BCSF Bain Capital Specialty Finance, Inc.
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Bain Capital Specialty Finance, Inc. Q3 F2026 Earnings Call Transcript
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Conference Call Operator
Stand by, your meeting is about to begin. Good morning, everyone. Welcome to today's Bain Capital Specialty Finance. Third quarter ended September 30th, 2026 earnings conference call. At this time, all participants are in a listen-only mode. Later, you will have the opportunity to ask questions during the question and answer session, to register to ask a question at any time, Please note today's call is being recorded and it is now my pleasure to turn the meeting over to Ms. Katherine Schneider, Managing Director, Investor Relations. Please go ahead, ma'am.
Katherine Schneider
Managing Director, Investor Relations
Thank you, Beau. Good morning, everyone, and welcome to the Bain Capital Specialty Finance third quarter ended September 30, 2026 conference call. Yesterday after market closed, we issued our earnings press release and investor presentation of our quarterly results, a copy of which is available on Bain Capital Specialty Finance's investor relations website. Following our remarks today, we will hold a question and answer session for analysts and investors. This call is being webcast and a replay will be available on our website. This call and the webcast are property of Bain Capital Specialty Finance and any unauthorized broadcast in any form is strictly prohibited. I want to remind you that comments made during this call contain forward-looking statements and are subject to risks and uncertainties, including those identified in our risk factors and our SEC-5 links. Any forward-looking statements made today do not guarantee future performance and actual results may differ materially. These statements are based on current management expectations, which include risks and uncertainties, which are identified in the risk factor section of our Form 10-Q that could cause actual results to differ materially from those indicated. certain information contained in the presentation has been obtained from published and non-published sources and are prepared by third parties and in certain cases has not been updated through the date hereof. Such information has not been independently verified by Bain Capital Credit and Bain Capital Credit does not assume responsibility for the accuracy of such information or updating the presentation based on facts learned following its issuance. Bain Capital Specialty Finance assumes no obligation to update any forward-looking statements at this time unless required to do so by law. Lastly, past performance does not guarantee future results, and nothing on this call constitutes an offer to sell or a solicitation of an offer to purchase an interest in Bain Capital Specialty Finance. So with that, I'd like to turn the call over to our CEO, Michael Ewald.
Michael Ewald
Chief Executive Officer
Thanks, Katherine, and good morning, and thanks to all of you for joining us here on our earnings call. I'm joined today by Mike Boyle, our president, and our chief financial officer, Amit Joshi. In terms of agenda for the call, I'll start with an overview of our third quarter results and then discuss the broader market environment and our positioning. Thereafter, Mike and Amit will discuss our investment portfolio and financial results in greater detail. And as usual, we'll leave some time for questions at the end. Yesterday, after market closed, we reported solid financial results for the third quarter. Net investment income per share was 43 cents, representing an annualized yield of 10.3% on equity, covering our regular dividend of 42 cents per share by 102%. Q3 earnings per share were 26 cents, representing an annualized return on equity of 6.2%. Credit quality across our portfolio remained healthy overall during the quarter, and non-accruals were stable despite a modest decline in NAV. which we view as a continued reflection of the strength of our underwriting and portfolio construction. Subsequent to quarter end, our board declared a fourth quarter dividend equal to 42 cents per share and payable to record date holders as of December 15th, 2026. This represents a 10.2% annualized rate on ending book value as of September 30th. Turning now to the market environment, deal activity across the industry was lower in Q3, with sponsor-backed M&A volumes remaining well below historical levels, and macro and geopolitical uncertainty keeping some buyers and sellers on the sidelines. In that environment, as we worked to bring our leverage closer to the middle of our target range, our pace of new origination activity was more measured than in prior quarters. We remained selective in the quarter, adding a handful of new companies to our investment portfolio, and are confident that this discipline positions us well for future opportunities. Spreads on new first lien originations remained attractive, averaging between 525 and 600 basis points, excluding one of SLP's investments at a lower spread, and net leverage was conservative at 3.9 times on a weighted average basis. Terms on our investments compare favorably to average sponsored middle market first lien loans of approximately 506 basis points spread, and 4.2x leverage. Credit fundamentals across our underlying companies have remained resilient, despite a backdrop of elevated interest rates and persistent inflation. At quarter end, median net leverage across our borrowers was 4.6x, and median interest coverage remained healthy at 2.1x. While higher rates in recent years have increased the debt service burden for our borrowers, interest coverage remains above historical trough levels. which we believe reflects steady EBITDA growth across the portfolio and the conservative underwriting discipline we applied at the outset of these investments. We feel confident about our borrowers' ability to navigate the current higher rate environment, and we believe the strength of these businesses is evident in how they have performed. It is also worth highlighting the vintage of our investment portfolio. Nearly 80% of our investments on balance sheet were underwritten in 2022 or later, after interest rates had begun to rise, meaning these