HOUSTON, Nov. 14, 2025 /PRNewswire/ -- Stellus Private Credit BDC ("Stellus PBDC", "we", or the "Company") today announced financial results for its third fiscal quarter ended September 30, 2025.
Robert T. Ladd, Chief Executive Officer of Stellus PBDC, stated "We are pleased to report solid operating results in the third quarter in which we generated $0.36 per share of net investment income and maintained a stable net asset value. During the quarter, we funded $43 million of investments and received $7 million of repayments, bringing the total portfolio to $376 million at fair value. On October 21, 2025, we declared our 2025 fourth quarter monthly dividend of $0.36 per share in the aggregate."
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FINANCIAL HIGHLIGHTS |
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($ in millions, except data relating to per share amounts and shares outstanding) |
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Three Months Ended |
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Amount |
Per Share |
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Amount |
Per Share |
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Net investment income |
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Net realized gain on investments |
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0.02 |
— |
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— |
— |
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Net unrealized appreciation included in earnings |
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(0.17) |
(0.01) |
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(0.40) |
(0.04) |
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Provision for taxes on net unrealized appreciation on investments |
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(0.05) |
(0.01) |
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(0.01) |
— |
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Net increase in net assets resulting from operations |
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Distributions |
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(4.23) |
(0.38) |
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(4.74) |
(0.50) |
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Other weighted average share adjustments(1) |
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— |
0.01 |
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— |
— |
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Net asset value |
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Weighted average shares outstanding |
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11,123,004 |
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9,456,180 |
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____________________________ |
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(1) |
Includes the impact of different share amounts as a result of calculating certain per share data based on weighted average shares outstanding during the period and certain per share data based on shares outstanding as of the period end. |
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PORTFOLIO ACTIVITY |
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($ in millions) |
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As of |
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As of |
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Investments at fair value |
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Total assets |
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Net assets |
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Shares outstanding |
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12,371,428 |
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10,715,095 |
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Net asset value per share |
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Three Months Ended |
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New investments |
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Repayments of investments |
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(6.8) |
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(6.6) |
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Net activity |
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As of |
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As of |
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Number of portfolio company investments |
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72 |
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59 |
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Number of debt investments |
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68 |
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55 |
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Weight average yield of debt and other income producing investments(2) |
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Cash |
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9.8 % |
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10.2 % |
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Payment-in-kind ("PIK") |
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0.1 % |
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0.2 % |
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Fee amortization |
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0.4 % |
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0.4 % |
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Total |
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10.3 % |
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10.8 % |
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Weighted average yield on total investments(3) |
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Cash |
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9.4 % |
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9.8 % |
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PIK |
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0.1 % |
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0.2 % |
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Fee amortization |
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0.3 % |
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0.3 % |
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Total |
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9.8 % |
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10.3 % |
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____________________________ |
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(2) |
The dollar-weighted average annualized effective yield is computed using the effective interest rate for the Company's debt investments and other income producing investments, including cash and PIK interest, as well as the accretion of deferred fees. The individual investment yields are then weighted by the respective cost of the investments (as of the date presented) in calculating the weighted average effective yield of the portfolio. The dollar-weighted average annualized yield on the Company's investments for a given period will generally be higher than what investors of our common stock would realize in a return over the same period because the dollar-weighted average annualized yield does not reflect the Company's expense or any sales load that may be paid by investors. |
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(3) |
The dollar weighted average yield on total investments takes the same yields as calculated in the footnote above, but weights such yields to determine the weighted average effective yield as a percentage of the Company's total investments, including non-income producing equity positions and debt investments on non-accrual status. |
Results of Operations
Investment income for the three months ended September 30, 2025 and 2024 totaled $9.4 million and $7.9 million, respectively, most of which was interest income from portfolio investments.
Gross operating expenses for the three months ended September 30, 2025 and 2024 totaled $6.1 million and $4.6 million, respectively. For the same periods, base management fees totaled $1.3 million and $0.9 million, income incentive fees totaled $0.7 million and $0.8 million, respectively; capital gains incentive fees (reversals) of ($0.0) million and less than ($0.01) million, which are not currently payable, respectively; fees and expenses related to the Company's borrowings totaled $3.6 million and $2.5 million (including interest and amortization of deferred financing costs), respectively; administrative expenses totaled $0.2 million and $0.1 million, respectively and other expenses totaled $0.3 million and $0.4 million, respectively. For the three months ended September 30, 2025 and 2024, the Company's investment advisor, Stellus Private BDC Advisor, LLC (the "Advisor"), waived $0.4 million and $0.9 million of management fees, respectively; $0.3 million of income incentive fees for both periods (waived as our shares were not listed on a national exchange), and less than $0.1 million and $0.1 million of expenses pursuant to expense support and conditional reimbursements from the Advisor, respectively, for net operating expenses of $5.4 million and $3.3 million, respectively.
For the three months ended September 30, 2025 and 2024, net investment income was $4.0 million and $4.7 million, or $0.36 and $0.49 per common share based on weighted average common shares outstanding of 11,123,004 and 9,456,180, respectively.
