Rand Capital Q3 2026 Earnings Call Transcript

Rand Capital (NASDAQ:RAND) reported third-quarter financial results on Wednesday. The transcript from the company’s third-quarter earnings call has been provided below.

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Summary

Rand Capital Corporation reported a 4% sequential increase in interest income from its portfolio companies to $1.2 million. Total investment income was $1.3 million, and net investment income was $0.23 per share, with both below last year’s third-quarter figures.

Net asset value per share rose slightly to $17.36 from $17.33, supported by improved operating performance at several portfolio companies. The company maintained its regular cash dividend of $0.29 per share despite net investment income of $0.23 per share, indicating a focus on balancing distributions with portfolio development.

The portfolio’s fair value increased by 17% from year-end 2025 to $56.7 million, consisting of 77% debt and 23% equity investments. Four portfolio debt positions remain on non-accrual, impacting reported yield, while new investments are structured with higher yields in the low to mid-teens.

Operational highlights included valuation increases at companies such as Bauer, OpenExchange and INEA. BMP Swanson led to a $2 million realized loss that had no impact on overall NAV.

The company did not make new investments in the third quarter, focusing instead on supporting existing portfolio companies and maintaining financial flexibility. Rand Capital plans to continue selective investment in income-producing opportunities and actively manage non-accrual investments, with a strategic focus on income generation, portfolio oversight and capital allocation.

Full Transcript

OPERATOR

Greetings and welcome to Rand Capital Corporation’s third quarter fiscal 2026 financial results conference call. At this time, all participants are in a listen-only mode. If anyone should require operator assistance during the conference, please press star 0 on your telephone keypad. As a reminder, this conference is being recorded. I would now like to turn the conference over to your host, Mr. Craig Mihalik. Thank you. You may begin.

Craig Mihalik (Investor Relations)

Thank you, and good afternoon, everyone. We appreciate your interest in Rand Capital and for joining us today for our third quarter 2026 financial results conference call. On the line with me are Dan Penberthy, our President and Chief Executive Officer, and Margaret Whalen Brechtel, our Executive Vice President and Chief Financial Officer. A copy of the release and slides that accompany our conversation are available at randcapital.com. If you’re following along with the slide deck, please turn to slide two. I’d like to point out some important information. As you are likely aware, we may make forward-looking statements during this presentation. These statements apply to future events that are subject to risks and uncertainties, as well as other factors that could cause actual results to differ from where we are today.

You can find a summary of these risks and uncertainties and other factors in the earnings release and other documents filed by the company with the Securities and Exchange Commission. These documents can be found on our website or at sec.gov. During today’s call, we’ll also discuss some non-GAAP financial measures. We believe these will be useful in evaluating our performance. You should not consider the presentation of this additional information in isolation or as a substitute for results in accordance with Generally Accepted Accounting Principles. We have provided reconciliations of non-GAAP measures with comparable GAAP measures in the tables that accompany today’s earnings release.

With that, please turn to slide three, and I’ll hand the discussion over to Dan.

Dan Penberthy (President and Chief Executive Officer)

Thank you, Craig, and good afternoon, everyone. If the second quarter was about putting capital to work, the third quarter was about seeing that capital begin to show up in our results. Interest income from our portfolio companies increased 4% sequentially to $1.2 million, supported by contributions from the $12 million which we deployed in the first half of the year in new investments. That builds on what has been a relatively stable level of portfolio interest income throughout 2026.

I want to be clear about which measure I’m highlighting. Total investment income was $1.3 million and net investment income was $0.23 per share, both below the third quarter of last year, 2025. Those year-over-year comparisons still reflect lower interest income due to the loans that were placed on non-accrual over the past year, but when you look at the interest income generated by the portfolio itself quarter to quarter during 2026, the trend has been steady with modest improvement in the third quarter.

For the third quarter, net asset value per share has increased to $17.36 from $17.33 at the end of June. Improved operating performance at several portfolio companies supported valuation unrealized gains. These more than offset the declines elsewhere in the portfolio. The portfolio has ended the quarter at $56.7 million across 20 companies, and from a flexibility standpoint we had $5 million outstanding on our credit facility and approximately $12.4 million of remaining borrowing availability at quarter end.

We did not make any new or follow-on investments during the third quarter. After an active first half, we were focused on supporting these existing portfolio companies and staying patient on new opportunities. So the headline for the quarter is a stable and modestly improving income base, a small step-up in NAV per share, and a balance sheet that gives us room to act when the right opportunities emerge. With that as a backdrop, let me turn to our dividend on slide 4. Our regular cash dividend remains a central part of how we deliver value to shareholders. During the third quarter, we paid our regular quarterly dividend of $0.29 per share on September 9, bringing total dividends paid for the first nine months of 2026 to $0.87 per share. As we have discussed on prior calls, we manage the dividend with a longer viewpoint. Net investment income this quarter was $0.23 per share.

