|
|
|
|
|
|
|
|
|
MARYLAND
|
|
814-00659
|
|
43-2048643
|
|
(State or other jurisdiction
|
|
(Commission File Number)
|
|
(IRS Employer
|
|
of incorporation)
|
|
|
|
Identification No.)
|
|
o
|
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
|
|
|
o
|
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
|
|
|
o
|
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
|
|
|
o
|
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
|
Title of each class
|
Trading symbol
|
Name of each exchange on which registered
|
|
Common Stock, $0.001 par value
|
PSEC
|
NASDAQ Global Select Market
|
|
6.25% Notes due 2024, par value $25
|
PBB
|
New York Stock Exchange
|
|
6.25% Notes due 2028, par value $25
|
PBY
|
New York Stock Exchange
|
|
6.875% Notes due 2029, par value $25
|
PBC
|
New York Stock Exchange
|
|
|
|
•
|
$0.06 per share for September 2019 to September 30, 2019 record holders with October 24, 2019 payment date;and
|
|
•
|
$0.06 per share for October 2019 to October 31, 2019 record holders with November 20, 2019 payment date.
|
|
99.1
|
Press Release, dated August 27, 2019
|
|
Exhibit
Number
|
Description
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
All amounts in $000’s except
per share amounts (on weighted average
basis for period numbers)
|
Quarter Ended
|
Quarter Ended
|
Quarter Ended
|
|
June 30, 2019
|
March 31, 2019
|
June 30, 2018
|
|
|
|
|
|
|
|
Net Investment Income (“NII”)
|
$69,627
|
$77,262
|
$79,480
36
|
|
Interest as % of Total Investment Income
|
92.2%
|
90.6%
|
91.8%
|
|
|
|
|
|
|
NII per Share
|
$0.19
|
$0.21
|
$0.22
|
|
|
|
|
|
|
Net Income
|
$38,886
|
$89,195
|
$114,304
|
|
Net Income per Share
|
$0.11
|
$0.24
|
$0.31
|
|
|
|
|
|
|
Distributions to Shareholders
|
$66,069
|
$66,024
|
$65,491
|
|
Distributions per Share
|
$0.18
|
$0.18
|
$0.18
|
|
|
|
|
|
|
NII / Distributions to Shareholders
|
105%
|
117%
|
122%
|
|
|
|
|
|
|
NAV per Share at Period End
|
$9.01
|
$9.08
|
$9.35
|
|
|
|
|
|
|
Net of Cash Debt to Equity Ratio
|
70.0%
|
69.1%
|
66.5%
|
|
•
|
$0.06 per share for September 2019 to September 30, 2019 record holders with October 24, 2019 payment date;
|
|
•
|
$0.06 per share for October 2019 to October 31, 2019 record holders with November 20, 2019 payment date.
|
|
All amounts in $000’s except
per unit amounts
|
As of
|
As of
|
As of
|
|
June 30, 2019
|
March 31, 2019
|
June 30, 2018
|
|
|
|
|
|
|
|
Total Investments (at fair value)
|
$5,653,553
|
$5,700,673
|
$5,727,279
|
|
Number of Portfolio Companies
|
135
|
137
|
135
|
|
% Controlled Investments (at fair value)
|
43.8%
|
42.0%
|
42.0%
|
|
|
|
|
|
|
Secured First Lien
|
43.9%
|
44.6%
|
43.9%
|
|
Secured Second Lien
|
23.5%
|
23.5%
|
22.1%
|
|
Subordinated Structured Notes
|
15.1%
|
15.5%
|
16.7%
|
|
Rated Secured Structured Notes (1)
|
0.8%
|
0.8%
|
0.1%
|
|
Unsecured Debt
|
0.6%
|
0.5%
|
0.6%
|
|
Equity Investments
|
16.1%
|
15.1%
|
16.6%
|
|
|
|
|
|
|
Annualized Current Yield - All Investments
|
10.6%
|
10.4%
|
10.5%
|
|
Annualized Current Yield - Performing Interest Bearing Investments
|
13.1%
|
12.8%
|
13%
|
|
|
|
|
|
|
Top Industry Concentration(2)
|
14.6%
|
13.8%
|
14.2%
|
|
|
|
|
|
|
Energy Industry Concentration(2)
|
2.7%
|
3.0%
|
3.0%
|
|
|
|
|
|
|
Non-Accrual Loans as % of Total Assets (3)
|
2.9%
|
3.3%
|
2.5%
|
|
|
|
|
|
|
Weighted Average Portfolio Net Leverage(4)
|
4.67x
|
4.51x
|
4.60x
|
|
Weighted Average Portfolio EBITDA(4)
|
$60,669
|
$59,835
|
$55,384
|
|
(1)
|
Our Rated Secured Structured Notes are considered non-agented debt where applicable.
