8-K

Palmer Square Capital BDC Inc. (PSBD)

8-K 2024-08-09 For: 2024-08-08
View Original
Added on April 12, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported):August 8, 2024

PALMER SQUARE CAPITAL BDC INC.

(Exact name of Registrant as Specified in ItsCharter)

maryland 814-01334 84-3665200
(State or Other Jurisdiction<br><br> <br>of Incorporation) (Commission File Number) (IRS Employer<br><br> <br>Identification No.)
1900 Shawnee Mission Parkway, Suite 315,<br><br> <br>Mission Woods, KS 66205
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(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including

area code: (816) 994-3200

(Former Name or Former Address, if Changed SinceLast Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant<br>to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to<br>Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications<br>pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications<br>pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol Name of each exchange on which registered
Common Stock, par value $0.001 per share PSBD New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b- 2 of the Securities Exchange Act of 1934.

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition.

On August 8, 2024, Palmer Square Capital BDC Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended June 30, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in this Item 2.02 of this Current Report on Form 8-K, and Exhibit 99.1 attached hereto, is being furnished by the Company in satisfaction of the public disclosure requirements of Item 2.02 of Form 8-K.

In accordance with General Instruction B.2 of Form 8-K, the information included in this Item 2.02 and Exhibit 99.1 attached hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall such information be deemed incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”).

Item 7.01 RegulationFD Disclosure.

Additionally, on August 8, 2024, the Company made available on its website, www.palmersquarebdc.com, a supplemental investor presentation with respect to the second quarter 2024 earnings release. The information furnished in this Item 7.01 shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, and is not incorporated by reference into any filing under the Securities Act or the Exchange Act

Item 9.01. Financial Statements and Exhibits.


(d) Exhibits.

99.1 Press Release, dated August 8, 2024
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Palmer Square Capital BDC Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

PALMER SQUARE CAPITAL BDC INC.
Date:  August 9, 2024 By: /s/ Jeffrey D. Fox
Name: Jeffrey D. Fox
Title: Chief Financial Officer

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Exhibit99.1

PalmerSquare Capital BDC Inc. Announces Second Quarter 2024 Financial Results


DeclaresThird Quarter 2024 Base Dividend of $0.42 Per Share with Supplemental Dividend

Expected to be Announced in September


MISSIONWOODS, Kansas, August 8, 2024 — Palmer Square Capital BDC Inc. (NYSE: PSBD) (“PSBD” or the “Company”), an externally managed business development company, today announced its financial results for the second quarter ended June 30, 2024.


Financialand Operating Highlights


Total<br> investment income of $36.5 million for the second quarter of 2024, compared to $27.4 million<br> for the prior year period
Net<br> investment income of $15.8 million or $0.48 per share for the second quarter of 2024, as<br> compared to $14.2 million or $0.56 per share for the comparable period last year
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Net<br> asset value of $16.85 per share as of June 30, 2024, compared to $17.16 per<br> share as of March 31, 2024
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Total<br> net realized and unrealized losses of $10.4 million for the second quarter of 2024, compared<br> to gains of $9.7 million in the second quarter of 2023
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As<br> of June 30, 2024, total assets were $1.5 billion and total net assets were $549 million
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Debt-to-equity<br> as of June 30, 2024 was 1.49x, compared to 1.42x as of March 31, 2024
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Paid<br> cash distributions to stockholders totaling $0.47 per share for the second quarter<br> of 2024
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Declared<br> a third quarter regular base dividend distribution of $0.42 per share payable on October<br> 14, 2024 to shareholders of record as of September 27, 2024. In accordance with our dividend<br> policy, we expect to announce a supplemental dividend in September
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At<br> quarter end, we had no investments on non-accrual status and only $182 thousand of PIK income,<br> or 0.5% of total investment income
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“Palmer Square Capital BDC reported strong second quarter results, continuing to demonstrate the power of our differentiated liquid loan strategy that enables us to capitalize on market dislocations across the syndicated and private credit markets,” said Christopher D. Long, Chairman and Chief Executive Officer of PSBD. “PSBD remains well-positioned for upside in this dynamic operating environment. Given our team’s experience across cycles, and the potential for some near-term volatility with macro and political uncertainty, our team is excited to continue demonstrate the benefits of our liquid strategy to generate long-term shareholder value.”

