UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 2.02 Results of Operations and Financial Condition.
On August 6, 2025, PhenixFIN Corporation issued a press release announcing its financial results for the quarter ended June 30, 2025. The press release is included as Exhibit 99.1 to this Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press Release dated August 6, 2025 | |
| 104 | Cover page interactive data file (embedded within the Inline XBRL document) |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, PhenixFIN Corporation has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| DATE: August 6, 2025 | PHENIXFIN CORPORATION | |
| /s/ David Lorber | ||
| Name: | David Lorber | |
| Title: | Chief Executive Officer | |
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Exhibit 99.1
PhenixFIN Corporation Announces Fiscal Third Quarter 2025 Financial Results
New York, NY, August 6, 2025 -- PhenixFIN Corporation (NASDAQ: PFX, PFXNZ) (the “Company”), a publicly traded business development company, today announced its financial results for the fiscal third quarter for its year ending September 30, 2025.
Highlights:
| ● | Third quarter total investment income of $6.2 million; net investment income of $1.2 million |
| ● | Net asset value (NAV) of $157 million, or $78.20 per share as of June 30, 2025 |
| ● | On April 17, 2025, amended the credit facility to $100mm with a $50mm accordion, reduction in pricing to SOFR+2.50% and extended maturity to April 17, 2030 |
| ● | Weighted average yield was 12.66% on debt and other income producing investments |
“We continue to see solid performance from the portfolio despite a more volatile macro environment.” commented David Lorber, Chief Executive Officer, “We had a strong origination quarter as we continue to source attractive investment opportunities, we also had multiple portfolio companies repay and monetized one of our last remaining legacy investments.”
Selected Third Quarter 2025 Financial Results for the Quarter Ended June 30, 2025:
Total investment income was $6.2 million of which $5.5 million was attributable to portfolio interest and dividend income, and $0.7 million was attributable to fee and other income.
Total net expenses were $5.0 million and total net investment income was $1.2 million.
The Company recorded a net realized loss of $12.0 million and a net unrealized gain of $9.3 million.
Portfolio and Investment Activities for the Quarter Ended June 30, 2025:
The fair value of the Company’s investment portfolio totaled $294.4 million and consisted of 34 portfolio companies.
Liquidity and Capital Resources:
As of June 30, 2025, the Company had $7.3 million in cash and cash equivalents, $59.2 million in aggregate principal amount of its 5.25% unsecured notes due 2028 and $87.0 million outstanding under the Credit Facility.
ABOUT PHENIXFIN CORPORATION
PhenixFIN Corporation is a non-diversified, internally managed closed-end management investment company incorporated in Delaware that has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. We completed our initial public offering and commenced operations on January 20, 2011. The Company has elected, and intends to qualify annually, to be treated, for U.S. federal income tax purposes, as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. Effective January 1, 2021, the Company operates under an internalized management structure.
Safe Harbor Statement and Other Disclosures
This press release contains “forward-looking” statements. Such forward-looking statements reflect current views with respect to future events and financial performance, and the Company may make related oral forward-looking statements on or following the date hereof. These forward-looking statements are subject to the inherent uncertainties in predicting future results and conditions. Certain factors could cause actual results and conditions to differ materially from those projected in these forward-looking statements, including among other things, PhenixFIN’s ability to execute on its strategic initiatives, deliver value to shareholders, increase investment activity, increase net investment income, reduce interest expenses, implement its investment strategy and achieve its investment objective, source and capitalize on investment opportunities, grow its net asset value per share and perform well in the prevailing market environment, the ability of our portfolio companies, including National Security Group, Inc. to perform well and generate income and other factors that are enumerated in the Company’s periodic filings with the Securities and Exchange Commission. PhenixFIN Corporation disclaims and does not undertake any obligation to update or revise any forward-looking statement in this press release.
Past performance is not a guarantee of future results. The press release contains unaudited financial results. For ease of review, we have excluded the word “approximately” when rounding the results. This press release is for informational purposes only and is not an offer to purchase or a solicitation of an offer to sell shares of PhenixFIN Corporation’s common stock. There can be no assurance that PhenixFIN Corporation will achieve its investment objective.