|
|
(2)
|
Excluding our underlying industry-diversified structured credit portfolio.
|
|
(3)
|
Calculated at fair value.
|
|
(4)
|
For additional disclosure see “Weighted Average Portfolio EBITDA and Net Leverage” at the end of this release.
|
|
All amounts in $000’s
|
Quarter Ended
|
Quarter Ended
|
|
June 30, 2019
|
March 31, 2019
|
|
|
|
|
|
|
Total Originations
|
$187,938
|
$35,711
|
|
|
|
|
|
Non-Agented Debt
|
79.3%
|
100.0%
|
|
Agented Sponsor Debt
|
19.0%
|
—
|
|
Corporate Yield Buyouts
|
1.7%
|
—
|
|
|
|
|
|
Total Repayments
|
$212,813
|
$195,055
|
|
Originations, Net of Repayments
|
$(24,875)
|
$(159,344)
|
|
All amounts in $000’s except
per unit amounts
|
As of
|
As of
|
|
June 30, 2019
|
March 31, 2019
|
|
|
|
|
|
|
Total Subordinated Structured Notes
|
$850,694
|
$881,128
|
|
|
|
|
|
# of Investments
|
43
|
43
|
|
|
|
|
|
TTM Average Cash Yield(1)(2)
|
16.0%
|
17.9%
|
|
Annualized Cash Yield(1)(2)
|
13.4%
|
15.2%
|
|
Annualized GAAP Yield on Fair Value(1)(2)
|
15.6%
|
15.8%
|
|
Annualized GAAP Yield on Amortized Cost(2)(3)
|
12.0%
|
12.7%
|
|
|
|
|
|
Cumulative Cash Distributions
|
$1,299,594
|
$1,271,206
|
|
% of Original Investment
|
84.8%
|
83.0%
|
|
|
|
|
|
# of Underlying Collateral Loans
|
1,792
|
1,808
|
|
Total Asset Base of Underlying Portfolio
|
$18,296,239
|
$18,426,692
|
|
|
|
|
|
Prospect TTM Default Rate
|
0.39%
|
0.29%
|
|
Broadly Syndicated Market TTM Default Rate
|
1.34%
|
0.93%
|
|
Prospect Default Rate Outperformance vs. Market
|
0.95%
|
0.64%
|
|
(1)
|
Calculation based on fair value.
|
|
(2)
|
Excludes deals being redeemed.
|
|
(3)
|
Calculation based on amortized cost.
|
|
All amounts in $000’s
|
Quarter Ended
|
|
September 30, 2019
|
|
|
|
|
|
Total Originations
|
$33,319
|
|
|
|
|
Non-Agented Debt
|
74.2%
|
|
Agented Sponsor Debt
|
25.8%
|
|
|
|
|
Total Repayments
|
$168,508
|
|
Originations, Net of Repayments
|
$(135,189)
|
|
All amounts in $000’s
|
As of
June 30, 2019
|
As of
March 31, 2019
|
As of
June 30, 2018
|
|
Net of Cash Debt to Equity Ratio
|
70.0%
|
69.1%
|
66.5%
|
|
% of Assets at Floating Rates
|
87.4%
|
88.0%
|
89.7%
|
|
% of Liabilities at Fixed Rates
|
93.0%
|
95.9%
|
98.4%
|
|
|
|
|
|
|
Unencumbered Assets
|
$4,121,775
|
$4,152,393
|
$4,502,764
|
|
% of Total Assets
|
71.1%
|
71.0%
|
77.1%
|
|
|
June 30, 2019
|
|
June 30, 2018
|
||||
|
|
|
||||||
|
Assets
|
|
|
|
|
|||
|
Investments at fair value:
|
|
|
|
|
|
||
|
Control investments (amortized cost of $2,385,806 and $2,300,526, respectively)
|
$
|
2,475,924
|
|
|
$
|
2,404,326
|
|
|
Affiliate investments (amortized cost of $177,616 and $55,637, respectively)
|
76,682
|
|
|
58,436
|
|
||
|
Non-control/non-affiliate investments (amortized cost of $3,368,880 and $3,475,295, respectively)
|
3,100,947
|
|
|
3,264,517
|
|
||
|
Total investments at fair value (amortized cost of $5,932,302 and $5,831,458, respectively)
|
5,653,553
|
|
|
5,727,279
|
|
||
|
Cash
|
107,098
|
|
|
83,758
|
|
||
|
Receivables for:
|
|
|
|
||||
|
Interest, net
|
26,504
|
|
|
19,783
|
|
||
|
Other
|
3,326
|
|
|
1,867
|
|
||
|
Due from broker
|
—
|
|
|
3,029
|
|
||
|
Prepaid expenses
|
1,053
|
|
|
984
|
|
||
|
Due from Affiliate
|
—
|
|
|
88
|
|
||
|
Deferred financing costs on Revolving Credit Facility
|
8,529
|
|
|
2,032
|
|
||
|
Total Assets
|
5,800,063
|
|
|
5,838,820
|
|
||
|
|
|
|
|
||||
|
Liabilities
|
|
|
|
|
|
||
|
Revolving Credit Facility
|
167,000
|
|
|
37,000
|
|
||
|
Convertible Notes (less unamortized discount and debt issuance costs of $13,867 and $13,074, respectively)
|
739,997
|
|
|
809,073
|
|
||
|
Prospect Capital InterNotes® (less unamortized debt issuance costs of $12,349 and $11,998, respectively)
|
695,350
|
|
|
748,926
|
|
||
|
Public Notes (less unamortized discount and debt issuance costs of $13,826 and $11,007, respectively)
|
780,548
|
|
|
716,810
|
|
||
|
Due to Prospect Capital Management
|
46,525
|
|
|
49,045
|
|
||
|
Interest payable
|
34,104
|
|
|
33,741
|
|
||
|
Dividends payable
|
22,028
|
|
|
21,865
|
|
||
|
Due to broker
|
—
|
|
|
6,159
|
|
||
|
Accrued expenses
|
5,414
|
|
|
5,426
|
|
||
|
Due to Prospect Administration
|
1,885
|
|
|
2,212
|
|
||
|
Other liabilities
|
937
|
|
|
1,516
|
|
||
|
Total Liabilities
|
2,493,788
|
|
|
2,431,773
|
|
||
|
Commitments and Contingencies
|
|
|
|
||||
|
Net Assets
|
$
|
3,306,275
|
|
|
$
|
3,407,047
|
|
|
|
|
|
|
||||
|
Components of Net Assets
|
|
|
|
|
|
||
|
Common stock, par value $0.001 per share (1,000,000,000 common shares authorized; 367,131,025 and 364,409,938 issued and outstanding, respectively)
|
$
|
367
|
|
|
$
|
364
|
|
|
Paid-in capital in excess of par
|
4,039,872
|
|
|
4,021,541
|
|
||
|
Total distributable earnings (loss)
|
(733,964
|
)
|
|
(614,858
|
)
|
||
|
Net Assets
|
$
|
3,306,275
|
|
|
$
|
3,407,047
|
|
|
Net Asset Value Per Share
|
$
|
9.01
|
|
|
$
|
9.35
|
|
|
|
Three Months
Ended June 30,
|
|
Year Ended
June 30,
|
|||||||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|||||||||
|
Investment Income
|
|
|
|
|
|
|
|
|||||||||
|
Interest income:
|
|
|
|
|
|
|
|
|||||||||
|
Control investments
|
$
|
50,006
|
|
|
$
|
57,527
|
|
|
$
|
211,212
|
|
|
$
|
195,487
|
|
|
|
Affiliate investments
|
312
|
|
|
234
|
|
|
943
|
|
|
553
|
|
|||||
|
Non-control/non-affiliate investments
|
66,963
|
|
67,244,000
|
|
67,244
|
|
|
271,907
|
|
|
285,473
|
|
||||
|
Structured credit securities
|
34,323
|
|
|
34,678
|
|
|
140,054
|
|
|
125,499
|
|
|||||
|
Total interest income
|
151,604
|
|
|
159,683
|
|
|
624,116
|
|
|
607,012
|
|
|||||
|
Dividend income:
|
|
|
|
|
|
|
|
|||||||||
|
Control investments
|
2,850
|
|
|
5,639
|
|
|
34,127
|
|
|
11,279
|
|
|||||
|
Affiliate investments
|
—
|
|
|
—
|
|
|
659
|
|
|
—
|
|
|||||
|
Non-control/non-affiliate investments
|
462
|
|
|
250
|
|
|
1,243
|
|
|
1,767
|
|
|||||
|
Total dividend income
|
3,312
|
|
|
5,889
|
|
|
36,029
|
|
|
13,046
|
|
|||||
|
Other income:
|
|
|
|
|
|
|
|
|||||||||
|
Control investments
