end of period
|
$
|
746,242,274
|
|
|
$
|
275,313,167
|
|
|
$
|
146,298,366
|
|
|
$
|
1,459,000
|
|
|
$
|
1,169,312,807
|
|
Weighted average yield on debt investments at end of period(1)
|
|
|
|
11.4
|
%
|
||||||||||||||
Weighted average yield on total investments at end of period(1)
|
|
|
|
10.0
|
%
|
||||||||||||||
Weighted average yield on total investments at end of period
|
|
|
|
9.4
|
%
|
(1)
|
Excludes non-accrual debt investments
|
Six Months Ended
June 30, 2016: |
Subordinated
Debt and 2
nd
Lien Notes
|
|
Senior Debt
and 1
st
Lien
Notes
|
|
Equity
Shares
|
|
Equity
Warrants
|
|
Total
|
||||||||||
Fair value, beginning of period
|
$
|
699,125,083
|
|
|
$
|
132,929,264
|
|
|
$
|
141,555,369
|
|
|
$
|
3,667,000
|
|
|
$
|
977,276,716
|
|
New investments
|
65,489,356
|
|
|
1,000,000
|
|
|
8,305,081
|
|
|
650,000
|
|
|
75,444,437
|
|
|||||
Reclassifications
|
4,020,247
|
|
|
(4,020,247
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Proceeds from sales of investments
|
—
|
|
|
—
|
|
|
(10,819,469
|
)
|
|
(121,878
|
)
|
|
(10,941,347
|
)
|
|||||
Loan origination fees received
|
(1,582,991
|
)
|
|
(40,000
|
)
|
|
—
|
|
|
—
|
|
|
(1,622,991
|
)
|
|||||
Principal repayments received
|
(105,161,664
|
)
|
|
(3,381,185
|
)
|
|
—
|
|
|
—
|
|
|
(108,542,849
|
)
|
|||||
PIK interest earned
|
7,019,085
|
|
|
717,943
|
|
|
—
|
|
|
—
|
|
|
7,737,028
|
|
|||||
PIK interest payments received
|
(5,507,722
|
)
|
|
(236,150
|
)
|
|
—
|
|
|
—
|
|
|
(5,743,872
|
)
|
|||||
Accretion of loan discounts
|
101,049
|
|
|
98,648
|
|
|
—
|
|
|
—
|
|
|
199,697
|
|
|||||
Accretion of deferred loan origination revenue
|
2,288,179
|
|
|
262,444
|
|
|
—
|
|
|
—
|
|
|
2,550,623
|
|
|||||
Realized gain (loss)
|
—
|
|
|
(1,560,322
|
)
|
|
6,238,154
|
|
|
(154,222
|
)
|
|
4,523,610
|
|
|||||
Unrealized gain (loss)
|
(17,272,624
|
)
|
|
986,954
|
|
|
3,597,504
|
|
|
2,630,100
|
|
|
(10,058,066
|
)
|
|||||
Fair value, end of period
|
$
|
648,517,998
|
|
|
$
|
126,757,349
|
|
|
$
|
148,876,639
|
|
|
$
|
6,671,000
|
|
|
$
|
930,822,986
|
|
Weighted average yield on debt investments at end of period(1)
|
|
|
|
12.3
|
%
|
||||||||||||||
Weighted average yield on total investments at end of period(1)
|
|
|
|
10.6
|
%
|
||||||||||||||
Weighted average yield on total investments at end of period
|
|
|
|
9.9
|
%
|
(1)
|
Excludes non-accrual debt investments
|
For the quarter ended:
|
Total
companies
|
|
Percent of total
investments at
fair value
(1)
|
March 31, 2016
|
18
|
|
27%
|
June 30, 2016
|
19
|
|
30%
|
September 30, 2016
|
19
|
|
33%
|
December 31, 2016
|
20
|
|
33%
|
March 31, 2017
|
18
|
|
30%
|
June 30, 2017
|
20
|
|
29%
|
(1)
|
Exclusive of the fair value of new investments made during the quarter.
|
•
|
financial standing of the issuer of the security;
|
•
|
comparison of the business and financial plan of the issuer with actual results;
|
•
|
the size of the security held;
|
•
|
pending reorganization activity affecting the issuer, such as merger or debt restructuring;
|
•
|
ability of the issuer to obtain needed financing;
|
•
|
changes in the economy affecting the issuer;
|
•
|
financial statements and reports from portfolio company senior management and ownership;
|
•
|
the type of security, the security’s cost at the date of purchase and any contractual restrictions on the disposition of the security;
|
•
|
information as to any transactions or offers with respect to the security and/or sales to third parties of similar securities;
|
•
|
the issuer’s ability to make payments and the type of collateral;
|
•
|
the current and forecasted earnings of the issuer;
|
•
|
statistical ratios compared to lending standards and to other similar securities;
|
•
|
pending public offering of common stock by the issuer of the security;
|
•
|
special reports prepared by analysts; and
|
•
|
any other factors we deem pertinent with respect to a particular investment.
