UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): January 30, 2023
(Exact Name Of Registrant As Specified In Charter)
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (214 ) 238-5700
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||||||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||||||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||||||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||||||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
| Emerging growth company | |||||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On January 30, 2023, Capital Southwest Corporation (the “Company”) issued a press release, a copy of which has been furnished as Exhibit 99.1 hereto.
The information furnished in this Current Report on Form 8-K under Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the "Securities Act"), except as shall be expressly set forth by reference in a future filing.
Item 7.01 Regulation FD Disclosure.
The Company expects to hold a conference call with analysts and investors on January 31, 2023. A copy of the investor presentation slides to be used by the Company on such conference call is furnished as Exhibit 99.2 to this Form 8-K and incorporated herein by reference.
The information set forth under this Item 7.01, including Exhibit 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference into any filing under the Securities Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: January 30, 2023
| By: | /s/ Bowen S. Diehl | |||||||
| Name: Bowen S. Diehl | ||||||||
| Title: Chief Executive Officer and President | ||||||||
Exhibit 99.1
 | 8333 Douglas Avenue, Suite 1100 Dallas, Texas 75225 T 214.238.5700 F 214.238.5701 | |||||||
Capital Southwest Announces Financial Results for Third Fiscal Quarter Ended December 31, 2022 and Announces Increase in Total Dividends to $0.58 per share for the Quarter Ended March 31, 2023
CSWC Reports Pre-Tax Net Investment Income of $0.60 Per Share for Quarter Ended December 31, 2022
Dallas, Texas – January 30, 2023 – Capital Southwest Corporation (“Capital Southwest,” “CSWC” or the “Company”) (Nasdaq: CSWC), an internally managed business development company focused on providing flexible financing solutions to support the acquisition and growth of middle market businesses, today announced its financial results for the third fiscal quarter ended December 31, 2022.
Third Quarter Fiscal Year 2023 Financial Highlights
•Total Investment Portfolio: $1.2 billion
◦Credit Portfolio of $990.3 million:
▪96% 1st Lien Senior Secured Debt
▪$160.5 million in new committed credit investments
▪Weighted Average Yield on Debt Investments: 12.0%
▪Current non-accruals with a fair value of $3.8 million, representing 0.3% of the total investment portfolio
◦Equity Portfolio of $112.1 million, excluding investment in I-45 Senior Loan Fund ("I-45 SLF")
▪$3.6 million in new equity co-investments
◦CSWC Investment in I-45 SLF of $47.6 million at fair value
▪I-45 SLF portfolio of $161.0 million
•Portfolio consists of 39 issuers: 94% 1st Lien Debt
▪$104.0 million of debt outstanding at I-45 SLF as of December 31, 2022
•I-45 SLF fund leverage of 1.75x debt to equity at fair value at quarter end
▪I-45 SLF paid a $1.9 million quarterly dividend to CSWC; an annualized yield of 16.0%
•Pre-Tax Net Investment Income: $18.7 million, or $0.60 per weighted average share outstanding
•Dividends: Paid $0.52 per share Regular Dividend and $0.05 per share Supplemental Dividend
◦108% LTM Pre-Tax NII Regular Dividend Coverage
◦Total Dividends for the quarter ended December 31, 2022 of $0.57 per share
◦Undistributed Taxable Income at quarter end estimated at $0.34 per share
•Net Realized and Unrealized Depreciation: $16.4 million
◦Net realized and unrealized depreciation on investments of $13.0 million or (1.1%) of total portfolio at fair value
▪$8.5 million of net depreciation related to the credit portfolio
▪$3.3 million of net depreciation related to I-45 SLF
▪$1.2 million of net depreciation related to the equity portfolio
◦Net unrealized depreciation related to deferred tax associated with the Taxable Subsidiary of $3.4 million
•Balance Sheet:
◦Cash and Cash Equivalents: $21.7 million
◦Total Net Assets: $561.5 million
◦Net Asset Value (“NAV”) per Share: $16.25
In commenting on the Company’s results, Bowen Diehl, President and Chief Executive Officer, stated, “Our portfolio continued to perform well this quarter, producing $0.60 of Pre-Tax Net Investment Income. Deal activity remained strong, as we closed new commitments of approximately $164 million during the quarter. On the capitalization front, we continued to programmatically raise equity through both our equity ATM program and an underwritten public equity offering, raising $104.3 million in gross proceeds at 109% of the prevailing NAV per share during the quarter. Over the past twelve months, we have raised over $203 million in equity capital and reduced our regulatory leverage from 1.23x to 0.91x as of the current quarter end. Finally, in consideration of the performance of our portfolio, improvements in our operating leverage, and rising market interest rates, the Board of Directors has declared an increase in our regular quarterly dividend to $0.53 per share. Based on the strength of our balance sheet, liquidity position, leverage profile, and the current interest rate environment, we feel confident in our ability to continue to grow Pre-Tax Net Investment Income. In addition, given the excess earnings being generated by our floating rate debt portfolio, our Board of Directors has also declared a supplemental dividend of $0.05 per share for the March quarter. While future dividend declarations are at the discretion of our Board of Directors, it is our intent to continue to distribute quarterly supplemental dividends for the foreseeable future while base rates remain materially above long-term historical averages. Future supplemental dividends will also continue to be supported by realizations in our equity co-investment portfolio.”
Third Quarter Fiscal Year Investment Activities
Originations
During the quarter ended December 31, 2022, the Company originated $164.0 million in new commitments, consisting of investments in five new portfolio companies totaling $122.4 million and add-on commitments in twelve portfolio companies totaling $41.6 million. New portfolio company investment transactions that closed during the quarter ended December 31, 2022 are summarized as follows:
Gains Intermediate, LLC, $15.0 million 1st Lien Senior Secured Debt, $17.0 million Delayed Draw Term Loan, $2.5 million Revolving Loan: Gains Intermediate is a provider of both tech-enabled education and coaching services to business owners and professionals in the gym industry and a marketer of premium supplement products.
FM Sylvan, Inc., $15.0 million 1st Lien Senior Secured Debt, $10.0 million Revolving Loan: FM Sylvan is a mechanical contractor offering a comprehensive suite of services including pipe fabrication and installation, millwright and rigging, electrical and general contracting services and boiler/chiller installation and repair.
Exact Borrower, LLC, $18.9 million 1st Lien Senior Secured Debt, $2.5 million Delayed Draw Term Loan, $2.5 million Revolving Loan, $0.4 million Promissory Note, $0.6 million Common Equity: Exact Borrower is a software-enabled, digital performance marketing agency focused on providing large average order value sales leads of high intent consumers.
New Skinny Mixes, LLC, $13.0 million 1st Lien Senior Secured Debt, $4.0 million Revolving Loan, $3.0 million Delayed Draw Term Loan: New Skinny Mixes is a branded provider of zero and low-calorie flavoring syrups for coffee and cocktail mixes.
Acacia BuyerCo V LLC, $5.0 million 1st Lien Senior Secured Debt, $10.0 million Delayed Draw Term Loan, $2.0 million Revolving Loan, $1.0 million Common Equity: Acacia BuyerCo is an Atlassian Platinum and Enterprise Solution Partner that delivers a comprehensive suite of services that enable its customers to adopt, maintain and optimize their Atlassian toolsets.
Prepayments and Exits
During the quarter ended December 31, 2022, the Company received full prepayment on one debt investment totaling $11.5 million and proceeds from the sale of one equity investment totaling $0.9 million.
Blaschak Anthracite Corporation: Proceeds of $11.5 million, generating an IRR of 17.3%.
California Pizza Kitchen, Inc.: Proceeds of $0.9 million; inclusive of previously exited debt investment, generated a cumulative IRR of (3.1)%.
Third Fiscal Quarter 2023 Operating Results
For the quarter ended December 31, 2022, Capital Southwest reported total investment income of $32.8 million, compared to $26.8 million in the prior quarter. The increase in investment income was primarily attributable to an increase in average debt investments outstanding and an increase in the weighted average yield on investments.
