CION CION Investment Corporation

NYSE
$7.43

CION Investment Corporation Q2 F2026 Earnings Call Transcript

Thursday, August 6, 2026

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Operator
Conference Call Host
Good morning and welcome to Scion Investment Corporation's second quarter 2026 earnings conference call. An earnings press release was distributed earlier this morning before market opened. A copy of the press release along with the supplemental earnings presentation is available on the company's website at www.scionbdc.com in the investor resources section and should be reviewed in conjunction with the company's form 10-Q filed with the SEC. As a reminder, this conference call is being recorded for replay purposes. Please note that today's conference call may contain forward-looking statements, which are not guarantees of future performance or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described in the company's filings of the SEC. Joining me on today's call will be Mark Gatto, Scion Investment Corporation's Co-Chief Executive Officer, Gregg Bresner, President and Chief Investment Officer, and Keith Franz, Chief Financial Officer. With that, I would now like to turn the call over to Mark Gatto. Please go ahead, Mark.
Mark Gatto
Co-Chief Executive Officer
Thank you and good morning, everyone. I want to start this morning with a simple observation of Scion's quarter two results. This was a good quarter based on our key metrics. Net asset value per share was up. Net investment income was up. Non-accruals were down. No new names were placed on non-accrual. No new internal risk rating downgrades. And subsequent to quarter end, management undertook a series of capital actions that stretches our balance sheet and we believe may further demonstrate to the market our conviction We reported net investment income of 29 cents per share for the second quarter, up from 25 cents in the first quarter, and essentially at our 30 cents per share total monthly base distribution level for the quarter. We estimate that our earnings this quarter were impacted by our two cents per share solely due to timing. As we carried excess cash, we were able to pay down one of our secured credit facilities without incurring a minimum utilization penalty. Our net asset value increased 3.5% quarter over quarter to $13.57 per share up from $13.11 at the end of March, driven primarily by mark-to-market price increases in our equity portfolio. On the dividend, at 29 cents per share in NII, we are essentially at our total distribution level for the quarter on the base portfolio loan. Subsequent to quarter end, Longview Power, our largest equity position, entered into a purchase and sale agreement with a publicly traded company. Although the acquisition consideration has not been publicly disclosed, we do expect that if the transaction closes, it may generate a meaningful amount of net investment income for Scion over the next few quarters that may further support our distribution for the remainder of the year. As a result, we feel good about where we are headed on dividend coverage for the remainder of 2026. Now let me turn to what I believe is a consequential development for the quarter, the validation of our portfolio marks. During the second quarter, we sold more than $54 million in portfolio assets at 99% of par, which was very close to our carrying values. Subsequent to quarter end, we sold an additional $10 million in portfolio assets, again, at approximately 99% of par, in line with our fair value marks. That is more than $64 million in real transactions with real counterparties that have independently underwritten these assets and concluded they are worth what we believe they were worth. We have always had confidence in our valuation process. Four independent third-party providers, continuous backtesting, and rigorous quarterly reviews. Now we have the market confirming these specific fair value marks in real time. There is more on valuation. The expected proceeds from the Longview Power transaction, an investment we acquired prior to COVID and that has been a meaningful contributor to the NAV appreciation that I just alluded to, should represent a significant premium to our cost basis and consistent with the value at which we carry the position in quarter one. A third party has independently unwritten this asset's fair value and concluded it is worth basically the same, if not slightly more than our valuation, further validating our marks. We also believe this is a powerful validation of our special situation strategy, our ability to identify structure and hold investments that generate differentiated returns over time. Gregg will speak further to this. Beyond validating our mark on this equity position, this