|
Portfolio Company
|
Investment Type
|
June 30, 2017
|
|
December 31, 2016
|
||||
Baker Hill Acquisition, LLC
|
Delayed Draw Term Loan
|
$
|
500,000
|
|
|
$
|
—
|
|
Cafe Enterprises, Inc.
|
Second Lien Debt
|
750,000
|
|
|
—
|
|
||
DPII Holdings LLC
|
Guaranty
|
576,925
|
|
|
576,925
|
|
||
DLC Acquisition, LLC
|
Revolver
|
1,800,000
|
|
|
3,000,000
|
|
||
Eckler's Holdings, Inc.
|
Equity Investment
|
1,000,000
|
|
|
—
|
|
||
Halo Branded Solutions, Inc.
|
Delayed Draw Term Loan
|
3,250,000
|
|
|
3,250,000
|
|
||
HKW Capital Partners IV, L.P.
|
Private Equity
|
121,608
|
|
|
530,032
|
|
||
Lakeview Health Acquisition Company
|
Revolver
|
1,387,367
|
|
|
1,387,367
|
|
||
Native Maine Operations
|
Revolver
|
1,000,000
|
|
|
—
|
|
||
Nautic Partners VII, LP
|
Private Equity
|
532,532
|
|
|
642,172
|
|
||
Nomacorc, LLC
|
Equity Investment
|
841,450
|
|
|
849,362
|
|
||
Orchid Underwriters Agency, LLC
|
Delayed Draw Term Loan
|
800,000
|
|
|
8,400,000
|
|
||
Orchid Underwriters Agency, LLC
|
Revolver
|
—
|
|
|
5,000,000
|
|
||
SCA Pharmaceuticals, LLC
|
Delayed Draw Term Loan
|
—
|
|
|
12,000,000
|
|
||
Schweiger Dermatology Group, LLC
|
Delayed Draw Term Loan
|
10,000,000
|
|
|
—
|
|
||
SCUF Gaming, Inc.
|
Revolver
|
2,000,000
|
|
|
3,500,000
|
|
||
Smile Brands, Inc.
|
Equity Investment
|
1,000,000
|
|
|
1,000,000
|
|
||
Smile Brands, Inc.
|
Delayed Draw Term Loan
|
18,826,531
|
|
|
18,826,531
|
|
||
SPC Partners V, LP
|
Private Equity
|
290,631
|
|
|
522,881
|
|
||
SPC Partners VI, LP
|
Private Equity
|
3,000,000
|
|
|
3,000,000
|
|
||
TCFI Merlin LLC and TCFI CSG LLC
|
Revolver
|
500,000
|
|
|
—
|
|
||
Team Waste, LLC
|
Equity Investment
|
—
|
|
|
900,000
|
|
||
TGaS Advisors, LLC
|
Revolver
|
2,000,000
|
|
|
2,000,000
|
|
||
YummyEarth Inc.
|
Delayed Draw Term Loan
|
1,500,000
|
|
|
1,500,000
|
|
||
Total unused commitments to extend financing
|
|
$
|
51,677,044
|
|
|
$
|
66,885,270
|
|
Number
|
Exhibit
|
|
|
3.1
|
Articles of Amendment and Restatement of the Registrant (Filed as Exhibit (a)(3) to the Registrant’s Pre-Effective Amendment No. 1 to the Registration Statement on Form N-2 (File No. 333-138418) filed with the Securities and Exchange Commission on December 29, 2006 and incorporated herein by reference).
|
|
|
3.2
|
Fifth Amended and Restated Bylaws of the Registrant (Filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 9, 2015 and incorporated herein by reference).
|
|
|
4.1
|
Form of Common Stock Certificate (Filed as Exhibit (d) to the Registrant’s Post-Effective Amendment No. 1 to the Registration Statement on Form N-2 (File No. 333-138418) filed with the Securities and Exchange Commission on February 15, 2007 and incorporated herein by reference).
|
|
|
4.2
|
Dividend Reinvestment Plan of the Registrant (Filed as Exhibit 4.2 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2007 filed with the Securities and Exchange Commission on March 12, 2008 and incorporated herein by reference).