credits were underwritten from the start with today's rate environment in mind. The remaining 20% of the portfolio is split between 2021 vintage and pre-2021, and we are actively working on processes to exit a number of those investments. Non-accruals were stable quarter over quarter at 2.2% of the portfolio at fair value and 3.3% at amortized cost. During the quarter, we removed one name from non-accrual as we restructured our investment in A&R logistics, and we added one new name. Regarding software, we continue to see strong operating performance across our borrowers. Our exposure to this sector is relatively modest. representing approximately 12% of our portfolio at fair value as of September 30th, 2026. These are typically mission critical, deeply embedded platforms and credit fundamentals remain healthy with resilient retention, steady growth, and strong profitability. We have only one software portfolio company on non-accrual representing 1.1% of our portfolio at fair value as of September 30th, 2026. Turning to our dividend, we maintained our regular dividend at 42 cents per share for the fourth quarter, which equates to an annualized dividend yield of 10.2% on ending Q3 book value. As our liability structure has reset to higher rates with our low-cost unsecured notes maturing, we are actively evaluating our dividend level with our board in consideration of a higher rate environment than in 2027. Our goal is to maintain a level that remains attractive to shareholders, is at a competitive level with our peers, and importantly is supported by our core earnings. Our spillover income is currently estimated to be $1.29 per share, providing us with a strong foundation for our regular dividend and the potential for a special dividend as we near year-end in order to manage tax requirements. We will provide future updates on our dividend policy as they become available. I will now turn the call over to Mike Boyle, our president, to walk through our investment portfolio in greater detail. Mike?
Michael Boyle
President
Thank you, Mike, and good morning, everyone. We'll start with our investment activity for the third quarter and then provide an update and more detail on our portfolio. New funding during the third quarter were $121.5 million into 120 portfolio companies. including $47.9 million in five new companies and $73.6 million in 115 existing companies. Sales and repayment activity totaled approximately $203 million resulting in net sales and repayments of approximately $82 million quarter over quarter. Given the slower backdrop for new M&A activity, we remain selective in adding new borrowers and focused on supporting our existing portfolio companies. As a result, 61% of our fundings went to existing companies versus 39% to new portfolio companies. We remain focused on investing primarily in first lien senior secured loans with 95% of our new Q3 investment fundings into first lien structures, 3% in subordinated debt, and 2% into preferred and common equity. We continue to favor core middle market-sized companies given attractive terms and structure, combined with the large opportunity of high-quality borrowers, consistent deal flow, and more favorable competitive dynamics versus other segments. The median EBITDA across our new companies during the quarter was $34 million. Turning to the current portfolio health, at the beginning of the third quarter, the size of our portfolio at fair value was approximately $2.3 billion across a highly diversified set of 215 companies operating across 30 different industries. The average position size across our single names is approximately 40 basis points. Our portfolio primarily consists of investments in firstly in senior secured loans, given our focus on downside management and investing at the top of the capital structure. As of September 30th, 62.3% of the investment portfolio was invested in first lien debt, 0.9% in second lien debt, 4% in subordinated debt, 7.8% in preferred equity, 8.2% in equity and other interests, as well as 16.8% across our joint ventures, including 10% invested in ISLP and 7% in SLP, both of which hold predominantly first lien loans. Our JV investments continue to perform well overall. Over the past four quarters, SLP generated a return on equity of 19%. ISLP has experienced some relative softness with a return on equity of 9% over the same period, which is modestly below our low double-digit return targets. As of September 30th, 2026, the weighted average yield on the portfolio at amortized cost and fair value were 11.2% and 10.7% respectively, as compared to 10.8% and 10.4% respectively as of June 30th, 2026. The increase was driven by higher base rates and higher income from our joint venture investments. Our portfolio remains well positioned in the higher rate environment with 94% of our debt investments bearing interest at a floating rate. And moving now to credit quality trends, as Mike Ewald highlighted earlier, fundamentals across our portfolio have remained steady. Median net leverage across our borrowers was 4.6 times as a quarter end compared to 4.7 times in the prior quarter. Median EBITDA was $40 million, consistent quarter over quarter. Watchlist investments increased slightly, as reflected in our internal risk rating scale. Investments rated three or four comprised 7.4% of our portfolio fair value, up from 5.8% last quarter, although still below peak levels we saw in 2020. The increase was driven by a few healthcare companies experiencing softness, primarily due to lower patient acquisition and higher labor costs. Our exposure to these companies is in first-lane structures at the top of the capital stack, which is consistent with our watch list more broadly where 94% of our exposures are firstly in senior secured loans. We're working closely with sponsors and management teams of each of these companies to continue to monitor performance and protect our downside. Investments on non-accrual were stable at 3.3% and 2.2% of the total portfolio at amortized cost and fair value respectively as of September 30th compared to 3.2% and 2.2% as of June 30th. As Mike highlighted earlier, one new company was added to non-accrual and one company was removed from non-accrual during the quarter. And Amit will now provide a more detailed financial review.