For PhenixFIN investor relations, please call 212-859-0390. For media inquiries, please contact info@phenixfc.com.
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PHENIXFIN CORPORATION
Consolidated Statements of Assets and Liabilities
| June 30, 2025 (Unaudited) | September 30, 2024 | |||||||
| Assets: | ||||||||
| Investments at fair value | ||||||||
| Non-controlled, non-affiliated investments (amortized cost of $158,364,341 and $143,179,354 respectively) | $ | 159,391,606 | $ | 142,233,426 | ||||
| Affiliated investments (amortized cost of $10,008,289 and $20,564,242, respectively) | 11,592,334 | 14,750,785 | ||||||
| Controlled investments (amortized cost of $150,432,462 and $97,016,429, respectively) | 123,454,891 | 70,931,647 | ||||||
| Total Investments at fair value | 294,438,831 | 227,915,858 | ||||||
| Cash and cash equivalents | 7,270,519 | 67,571,559 | ||||||
| Receivables: | ||||||||
| Interest receivable | 1,135,646 | 1,313,598 | ||||||
| Other receivable | 16,640 | 65,838 | ||||||
| Dividends receivable | - | 23,468 | ||||||
| Deferred financing costs | 1,458,777 | 760,680 | ||||||
| Due from Affiliate | 1,101,599 | 90,500 | ||||||
| Deferred tax asset, net | 953,505 | 887,099 | ||||||
| Other assets | 298,155 | 1,066,323 | ||||||
| Prepaid share repurchase | 101,115 | 101,115 | ||||||
| Receivable for investments sold | 35,445 | 2,955,775 | ||||||
| Total Assets | $ | 306,810,232 | $ | 302,751,813 | ||||
| Liabilities: | ||||||||
| Credit facility and notes payable (net of debt issuance costs of $1,234,485 and $1,510,815, respectively) | $ | 144,918,632 | $ | 135,723,636 | ||||
| Accounts payable and accrued expenses | 3,300,818 | 5,570,150 | ||||||
| Interest and fees payable | 1,213,024 | 768,043 | ||||||
| Other liabilities | 190,743 | 294,063 | ||||||
| Deferred tax liability, net | 340,531 | - | ||||||
| Due to Affiliate | 152,365 | 88,148 | ||||||
| Total Liabilities | 150,116,113 | 142,444,040 | ||||||
| Commitments and Contingencies (see Note 8) | ||||||||
| Net Assets: | ||||||||
| Common Shares, $0.001 par value; 5,000,000 shares authorized; 2,723,709 shares issued; 2,003,869 and 2,019,778 common shares outstanding, respectively | 2,004 | 2,020 | ||||||
| Capital in excess of par value | 704,113,672 | 704,909,588 | ||||||
| Total distributable earnings (loss) | (547,421,557 | ) | (544,603,835 | ) | ||||
| Total Net Assets | 156,694,119 | 160,307,773 | ||||||
| Total Liabilities and Net Assets | $ | 306,810,232 | $ | 302,751,813 | ||||
| Net Asset Value Per Common Share | $ | 78.20 | $ | 79.37 | ||||
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PHENIXFIN CORPORATION
Consolidated Statements of Operations
(Unaudited)
| For the Three Months Ended June 30, | For the Nine Months Ended June 30, | |||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||
| Interest Income: | ||||||||||||||||
| Interest from investments | ||||||||||||||||
| Non-controlled, non-affiliated investments: | ||||||||||||||||
| Cash | $ | 3,758,928 | $ | 2,971,965 | $ | 9,708,993 | $ | 7,605,006 | ||||||||
| Payment in-kind | 213,590 | 231,113 | 832,055 | 412,317 | ||||||||||||
| Affiliated investments: | ||||||||||||||||
| Cash | - | 10,682 | - | 742,858 | ||||||||||||
| Controlled investments: | ||||||||||||||||