For the quarter ended December 31, 2022, total operating expenses (excluding interest expense) were $6.2 million, compared to $5.2 million in the prior quarter. The increase in expenses was primarily attributable to an increase in accrued bonus compensation in the current quarter.
For the quarter ended December 31, 2022, interest expense was $7.9 million as compared to $6.6 million in the prior quarter. The increase was primarily attributable to an increase in average debt outstanding and an increase in the weighted average interest rate on total debt.
For the quarter ended December 31, 2022, total pre-tax net investment income was $18.7 million, compared to $15.0 million in the prior quarter.
During the quarter ended December 31, 2022, Capital Southwest recorded total net realized and unrealized losses on investments of $16.4 million, compared to $5.0 million in the prior quarter. For the quarter ended December 31, 2022, this included net realized and unrealized losses on debt investments of $8.5 million, net unrealized losses on I-45 SLF of $3.3 million, net realized and unrealized losses on equity investments of $1.2 million, and $3.4 million of net unrealized depreciation related to deferred tax associated with the Taxable Subsidiary. The net increase in net assets resulting from operations was $2.9 million for the quarter, compared to $9.5 million in the prior quarter.
The Company’s NAV at December 31, 2022 was $16.25 per share, as compared to $16.53 at September 30, 2022. The decrease in NAV per share from the prior quarter is primarily due to net realized and unrealized losses on investments, partially offset by the issuance of common stock at a premium to NAV per share through both an underwritten public equity offering and the Equity ATM Program (as described below).
Liquidity and Capital Resources
At December 31, 2022, Capital Southwest had approximately $21.7 million in unrestricted cash and money market balances, $225.0 million of total debt outstanding on the Credit Facility (as defined below), $139.0 million, net of unamortized debt issuance costs, of the 4.50% Notes due January 2026 outstanding, $147.1 million, net of unamortized debt issuance costs, of the 3.375% Notes due October 2026 and $100.6 million, net of unamortized debt issuance costs, of SBA Debentures (as defined below) outstanding. As of December 31, 2022, Capital Southwest had $174.4 million in available borrowings under the Credit Facility. The regulatory debt to equity ratio at the end of the quarter was 0.91 to 1.
On November 17, 2022, the Company completed an underwritten public equity offering of 2,534,436 shares of common stock, including shares issuable pursuant to the underwriters' option to purchase additional shares, at a public offering price of $18.15 per share, raising $46.0 million of gross proceeds. Net proceeds were $44.1 million after deducting underwriting discounts and offering expenses.
The Company has an "at-the-market" offering (the "Equity ATM Program"), pursuant to which the Company may offer and sell, from time to time through sales agents, shares of its common stock having an aggregate offering price of up to
$100,000,000. On May 26, 2021, the Company (i) increased the maximum amount of shares of its common stock to be sold through the Equity ATM Program to $250,000,000 from $100,000,000 and (ii) reduced the commission paid to the sales agents for the Equity ATM Program to 1.5% from 2.0% of the gross sales price of shares of the Company's common stock sold through the sales agents pursuant to the Equity ATM Program on and after May 26, 2021. On August 2, 2022, the Company increased the maximum amount of shares of its common stock to be sold through the Equity ATM Program to $650,000,000 from $250,000,000.
During the quarter ended December 31, 2022, the Company sold 3,264,878 shares of its common stock under the Equity ATM Program at a weighted-average price of $17.86 per share, raising $58.3 million of gross proceeds. Net proceeds were $57.4 million after commissions to the sales agents on shares sold. Cumulative to date, the Company has sold 15,087,106 shares of its common stock under the Equity ATM Program at a weighted-average price of $20.91, raising $315.5 million of gross proceeds. Net proceeds were $310.3 million after commissions to the sales agents on shares sold. As of December 31, 2022, the Company has $334.5 million available under the Equity ATM Program.
In August 2016, CSWC entered into a senior secured credit facility (the “Credit Facility”) to provide additional liquidity to support its investment and operational activities. The Credit Facility contains an accordion feature that allows CSWC to increase the total commitments under the Credit Facility up to $400 million from new and existing lenders on the same terms and conditions as the existing commitments. On August 9, 2021, CSWC entered into the Second Amended and Restated Senior Secured Revolving Credit Agreement (as amended or otherwise modified from time to time, the "Credit Agreement"). Prior to the Credit Agreement, (1) borrowings under the Credit Facility accrued interest on a per annum basis at a rate equal to the applicable LIBOR rate plus 2.50% with no LIBOR floor, and (2) the total borrowing capacity was $340 million with commitments from a diversified group of eleven lenders. The Credit Agreement (1) decreased the total borrowing capacity under the Credit Facility to $335 million with commitments from a diversified group of ten lenders, (2) reduced the interest rate on borrowings to LIBOR plus 2.15% with no LIBOR floor and removed conditions related thereto as previously set forth in the Amended and Restated Senior Secured Revolving Credit Agreement, and (3) extended the end of the Credit Facility's revolver period from December 21, 2022 to August 9, 2025 and extended the final maturity from December 21, 2023 to August 9, 2026. The Credit Agreement also modified certain covenants in the Credit Facility, including, among other things, to increase the minimum obligors’ net worth test from $180 million to $200 million. CSWC pays unused commitment fees of 0.50% to 1.00% per annum, based on utilization, on the unused lender commitments under the Credit Facility.
On May 11, 2022, CSWC entered into Amendment No. 2 (the "Amendment") to the Credit Agreement. The Amendment changed the benchmark interest rate from LIBOR to Term SOFR. In addition, on May 11, 2022, CSWC entered into an Incremental Commitment Agreement, pursuant to which the total commitments under the Credit Agreement increased from $335 million to $380 million.
On November 16, 2022, CSWC entered into an Incremental Assumption Agreement that increased the total commitments under the accordion feature of the Credit Agreement by $20 million, which increased total commitments from $380 million to $400 million. The $20 million increase was provided by one existing lender and one new lender, bringing the total bank syndicate to eleven participants.
On April 20, 2021, our wholly owned subsidiary, Capital Southwest SBIC I, LP (“SBIC I”), received a license from the SBA to operate as a Small Business Investment Company ("SBIC") under Section 301(c) of the Small Business Investment Act of 1958, as amended. The SBIC license allows SBIC I to obtain leverage by issuing SBA-guaranteed debentures ("SBA Debentures"), subject to the issuance of a leverage commitment by the SBA. SBA debentures are loans issued to an SBIC that have interest payable semi-annually and a ten-year maturity. The interest rate is fixed shortly after issuance at a market-driven spread over U.S. Treasury Notes with ten-year maturities. Current statutes and regulations permit SBIC I to borrow up to $175 million in SBA Debentures with at least $87.5 million in regulatory capital, subject to SBA approval. On November 22, 2022, SBIC I received an additional leverage commitment in the amount of $50 million to be issued on or prior to September 30, 2027, bringing total leverage commitments from the SBA to $130 million.
In November 2015, I-45 SLF entered into a senior secured credit facility led by Deutsche Bank. The I-45 credit facility has total commitments outstanding of $150 million from a group of four bank lenders, which is scheduled to mature in March 2026. Borrowings under the I-45 credit facility bear interest at a rate equal to LIBOR plus 2.15%. As of December 31, 2022, I-45 SLF had $104.0 million in borrowings outstanding under its credit facility.
Share Repurchase Program
On July 28, 2021, the Company's board of directors (the "Board") approved a share repurchase program authorizing the Company to repurchase up to $20 million of its outstanding shares of common stock in the open market at certain thresholds below its NAV per share, in accordance with guidelines specified in Rules 10b5-1(c)(1)(i)(B) and 10b-18 under the Securities Exchange Act of 1934. On August 31, 2021, the Company entered into a share repurchase agreement, which became effective immediately, and the Company will cease purchasing its common stock under the share repurchase program upon the earlier of, among other things: (1) the date on which the aggregate purchase price for all shares equals $20 million including, without limitation, all applicable fees, costs and expenses; or (2) upon written notice by the Company to the broker that the share repurchase agreement is terminated. During the quarter ended December 31, 2022, the Company did not repurchase any shares of the Company’s common stock under the share repurchase program.