transaction is expected to generate substantial cash proceeds that should allow us to continue to support our base dividend, continue to deleverage as necessary, and increase our share repurchase activity. To that end, our board has authorized a $50 million increase to our existing share repurchase program to a total of $130 million. We have always been active buyers of our own stock. By our own analysis, our fund has been among the most active in the BDC sector and the fund intends to be aggressive going forward with impermissible regulations and depending on available cash. We continue to believe our stock is significantly undervalued relative to our NAV and we are prepared to continue acting on that conviction. The pace and amount of repurchases will depend in part on the timing of when the long view transaction closes, but the intent is firmly in place. Further, to assist us with having cash available for repurchases, other than investments that are follow-on investments to our existing portfolio companies, we are prioritizing repurchases over new deals and intend for the time being to materially reduce or cease investments in new portfolio companies Thank you for watching. and many more. Thank you for joining us. including the new unsecured debt we issued subsequent to the second quarter, we are targeting a pro forma leverage of approximately 1.35 times. A level that is squarely within our historical operating range and well within our comfort zone given our higher mix of unsecured to secured debt. We are quickly executing on our deleveraging commitment and Keith will walk through the specifics. On credit quality, our non-accrual rate at fair value declined 1.44% from 1.53 last quarter. And our non-accrual rate at amortized costs declined as well from 5.35% last quarter to 4.41. Weighted average interest coverage and leverage across our debt portfolio remained essentially stable. The core first lien book, which represents approximately 79% of our portfolio, is expected to increase, assuming the monetization of the equity investment in Longview continues to perform mostly in line with our expectations. I also want to touch briefly on our PIC income. Because we believe the quality of our PIC is often misunderstood, 85% of our PIC income is structured by design from inception. Meaning it was underwritten that way from the moment we made the investment as part of a deliberate yield enhancement strategy, not as a consequence of borrower distress. 100% of our PIC income is in portfolio companies risk-rated three or better. We believe this PIC income should decline in the coming quarters, and we want investors to understand clearly that it primarily affects portfolio construction, not credit stress. On David's broader, we continue to be encouraged by the trajectory of the Pearl AI Digital Media Network listings and marketplace platform, which has now scaled to the point where the business is increasingly functioning as two distinct operations, a legacy retail business and a high growth digital platform that we intend to separate as its own entity. As Pearl continues to demonstrate its growth profile, we believe it will create an opportunity for us to manage and ultimately reduce our exposure on terms that reflect the underlying value of what has been built. Gregg will provide more details on that front. In conclusion, I want to say that we emphatically believe Cyan is significantly undervalued today. At a time when media hysteria about private credit has caused the median BDC to trade Approximately 30% off where it traded last year at this time, we have unfairly been punished even further. Our portfolio is predominantly senior secured first lien debt with less than 2% software exposure, supported by a tested and rigorous valuation process. And that process has now been validated with respect to more than $66 million in recent third-party asset sales. When we look at where our stock trades today, we can only conclude that the market is either skeptical of our marks, which we believe the evidence simply does not support, is doubtful of our ability to delever, which we are systematically doing, fearful of an immediate dividend cut, which we believe is a low probability given the long view transaction, or afraid of software exposure generally in private credit, which we do not have. are stock trades at a price that assumes a portfolio loss rate that is more than 14 times our historical annualized loss rate dating back to our inception in 2012. We believe that the narrative around Scion does not reflect the underlying reality. We are working hard to change that. Now let me turn the call over to Gregg.
Gregg Bresner
President and Chief Investment Officer
Thank you, Mark, and good morning, everyone.