$ in thousands, except per share data For the Quarter Ended
6/30/24 3/31/24 6/30/23
Financial Highlights
Net Investment Income Per Share^1^ $ 0.48 $ 0.52 $ 0.56
Net Investment Income $ 15,758 $ 16,318 $ 14,200
NAV Per Share $ 16.85 $ 17.16 $ 16.55
Dividends Earned Per Share^2^ $ 0.47 $ 0.49 $ 0.54
6/30/24 3/31/24 6/30/23
Portfolio Highlights
Total Fair Value of Investments $ 1,431,577 $ 1,393,192 $ 1,062,844
Number of Industries 39 39 41
Number of Portfolio Companies 209 211 177
Portfolio Yield^3^ 9.82 % 10.11 % 11.40 %
Senior Secured Loan^4^ 96 % 96 % 97 %
Investments on Non-Accrual 0 % 0 % 0 %
Total Return^5^ 1.00 % 3.70 % 5.90 %
Debt-to-Equity 1.49 x 1.42 x 1.47 x
1. Net investment<br> income for the period divided by the weighted average share count for the period.
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2. Dividend amount<br> reflects dividend earned in period.
3. Weighted average<br> total yield of debt and income producing securities at fair value.
4. As a percentage<br> of long-term investments, at fair value.
5. Total return is<br> calculated as the change in net asset value (“NAV”) per share during the period,<br> plus distributions per share (if any), divided by the beginning NAV per share. Total return<br> is not annualized. Assumes reinvestment of distributions.

Portfolioand Investment Activity

As of June 30, 2024, we had 256 investments in 209 portfolio companies with an aggregate fair value of approximately $1.4 billion. Based on a total fair value of $1.4 billion, including short term investments, the portfolio consisted of 85.7% first lien senior secured debt investments, 6.1% second lien senior secured debt investments, 0.6% corporate bond investments, 3.2% collateralized loan obligation structured credit funds (“CLOs”) mezzanine and equity investments, and 4.4% short-term investments.

As of June 30, 2024, 98% of the long-term investments based on fair value in our portfolio were at floating rates. At the end of the second quarter, all debt and short-term investments were income producing, and there were no loans on non-accrual status. As of June 30, 2024, the weighted average total yield to maturity of debt and income producing securities at fair value was 9.82%, and weighted average total yield to maturity of debt and income producing securities at amortized cost was 8.80%. For the second quarter of 2024, the principal amount of new investments funded was $189.3 million which included 24 investments at an average value of approximately $5.6 million. For this period, the Company had $140.0 million aggregate principal amount in sales and repayments.

Liquidityand Capital Resources

As of June 30, 2024, the Company had $14.8 million in cash and cash equivalents and approximately $820.4 million in total aggregate principal amount of debt outstanding. Subject to borrowing base and other restrictions, the Company had available liquidity, consisting of cash and undrawn capacity on credit facilities of approximately $192.0 million compared to $30.0 million

of undrawn investment commitments as of June 30, 2024.

OtherHighlights

On May 23, 2024, PSBD, along with Bank of America as arranging partner, closed Palmer Square BDC CLO I, a $400.5 million CLO secured by broadly syndicated loans held by PSBD. The CLO has a reinvestment period through 2029 and matures in 2037, with flexibility to refinance if spreads tighten in the future.

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PSBD’s loan to ConvergeOne was moved to non-accrual status in April 2024, and PSBD subsequently worked with the company to restructure the loan before quarter end. The majority of the loan was converted to equity, and PSBD recorded a realized loss in the month of June.

RecentDevelopments


On August 8, 2024, PSBD’s Board of Directors announced that it had declared a third quarter regular base dividend distribution of $0.42 per share payable on October 14, 2024, to shareholders of record as of September 27, 2024. We expect to announce an additional quarterly supplemental dividend distribution for the third quarter of 2024 in September.


EarningsConference Call

The Company will host a conference call on Thursday, August 8, 2024 at 1:00 pm ET to review its financial performance and conduct a question-and-answer session. To participate in the earnings call, participants should register online at the Palmer Square Investor Relations website. To avoid potential delays, please join at least 10 minutes prior to the start of the call. The conference call can be accessed through the following links:

United<br> States: +1 (888) 596-4144
International:<br> +1 (646) 968-2525
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Event<br> Plus Entry Passcode: 1803382#
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Live Audio Webcast
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A replayof the live conference call will be available shortly after the conclusion of the event and accessible on the events and presentationssection of the Palmer Square Investor Relations website.