Regular Dividend of $0.53 Per Share and Supplemental Dividend of $0.05 Per Share for Quarter Ended March 31, 2023
On January 25, 2023, the Board declared a total dividend of $0.58 per share for the quarter ended March 31, 2023, comprised of a Regular Dividend of $0.53 per share and a Supplemental Dividend of $0.05 per share.
The Company's dividend will be payable as follows:
Regular Dividend
Amount Per Share: $0.53
Ex-Dividend Date: March 14, 2023
Record Date: March 15, 2023
Payment Date: March 31, 2023
Supplemental Dividend
Amount Per Share: $0.05
Ex-Dividend Date: March 14, 2023
Record Date: March 15, 2023
Payment Date: March 31, 2023
When declaring dividends, the Board reviews estimates of taxable income available for distribution, which may differ from net investment income under generally accepted accounting principles. The final determination of taxable income for each year, as well as the tax attributes for dividends in such year, will be made after the close of the tax year.
Capital Southwest maintains a dividend reinvestment plan ("DRIP") that provides for the reinvestment of dividends on behalf of its registered stockholders who hold their shares with Capital Southwest’s transfer agent and registrar, American Stock Transfer and Trust Company. Under the DRIP, if the Company declares a dividend, registered stockholders who have opted into the DRIP by the dividend record date will have their dividend automatically reinvested into additional shares of Capital Southwest common stock.
Third Quarter 2023 Earnings Results Conference Call and Webcast
Capital Southwest has scheduled a conference call on Tuesday, January 31, 2023, at 11:00 a.m. Eastern Time to discuss the third quarter 2023 financial results. You may access the call by using the Investor Relations section of Capital Southwest's website at www.capitalsouthwest.com, or by using http://edge.media-server.com/mmc/p/uyyuatbv.
An audio archive of the conference call will also be available on the Investor Relations section of Capital Southwest’s website.
For a more detailed discussion of the financial and other information included in this press release, please refer to the Capital Southwest Form 10-Q for the period ended December 31, 2022 to be filed with the Securities and Exchange Commission and Capital Southwest’s Third Fiscal Quarter 2023 Earnings Presentation to be posted on the Investor Relations section of Capital Southwest’s website at www.capitalsouthwest.com.
About Capital Southwest
Capital Southwest Corporation (Nasdaq: CSWC) is a Dallas, Texas-based, internally managed business development company with approximately $1.2 billion in investments at fair value as of December 31, 2022. Capital Southwest is a middle market lending firm focused on supporting the acquisition and growth of middle market businesses with $5 million to $35 million investments across the capital structure, including first lien, second lien and non-control equity co-investments. As a public company with a permanent capital base, Capital Southwest has the flexibility to be creative in its financing solutions and to invest to support the growth of its portfolio companies over long periods of time.
Forward-Looking Statements
This press release contains historical information and forward-looking statements with respect to the business and investments of Capital Southwest, including, but not limited to, the statements about Capital Southwest's future performance and financial condition, the timing, form and amount of any distributions or supplemental dividends in the future, our ability to grow pre-tax net investment income, and our ability to realize gains from our equity investments. Capital Southwest's board of directors has not yet declared any supplemental dividends for subsequent quarters and would only do so, in its sole discretion. No assurance can be provided that any future supplemental dividends will be declared by Capital Southwest's board of directors. Forward-looking statements are statements that are not historical statements and can often be identified by words such as "will," "believe," "expect" and similar expressions and variations or negatives of these words. These statements are based on management's current expectations, assumptions and beliefs. They are not guarantees of future results and are subject to numerous risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statement. These risks include risks related to: changes in the markets in which Capital Southwest invests; changes in the financial, capital, and lending markets; the impact of the rising interest rate environment on Capital Southwest's business and its portfolio companies; the impact of supply chain constraints and labor difficulties on Capital Southwest's portfolio companies; elevated levels of inflation and its impact on Capital Southwest's portfolio companies and the industries in which it invests; regulatory changes; tax treatment and general economic and business conditions; our ability to operate our wholly owned subsidiary, SBIC I, as an SBIC; and uncertainties associated with the impact from the COVID-19 pandemic, including its impact on the global and U.S. capital markets and the global and U.S. economy, the length and duration of the COVID-19 outbreak in the United States as well as worldwide and the magnitude of the economic impact of that outbreak; and the effect of the COVID-19 pandemic on our business prospects and the operational and financial performance of our portfolio companies, including our ability and their ability to achieve their respective objectives.
Readers should not place undue reliance on any forward-looking statements and are encouraged to review Capital Southwest's Annual Report on Form 10-K for the year ended March 31, 2022 and subsequent filings, including the "Risk Factors" sections therein, with the Securities and Exchange Commission for a more complete discussion of the risks and other factors that could affect any forward-looking statements. Except as required by the federal securities laws, Capital Southwest does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changing circumstances or any other reason after the date of this press release.
Investor Relations Contact:
Michael S. Sarner, Chief Financial Officer
214-884-3829
| CAPITAL SOUTHWEST CORPORATION AND SUBSIDIARIES | |||||||||||
| CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES | |||||||||||
| (In thousands, except shares and per share data) | |||||||||||
| December 31, | March 31, | ||||||||||
| 2022 | 2022 | ||||||||||
| (Unaudited) | |||||||||||
| Assets | |||||||||||
| Investments at fair value: | |||||||||||
| Non-control/Non-affiliate investments (Cost: $907,535 and $721,392, respectively) | $ | 929,089 | $ | 747,132 | |||||||
| Affiliate investments (Cost: $176,177 and $140,911, respectively) | 173,332 | 131,879 | |||||||||
| Control investments (Cost: $76,000 and $76,000, respectively) | 47,625 | 57,603 | |||||||||
| Total investments (Cost: $1,159,712 and $938,303, respectively) | 1,150,046 | 936,614 | |||||||||
| Cash and cash equivalents | 21,686 | 11,431 | |||||||||
| Receivables: | |||||||||||
| Dividends and interest | 16,352 | 12,106 | |||||||||
| Escrow | 362 | 1,344 | |||||||||
| Other | 3,203 | 2,238 | |||||||||
| Income tax receivable | 238 | 158 | |||||||||
| Debt issuance costs (net of accumulated amortization of $5,364 and $4,573, respectively) | 3,996 | 4,038 | |||||||||
| Other assets | 6,274 | 6,028 | |||||||||
| Total assets | $ | 1,202,157 | $ | 973,957 | |||||||
| Liabilities | |||||||||||
| SBA Debentures (Par value: $104,000 and $40,000, respectively) | $ | 100,582 | $ | 38,352 | |||||||
| January 2026 Notes (Par value: $140,000 and $140,000, respectively) | 138,967 | 138,714 | |||||||||
| October 2026 Notes (Par value: $150,000 and $150,000, respectively) | 147,078 | 146,522 | |||||||||
| Credit facility | 225,000 | 205,000 | |||||||||
| Other liabilities | 14,568 | 14,808 | |||||||||
| Accrued restoration plan liability | 2,639 | 2,707 | |||||||||
| Income tax payable | 409 | 1,240 | |||||||||
| Deferred tax liability | 11,427 | 5,747 | |||||||||
| Total liabilities | 640,670 | 553,090 | |||||||||
| Commitments and contingencies (Note 10) | |||||||||||
| Net Assets | |||||||||||
| Common stock, $0.25 par value: authorized, 40,000,000 shares; issued, 36,898,546 shares at December 31, 2022 and 27,298,032 shares at March 31, 2022 | 9,225 | 6,825 | |||||||||