The Company's investment portfolio had a net change in unrealized appreciation of ($0.2) million and ($0.4) million for the three months ended September 30, 2025 and 2024, respectively.
For the three months ended September 30, 2025 and 2024, net increase in net assets resulting from operations totaled $3.8 million and $4.2 million, or $0.34 and $0.45 per common share, based on weighted average common shares outstanding of 11,123,004 and 9,456,180, respectively.
Liquidity and Capital Resources
On September 30, 2022, the Company entered into a senior secured revolving credit agreement with Zions Bancorporation, N.A., dba Amegy Bank and various other lenders (the "Credit Facility"). The Credit Facility, as amended, provides for borrowings up to a maximum of $300.0 million on a committed basis. As of September 30, 2025 and December 31, 2024, the Company had $145.1 million and $90.5 million in outstanding borrowings under the Credit Facility, respectively.
On August 1, 2024, the Company entered into a Loan Financing and Servicing Agreement (the "Loan Agreement") by and among Stellus Private Credit BDC SPV LLC ("PBDC SPV"), as borrower, the Company, as equityholder and servicer, Deutsche Bank AG, New York Branch, as facility agent, Citibank, N.A., as collateral agent and collateral custodian, Alter Domus (US) LLC, as collateral administrator, and the lenders that are party thereto from time to time (the "SPV Facility"). The SPV Facility provides for $50.0 million of initial commitments with an accordion feature that allows for an additional $50.0 million of total commitments from new and existing lenders on the same terms and conditions as the existing commitments. As of both September 30, 2025 and December 31, 2024, the Company had $50.0 million in outstanding borrowings under the SPV Facility.
The Company sold 382,821 common shares of beneficial interest at a weighted-average price of $15.29 per share for aggregate net proceeds of $5.9 million, which included less than $0.1 million of organizational expense allocation pursuant to subscription agreements entered into between the Company and investors during the three months ended September 30, 2025. Additionally, for the nine months ended September 30, 2024, the Company called $15.0 million pursuant to capital draw down subscription agreements between the Company and its shareholders. The transaction resulted in the issuance of 981,034 common shares of beneficial interest at a price of $15.29 per share. Lastly, the Company purchased 141,270 common shares of beneficial interest were validly tendered and not withdrawn prior to the expiration of the tender offer during the three months ended September 30, 2025 at a price equal to $15.29 per Share for an aggregate purchase price of approximately $2.2 million.
Distributions
During the three months ended September 30, 2025 and 2024, the Company declared aggregate distributions of $0.38 per share and $0.50, respectively (million and $4.2 million and $4.7 million in the aggregate, respectively). Tax characteristics of all distributions are reported to stockholders on Form 1099-DIV. Tax characteristics of all distributions will be reported to stockholders on Form 1099-DIV after the end of the calendar year. None of these dividends are expected to include a return of capital
Recent Portfolio Activity
The Company invested in the following portfolio companies for the three months ended September 30, 2025:
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Activity Type |
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Date |
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Company Name |
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Company Description |
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Investment Amount |
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Instrument Type |
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Equine Network, LLC* |
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Hosts competitions and provides services for the U.S. equine industry |
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$ |
958,256 |
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Senior Secured – First Lien |
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Facilitator of peer-to-peer events connecting companies with technology solution providers |
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$ |
5,280,193 |
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Senior Secured – First Lien |
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$ |
1,341,001 |
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Revolver Commitment |
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$ |
294,275 |
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Equity |
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Provider of homecare services |
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$ |
3,485,935 |
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Senior Secured – First Lien |
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$ |
3,697,074 |
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Delayed Draw Term Loan Commitment |
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$ |
1,259,737 |
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Revolver Commitment |
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$ |
740,592 |
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Equity |
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Provider of liquid metering products and integrated solutions to the energy infrastructure sector |
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$ |
50,673 |
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Equity |
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Provider of continuing medical education services |
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$ |
3,414,406 |
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Senior Secured – First Lien |
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Provider of IT asset disposition services |
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$ |
1,533,888 |
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Senior Secured – First Lien |
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$ |
4,070,703 |
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Delayed Draw Term Loan Commitment |
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$ |
1,368,939 |
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Revolver Commitment |
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$ |
174,338 |
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Equity |
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Compost 360 Acquisition, LLC* |
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Organic waste recycler and producer of compost, mulch, and engineered soils |
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$ |
22,950 |
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Equity |
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Provider of commercial re-roofing and restoration services |
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$ |
7,822,508 |
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Senior Secured – First Lien |
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$ |
1,368,939 |
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Revolver Commitment |
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$ |
204,254 |
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Equity |
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Manufacturer of fiber optic cable assembly equipment, consumables, and precision components |
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$ |
7,358,000 |
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Senior Secured – First Lien |
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$ |
1,742,096 |
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Revolver Commitment |
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$ |
321,180 |
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Equity |
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____________________________ |
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* Existing portfolio company |
Events Subsequent to September 30, 2025
The Company's management has evaluated subsequent events through November 14, 2025. There have been no subsequent events that require recognition or disclosure except for the following described below.