This is against our $0.29 regular dividend. We are mindful of that gap and will pay close attention to this as we do our year-end RIC calculations. Our approach is to balance current shareholder distributions with continued portfolio development and financial flexibility. The most durable path to supporting the dividends over time is the one which we have been pursuing: that is simply growing the base of performing income-producing investments while working through our challenged portfolio companies.

That naturally leads to a look at the portfolio itself, so please turn to slide 5. At September 30th, our portfolio had a fair value of $56.7 million, up 17% from year-end 2025, reflecting the investment activity we completed earlier this year. The portfolio remains primarily debt-orientated with approximately 77% in debt and 23% in equity at fair value. That mix is by design. Debt investments drive the current income that support our distributions, while selective equity positions give us participation in the upside when our portfolio companies perform well, as we have seen with prior realizations and this quarter’s increase in some unrealized positions. The annualized weighted average yield on our total debt investments was 8.97% at quarter end, which compares with 11.3% at December 31, 2025. As we have noted on prior calls, that reported yield continues to reflect the impact of non-accrual investments.

At September 30, we had four portfolio debt positions on non-accrual with an aggregate fair value of $8.7 million, or about 15% of total portfolio value. I would emphasize two points here. First, the reported yield understates the earning power of the capital we have been putting to work. Our new investments this year have been structured with total yields in the low to mid-teens. Second, the non-accrual positions are not passive holdings. We are actively engaged with each one of these companies and their sponsors, and our goal is to preserve and, where possible, recover value over time.

We are not in a position to predict the timing of those outcomes, but they remain a direct focus for our team. With that portfolio view in mind, slide 6 walks through the specific portfolio activity and valuation changes during the quarter. Activity in the third quarter centered on repayments, valuation changes, and closing out one of the previously discussed holdings. On repayments, we received a $250,000 repayment on our BlackJet debt investment along with a prepayment fee of $7,500, as well as a $16,250 principal repayment from Four Seasons Home Care. Turning to BMP Swanson, which we had discussed on our last call, that company ceased operations in the second quarter and we wrote our investment down to zero at that time.

In the third quarter, we formally recognized a $2 million realized loss on those debt and equity investments. I want to be clear about what that means. The realized loss was accompanied by a reversal of the prior unrealized depreciation that was already on the books. In other words, it’s an accounting reclassification of a loss already imputed into NAV. Thus, we’ve had no change for that position in our overall NAV this quarter. The more meaningful valuation story is shown on the bottom of the slide. We recorded valuation increases at Bauer of $700,000, OpenExchange of $402,000, International Electronic Alloys, or INEA, of $300,000. These reflect improved operating performance at those businesses. Those gains were partially offset by declines at Autotaility of $500,000, ITA of $400,000, and Encore Gulf depreciation of $100,000. That mix is a good reflection of where we are today.

A number of our companies are executing well and building value while others are working through more challenging conditions. Our job is to stay close to both—supporting the companies that are performing and engaging early and directly where we see pressure in the portfolio. Stepping back from the individual companies, slide 7 shows how all of this is reflected in the portfolio’s overall industry exposure. Our portfolio spans eight industries across our lower middle market focus. Professional and business services remains our largest area of exposure, with meaningful positions in health and wellness, distribution, manufacturing, and consumer products. The changes in weightings this quarter reflected valuation movements and repayments rather than new investment activity, which I highlighted and discussed earlier.

We don’t build the portfolio around any single sector theme. Instead, we look for companies with sound structures, solid management teams, dependable cash generation, and of course experienced sponsors willing to write a check alongside us. That company-by-company approach is ultimately what shapes the industry mix you see here. Within that mix, a handful of positions carry the greatest weight in the portfolio value, and slide 8 highlights this. Our top five investments, which represented $24.5 million of fair value, or 43% of the portfolio at September 30th, include INEA, KiTech, Feature Healthcare, which operates as Four Seasons Home Care, Highland, All About People, and BMP Food Service Supply. The group is unchanged from the last quarter. International Electronic Alloys remains our largest holding at $5.9 million.

It’s also one of the companies where improved performance supported a higher valuation this quarter. Feature Healthcare, our newest top five position, continues to perform in line with our expectations following our earlier investment this year. In a portfolio of our size, these larger positions have an outsized influence on income and value, which is why we monitor them so closely over time. Our objective is to build more performing investments around this core, creating a broader base of income-producing assets.

With that portfolio context, I will turn over the call to Margaret to walk through this quarter’s financial results in more detail. Margaret.

Margaret Whalen Brechtel CPA (Chief Financial Officer)

Thanks, Dan, and good afternoon, everyone. I will start on slide 10, which summarizes our financial results for the third quarter of 2026. Total investment income was $1.3 million, compared with $1.6 million in the third quarter of 2025. The decline primarily reflected lower interest income from portfolio companies due to non-accrual investments along with lower fee income, partially offset by $28,000 of dividend and other investment income. As Dan noted, on a sequential basis, interest income from portfolio companies increased 4% to $1.2 million, building on relatively stable levels in the first and second quarters of this year.