| Additional paid-in capital | 616,590 | 448,235 | |||||||||
| Total distributable (loss) earnings | (40,391) | (10,256) | |||||||||
| Treasury stock - at cost, 2,339,512 shares | (23,937) | (23,937) | |||||||||
| Total net assets | 561,487 | 420,867 | |||||||||
| Total liabilities and net assets | $ | 1,202,157 | $ | 973,957 | |||||||
| Net asset value per share (34,559,034 shares outstanding at December 31, 2022 and 24,958,520 shares outstanding at March 31, 2022) | $ | 16.25 | $ | 16.86 | |||||||
| CAPITAL SOUTHWEST CORPORATION AND SUBSIDIARIES | |||||||||||||||||||||||
| CONSOLIDATED STATEMENTS OF OPERATIONS | |||||||||||||||||||||||
| (Unaudited) | |||||||||||||||||||||||
| (In thousands, except shares and per share data) | |||||||||||||||||||||||
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| December 31, | December 31, | ||||||||||||||||||||||
| 2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||
| Investment income: | |||||||||||||||||||||||
| Interest income: | |||||||||||||||||||||||
| Non-control/Non-affiliate investments | $ | 24,411 | $ | 14,805 | $ | 59,791 | $ | 42,873 | |||||||||||||||
| Affiliate investments | 3,228 | 2,116 | 8,227 | 4,774 | |||||||||||||||||||
| Payment-in-kind interest income: | |||||||||||||||||||||||
| Non-control/Non-affiliate investments | 830 | 614 | 1,796 | 1,717 | |||||||||||||||||||
| Affiliate investments | 671 | 200 | 1,776 | 951 | |||||||||||||||||||
| Dividend income: | |||||||||||||||||||||||
| Non-control/Non-affiliate investments | 478 | — | 1,555 | 1,570 | |||||||||||||||||||
| Affiliate investments | — | 9 | 101 | 9 | |||||||||||||||||||
| Control investments | 1,904 | 1,705 | 5,439 | 4,862 | |||||||||||||||||||
| Fee income: | |||||||||||||||||||||||
| Non-control/Non-affiliate investments | 1,067 | 2,591 | 2,924 | 4,005 | |||||||||||||||||||
| Affiliate investments | 110 | 267 | 362 | 413 | |||||||||||||||||||
| Control investments | 25 | — | 75 | — | |||||||||||||||||||
| Other income | 42 | 4 | 62 | 12 | |||||||||||||||||||
| Total investment income | 32,766 | 22,311 | 82,108 | 61,186 | |||||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||
| Compensation | 3,381 | 3,353 | 7,177 | 7,083 | |||||||||||||||||||
| Share-based compensation | 992 | 849 | 2,873 | 2,848 | |||||||||||||||||||
| Interest | 7,937 | 4,655 | 20,050 | 15,015 | |||||||||||||||||||
| Professional fees | 666 | 607 | 2,325 | 1,956 | |||||||||||||||||||
| General and administrative | 1,111 | 1,010 | 3,396 | 2,968 | |||||||||||||||||||
| Total operating expenses | 14,087 | 10,474 | 35,821 | 29,870 | |||||||||||||||||||
| Income before taxes | 18,679 | 11,837 | 46,287 | 31,316 | |||||||||||||||||||
| Federal income, excise and other taxes | 217 | 68 | 468 | 283 | |||||||||||||||||||
| Deferred taxes | (963) | (130) | (488) | 365 | |||||||||||||||||||
| Total income tax (benefit) provision | (746) | (62) | (20) | 648 | |||||||||||||||||||
| Net investment income | $ | 19,425 | $ | 11,899 | $ | 46,307 | $ | 30,668 | |||||||||||||||
| Realized (loss) gain | |||||||||||||||||||||||
| Non-control/Non-affiliate investments | $ | (6,267) | $ | 4,017 | $ | (6,114) | $ | 6,561 | |||||||||||||||
| Affiliate investments | (4,724) | 140 | (11,027) | 140 | |||||||||||||||||||
| Income tax (provision) benefit | (95) | (1,442) | (260) | (1,442) | |||||||||||||||||||
| Total net realized (loss) gain on investments, net of tax | (11,086) | 2,715 | (17,401) | 5,259 | |||||||||||||||||||
| Net unrealized (depreciation) appreciation on investments | |||||||||||||||||||||||
| Non-control/Non-affiliate investments | (2,244) | 3,165 | (4,186) | 12,558 | |||||||||||||||||||
| Affiliate investments | 3,563 | (3,849) | 6,187 | (4,700) | |||||||||||||||||||
| Control investments | (3,272) | (2,049) | (9,978) | (2,769) | |||||||||||||||||||
| Income tax (provision) benefit | (3,437) | 679 | (6,012) | (783) | |||||||||||||||||||
| Total net unrealized (depreciation) appreciation on investments, net of tax | (5,390) | (2,054) | (13,989) | 4,306 | |||||||||||||||||||
| Net realized and unrealized (losses) gains on investments | (16,476) | 661 | (31,390) | 9,565 | |||||||||||||||||||
| Realized loss on extinguishment of debt | — | — | — | (17,087) | |||||||||||||||||||
| Net increase (decrease) in net assets from operations | $ | 2,949 | $ | 12,560 | $ | 14,917 | $ | 23,146 | |||||||||||||||
| Pre-tax net investment income per share - basic and diluted | $ | 0.60 | $ | 0.51 | $ | 1.64 | $ | 1.40 | |||||||||||||||
| Net investment income per share – basic and diluted | $ | 0.62 | $ | 0.51 | $ | 1.64 | $ | 1.37 | |||||||||||||||
| Net increase (decrease) in net assets from operations – basic and diluted | $ | 0.09 | $ | 0.54 | $ | 0.53 | $ | 1.03 | |||||||||||||||
| Weighted average shares outstanding – basic and diluted | 31,381,360 | 23,432,522 | 28,304,309 | 22,393,935 | |||||||||||||||||||
Q3 2023 Earnings Presentation 8333 Douglas Avenue, Suite 1100 | Dallas, Texas 75225 | 214.238.5700 | capitalsouthwest.com January 31, 2023 Capital Southwest Corporation
Page 2 Important Notices • These materials and any presentation of which they form a part are neither an offer to sell, nor a solicitation of an offer to purchase, any securities of Capital Southwest. • These materials and the presentations of which they are a part, and the summaries contained herein, do not purport to be complete and no obligation to update or otherwise revise such information is being assumed. Nothing shall be relied upon as a promise or representation as to the future performance of Capital Southwest. Such information is qualified in its entirety by reference to the more detailed discussions contained elsewhere in Capital Southwest’s public filings with the Securities and Exchange Commission (the "SEC"). • There is no guarantee that any of the estimates, targets or projections illustrated in these materials and any presentation of which they form a part will be achieved. Any references herein to any of the Capital Southwest’s past or present investments or its past or present performance, have been provided for illustrative purposes only. It should not be assumed that these investments were or will be profitable or that any future investments by Capital Southwest will be profitable or will equal the performance of these investments. • The information contained herein has been derived from financial statements and other documents provided by the portfolio companies unless otherwise stated. • Past performance is not indicative of future results. In addition, there can be no assurance that unrealized investments will be realized at the expected multiples shown as actual realized returns will depend on, among other factors, future operating results of each of Capital Southwest’s current portfolio companies, the value of the assets and economic conditions at the time of disposition, any related transaction costs, and the timing and manner of sale, all of which may differ from the assumptions on which Capital Southwest’s expected returns are based. In many instances, Capital Southwest will not determine the timing or manner of sale of its portfolio companies. • Capital Southwest has filed a registration statement (which contains the prospectus) with the SEC for any offering to which this communication may relate and may file one or more prospectus supplements to the prospectus in the future. Before you invest in any of Capital Southwest's securities, you should read the registration statement and the applicable prospectus and prospectus supplement(s), including the information incorporated by reference therein, in order to fully understand all of the implications and risks of an offering of Capital Southwest's securities. You should also read other documents Capital Southwest has filed with the SEC for more complete information about Capital Southwest and any offering of its securities. You may get these documents for free by visiting EDGAR on the SEC's website at www.sec.gov. Alternatively, Capital Southwest will arrange to send you any applicable prospectus and prospectus supplement(s) if you request such materials by calling us at (214) 238-5700. These materials are also made available, free of charge, on our website at www.capitalsouthwest.com. Information contained on our website is not incorporated by reference into this communication.