AboutPalmer Square Capital BDC Inc.

Palmer Square Capital BDC Inc. (NYSE: PSBD) is an externally managed, non-diversified closed-end management investment company that primarily lends to and invests in corporate debt loans, including but not limited to large private U.S. companies in the broadly syndicated loan market, as well as the direct large cap private credit market. PSBD has elected to be regulated as a business development company under the Investment Company Act of 1940. PSBD’s investment objective is to maximize total return, comprised of current income and capital appreciation. PSBD’s current investment focus is guided by two strategies that facilitate its investment opportunities and core competencies: (1) investing in corporate debt loans and, to a lesser extent, (2) investing in other debt securities which may include collateralized loan obligation debt and equity. PSBD’s investment activities are managed by its investment adviser, Palmer Square BDC Advisor LLC, an affiliate of Palmer Square Capital Management LLC.


Forward-LookingStatements

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 risks and uncertainties. The forward-looking statements may include statements as to our future base and supplemental dividend distributions and the prospects of our portfolio companies. These and other forward-looking statements can be identified by the use of forward-looking terminology such as “may,” “will,” “should,” “seek,” “expect,” “anticipate,” “project,” “estimate,” “intend,” “continue,” “target,” or “believe” or the negatives thereof or other variations thereon or comparable terminology. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in PSBD’s filings with the SEC. PSBD undertakes no duty to update any forward-looking statement made herein unless required by law. All forward-looking statements speak only as of the date of this press release. Although PSBD undertakes no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that PSBD may make directly to you or through reports that in the future may be filed with the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.


Contacts


InvestorsAndy Wedderburn-Maxwell

Palmer Square Capital BDC Inc.

+1 (913)-386-9006

Investors@palmersquarebdc.com


MediaJosh Clarkson

Prosek Partners

PSBD@prosek.com

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FinancialHighlights


For the Six Months Ended
June 30,
2024 2023
Per Common Share Operating Performance
Net Asset Value, Beginning of Period $ 17.04 $ 14.96
Results of Operations:
Net Investment Income^(1)^ 1.00 1.11
Net Realized and Unrealized Gain (Loss) on Investments^(4)^ (0.23 ) 1.00
Net Increase (Decrease) in Net Assets Resulting from Operations 0.77 2.11
Distributions to Common Stockholders
Distributions from Net Investment Income (0.96 ) (0.52 )
Net Decrease in Net Assets Resulting from Distributions (0.96 ) (0.52 )
Net Asset Value, End of Period $ 16.85 $ 16.55
Shares Outstanding, End of Period 32,567,405 25,772,963
Ratio/Supplemental Data
Net assets, end of period $ 548,790,231 $ 426,528,796
Weighted-average shares outstanding 32,081,916 25,025,158
Total Return^(3)^ 4.73 % 14.11 %
Portfolio turnover 17 % 11 %
Ratio of operating expenses to average net assets without waiver^(2)^ 14.28 % 13.30 %
Ratio of operating expenses to average net assets with waiver^(2)^ 14.26 % 13.05 %
Ratio of net investment income (loss) to average net assets without waiver^(2)^ 11.64 % 13.79 %
Ratio of net investment income (loss) to average net assets with waiver^(2)^ 11.66 % 14.04 %

(1) The per common<br> share data was derived by using weighted average shares outstanding.
(2) The ratios reflect<br> an annualized amount.
(3) Total return<br> is calculated as the change in net asset value (“NAV”) per share during the period,<br> plus distributions per share (if any), divided by the beginning NAV per share. Total return<br> is not annualized. Assumes reinvestment of distributions.
(4) Realized and<br> unrealized gains and losses per share in this caption are balancing amounts necessary to<br> reconcile the change in net asset value per share for the period, and may not reconcile with<br> the aggregate gains and losses in the Consolidated Statements of Operations due to share<br> transactions during the period.
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PalmerSquare Capital BDC Inc.