Gregg Bresner
President and Chief Investment Officer
As Mark discussed, during the quarter We remain focused on deleveraging our balance sheet and positioning the company to increase its share repurchase activity. Other than one investment, which was highly strategic with an existing portfolio company, we exclusively focused our Q2 investment activity on our existing portfolio companies. Loan repayment activity returned to levels more consistent with pre-2024 levels as we received over $100 million in the quarter from full repayments from borrowers. We limited our Q2 investment activities to portfolio companies for acquisitions, recapitalizations, and other strategic transactions. The weighted average yield for our new direct personal investments for the quarter based on our investment cost was the equivalent of SOFR plus 8.1%. Turning now to our Q2 investment and portfolio activity. Our Q2 investment activity consisted of add-on investments in existing portfolio companies including ARC, BDS, Berlitz, David's Bridal, Fuse FX, Innotive, Juice Plus, Riddell, Trademark Global, and WorkGenius. We completed one investment with a new portfolio borrower, Revolt, which is a highly strategic partner of one of our existing portfolio companies. During Q2, We made a total of approximately $57 million in investment commitments across 10 existing portfolio companies and one new borrower of which $54 million was funded. We also funded a total of $13 million of previously unfunded commitments. We had sales and repayments totaling $157 million for the quarter. We received full repayment of our first lien physicians in ESP Associates, Giving Home Health, Iron Horse, Lux Credit, McNeil Pride, and PRA Acquisition. As part of our deleveraging plan, we secondarily sold over $50 million of investments in American Clinical, Future Pack, Ivy Hill 8, Metric, Newberry Franklin, and Sleep Opco at a blended sales price of 99% of par. As a result of all these activities, our net funded investments decreased by approximately $90 million during the quarter. In his commentary, Mark mentioned the announced sale transaction of Longview Power to a strategic acquirer. Longview was one of our earliest investments within our opportunistic special situation strategy, where we identify and acquire lightly syndicated first lien loan tranches in what we believe are quality companies at a significant discount to par due to technical or balance sheet related issues, and then have active roles in the processes that drive the restructuring or recapitalization of these investments as we seek to position the companies for future success. Our investment in Longview began with a discounted first lien term loan purchase in September of 2018 followed by a series of strategic add-on investments. Historically, we have been able to realize healthy earnings on our first lien restructured and recapitalized transactions as our realized weighted average total recoveries have been in excess of the amortized cost of those investments at the time of restructuring. Additional examples include our investments in Yakmat, Heritage Power, and Dayton Superior. We have a number of special situations investments remaining in the portfolio that have yet to be realized and are actively working to sustain our monetization success for these investments. As Mark referenced, our NAV increase during the quarter was driven primarily by increases to the unrealized mark to market value of our portfolio as the overall macro market recovered from the Q1 headwinds ranging from the Iranian war and widespread market concerns regarding the potential crack in private credit, most specifically the software concentrations within the private capital sector and potential AI impact on those investments. As a reminder, Cyan has not been a significant software investor and has only 1.8% of its portfolio in the software sector with no ARR based loans as of Q2. Our net increase in unrealized market value was primarily driven by increases to the mark value of our equity investments due to an improved macroeconomic environment and related increases in market trading multiples, a significant market reversal from Q1. Our largest increases for the quarter were for our equity positions in CareStream Health, ARC Financial, David's Bridal, Longview Power, and K&N. As we have mentioned on previous quarterly calls, we expect to see significant quarter to quarter volatility in the marks of David's Bridal equity to the larger overall relative size of our investment, as well as the highly seasonal nature of the company's operations and working capital profile. As Mark mentioned, There has been strong growth in the revenue and earnings in the Pearl Network and marketplace business of David's Bridal. We are in the process of separating the two businesses to fuel future growth prospects and further position David's for strategic transaction opportunities for both businesses. On the debt investment side, our largest unrealized increase was for ARC Financial, which reflected a series of transactions being pursued by the company. Our largest debt decliner was our first lead investment in Thrill One as the company was in bankruptcy court during the quarter and is expected to emerge with a final plan of reorganization in the third quarter. During the quarter, we realized a loss on our term loan to Lux Credit in connection with the sale of the company in early Q2. In Q1, we placed Lux Credit on non-accrual and valued the position based on the transaction that was expected to close at the end of the first quarter. As a result, there was no impact in NAV from this investment in Q2. From a portfolio credit perspective, our non-accruals on a fair value basis decreased from 1.53% in Q1 to 1.44% at the end of Q2. On an amortized cost basis, our non-accruals decreased from 5.35% to 4.41%. We added no new names to non-accrual and removed our term loan investment in Lux Credit Consultants given the sale of the company during the quarter. On an absolute basis, non-accruals continue to be in line with historical experience and we are pleased with the continued credit performance of our portfolio, particularly in the current macro environment. Overall, our portfolio remains defensive in nature with approximately 79% in first-link investments. As Mark discussed, we expect the percentage of first-lead investments in the portfolio to increase over the next few quarters as we monetize equity investments such as Longview Power. Approximately 98% of our portfolio remains risk-rated three or better. Our risk-rated three investments, which are investments where we expect full repayment but are either spending more engagement time and or have seen increased risk since the initial asset purchase increased from approximately 12.9% in Q1 to 14.1% in Q2. I'll now turn the call over to Keith.