| Cash | 607,929 | 650,244 | 1,822,914 | 1,230,510 | ||||||||||||
| Payment in-kind | - | 334,398 | - | 603,229 | ||||||||||||
| Total interest income | 4,580,447 | 4,198,402 | 12,363,962 | 10,593,920 | ||||||||||||
| Dividend income | ||||||||||||||||
| Non-controlled, non-affiliated investments | 247,322 | 531,151 | 1,221,852 | 1,963,744 | ||||||||||||
| Affiliated investments | - | - | 254,231 | - | ||||||||||||
| Controlled investments | 617,056 | 982,903 | 3,597,022 | 3,216,298 | ||||||||||||
| Total dividend income | 864,378 | 1,514,054 | 5,073,105 | 5,180,042 | ||||||||||||
| Interest from cash and cash equivalents | 27,804 | 147,127 | 132,557 | 387,501 | ||||||||||||
| Fee income (see Note 9) | 684,330 | 375,363 | 822,841 | 453,988 | ||||||||||||
| Other income | - | - | - | 22 | ||||||||||||
| Total Investment Income | 6,156,959 | 6,234,946 | 18,392,465 | 16,615,473 | ||||||||||||
| Expenses: | ||||||||||||||||
| Interest and financing expenses | 2,660,472 | 1,721,767 | 7,785,246 | 4,831,180 | ||||||||||||
| Salaries and benefits | 1,237,767 | 1,514,872 | 3,451,438 | 4,464,372 | ||||||||||||
| Professional fees, net | 304,540 | 432,416 | 1,300,518 | 1,133,120 | ||||||||||||
| General and administrative expenses | 398,494 | 226,903 | 928,026 | 862,740 | ||||||||||||
| Directors fees | 204,000 | 187,500 | 612,000 | 562,500 | ||||||||||||
| Administrator expenses (see Note 6) | 106,740 | 75,351 | 303,924 | 210,753 | ||||||||||||
| Insurance expenses | 87,460 | 95,983 | 262,379 | 290,433 | ||||||||||||
| Total expenses | 4,999,473 | 4,254,792 | 14,643,531 | 12,355,098 | ||||||||||||
| Net Investment Income | 1,157,486 | 1,980,154 | 3,748,934 | 4,260,375 | ||||||||||||
| Realized and unrealized gains (losses) on investments | ||||||||||||||||
| Net realized gains (losses): | ||||||||||||||||
| Non-controlled, non-affiliated investments | (1,665,458 | ) | 155,419 | (1,561,801 | ) | 585,977 | ||||||||||
| Affiliated investments | (10,320,353 | ) | - | (10,320,353 | ) | (1,991,456 | ) | |||||||||
| Controlled investments | - | 8,542,831 | - | 8,542,831 | ||||||||||||
| Total net realized gains (losses) | (11,985,811 | ) | 8,698,250 | (11,882,154 | ) | 7,137,352 | ||||||||||
| Net change in unrealized gains (losses): | ||||||||||||||||
| Non-controlled, non-affiliated investments | (18,517 | ) | 1,823,185 | 1,973,193 | 4,984,195 | |||||||||||
| Affiliated investments | 8,379,055 | 73,960 | 7,397,502 | 4,787,878 | ||||||||||||
| Controlled investments | 914,813 | (9,966,938 | ) | (892,789 | ) | (8,655,048 | ) | |||||||||
| Total net change in unrealized gains (losses) | 9,275,351 | (8,069,793 | ) | 8,477,906 | 1,117,025 | |||||||||||
| Deferred tax benefit (expense) | 55,511 | - | (274,125 | ) | - | |||||||||||
| Total realized and unrealized gains (losses) | (2,654,949 | ) | 628,457 | (3,678,373 | ) | 8,254,377 | ||||||||||
| Net Increase (Decrease) in Net Assets Resulting from Operations | $ | (1,497,463 | ) | $ | 2,608,611 | $ | 70,561 | $ | 12,514,752 | |||||||
| Weighted average basic and diluted earnings per common share | $ | (0.74 | ) | $ | 1.29 | $ | 0.03 | $ | 6.11 | |||||||
| Weighted average common shares outstanding - basic and diluted (see Note 11) | 2,017,330 | 2,019,786 | 2,018,962 | 2,047,127 | ||||||||||||
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