Page 3 • This presentation contains forward-looking statements relating to, among other things, the business, market conditions, financial condition and results of operations of Capital Southwest, the anticipated investment strategies and investments of Capital Southwest, and future market demand. Any statements that are not statements of historical fact are forward-looking statements. Forward-looking statements are often, but not always, preceded by, followed by, or include words such as "believe," "expect," "intend," "plan," "should" or similar words, phrases or expressions or the negative thereof. These statements are made on the basis of the current beliefs, expectations and assumptions of the management of Capital Southwest and speak only as of the date of this presentation. There are a number of risks and uncertainties that could cause Capital Southwest’s actual results to differ materially from the forward-looking statements included in this presentation. • These risks include risks related to: changes in the markets in which Capital Southwest invests; changes in the financial, capital, and lending markets; the impact of rising interest rates on Capital Southwest's business and its portfolio companies; the impact of supply chain constraints and labor difficulties on our portfolio companies; elevated levels of inflation and its impact on Capital Southwest's portfolio companies and the industries in which it invests; regulatory changes; tax treatment and general economic and business conditions; our ability to operate our wholly owned subsidiary, Capital Southwest SBIC I, LP, as a small business investment company ("SBIC"); and uncertainties associated with the continued impact from the COVID-19 pandemic, including its impact on the global and U.S. capital markets and the global and U.S. economy, the length and duration of the COVID-19 outbreak in the United States as well as worldwide and the magnitude of the economic impact of that outbreak, and the effect of the COVID-19 pandemic on our business prospects and the operational and financial performance of our portfolio companies, including our and their ability to achieve their respective objectives. • For a further discussion of some of the risks and uncertainties applicable to Capital Southwest and its business, see Capital Southwest’s Annual Report on Form 10-K for the fiscal year ended March 31, 2022 and its subsequent filings with the SEC. Other unknown or unpredictable factors could also have a material adverse effect on Capital Southwest’s actual future results, performance, or financial condition. As a result of the foregoing, readers are cautioned not to place undue reliance on these forward-looking statements. Capital Southwest does not assume any obligation to revise or to update these forward-looking statements, whether as a result of new information, subsequent events or circumstances, or otherwise, except as may be required by law. Forward-Looking Statements
Page 4 Bowen S. Diehl President and Chief Executive Officer Michael S. Sarner Chief Financial Officer Chris Rehberger VP Finance / Treasurer Conference Call Participants
Page 5 • CSWC was formed in 1961, and elected to be regulated as a BDC in 1988 • Publicly-traded on Nasdaq: Common Stock (“CSWC”) • Internally Managed BDC with RIC tax treatment for U.S. federal income tax purposes • April 2021: received SBIC license from the U.S. Small Business Administration • 24 employees based in Dallas, Texas • Total Balance Sheet Assets of $1.2 B as of December 31, 2022 • Manage I-45 Senior Loan Fund (“I-45 SLF”) in partnership with Main Street Capital (NYSE: “MAIN”) CSWC Company Overview CSWC is a middle-market lending firm focused on supporting the acquisition and growth of middle-market companies across the capital structure
Page 6 • Q3 2023 Pre-Tax Net Investment Income (“NII”) of $18.7 MM or $0.60 per share • Paid $0.52 per share Regular Dividend and $0.05 per share Supplemental Dividend for the quarter ended December 31, 2022 ◦ Increased Regular Dividend to $0.53 per share for the quarter ending March 31, 2023, an increase of 1.9% compared to the prior quarter ◦ Declared Supplemental Dividend of $0.05 per share for the quarter ending March 31, 2023 • Investment Portfolio at Fair Value increased to $1.2 B from $1.1 B in prior quarter ◦ $164.0 MM in total new committed investments to five new portfolio companies and twelve existing portfolio companies ◦ $12.4 MM in total proceeds from one debt prepayment and one equity sale ▪ Exits during the quarter generated a weighted average IRR of 10.1% • Raised $104.3 MM in gross equity proceeds at a weighted average price of $17.99, or 109% of the prevailing NAV per share ◦ Raised $58.3 MM through Equity ATM Program ◦ Raised $46.0 MM through underwritten public equity offering • Regulatory Debt to Equity decreased to 0.91x from 1.11x in prior quarter • Increased Credit Facility by $20 MM, bringing total commitments to $400 MM • $174.4 MM available on Credit Facility and $21.7 MM in cash and cash equivalents as of quarter end Q3 2023 Highlights Financial Highlights
Page 7 • In the last twelve months ended 12/31/2022, CSWC generated $2.14 per share in Pre-Tax NII and paid out $1.98 per share in Regular Dividends • Cumulative Pre-Tax NII Regular Dividend Coverage of 107% since the 2015 Spin-Off • Total of $3.66 per share Special and Supplemental Dividends declared since the 2015 Spin-Off • Estimated Undistributed Taxable Income ("UTI") of $0.34 per share as of December 31, 2022 Track Record of Consistent Dividends Continues Dividend Yield – Quarterly Annualized Total Dividend / CSWC Share Price at Qtr. End D iv id en d Pe r Sh ar e $0.28 $0.48 $0.50 $0.44 $0.46 $0.48 $0.49 $0.50 $0.51 $0.51 $0.51 $0.51 $0.52 $0.53 $0.54 $0.97 $0.57 $0.58 $0.89 $1.25 $0.63 $0.28 $0.29 $0.34 $0.36 $0.38 $0.39 $0.40 $0.40 $0.41 $0.41 $0.41 $0.41 $0.42 $0.43 $0.44 $0.47 $0.48 $0.48 $0.50 $0.52 $0.53 $0.10 $0.10 $0.10 $0.10 $0.10 $0.10 $0.10 $0.10 $0.10 $0.10 $0.10 $0.10 $0.10 $0.10 $0.50 $0.05 $0.05 $0.50 $0.75 $0.15 Regular Dividend Per Share Supplemental Dividend Per Share Special Dividend Per Share 03/31/18 6/30/2018 9/30/2018 12/31/2018 3/31/2019 6/30/2019 9/30/2019 12/31/2019 3/31/2020 6/30/2020 9/30/2020 12/31/2020 3/31/2021 6/30/2021 9/30/2021 12/31/2021 3/31/2022 6/30/2022 9/30/2022 12/31/2022 3/31/2023 $0.00 $0.25 $0.50 $0.75 $1.00 $1.25 $1.50 6.6% 19.7% 9.3% 9.6% 9.1% 9.4% 9.2% 24.0% 17.9% 15.1% 14.5% 11.5% 9.4% 9.1% 8.6% 15.3% 8.1% 13.7% 11.8% 13.3%