|
|
|
4.3
|
Agreement to Furnish Certain Instruments (Filed as Exhibit 4.19 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2008 filed with the Securities and Exchange Commission on February 25, 2009 and incorporated herein by reference).
|
|
|
4.4
|
Indenture, dated March 2, 2012 between the Registrant and the Bank of New York Mellon Trust Company, N.A. (Filed as Exhibit (d)(5) to the Registrant’s Post-Effective Amendment No. 2 to the Registration Statement on Form N-2 (File No. 33-175160) filed with the Securities and Exchange Commission on March 2, 2012 and incorporated herein by reference).
|
|
|
4.5
|
Second Supplemental Indenture, dated October 19, 2012 between the Registrant and the Bank of New York Mellon Trust Company, N.A. (Filed as Exhibit 4.1 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on October 19, 2012 and incorporated herein by reference).
|
|
|
4.6
|
Form of 6.375% Note due 2022 (Included as part of Exhibit 4.1 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on October 19, 2012 and incorporated herein by reference).
|
|
|
4.7
|
Third Supplemental Indenture, dated February 6, 2015 between the Registrant and the Bank of New York Mellon Trust Company, N.A. (Filed as Exhibit (d)(12) to the Registrant's Post-Effective Amendment No. 1 on Form N-2 (File No. 333-199102) filed with the Securities and Exchange Commission on February 6, 2015 and incorporated herein by reference).
|
|
|
4.8
|
Form of 6.375% Note due 2022 (Included as part of Exhibit (d)(12) to the Registrant's Post-Effective Amendment No. 1 on Form N-2 (File No. 333-199102) filed with the Securities and Exchange Commission on February 6, 2015 and incorporated herein by reference).
|
|
|
4.9
|
First Amendment to Third Amended and Restated Credit Agreement, dated May 1, 2017, among the Company, Branch Banking and Trust Company, ING Capital LLC, Fifth Third Bank, Morgan Stanley Bank, N.A., Bank of North Carolina, EverBank Commercial Finance, Inc., First Tennessee Bank National Association, First National Bank of Pennsylvania, Capital Bank Corporation, Park Sterling Bank, Paragon Commercial Bank, Raymond James Bank, N.A. and Stifel Bank & Trust (Filed as Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on May 3, 2017 and incorporated herein by reference).
|
|
|
10.1
|
Triangle Capital Corporation Omnibus Incentive Plan (Filed as Exhibit 10.1 to the Registrant's Registration Statement on Form S-8 (File No. 333-218459) filed with the Securities and Exchange Commission on June 2, 2017 and incorporated herein by reference).
|
|
|
10.2
|
Form of Triangle Capital Corporation Executive Officer Restricted Share Award Agreement*
|
|
|
10.3
|
Form of Triangle Capital Corporation Non-employee Director Restricted Share Award Agreement*
|
|
|
10.4
|
Supplement and Joinder Agreement for Triangle Capital Corporation Credit Agreement dated July 31, 2017*
|
|
|
11
|
Statement re computation of per share earnings (Included in the consolidated financial statements filed with this report).*
|
|
|
31.1
|
Chief Executive Officer Certification Pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
|
|
|
31.2
|
Chief Financial Officer Certification Pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
|
|
|
32.1
|
Chief Executive Officer Certification pursuant to Section 1350, Chapter 63 of Title 18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**
|
|
|
32.2
|
Chief Financial Officer Certification pursuant to Section 1350, Chapter 63 of Title 18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**
|
*
|
Filed Herewith.
|
**
|
Furnished Herewith.
|
|
|
|
TRIANGLE CAPITAL CORPORATION
|
|
|
|
|
Date:
|
August 2, 2017
|
|
/s/ E. Ashton Poole
|
|
|
|
E. Ashton Poole
|
|
|
|
President and Chief Executive Officer
|
|
|
|
(Principal Executive Officer)
|
|
|
|
|
Date:
|
August 2, 2017
|
|
/s/ Steven C. Lilly
|
|
|
|
Steven C. Lilly
|
|
|
|
Chief Financial Officer and Secretary
|
|
|
|
(Principal Financial Officer)
|
|
|
|
|
Date:
|
August 2, 2017
|
|
/s/ C. Robert Knox, Jr.