Amit Joshi
Chief Financial Officer
Thank you, Mike, and good morning, everyone. I'll start the review of our third quarter results with our income statement. Total investment income was $59.9 million for the three months ended September 30th, 2026, as compared to $62.3 million for the three-month ended June 30, 2026. The decrease in investment income was primarily driven by lower dividend income due to one-time dividend income that was earned on an equity investment during the prior quarter. The quality of our investment income continues to be strong, as the vast majority of our investment income is driven by contractual cash income across our investments. Interest income and dividend income represented 98% of our total investment income in Q3. PIC interest income represented 13% of our overall investment income in Q3, a slight increase from the prior quarter. Notably, the vast majority of our PIC income is derived from investments that were underwritten with PIC, totaling 83% of our total PIC income, with the remainder related to amended or restructured investments. Total expenses before tax for the third quarter was $31.4 million as compared to $33 million in the second quarter. The decrease in expenses was driven by lower incentive fee, which was driven by reduced pre-incentive fee net investment income and the three-year look-back provision, along with lower interest and debt expenses due to decrease in weighted average debt outstanding. Net investment income for the quarter was $27.7 million, or $0.43 per share, as compared to $28.6 million, or $0.44 per share for the prior quarter. During the three-month ended September 30, 2026, the company had a net realized and unrealized losses of $11 million, or $0.17 per share. Net income for the three-month ended September 30, 2026, was $16.7 million, or $0.26 per share. Moving to our balance sheet, as of September 30th, our investment in portfolio at fair value totaled $2.3 billion and total asset of $2.4 billion. Total net assets were $1.1 billion as of September 30th, 2026. NAB per share was $16.49, a decrease of $0.16 per share from $16.65 at the end of second quarter, driven by net losses of $0.17 per share. As of September 30th, approximately 78% of our outstanding debt was in floating rate debt and 22% was in fixed rate debt. Subsequent to quarter end, our 2026 notes which matured in October were repaid as well. For the three months ended September 30th, 2026, the weighted average interest rate on our debt outstanding was 5% as compared to 5% as of prior quarter end. The weighted average maturity across our total debt commitment was approximately 4.4 years at September 30th, 2026. As we look ahead, we believe our portfolio consists largely of floating rate loans, is well positioned to benefit in a higher rate interest environment. Based on our current portfolio, we estimate a 100 basis point increase to base rate may increase our quarterly earnings by approximately one cent per share based on our September 30th balance sheet and Proforma for our October 2026 unsecured note repayment at maturity. At the end of Q3, our total debt to equity ratio was 1.25 times as compared to 1.41 times from the end of Q2. Our net leverage ratio which represents principal debt outstanding less cash and unsettled rate was 1.18 times at the end of Q3 as compared to 1.22 times at the end of Q2. Liquidity at quarter end was strong, totaling $962 million, including $887 million of undrawn capacity on our revolving credit facility, $58.7 million of cash and cash equivalents, including $13.1 million of restricted cash, and $16.2 million of unsettled trades, net of receivables and payables of investments. With that, I'll turn the call back over to Mike Ewald for closing remarks.
Michael Ewald
Chief Executive Officer
Thanks, Amit. Before turning the call over to questions, we want to acknowledge Amrit Conwell, our newest independent board member. Many of you will have seen our press release regarding the board's appointment of Amrit, which was released after market close yesterday. Amrit brings extensive financial and strategic experience, as well as a deep governance background, and we're excited to welcome someone with his knowledge and skill set to our board. Lastly, in closing, we delivered a solid quarter of attractive net investment income with resilient credit fundamentals across our middle market borrowers. Looking ahead, we believe DCSF is well-positioned to continue driving attractive earnings, supported by our platform, our deep presence in the core middle market, and our disciplined approach to investing. We remain committed to delivering attractive returns on equity and managing our shareholders' capital prudently. So, thanks for the help today, and please open the line for questions.