ConsolidatedStatement of Assets and Liabilities


December 31,<br> 2023
Assets:
Non-controlled, non-affiliated investments, at fair value (amortized cost of 1,474,597,939 and 1,159,135,422, respectively) 1,431,576,768 $ 1,108,810,753
Cash and cash equivalents 14,788,774 2,117,109
Receivables:
Receivable for sales of investments 15,048 97,141
Receivable for paydowns of investments 637,142 344,509
Due from investment adviser 39,589 1,718,960
Dividend receivable 263,924 301,637
Interest receivable 11,252,844 8,394,509
Prepaid expenses and other assets 167,101 30,100
Total Assets 1,458,741,190 $ 1,121,814,718
Liabilities:
Credit facilities (net of deferred financing costs of 6,174,013 and 3,211,510, respectively)(1) 519,866,053 $ 641,828,805
Notes (net of deferred financing costs of 1,793,514)(1) 300,524,027 -
Payables:
Payable for investments purchased 68,240,383 14,710,524
Distributions payable 15,306,680 -
Management fee payable 2,450,079 2,252,075
Incentive fee payable 2,249,954 -
Accrued other general and administrative expenses 1,313,783 1,067,921
Total Liabilities 909,950,959 $ 659,859,325
Commitments and contingencies(2)
Net Assets:
Common Shares, 0.001 par value; 450,000,000 shares authorized; 32,567,405 and 27,102,794, issued and outstanding as of June 30, 2024 and December 31, 2023 32,567 $ 27,103
Additional paid-in capital 610,557,076 520,663,106
Total distributable earnings (accumulated deficit) (61,799,412 ) (58,734,816 )
Total Net Assets 548,790,231 $ 461,955,393
Total Liabilities and Net Assets 1,458,741,190 $ 1,121,814,718
Net Asset Value Per Common Share 16.85 $ 17.04

All values are in US Dollars.


Theaccompanying notes are an integral part of these consolidated financial statements.

(1) Security or<br> portion thereof held within Palmer Square BDC Funding I, LLC (“PS BDC Funding”)<br> and is pledged as collateral supporting the amounts outstanding under a revolving credit<br> facility with Bank of America, N.A. (“BofA N.A.”) (see Note 6 to the consolidated<br> financial statements).
(2) As of June 30,<br> 2024 and December 31, 2023, the Company had an aggregate of $30.0 million and $20.1 million,<br> respectively, of unfunded commitments to provide debt financing to its portfolio companies.<br> As of each of June 30, 2024 and December 31, 2023, there were no capital calls or draw requests<br> made by the portfolio companies to fund these commitments. Such commitments are generally<br> up to the Company’s discretion to approve or are subject to the satisfaction of certain<br> financial and nonfinancial covenants and involve, to varying degrees, elements of credit<br> risk in excess of the amount recognized in the Company’s consolidated statements of<br> assets and liabilities and are not reflected in the Company’s consolidated statements<br> of assets and liabilities.
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PalmerSquare Capital BDC Inc.

ConsolidatedStatement of Operations


For the<br><br> Three Months Ended <br> June 30 For the<br><br> Six Months Ended<br> June 30
2024 2023 2024 2023
Income:
Investment income from non-controlled, non-affiliated investments:
Interest income $ 35,278,431 $ 26,166,621 $ 68,486,203 $ 51,619,359
Dividend income 805,031 1,142,016 2,059,727 1,818,884
Payment-in-kind interest income 182,116 - 234,303 -
Other income 283,918 133,227 554,206 189,122
Total investment income from non-controlled, non-affiliated investments 36,549,496 27,441,864 71,334,439 53,627,365
Total Investment Income 36,549,496 27,441,864 71,334,439 53,627,365
Expenses:
Incentive fees 2,249,954 - 4,174,706 -
Interest expense 14,997,028 10,874,884 28,175,858 21,197,013
Management fees 2,450,079 2,046,014 4,866,318 3,958,241
Professional fees 398,080 207,282 636,023 419,276
Directors fees 37,295 18,699 74,590 37,192
Other general and administrative expenses 659,209 350,618 1,381,375 717,624
Total Expenses 20,791,645 13,497,497 39,308,870 26,329,346
Less: Management fee waiver - (255,752 ) (50,511 ) (494,780 )
Net expenses 20,791,645 13,241,745 39,258,359 25,834,566
Net Investment Income (Loss) 15,757,851 14,200,119 32,076,080 27,792,799
Realized and unrealized gains (losses) on investments and foreign currency transactions
Net realized gains (losses):
Non-controlled, non-affiliated investments (9,411,924 ) (2,570 ) (11,148,255 ) (320,015 )
Total net realized gains (losses) (9,411,924 ) (2,570 ) (11,148,255 ) (320,015 )
Net change in unrealized gains (losses):
Non-controlled, non-affiliated investments (1,033,114 ) 9,743,113 7,265,128 24,556,200
Total net change in unrealized gains (losses) (1,033,114 ) 9,743,113 7,265,128 24,556,200
Total realized and unrealized gains (losses) (10,445,038 ) 9,740,543 (3,883,127 ) 24,236,185
Net Increase (Decrease) in Net Assets Resulting from Operations $ 5,312,813 $ 23,940,662 $ 28,192,953 $ 52,028,984
Per Common Share Data:
Basic and diluted net investment income per common share $ 0.48 $ 0.56 $ 1.00 $ 1.11
Basic and diluted net increase (decrease) in net assets resulting from operations $ 0.16 $ 0.94 $ 0.88 $ 2.08
Weighted Average Common Shares Outstanding - Basic and Diluted 32,569,280 25,453,970 32,081,916 25,025,158