Non-cash PIK interest was $99,000 for the quarter, or 8% of interest income from portfolio companies, compared with 43% a year ago. I would note that the lower PIK percentage primarily reflects the impact of non-accrual investments, which reduced the amount of PIK interest we recognize, so it would not be read on its own as a change in portfolio credit quality. Total expenses were $769,000, compared with $596,000 in the third quarter of 2025. The increase reflected higher professional fees, interest expense on our credit facility borrowings, and base management fees. Neither quarter included any capital gains incentive fee, so adjusted expenses, which is a non-GAAP measure, were the same as reported expenses in both periods. Net investment income was $669,000, or $0.23 per share, compared with $993,000, or $0.33 per share, in the prior-year period.

Below the net investment income line, we recorded a net realized and unrealized gain on investments of $275,000, compared with a loss of $3.2 million in 3Q last year. As a result, the net increase in net assets from operations was $944,000, or $0.32 per share, compared with a decrease of $2.2 million, or $0.75 per share, a year ago. Those results flow directly into our net asset value, which I will walk through on slide 11. The waterfall on this slide summarizes the changes in net assets during the quarter. We began the quarter with net assets of approximately $51.5 million. During the period, we generated $669,000 of net investment income. We recognized a $2 million realized loss and $2.3 million of net unrealized depreciation. As Dan explained, those two figures include equal and offsetting $2 million amounts related to BMP Swanson.

Excluding that reclassification, the remaining net unrealized depreciation of roughly $275,000 reflects the underlying valuation changes across the portfolio. After $861,000 of dividends, we ended the quarter with net assets of approximately $51.5 million, and net asset value per share increased to $17.36 from $17.33. Put simply, net investment income and net investment gains together exceeded the dividends we paid during the quarter. From there, slide 12 shows how net asset value is composed and our available financial flexibility. On September 30, net assets were $57.6 million, up 8% from year-end 2025. Our investment portfolio accounted for $56.7 million, or $19.10 per share. Consolidated cash was $223,000, or $0.08 per share, and other assets and liabilities, net, reduced net asset value by $5.4 million, or $1.82 per share, resulting in net asset value of $17.36 per share.

We ended the quarter with $5 million outstanding on our senior secured revolving credit facility, modestly lower than the end of the second quarter, and approximately $12.4 million of remaining borrowing availability, subject to the facility’s borrowing base and terms. We were in compliance with our facility covenants at September 30th, and the facility matures in June of 2027. We will be evaluating our options with respect to the facility well ahead of this maturity.

Taken together, we believe the balance sheet gives us the flexibility to support existing portfolio companies where appropriate and to pursue new opportunities selectively without feeling pressure to deploy capital for the sake of growth. With the financial review covered, I’ll turn the call back to Dan for closing remarks.

Dan Penberthy (President and Chief Executive Officer)

Thanks, Margaret. Please turn to slide 13. As we head into the final quarter of 2026, our priorities fall into three areas. The first is income generation. Our goal is to build on the contributions we are seeing from this year’s investments. We continue to evaluate new income-producing debt opportunities in the lower middle market and will keep the same focus on underwriting and structure that have guided previous investments. We’re seeing a steady flow of opportunities, but we will remain selective about where and when we commit capital.

The second is portfolio oversight. That means actively managing our non-accrual investments, closely monitoring operating performance and the repayment across the portfolio, and pursuing opportunities to preserve and realize value. This quarter showed both sides of that at work with improving performance at several companies and continued attention on those still working through difficult conditions. The third is capital allocation. We are balancing shareholder distributions with the needs of our portfolio, preserving capacity for both new and follow-on investments, and maintaining the financial flexibility that supports long-term net asset value. The broader BDC and private credit environment continues to place a premium on credit quality, earnings consistency, and balance sheet strength. Investors are rightly looking past headline yields to the durability of the income behind them.

That is the lens we are applying to Rand as well. When I step back and look at our progress this year, the story is better than a year-over-year comparison would suggest. We put meaningful capital to work in the first half. That capital is now contributing to a steady and modestly improving level of portfolio interest income. Several of our companies are showing improved performance, and NAV per share has moved positively this quarter. We still have work to do. Our challenged positions—we continue to focus on them.

We need to grow earnings, and we’re focused on all of that to achieve results. But with a predominantly debt-orientated portfolio, available borrowing capacity, and an experienced team, we believe we’re well positioned to keep building this as attractive opportunities emerge. Thank you for your time today and your continued interest in Rand Capital. We appreciate your support, and we look forward to updating you again next quarter. Have a great day.

OPERATOR

This concludes today’s conference. You may disconnect your lines at this time, and we thank you for your participation.

Disclaimer: This transcript is provided for informational purposes only. While we strive for accuracy, there may be errors or omissions in this automated transcription. For official company statements and financial information, please refer to the company’s SEC filings and official press releases. Corporate participants’ and analysts’ statements reflect their views as of the date of this call and are subject to change without notice.