Keith Franz
Chief Financial Officer
Okay, thank you, Gregg, and good morning, everyone. During the second quarter, net investment income was 14.2 million, or 29 cents per share, compared to 12.9 million, or 25 cents per share, reported in the first quarter. Total investment income was 49.8 million during the second quarter, as compared to 49.5 million reported during the first quarter. The slight increase in total investment income was driven primarily by an increase in the amortization of purchase discounts from opportunistic investment purchases made during the quarter, which was partially offset by lower interest earned on our investments due to a reduction in the size of our portfolio when compared to the prior period. On the expense side, total operating expenses were 35.6 million Thank you for watching this video. and 49.2 million shares outstanding. Our portfolio at fair value ended the quarter at $1.65 billion and the weighted average yield on our debt and other income producing investments at amortized cost was 10.6%, which is slightly up from 10.4% in the first quarter. At June 30th, our NAV was $13.57 per share as compared to $13.11 per share at the end of March. The increase of $0.46 per share, or 3.5%, was primarily due to unrealized mark-to-market price increases in our equity portfolio and by the creative nature of our share repurchase program during the quarter. We ended the second quarter with a strong and flexible balance sheet with about $1.3 billion in unencumbered assets, a strong debt service capacity, with an interest coverage ratio of about two times, and solid liquidity. We had over $160 million in cash and short-term investments and another $25 million available under our credit facilities. In terms of our debt capital, at June 30th, we continue to have a healthy and diversified debt mix with about 75% in unsecured and 25% in senior secured bank debt. About 60% of our debt is in floating rate, which aligns well and creates a natural hedge with our mostly floating rate investment portfolio. Our well-diversified debt structure is focused on unsecured debt in order to maximize our balance sheet flexibility and at the same time creates a strong buffer for our financial covenants. At the end of the quarter, our net debt-to-equity ratio decreased to 1.52 times from 1.62 times at the end of March, and the weighted average cost of our debt capital was about 7.5%, which is flat when compared to the first quarter. The decrease in our net leverage ratio was a direct result of our sales and repayment activities during the quarter, which is part of our deleveraging plan to better position our balance sheet. As Mark mentioned, we have a plan to delever our balance sheet by around $270 million, which will bring our net leverage ratio down to about 1.35 times, which is expected to further decrease to the low end of our net leverage range of 1.3 to 1.4 times. Thank you for joining us. to better align with our shareholder expectations. During the second quarter, we paid monthly base distributions to our shareholders totaling 30 cents per share. We also declared our third quarter monthly base distributions totaling 30 cents per share, which are paid or will be paid at 10 cents per share per month for each of July, August, and September. As a result, the trailing 12-month distribution yield through the second quarter based on the average NAV was about 9.5% and the trailing 12-month distribution yield based on the quarter end market price was 21.2%. As announced this morning, we declared our fourth quarter base distributions totaling 30 cents per share, which is the same as the third quarter. The fourth quarter base distributions will be paid monthly in October, November and December at 10 cents per share per month. Okay, with that, I will now turn the call back to the operator who will open the line for questions.
Operator
Conference Call Host
Thank you. We will now be conducting a question and answer session. If you would like to ask a question, please press star 1 on your telephone keypad. A confirmation tone will indicate that your line is in the question queue. You may press star 2 if you would like to remove a question from the queue. For participants using speaker equipment, it may be necessary to pick up your handset before pressing the star keys. One moment please while we poll for questions. And the first question comes from the line of Eric Zwick with Lucid Capital Markets. Please proceed with your question.