|
|
|
|
C. Robert Knox, Jr.
|
|
|
|
Principal Accounting Officer
|
Number
|
Exhibit
|
|
|
10.2
|
Form of Triangle Capital Corporation Executive Officer Restricted Share Award Agreement*
|
|
|
10.3
|
Form of Triangle Capital Corporation Non-employee Director Restricted Share Award Agreement*
|
|
|
10.4
|
Supplement and Joinder Agreement for Triangle Capital Corporation Credit Agreement dated July 31, 2017*
|
|
|
11
|
Statement re computation of per share earnings (Included in the consolidated financial statements filed with this report).*
|
|
|
31.1
|
Chief Executive Officer Certification Pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
|
|
|
31.2
|
Chief Financial Officer Certification Pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
|
|
|
32.1
|
Chief Executive Officer Certification pursuant to Section 1350, Chapter 63 of Title 18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**
|
|
|
32.2
|
Chief Financial Officer Certification pursuant to Section 1350, Chapter 63 of Title 18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**
|
*
|
Filed Herewith.
|
**
|
Furnished Herewith.
|
1.
|
Grant of Restricted Shares
.
|
(i)
|
the Employee shall not be entitled to delivery of the stock certificate for any Shares until the Vesting Date as to such Shares;
|
(ii)
|
none of the Restricted Shares may be sold, assigned, transferred, pledged, hypothecated or otherwise encumbered or disposed of prior to the applicable Vesting Date; and
|
(iii)
|
except as otherwise determined by the Board or the Committee (as applicable under the Plan) at or after the grant of the Award hereunder, any of the Restricted Shares as to which the Restricted Period has not expired shall be forfeited, and all rights of the Employee to such Shares shall terminate, without further obligation on the part of the Company, unless the Employee remains in the continuous employment of the Company or a Subsidiary for the entire Restricted Period relating to such Restricted Shares, as the case may be.
|
(i)
|
termination of the Employee’s employment with the Company or any Subsidiary which results from the Employee’s death or Disability; or
|
(ii)
|
the occurrence of a Change in Control.
|
5.
|
Effect of Lapse of Restrictions
. To the extent that the Restricted Period applicable to any Restricted Shares shall have lapsed, the Employee may receive, hold, sell or otherwise dispose of such Shares free and clear of the restrictions imposed under the Plan and this Agreement.
|
9.
|
Withholding of Taxes
. Employee shall have the right to request that the Company make deductions from the number of Shares otherwise deliverable upon satisfaction of the conditions precedent under this Restricted Share Agreement (and other amounts payable under this Restricted Share Agreement) in an amount sufficient to satisfy withholding of any federal, state or local taxes required by law. The Company shall have the right to require Employee to take such action, other than the disposition to the Company of Shares deliverable upon satisfaction of the conditions precedent under this Restricted Share Agreement, as may be necessary or appropriate for the Company to satisfy any tax withholding obligations.
|
To the Company:
|
Triangle Capital Corporation
3700 Glenwood Avenue, Suite 530
Raleigh, North Carolina 27612
Attn: [ ]
|
To the Employee:
|
The address then maintained with respect to the Employee in the Company’s records.
|
14.
|
Governing Law
. The validity, construction and effect of this Agreement shall be determined in accordance with the laws of the State of Maryland without giving effect to conflicts of laws principles.
|
(a)
|
The Company hereby grants to the Grantee an award (the “Award”) of
shares of Common Stock (the “Shares” or the “Restricted Shares”) on the terms and conditions set forth in this Agreement and as otherwise provided in the Plan.
|
(b)
|
The Grantee’s rights with respect to the Award shall remain forfeitable at all times prior to the dates on which the restrictions shall lapse in accordance with
Section 3
hereof.
|
(a)
|
Except as provided herein and subject to such other exceptions as may be determined by the Board or the Committee (as applicable under the Plan) in its discretion, the “Restricted Period” for Restricted Shares granted herein shall expire as to all of the Restricted Shares awarded hereunder on the first anniversary of the Grant Date, provided that the Grantee has been a director of the Company at all times from the Grant Date to such first anniversary.
|
(b)
|
The Grantee shall have all rights of a stockholder with respect to the Restricted Shares, including the right to receive dividends and the right to vote such Shares, subject to the following restrictions:
|
(i)
|
the Grantee shall not be entitled to delivery of the stock certificate for any Shares until the expiration of the Restricted Period as to such Shares;
|
(ii)
|
none of the Restricted Shares may be sold, assigned, transferred, pledged, hypothecated or otherwise encumbered or disposed of during the Restricted Period as to such Shares; and
|
(iii)
|
except as otherwise determined by the Board or the Committee (as applicable under the Plan) at or after the grant of the Award hereunder, any of the Restricted Shares as to which the Restricted Period has not expired shall be forfeited, and all rights of the Grantee to such Shares shall terminate, without further obligation on the part of the Company, unless the Grantee continues to serve as a director of the Company for the entire Restricted Period relating to such Restricted Shares, as the case may be.