Beau
Conference Call Operator
Certainly. Thank you, sir. Ladies and gentlemen, at this time, if you do have any questions, please press star 1. If you find your question has been addressed and would like to remove yourself from the queue, you may do so by pressing star 2. Once again, it is star 1 for questions. We'll go first this morning to Finian O'Shea with Wells Fargo Securities.
Finian O'Shea
Analyst, Wells Fargo Securities
Hey, everyone. Good morning. So it sounds like The bond maturity won't be rolled into a new issue there. There were also some post-quarter downsizing of the JVs. Can you talk about if those are related and if there's sort of more to go with your on and off balance sheet leverage profile?
Amit Joshi
Chief Financial Officer
I would say from our perspective, we are continuously monitoring leverage. Based on our overall thought process, we want to operate around 1.5, 1.2 tons of leverage. So part of all the strategy is driven by managing both on balance sheet as well as off balance sheet leverage. When we are looking at our leverage, we are looking both on balance sheet and consolidated basis. So part of it is driven by just managing what our portfolio makes from that perspective.
Finian O'Shea
Analyst, Wells Fargo Securities
Okay, it's helpful. Then, Michael, you flagged the addition of Amrit to the board post-quarter with his expertise. Can you talk about what sort of initiatives or strategic enhancements you're looking for from Amrit and his background?
Michael Ewald
Chief Executive Officer
Yeah, look, I think one of the things that we really appreciate is that he's got a strong 40-act background as well. So the more, again, expertise and experience we can add in that context, I think it's going to be helpful for us as we continue to navigate going forward.
Finian O'Shea
Analyst, Wells Fargo Securities
That's helpful. I guess one more I meant to add on the post-quarter JV sales. You bought some – the BDC bought some collateral back from usually we don't see things go that way. Can you talk about the why there and the sort of profile? Were those discounted at all or were they, you know, on the newer, cleaner end of things?
Michael Boyle
President
Sure. So we actually ended up putting some more assets into the structure and took some assets out with the goal towards building a bit more diversification. Usually our portfolios will have north of 50 different issuers. And that portfolio was a bit more concentrated than was ideal. And so really the moves to move some partial, some parts of some assets back onto the balance sheet and put some names in that structure just helped build out the diversification of that portfolio specifically.
Beau
Conference Call Operator
Great. Thank you. Thank you. We'll go next now to Paul Johnson with KBW.
Paul Johnson
Analyst, KBW
Yeah, good morning. Thanks for taking my questions. It looks like going forward, I believe next quarter, you should be earning the full incentive fee again. And if that's the case, that's, you know, roughly about 100 basis points of fees on assets or so coming back into, you know, as a headwind to earnings or roughly 7 cents or so if I calculate that right. But I guess, is there anything in terms of the top line within the JV if there's any sort of catch-up income or expected higher fee income over the next several quarters that will sort of offset the increase in fees as well as, I guess, the cost of debt in the coming quarters ahead?
Amit Joshi
Chief Financial Officer
Thank you for your question. Yes, I would say right. As you're aware, we have the two JVs, and both JVs do have retained earnings, which we, of course, have been redeploying into those JVs to generate more income yield for BCSF overall in our investor base. So we do have income retained in those JVs, and we always continue to evaluate what is the best approach in terms of putting that money back to work or distributing it. So that would be a factor. At the same time, as Mike Ewald highlighted, we continue to evaluate in terms of what should be projected more go-forward dividend yield. And those discussions continue to happen, which also will be part of the discussion as we evaluate about Q4 and future earnings.
Paul Johnson
Analyst, KBW
Got it. That's understood. and then in terms of the interest income this quarter was there any accelerated items that came through in the quarter about how much I guess per share if there was?
Amit Joshi
Chief Financial Officer
There were no accelerated interest income. I do want to highlight that last quarter for one of our JVs we had taken less interest income compared to what we took and this was back to normal this quarter so there is that difference overall, but nothing outside the anomaly as such, I would highlight.
Paul Johnson
Analyst, KBW
Got it. Is that distribution from the JV, I believe it was the ISLP, where there was a little bit of retained income last quarter, is that a fairly big target in terms of the distribution rate going forward?
Amit Joshi
Chief Financial Officer
Yeah, from interest income, we are back to normal level this quarter, so that's what I would expect, and of course, as I highlighted, There is some dividend income retained in that, which we've not taken this quarter, but we'll continue to evaluate for future quarters.
Paul Johnson
Analyst, KBW
Got it. Thanks. Very helpful. Appreciate it.