Page 8 History of Value Creation $17.68 $17.38 $18.63 $20.90 $22.71 $21.97 $24.90 $28.27 $28.58 $29.07 $29.36 $17.68 $17.34 $17.80 $19.08 $18.62 $15.13 $16.01 $16.86 $16.54 $16.53 $16.25 $0.26 $0.26 $1.16 $2.31 $2.71 $3.41 $3.56 $3.56 $3.61$0.04 $0.57 $1.56 $2.93 $4.53 $6.18 $8.00 $8.48 $8.98 $9.50 Net Asset Value Per Share Cumulative Special/Supplemental Dividends Paid Per Share Cumulative Regular Dividends Paid Per Share 9/30/2015 3/31/2016 3/31/2017 3/31/2018 3/31/2019 3/31/2020 3/31/2021 3/31/2022 6/30/2022 9/30/2022 12/31/2022 $0.00 $3.00 $6.00 $9.00 $12.00 $15.00 $18.00 $21.00 $24.00 $27.00 $30.00 Total Value (Net Asset Value + Cumulative Dividends Paid) Increase of $11.68 per share at 9/30/2022 from 9/30/2015 Spin-off of CSWI
Page 9 CORE: Lower Middle Market (“LMM”): CSWC led or Club Deals ◦ Companies with EBITDA between $3 MM and $20 MM ◦ Typical leverage of 2.0x – 4.0x Debt to EBITDA through CSWC debt position ◦ Commitment size up to $35 MM with hold sizes generally $5 MM to $35 MM ◦ Both sponsored and non-sponsored deals ◦ Securities include first lien, unitranche, and second lien ◦ Frequently make equity co-investments alongside CSWC debt OPPORTUNISTIC: Upper Middle Market (“UMM”): Syndicated or Club, First and Second Lien ▪ Companies typically have in excess of $20 MM in EBITDA ▪ Typical leverage of 3.0x – 5.5x Debt to EBITDA through CSWC debt position ▪ Hold sizes generally $5 MM to $20 MM ▪ Floating rate first and second lien debt securities ▪ More liquid assets relative to LMM investments ▪ Provides flexibility to invest/divest opportunistically based on market conditions and liquidity position Investment Strategy
Page 10 Credit Portfolio Heavily Weighted Towards First Lien Investments 96% of Credit Portfolio in first lien senior secured loans as of 12/31/22 Credit Portfolio Heavily Weighted to First Lien $ (M ill io ns ) $272 $337 $351 $368 $382 $387 $456 $474 $487 $521 $531 $573 $671 $689 $745 $794 $865 $903 $990 6/30/2018 9/30/2018 12/31/2018 3/31/2019 6/30/2019 9/30/2019 12/31/2019 3/31/2020 6/30/2020 9/30/2020 12/31/2020 3/31/2021 6/30/2021 9/30/2021 12/31/2021 3/31/2022 6/30/2022 9/30/2022 12/31/2022 $0.0 $200.0 $400.0 $600.0 $800.0 $1,000.0 $1,200.0 Sub-DebtSecond LienFirst Lien 6% 85% 9% 7% 86% 7% 4% 86% 10% 86% 10% 4% 87% 9% 4% 87% 9% 4% 90% 8% 2% 90% 8% 2% 90% 8% 2% 91% 7% 2% 91% 7% 2% 92% 6% 2% 90% 8% 2% 91% 7% 2% 91% 7% 2% 93% 7% 94% 6% 94% 6% 96% 4%
Page 11 $164.0 MM in total new committed investments to five new portfolio companies and twelve existing portfolio companies Q3 2023 Originations Portfolio Originations Q3 2023 Name Industry Type Total Debt Funded at Close ($000s) Total Equity Funded at Close ($000s) Unfunded Commitments at Close ($000s) Debt Yield to Maturity Gains Intermediate, LLC Business Services First Lien $15,000 $— $19,500 12.67% FM Sylvan, Inc. Industrial Services First Lien $15,000 $— $10,000 12.20% Exact Borrower, LLC Media & Marketing First Lien / Senior Subordinated / Equity $19,285 $615 $5,000 12.60% New Skinny Mixes, LLC Food, Agriculture & Beverage First Lien $13,000 $— $7,000 13.08% Acacia BuyerCo V Software & IT Services First Lien / Equity $5,000 $1,000 $12,000 11.67% Flip Electronics Technology Products & Components First Lien $14,091 $— $— 12.67% Air Conditioning Specialist, Inc. Consumer Services First Lien / Equity $10,330 $82 $— 12.42% Muenster Milling Company, LLC Food, Agriculture & Beverage First Lien / Equity $3,800 $1,000 $2,000 11.92% Acceleration Partners Media & Marketing First Lien $4,675 $— $— 13.34% Spectrum of Hope Healthcare Services First Lien $4,090 $— $— 12.67% • $108.3 MM funded at close
Page 12 Q3 2023 Originations (Cont.) Portfolio Originations Q3 2023 Name Industry Type Total Debt Funded at Close ($000s) Total Equity Funded at Close ($000s) Unfunded Commitments at Close ($000s) Debt Yield to Maturity Other Equity Co-Investments Various Equity $— $855 $— N/A DR Sub, LLC Healthcare Services First Lien $488 $— $— 21.87% STATinMED, LLC Healthcare Services First Lien $— $— $239 14.67% Total / Wtd. Avg $104,759 $3,552 $55,739 12.61%
Page 13 Portfolio Exits Q3 2023 Name Industry Type Net Proceeds ($000s) Realized Gain / (Loss) ($000s) IRR Blaschak Commodities & mining Second Lien $11,527 $44 17.3% California Pizza Kitchen Restauraunts Equity $920 $(401) (3.11)% (1) Total / Wtd. Avg $12,447 $(357) 10.1% Track Record of CSWC Exits Continues • During the quarter, CSWC exited one debt investment and one equity investment, generating total proceeds of $12.4 MM and a weighted average IRR of 10.1% • Cumulative IRR of 14.6% on 67 portfolio company exits generating $775.4 MM in proceeds since launch of credit strategy in January 2015 $12.4 MM in total proceeds from two portfolio company exits (1) IRR calculation inclusive of previously exited debt investment
Page 14 CSWC Investment Portfolio Composition Note: All metrics above exclude the I-45 Senior Loan Fund (1) At December 31, 2022 and September 30, 2022, we had equity ownership in approximately 59% and 59%, respectively, of our investments (2) The weighted-average annual effective yields were computed using the effective interest rates during the quarter for all debt investments at cost as of December 31, 2022, including accretion of original issue discount but excluding fees payable upon repayment of the debt instruments (3) The weighted average annual effective yields on total investments were calculated by dividing total investment income, exclusive of non-recurring fees, by average total investments at fair value (4) Includes CSWC debt investments only. Weighted average EBITDA metric is calculated using investment cost basis weighting. For quarters ended December 31, 2022 and September 30, 2022, nine portfolio companies and six portfolio companies, respectively, are excluded from this calculation due to a reported debt to adjusted EBITDA ratio that was not meaningful (5) Includes CSWC debt investments only. Calculated as the amount of each portfolio company’s debt (including CSWC’s position and debt senior or pari passu to CSWC’s position, but excluding debt subordinated to CSWC’s position) in the capital structure divided by each portfolio company’s adjusted EBITDA. Weighted average leverage is calculated using investment cost basis weighting. For quarters ended December 31, 2022 and September 30, 2022, nine portfolio companies and six portfolio companies, respectively, are excluded from this calculation due to a reported debt to adjusted EBITDA ratio that was not meaningful Maintaining appropriate portfolio leverage while receiving attractive risk-adjusted returns Investment Portfolio - Statistics (in $000's) 9/30/2022 12/31/2022 Total CSWC Portfolio Total CSWC Portfolio Number of Portfolio Companies 78 81 Total Cost $988,644 $1,083,712 Total Fair Value $1,006,034 $1,102,421 Average Hold Size Debt Investments (at Fair Value) $12,906 $13,382 Average Hold Size Equity Investments (at Fair Value) $2,230 $2,336 % First Lien Investments (at Fair Value) 84.8% 86.5% % Second Lien Investments (at Fair Value) 5.0% 3.2% % Subordinated Debt Investments (at Fair Value) 0.0% 0.1% % Equity (at Fair Value) (1) 10.2% 10.2% Wtd. Avg. Yield on Debt Investments (2) 10.6% 12.0% Wtd. Avg. Yield on Total Investments (3) 10.3% 11.7% Wtd. Avg. EBITDA of Issuer ($MM's) (4) $22.1 $22.1 Wtd. Avg. Leverage through CSWC Security (5) 4.1x 3.6x