Eric Zwick
Analyst, Lucid Capital Markets
Thank you. Good morning, everyone. I'd like to start with the loan sales that you referenced in 2Q and a little bit here in the start of 3Q as well, kind of part of the deleveraging strategy. Nice to see that the validation of the marks there. I'm curious if you could talk a little bit about the buyer or buyers, just what type of investor they are, and two, whether these were kind of put out to auction or negotiated transaction, just a little bit more about the process would be interesting.
Gregg Bresner
President and Chief Investment Officer
Yeah, sure. Eric, it's Gregg. So, are we on? Yeah. It was a diversified mix of buyers, and it was either a combination of somebody we generally deal with as a co-investor in transactions at large, or somebody within the syndicate of those names.
Eric Zwick
Analyst, Lucid Capital Markets
Gotcha. So those were negotiated kind of on a loan-by-loan basis then?
Gregg Bresner
President and Chief Investment Officer
Yes, yes, because they were so close to par. It wasn't a debits negotiation. It was pretty straightforward, and... For the most part, they were pieces of deals that we stole home.
Eric Zwick
Analyst, Lucid Capital Markets
Okay, that makes sense. And then in terms of hitting that leverage target of that, call it, you know, 1.3 to 1.4 range, you've walked through a number of the pieces and I haven't had a chance to go through my entire model and see if that's enough to get there. Are you contemplating any more asset sales or most of those complete at this point?
Gregg Bresner
President and Chief Investment Officer
On an incremental basis, no selective asset sales. We're looking at larger potential transactions on the financing side, but not in terms of individual asset sales. I think we're pretty much done.
Eric Zwick
Analyst, Lucid Capital Markets
Okay. Thanks for the clarification there. And then moving to David's bridal, you mentioned the intent to put the legacy business and the Pearl online business, and that would open up M&A opportunities for both I wondered if you could talk a little bit more about the potential options and outlook for the legacy brick and mortar business after the split that you're contemplating.
Gregg Bresner
President and Chief Investment Officer
Eric, one of the reasons for the split, other than the fact that they're really not operationally entwined anymore, is very different. Organic Growth Profiles. So you can assume the legacy retail business will be run for cash flow as opposed to the Pearl side of the house, which is organically scaling at a very high rate. So one is really a technology business with a very high growth profile. The other is a more mature retail-based business that is going to be run more for profitability as for growth. So the differing profiles really encourages us to separate the two because different universes are going to be interested in both. And, you know, we're talking with various parties on both businesses for strategic transactions. So it's just that the profiles are so different going forward that we thought it was we now have the scale within Pearl to do it.
Eric Zwick
Analyst, Lucid Capital Markets
Thanks for the detail there. And then just on the pipeline for new origination activity, one, if you could just kind of frame up, you know, how that looks today in terms of, you know, type of opportunities, you know, type of spreads that you're seeing. And then given the deleveraging, is it likely that we'll, you know, not see maybe net portfolio growth for a couple quarters until you complete the deleveraging? Is that the right way to think about it at this point?
Gregg Bresner
President and Chief Investment Officer
Yes, we think that's the right way to look at it. I think, you know, given where our stock trades, we think that's a very attractive investment. And, you know, our investment activity will be portfolio focused. And last quarter, our weighted average spread was so far 800. So the portfolio tends to be higher yielding on what you'll see in a new issue opportunity. So for us, our focus is the portfolio and repurchase of shares and deleveraging.
Eric Zwick
Analyst, Lucid Capital Markets
Thank you for taking my questions today. Thank you.
Operator
Conference Call Host
Thank you. This concludes our Q&A session. I will now turn the call back over to management for any final comments.
Mark Gatto
Co-Chief Executive Officer
I wanted to just thank everybody for joining us today. As we indicated during the call, we think it was a very good quarter, and it's a sign of things to come, and we look forward to speaking to you next quarter. Everyone have a great day.
Operator
Conference Call Host
Thank you, ladies and gentlemen. That does conclude today's conference call. We thank you for your participation. You may disconnect your lines at this time.