|
(c)
|
Notwithstanding the foregoing, the Restricted Period shall automatically terminate as to all Restricted Shares awarded hereunder (as to which such Restricted Period has not previously terminated) upon the occurrence of the following events:
|
(i)
|
termination of the Grantee’s service as a director of the Company which results from the Grantee’s death or Disability; or
|
(ii)
|
the occurrence of a Change in Control.
|
(a)
|
As of the date hereof, certificates representing the Restricted Shares shall be registered in the name of the Grantee and held by the Company or transferred to a custodian appointed by the Company for the account of the Grantee subject to the terms and conditions of the Plan and shall remain in the custody of the Company or such custodian until their delivery to the Grantee or Grantee’s beneficiary or estate as set forth in
Section 4(b)
and
Section 4(c)
hereof or their reversion to the Company as set forth in
Section 2(b)
hereof.
|
(b)
|
Certificates representing Restricted Shares in respect of which the Restricted Period has lapsed pursuant to this Agreement shall be deliverable to the Grantee as soon as practicable following the date on which the restrictions on such Restricted Shares lapse.
|
(c)
|
Certificates representing Restricted Shares in respect of which the Restricted Period lapsed upon the Grantee’s death shall be deliverable to the executors or administrators of the Grantee’s estate as soon as practicable following the receipt of proof of the Grantee’s death satisfactory to the Company.
|
(d)
|
Each certificate representing Restricted Shares shall bear a legend in substantially the following form:
|
(a)
|
Grantee shall be responsible for the timely payment of all taxes imposed upon Grantee as a result of the Award and vesting of the Restricted Shares, whether federal, state or local.
|
(b)
|
The Grantee may, but is not required to, elect to apply the tax rules of Section 83(b) of the Internal Revenue Code of 1986, as amended (the “Code”), to the issuance of the Restricted Shares. If the Grantee makes an affirmative election under Section 83(b) of the Code, the Grantee must notify the Company in writing within 30 days after the Grant Date and include a copy of such election.
|
(c)
|
Neither the Company nor any Subsidiary makes any commitment or guarantee that any federal, state or local tax treatment will apply or be available to the Grantee under this Agreement.
|
|
|
|
|
|
|
|
To the Company:
|
|
Triangle Capital Corporation
3700 Glenwood Avenue, Suite 530
Raleigh, North Carolina 27612
Attn: [ ]
|
|
|
|
|
|
|
|
To the Grantee:
|
|
The address then maintained with respect
to the Grantee in the Company’s records.
|
|
|
|
|
|
|
|
|
|
TRIANGLE CAPITAL CORPORATION
|
|
|
||
|
|
|
|
|
|
|
|
|
By:
|
|
|
|
|
|
|
Name:
|
|
[ ]
|
|
|
|
|
Title:
|
|
[ ]
|
|
|
|
|
|
|
|
|
|
|
|
GRANTEE:
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
Please Print
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Signature
|
|
|
Lender
|
Revolver Commitment Amount
|
Multicurrency Commitment Amount
|
Branch Banking and Trust Company
|
$60,000,000
|
$15,000,000
|
ING Capital LLC
|
$27,500,000
|
$47,500,000
|
Fifth Third Bank
|
$37,500,000
|
$37,500,000
|
First National Bank of Pennsylvania
|
$45,000,000
|
|
Bank of America, N.A.
|
$30,000,000
|
|
Morgan Stanley Bank, N.A.
|
$28,000,000
|
|
EverBank Commercial Finance, Inc.
|
$25,000,000
|
|
Bank of North Carolina
|
$20,000,000
|
|
Paragon Commercial Bank
|
$20,000,000
|
|
Capital Bank Corporation
|
$17,000,000
|
|
First Tennessee Bank National Association
|
$15,000,000
|
|
Park Sterling Bank
|
$15,000,000
|
|
Stifel Bank & Trust
|
$15,000,000
|
|
Raymond James Bank, N.A.
|
$10,000,000
|
|
TOTAL
|
$365,000,000
|
$100,000,000
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Triangle Capital Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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(a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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(b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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/s/ E. ASHTON POOLE
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E. Ashton Poole
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Chief Executive Officer
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August 2, 2017
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1.
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I have reviewed this quarterly report on Form 10-Q of Triangle Capital Corporation;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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(a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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(c)
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(d)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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/s/ STEVEN C. LILLY
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Steven C. Lilly
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Chief Financial Officer
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August 2, 2017
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/s/ E. ASHTON POOLE
|
E. Ashton Poole
|
Chief Executive Officer
|
|
August 2, 2017
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/s/ STEVEN C. LILLY
|
Steven C. Lilly
|
Chief Financial Officer
|
|
August 2, 2017
|