Page 15 Approximately 95% of all debt investments are currently rated a "1" or "2" as credit portfolio continues to demonstrate strong performance Investment Rating 9/30/2022 Investment Rating Upgrades Investment Rating Downgrades 12/31/2022 # of Loans Fair Value ($MM) % of Portfolio (FV) # of Loans Fair Value ($MM) % of Portfolio (FV) # of Loans Fair Value ($MM) % of Portfolio (FV) # of Loans Fair Value ($MM) % of Portfolio (FV) 1 8 $105.0 11.6% 1 $11.5 1.2% — $— —% 7 $118.0 11.9% 2 74 $770.4 85.3% — $— —% — $— —% 77 $824.0 83.2% 3 7 $27.8 3.1% — $— —% 3 $29.6 3.0% 6 $48.0 4.9% 4 2 $0.3 —% — $— —% 2 $0.0 —% 3 $0.3 —% Wtd. Avg. Investment Rating (at Cost) 1.95 1.96 Quarter-over-Quarter Investment Rating Migration
Page 16 CSWC Portfolio Mix as of December 31, 2022 at Fair Value Current Investment Portfolio (By Type) Current Investment Portfolio (By Industry) Current Investment Portfolio of $1.2 B continues to be diverse across industries First Lien 83.0% I-45 SLF 4.1% Second Lien 3.1% Equity 9.8% Media & Marketing 12% Business Services 11% Healthcare Services 10% Consumer Services 8% Consumer Products & Retail 8% Food, Agriculture & Beverage 6% Healthcare Products 6% Technology Products & Components 6% I-45 SLF LLC 4% Transportation & Logistics 4% Financial Services 4% Software & IT Services 3% Distribution 3% Education 2% (Note 1) I-45 SLF consists of 94% first lien senior secured debt (Note 2) Equity represents equity co-investments across 48 portfolio companies
Page 17 I-45 SLF Portfolio Overview Current I-45 Portfolio (By Industry) I-45 SLF loan portfolio of $161.0 MM is 94% first lien senior secured debt with average hold size of 2.6% of the I-45 portfolio (1) For the quarter ended December 31, 2022, three portfolio companies are excluded from this calculation due to a reported debt to adjusted EBITDA ratio that was not meaningful (2) Through I-45 SLF security Telecommunications Services: Consumer Current I-45 Portfolio (By Type) I-45 Portfolio Statistics (In Thousands) 3/31/2022 6/30/2022 9/30/2022 12/31/2022 Total Investments at Fair Value $176,704 $173,509 $168,610 $160,998 Fund Leverage (Debt to Equity) at Fair Value 1.59x 1.70x 1.73x 1.75x Number of Issuers 42 39 39 39 Wtd. Avg. Issuer EBITDA (1) $71,857 $78,190 $81,162 $81,865 Avg. Investment Size as a % of Portfolio 2.4% 2.6% 2.6% 2.6% Wtd. Avg. Net Leverage on Investments (1)(2) 4.2x 4.7x 4.4x 4.5x Wtd. Avg. Spread to LIBOR / SOFR 6.2% 6.1% 6.3% 6.3% Wtd. Avg. Duration (Yrs) 3.6 3.5 3.3 2.9 94% 6% First Lien Non-First Lien Telecommunications Healthcare & Pharmaceuticals High Tech Industries Business Services 14% 13% 11% 10% 9% Retail
Page 18 Income Statement (In Thousands, except per share amounts) Quarter Ended 3/31/22 Quarter Ended 6/30/22 Quarter Ended 9/30/22 Quarter Ended 12/31/22 Investment Income Interest Income $17,611 $18,260 $22,119 $27,639 PIK Interest Income 543 687 1,384 1,501 Dividend Income 1,961 2,186 2,527 2,382 Fees and Other Income 915 1,410 769 1,244 Total Investment Income $21,030 $22,543 $26,799 $32,766 Expenses Cash Compensation $1,755 $1,542 $2,254 $3,381 Share Based Compensation 737 821 1,060 992 General & Administrative 1,643 2,066 1,878 1,777 Total Expenses (excluding Interest) $4,135 $4,429 $5,192 $6,150 Interest Expense $4,909 $5,484 $6,629 $7,937 Pre-Tax Net Investment Income $11,986 $12,630 $14,978 $18,679 Gains / Losses and Taxes Net Realized and Unrealized Gains (Losses) $7,736 $(9,928) $(4,986) $(16,476) Realized Loss on Disposal of Fixed Assets (86) — — — Income Tax (Expense) / Benefit 33 (192) (534) 746 Net increase in Net Assets Resulting from Operations $19,669 $2,510 $9,458 $2,949 Weighted Average Diluted Shares Outstanding 24,202 25,514 27,988 31,381 Pre-Tax NII Per Diluted Weighted Average Share $0.50 $0.50 $0.54 $0.60 Net Increase in Net Assets Per Dil. Wtd. Average Share $0.82 $0.10 $0.34 $0.09
Page 19 Operating Leverage Trend Continue to realize operating efficiencies of internally managed structure Period Ending To ta l A ss et s ( $M M ) O perating Expenses as % of A vg A ssets$284 $326 $417 $552 $585 $736 $974 $1,054 $1,113 $1,202 4.9% 4.2% 3.7% 3.0% 2.8% 2.4% 2.2% 2.1% 2.0% 1.9% FY 16 FY 17 FY 18 FY 19 FY 20 FY 21 FY 22 Q1 FY23 Q2 FY23 Q3 FY23 $0 $250 $500 $750 $1,000 $1,250 1% 2% 3% 4% 5% 6% Total Assets Operating Expenses(1) as % of Average Total Assets Note: Operating Leverage calculated as last twelve months operating expenses (excluding interest expense) divided by average annual assets (1) Operating expenses exclude interest expense
Page 20 $16.53 $0.60 $(0.52) $(0.05) $(0.34) $(0.03) $0.17 $(0.11) $16.25 9/3 0/2 02 2 N AV/Shar e Pre- Tax Net I nv est ment In com e Regu lar Divi den d Sup ple ment al D ivi den d Net C han ge in Valu ati on of Debt Port fol io Net C han ge in Valu ati on of Equ ity Port fol io Accr eti on fro m Equ ity Iss uan ce Othe r C orp ora te 12 /31 /20 22 NAV/Shar e $14 $14.5 $15 $15.5 $16 $16.5 $17 $17.5 NAV per Share Bridge for Quarter Ended 12/31/2022 Earnings / Dividends $0.03 per Share Investment Portfolio Valuation Change $(0.37) per Share Other Corporate $0.06 per Share
Page 21 Significant Unused Debt Capacity with Long-Term Duration Earliest debt maturity occurs in January 2026 Facility Total Commitments Interest Rate Maturity Principal Drawn Undrawn Commitment January 2026 Notes (1) $140.0 MM 4.50% January 2026 $140.0 MM N/A I-45 Credit Facility (2) $150.0 MM L + 2.15% March 2026 $104.0 MM $46.0 MM Credit Facility $400.0 MM Term SOFR + 2.15% (3) August 2026 $225.0 MM $174.4 MM (4) October 2026 Notes (5) $150.0 MM 3.375% October 2026 $150.0 MM N/A SBA Debentures $130.0 MM 3.89% (6) September 2031 (7) $104.0 MM $26.0 MM (8) P rin ci pa l P ay m en ts ($ M M ) Long-Term Debt Obligations (Calendar Year) $619.0 $15.0 $65.0 $24.0 140.0 104.0 225.0 150.0 January 2026 Notes I-45 Credit Facility Credit Facility October 2026 Notes SBA Debentures CY 2022 CY 2023 CY 2024 CY 2025 CY 2026 CY 2027 - CY 2030 CY 2031 CY 2032 CY 2033 $0 $100 $200 $300 $400 $500 $600 $700 (1) Redeemable in whole or in part at any time prior to October 31, 2025, at par plus a "make whole" premium, and thereafter at par (2) CSWC owns 80% of the equity and 50% of the voting rights of I-45 SLF LLC with a joint venture partner (3) Additional 0.10% adjustment for 1-month SOFR loans, and 0.15% adjustment for 3-month SOFR loans (4) Net of $0.6 MM in letters of credit outstanding (5) Redeemable in whole or in part at any time prior to July 1, 2026, at par plus a "make whole" premium, and thereafter at par (6) Weighted average interest rate of all pooled and unpooled SBA Debentures for the three months ended December 31, 2022 (7) First pooled SBA Debentures mature on September 1, 2031 (8) Current statutes and regulations permit SBIC I to borrow up to $175 million in SBA Debentures with at least $87.5 million in regulatory capital, subject to SBA approval