Theaccompanying notes are an integral part of these consolidated financial statements.


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PalmerSquare Capital BDC Inc.

Portfolioand Investment Activity


Forthe Three Months EndedJune 30 Forthe Six Months EndedJune 30
2024 2023 2024 2023
New investments:
Gross investments $ 189,301,404 $ 46,672,859 $ 535,784,227 $ 110,130,547
Less: sold investments (140,027,013 ) (33,815,172 ) (209,583,349 ) (135,954,079 )
Total new investments 49,274,391 12,857,687 326,200,878 (25,823,532 )
Principal amount of investments funded:
First-lien senior secured debt investments $ 152,521,210 $ 46,672,859 $ 464,632,921 $ 110,130,547
Second-lien senior secured debt investments 31,427,000 - 42,224,500 -
Corporate bonds 4,095,000 - 4,095,000 -
Collateralized securities and structured products - debt - - 23,573,612 -
Common stock 1,258,194 - 1,258,194 -
Total principal amount of investments funded 189,301,404 46,672,859 535,784,227 110,130,547
Principal amount of investments sold or repaid:
First-lien senior secured debt investments 122,980,773 28,021,408 177,972,549 127,184,752
Second-lien senior secured debt investments 9,394,359 5,000,000 18,454,359 5,000,000
CLO Equity 3,651,813 793,764 7,906,441 889,852
Collateralized securities and structured products - debt 4,000,068 - 5,250,000 2,879,475
Common Stock - - - -
Total principal amount of investments sold or repaid 140,027,013 33,815,172 209,583,349 135,954,079
For the <br><br>Three Months Ended <br><br>June 30 For the<br><br> Six Months Ended<br> June 30
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2024 2023 2024 2023
Number of new investment commitments 24 13 59 28
Average new investment commitment amount $ 5,575,295 $ 4,118,535 $ 4,718,311 $ 3,914,768
Weighted average maturity for new investment  commitments 6.05 years 5.26 years 5.98 years 5.27 years
Percentage of new debt investment commitments at floating rates 97.01 % 100.00 % 98.56 % 100.00 %
Percentage of new debt investment commitments   at fixed rates 2.99 % 0.00 % 1.44 % 0.00 %
Weighted average interest rate of new investment commitments^(1)^ 9.96 % 10.15 % 10.07 % 10.12 %
Weighted average spread over reference rate of new floating rate investment commitments^(2)^ 4.68 % 4.96 % 4.75 % 4.92 %
Weighted average interest rate on investment sold or paid down 10.69 % 10.87 % 10.53 % 9.20 %
(1) New CLO<br> equity investments do not have an ascribed interest rate and are therefore excluded from<br> the calculation.
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(2) Variable<br> rate loans bear interest at a rate that may be determined by reference to either a) LIBOR<br> (which can include one-, two-, three- or six-month LIBOR) or b) the CME Term Secured Overnight<br> Financing Rate (“SOFR” or “S”) (which can include one-, three-, or<br> six-month SOFR), which resets periodically based on the terms of the loan agreement. At the<br> borrower’s option, loans may instead reference an alternate base rate (which can include<br> the Federal Funds Effective Rate or the Prime Rate), which also resets periodically based<br> on the terms of the loan agreements. Loans that reference SOFR may include a Credit Spread<br> Adjustment (“CSA”), where the CSA is a defined additional spread amount based<br> on the tenor of SOFR the borrower selects (making the reference rate S+CSA).
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