Beau
Conference Call Operator
Thank you. And just a quick reminder, ladies and gentlemen, Star 1 for questions this morning. We'll go next now to Ethan Kay with Lucid Capital Markets.
Ethan Kay
Analyst, Lucid Capital Markets
Hey, guys. Thanks for taking the question. You mentioned, I believe, ISLP had experience, I forget your words, some softness maybe. You pointed out the kind of 9% ROE back to BCSF. And then I guess, you know, last quarter the decision was made to retain some earnings, I guess. Are those two things related? And can you kind of just provide some additional color on, you know, what's maybe transpiring there? What drove like the slightly lower ROE relative to your target?
Michael Boyle
President
It does primarily go back to some of the comments I made around diversification. So as we wanted to get that portfolio more diverse and get the leverage of that portfolio back up to kind of between one and one and a quarter, we do think that we'll be kind of generating high single digits or low double digits going forward. But there was certainly some, I noted the softness was really a combination of a couple of credit losses in the portfolio over the last 12 months, but then also running below leverage targets because of a more concentrated portfolio. So although 9% was still kind of within the range of outcomes that we expected, it was on the lower end. So some of the moves that we made last quarter, we do think we positioned that portfolio to be back hopefully in double digits looking forward.
Ethan Kay
Analyst, Lucid Capital Markets
Got it. That's helpful. And then on the A&R logistics restructuring, can you kind of just talk about how that played out relative to prior marks?
Michael Boyle
President
It was actually fairly similar to Historic Marks. This has been a company that has underperformed since COVID, and the sponsor just funded into it incrementally over the years, but we ended up restructuring that and taking the keys here, which was very comparable to the mark historically. So we do think our valuation processes do a very good job of incorporating the most current information and hopefully avoid anytime we're doing a restructure to see some gap down in marks. So A&R was pretty consistent with historic levels from a fair market value perspective.
Ethan Kay
Analyst, Lucid Capital Markets
Got it. Thank you, guys.
Unidentified Bain Capital Specialty Finance Representative
Company Representative
Thank you for the questions.
Beau
Conference Call Operator
And we'll take our next question now from Derek Hewitt of Bank of America.
Derek Hewitt
Analyst, Bank of America
Good morning, everyone. Could you talk a little bit about how you're thinking about stock buybacks in your capital plan since it looks like leverage has moderated from prior quarters?
Michael Ewald
Chief Executive Officer
Sure, Derek. Thanks for the question. It is something we consistently discuss with our board. As you noted, we are starting to see leverage moderate a little bit. We're trying to bring it down from the top end of the range to more of the middle of the range. So as we do that, we will have more flexibility to make new investments to a greater extent. We also have probably more room to consider whether we do a stock buyback. So that's really in the calculus. We always do debate to the relative merits of that. Is the short-term pop worth longer-term, less earnings power? We're also certainly aware of There are being a fair amount of shares that are actually held by institutions, including ourselves, which impacts the float as well. So we're mindful of not further reducing that float, too. So there's pluses and minuses associated with it. It's something that, like I said, we consistently debate, but haven't had as much of a debate recently, given that we've been fully invested. But that's something that we'll talk a little more about going forward.
Derek Hewitt
Analyst, Bank of America
Okay, I appreciate the answer. And then one last one for me. Just in terms of PIC, I appreciate the commentary about good versus bad PIC, but could you talk a little bit about PIC collections during the third quarter and maybe how is it trended on a quarter-over-quarter basis or a year-over-year basis?
Amit Joshi
Chief Financial Officer
We can get back to you with specific numbers. I would say that on some of the investments we did collect PIC, but most of these investments, again, right, where we are capitalizing PIC, so the collections have not been that huge overall. Okay.
Michael Boyle
President
I would just add we didn't have meaningful exits in the PIC positions over the quarter, so that really is what would drive the ultimate collection.
Derek Hewitt
Analyst, Bank of America
Okay, great. Thank you.
Unidentified Bain Capital Specialty Finance Representative
Company Representative
Thank you, Derek.
Beau
Conference Call Operator
Thank you, and gentlemen, it appears we have no further questions this morning. Mr. Ewald, I'd like to turn things back to you, sir, for any closing comments.
Michael Ewald
Chief Executive Officer
Thanks, Beau, and thanks again for all of your time and attention today. Thanks for joining us on the conference call. We'll look forward to speaking to you again soon and certainly wish you a pleasant day. Thanks.
Beau
Conference Call Operator
Thank you, Mr. Ewald. Again, ladies and gentlemen, this will conclude today's Bain Capital Specialty Finance third quarter. Conference call. Again, thanks so much for joining us, everyone, and we wish you all a great day. Goodbye.