Page 22 Balance Sheet (In Thousands, except per share amounts) Quarter Ended 3/31/22 Quarter Ended 6/30/22 Quarter Ended 9/30/22 Quarter Ended 12/31/22 Assets Portfolio Investments $936,614 $1,006,640 $1,056,931 $1,150,046 Cash & Cash Equivalents 11,431 18,770 30,238 21,686 Other Assets 25,912 28,549 26,002 30,425 Total Assets $973,957 $1,053,959 $1,113,171 $1,202,157 Liabilities SBA Debentures $38,352 $77,461 $77,553 $100,582 January 2026 Notes 138,714 138,798 138,883 138,967 October 2026 Notes 146,522 146,708 146,893 147,078 Credit Facility 205,000 215,000 240,000 225,000 Other Liabilities 24,502 23,007 34,118 29,043 Total Liabilities $553,090 $600,974 $637,447 $640,670 Shareholders Equity Net Asset Value $420,867 $452,985 $475,724 $561,487 Net Asset Value per Share $16.86 $16.54 $16.53 $16.25 Regulatory Debt to Equity 1.16x 1.10x 1.11x 0.91x
Page 23 Portfolio Statistics (1) CSWC utilizes an internal 1 - 4 investment rating system in which 1 represents material outperformance and 4 represents material underperformance. All new investments are initially set to 2. Weighted average investment rating calculated at cost (2) Excludes CSWC equity investment in I-45 SLF (3) At Fair Value Continuing to build a well performing credit portfolio (In Thousands) Quarter Ended 3/31/22 Quarter Ended 6/30/22 Quarter Ended 9/30/22 Quarter Ended 12/31/22 Portfolio Statistics Fair Value of Debt Investments $793,834 $865,432 $903,451 $990,298 Average Debt Investment Hold Size $12,213 $12,727 $12,906 $13,382 Fair Value of Debt Investments as a % of Par 97% 97% 96% 96% % of Investment Portfolio on Non-Accrual (at Fair Value) 1.5% 1.6% 0.9% 0.3% Weighted Average Investment Rating (1) 1.92 1.98 1.95 1.96 Weighted Average Yield on Debt Investments 9.30% 9.31% 10.59% 11.97% Total Fair Value of Portfolio Investments $936,614 $1,006,640 $1,056,931 $1,150,046 Weighted Average Yield on all Portfolio Investments 9.01% 9.11% 10.29% 11.70% Investment Mix (Debt vs. Equity) (2)(3) 90% / 10% 91% / 9% 91% / 9% 90% / 10%
Page 24 Investment Income Detail Constructing a portfolio of investments with recurring cash yield (In Thousands) Quarter Ended 3/31/22 Quarter Ended 6/30/22 Quarter Ended 9/30/22 Quarter Ended 12/31/22 Investment Income Breakdown Cash Interest $16,785 $17,414 $21,173 $26,619 Cash Dividends 1,962 2,186 2,527 2,382 PIK Income 543 687 1,384 1,501 Amortization of purchase discounts and fees 828 848 963 1,062 Management/Admin Fees 259 264 329 310 Prepayment Fees & Other Income 653 1,144 423 892 Total Investment Income $21,030 $22,543 $26,799 $32,766 Key Metrics Cash Income as a % of Investment Income 93% 93% 91% 92% % of Total Investment Income that is Recurring 96% 95% 98% 97%
Page 25 Key Financial Metrics Strong Pre-Tax Net Investment Income and Dividend Yield driven by net portfolio growth and investment performance (1) Return on Equity is calculated as the quarterly annualized Pre-Tax NII, Realized Earnings, or Total Earnings, respectively, divided by equity at the end of the prior quarter Quarter Ended 3/31/22 Quarter Ended 6/30/22 Quarter Ended 9/30/22 Quarter Ended 12/31/22 Key Financial Metrics Pre-Tax Net Investment Income Per Wtd Avg Diluted Share $0.50 $0.50 $0.54 $0.60 Pre-Tax Net Investment Income Return on Equity (ROE)(1) 12.24% 11.74% 12.94% 14.40% Realized Earnings Per Wtd Avg Diluted Share $0.52 $0.58 $0.21 $0.27 Realized Earnings Return on Equity (ROE)(1) 12.86% 13.72% 5.02% 6.43% Earnings Per Wtd Avg Diluted Share $0.81 $0.10 $0.34 $0.09 Earnings Return on Equity (ROE)(1) 20.08% 2.33% 8.17% 2.27% Regular Dividends per Share $0.48 $0.48 $0.50 $0.52 Supplemental / Special Dividends per Share $0.00 $0.15 $0.00 $0.05 Total Dividends per Share $0.48 $0.63 $0.50 $0.57
Page 26 Interest Rate Sensitivity Fixed vs. Floating Credit Portfolio Exposure (1) Note: Illustrative change in annual NII is based on a projection of CSWC’s existing debt investments as of 12/31/2022, adjusted only for changes in Base Interest Rate. Base Interest Rate used in this analysis is 3-Month LIBOR of 4.77% at 12/31/2022. The results of this analysis include the I-45 Senior Loan Fund, which is comprised of 98% floating rate debt assets and 100% floating rate liabilities (1) Portfolio Exposure includes I-45 assets pro rata as a % of CSWC’s equity investment in the fund Change in Base Interest Rates Illustrative Annual NII Change ($'s) Illustrative Annual NII Change (Per Share) (100 bps) (8,240,645) (0.22) (75 bps) (6,180,483) (0.17) (50 bps) (4,120,322) (0.11) (25 bps) (2,060,161) (0.06) 25 bps 2,060,161 0.06 50 bps 4,120,322 0.11 75 bps 6,180,483 0.17 100 bps 8,240,645 0.22 2% 98% Fixed Floating
Page 27 Corporate Information Board of Directors Senior Management Fiscal Year End Inside Director Bowen S. Diehl March 31 Bowen S. Diehl President & Chief Executive Officer Independent Directors Independent Auditor David R. Brooks Michael S. Sarner RSM US LLP Chicago, ILChristine S. Battist Chief Financial Officer, Secretary & Treasurer Jack D. Furst William R. Thomas Joshua S. Weinstein Ramona Rogers-Windsor Senior Managing Director Corporate Counsel Eversheds Sutherland (US) LLP Corporate Offices & Website Investor Relations 8333 Douglas Avenue Michael S. Sarner 11th Floor Capital Southwest Dallas, TX 75225 214-884-3829 http://www.capitalsouthwest.com msarner@capitalsouthwest.com Transfer Agent American Stock Transfer & Trust Company, LLC Securities Listing 800-937-5449 Nasdaq: "CSWC" (Common Stock) www.amstock.com Industry Analyst Coverage Firm Analyst Contact Information Ladenburg Thalmann & Co., Inc. Mickey M. Schleien, CFA Direct: 305-572-4131 JMP Securities, LLC Devin Ryan Direct: 415-835-8900 Hovde Group Erik Zwick Direct: 617-510-1239 Jefferies, LLC Kyle Joseph Direct: 510-418-0754 Raymond James & Associates Robert Dodd Direct: 901-579-4560 Oppenheimer & Co., Inc. Mitchel Penn Direct: 212-667-7136