Investment Portfolio
The Company invested in the following portfolio companies subsequent to September 30, 2025:
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Activity Type |
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Date |
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Company Name |
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Company Description |
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Investment Amount |
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Instrument Type |
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Provider of patient safety, clinical risk mitigation, and healthcare compliance solutions |
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$ |
1,241,645 |
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Senior Secured – First Lien |
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Provider of outsourced electronic product development and engineering services |
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$ |
3,023,836 |
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Senior Secured – First Lien |
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$ |
2,015,890 |
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Delayed Draw Term Loan Commitment |
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$ |
1,446,825 |
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Revolver Commitment |
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$ |
216,218 |
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Equity |
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Mobotrex Acquisition, LLC* |
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Distributor and manufacturer of intelligent traffic solution equipment |
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$ |
1,435,403 |
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Senior Secured – First Lien |
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$ |
1,668,789 |
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Delayed Draw Term Loan Commitment |
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$ |
461,751 |
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Revolver Commitment |
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____________________________ |
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* Existing portfolio company |
The Company realized the following portfolio companies subsequent to September 30, 2025:
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Activity Type |
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Date |
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Company Name |
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Company Description |
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Proceeds Received |
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Realized Gain |
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Instrument Type |
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Full Repayment |
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End-to-end information technologies solutions provider |
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$ |
3,122,393 |
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$ |
— |
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Senior Secured – First Lien |
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$ |
3,241,539 |
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$ |
— |
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Delayed Draw Term Loan |
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Full Realization |
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$ |
452,671 |
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$ |
360,253 |
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Equity |
Credit Facilities
On October 2, 2025, the "Company entered into Amendment No. 2 to Loan Financing and Servicing Agreement (the "Second Amendment"), by and among Stellus SPV, as borrower (the "Borrower"), the Company, as servicer, Deutsche Bank, as facility agent, agent and a committed lender, which amends that certain Loan Agreement. ). The Second Amendment amended the Loan Agreement to, among other things, (i) increase the commitment from $50.0 million to $75.0 million, (ii) reduce the applicable margin rate on advances under the Loan Agreement to a range of 2.00% to 2.35%, (iii) extend the revolving period to October 2, 2028, and (iv) extend the maturity date to October 2, 2031.
As of November 14, 2025, the outstanding balances under the Credit Facility and SPV Facility were $117.3 million and $75.0 million, respectively.
Distributions Declared
On October 21, 2025 the Board declared a regular monthly dividend for each of October 2025, November 2025, and December 2025 as follows:
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Record |
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Payment |
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Amount per |
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Declared |
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Date |
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Date |
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Share |
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$ |
0.1200 |
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$ |
0.1200 |
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$ |
0.1200 |
Sale of Unregistered Securities
Since September 30, 2025, the Company sold 158,404 common shares of beneficial interest at a price of $15.26 per share for aggregate net proceeds of $2.4 million which included less than $0.1 million of organizational expense allocation pursuant to subscription agreements entered into between the Company and investors.
Share Repurchases
Since September 30, 2025, 176,879 common shares of beneficial interest were validly tendered and not withdrawn prior to the expiration of the tender offer. The Company purchased all common shares of beneficial interest validly tendered and not withdrawn at a price equal to $15.25 per share for an aggregate purchase price of $2.7 million.
About Stellus Private Credit BDC
The Company is an externally-managed, closed-end, non-diversified investment management company that has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. The Company's investment objective is to maximize the total return to its stockholders in the form of current income and capital appreciation by investing primarily in private lower middle-market companies (typically those with $5.0 million to $50.0 million of EBITDA (earnings before interest, taxes, depreciation and amortization)) with a focus on investing through first lien (including unitranche) loans, often with a corresponding equity investment. The Company's investment activities are managed by its investment adviser, Stellus Private BDC Advisor, LLC.
Forward-Looking Statements
Statements included herein may contain "forward-looking statements" which relate to future performance or financial condition. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of assumptions, risks and uncertainties, which change over time. Actual results may differ materially from those anticipated in any forward-looking statements as a result of a number of factors, including those described from time to time in filings by the Company with the Securities and Exchange Commission including the final prospectus that will be filed with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.
Contacts
Stellus Private Credit BDC
W. Todd Huskinson, Chief Financial Officer
(713) 292-5414
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____________________________ |
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(1) |
Includes the impact of different share amounts as a result of calculating certain per share data based on weighted average shares outstanding during the period and certain per share data based on shares outstanding as of the period end. |
|
____________________________ |
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(1) |
Includes the impact of different share amounts as a result of calculating certain per share data based on weighted average shares outstanding during the period and certain per share data based on shares outstanding as of the period end. |
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____________________________ |
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|
(1) |
Includes the impact of different share amounts as a result of calculating certain per share data based on weighted average shares outstanding during the period and certain per share data based on shares outstanding as of the period end. |
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____________________________ |
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|
(1) |
Includes the impact of different share amounts as a result of calculating certain per share data based on weighted average shares outstanding during the period and certain per share data based on shares outstanding as of the period end. |
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