|
6,680
|
|
|
2,765
|
|
|
36,011
|
|
|
15,080
|
|
|||||
|
Non-control/non-affiliate investments
|
2,757
|
|
|
5,694
|
|
|
7,611
|
|
|
22,707
|
|
|||||
|
Total other income
|
9,437
|
|
|
8,459
|
|
|
43,622
|
|
|
37,787
|
|
|||||
|
Total Investment Income
|
164,353
|
|
|
174,031
|
|
|
703,767
|
|
|
657,845
|
|
|||||
|
Operating Expenses
|
|
|
|
|
|
|
|
|||||||||
|
Base management fee
|
29,149
|
|
|
29,056
|
|
|
121,833
|
|
|
118,046
|
|
|||||
|
Income incentive fee
|
17,407
|
|
|
19,870
|
|
|
78,215
|
|
|
71,713
|
|
|||||
|
Interest and credit facility expenses
|
39,721
|
|
|
37,178
|
|
|
157,231
|
|
|
155,039
|
|
|||||
|
Allocation of overhead from Prospect Administration
|
3,746
|
|
|
4,132
|
|
|
14,837
|
|
|
10,031
|
|
|||||
|
Audit, compliance and tax related fees
|
1,552
|
|
|
1,455
|
|
|
5,014
|
|
|
5,539
|
|
|||||
|
Directors’ fees
|
116
|
|
|
237
|
|
|
457
|
|
|
450
|
|
|||||
|
Other general and administrative expenses
|
3,035
|
|
|
2,623
|
|
|
13,321
|
|
|
10,177
|
|
|||||
|
Total Operating Expenses
|
94,726
|
|
|
94,551
|
|
|
390,908
|
|
|
370,995
|
|
|||||
|
Net Investment Income
|
69,627
|
|
|
79,480
|
|
|
312,859
|
|
|
286,850
|
|
|||||
|
Net Realized and Net Change in Unrealized Gains (Losses) from Investments
|
|
|
|
|
|
|
|
|||||||||
|
Net realized gains (losses)
|
|
|
|
|
|
|
|
|||||||||
|
Control investments
|
—
|
|
|
1
|
|
|
14,309
|
|
|
13
|
|
|||||
|
Affiliate investments
|
—
|
|
|
—
|
|
|
—
|
|
|
(13,351
|
)
|
|||||
|
Non-control/non-affiliate investments
|
1,167
|
|
|
(11
|
)
|
|
375
|
|
|
(5,126
|
)
|
|||||
|
Net realized gains (losses)
|
1,167
|
|
|
(10
|
)
|
|
14,684
|
|
|
(18,464
|
)
|
|||||
|
Net change in unrealized (losses) gains
|
|
|
|
|
|
|
|
|||||||||
|
Control investments
|
27,234
|
|
|
(25,487
|
)
|
|
5,105
|
|
|
55,670
|
|
|||||
|
Affiliate investments
|
(11,699
|
)
|
|
5,994
|
|
|
(35,449
|
)
|
|
25,671
|
|
|||||
|
Non-control/non-affiliate investments
|
(45,887
|
)
|
|
60,475
|
|
|
(144,225
|
)
|
|
(42,270
|
)
|
|||||
|
Net change in unrealized (losses) gains
|
(30,352
|
)
|
|
40,982
|
|
|
(174,569
|
)
|
|
39,071
|
|
|||||
|
Net Realized and Net Change in Unrealized (Losses) Gains from Investments
|
(29,185
|
)
|
|
40,972
|
|
|
(159,885
|
)
|
|
20,607
|
|
|||||
|
Net realized losses on extinguishment of debt
|
(1,556
|
)
|
|
(6,148
|
)
|
|
(8,487
|
)
|
|
(7,594
|
)
|
|||||
|
Net Increase in Net Assets Resulting from Operations
|
$
|
38,886
|
|
|
$
|
114,304
|
|
|
$
|
144,487
|
|
|
$
|
299,863
|
|
|
|
Net increase in net assets resulting from operations per share
|
$
|
0.11
|
|
|
$
|
0.31
|
|
|
$
|
0.39
|
|
|
$
|
0.83
|
|
|
|
Dividends declared per share
|
$
|
(0.18
|
)
|
|
$
|
(0.18
|
)
|
|
$
|
(0.72
|
)
|
|
$
|
(0.77
|
)
|
|
|
|
Three Months Ended
June 30,
|
|
Year Ended
June 30,
|
||||||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
Per Share Data
|
|
|
|
|
|
|
|||||||||
|
Net asset value at beginning of period
|
$
|
9.08
|
|
|
$
|
9.23
|
|
|
$
|
9.35
|
|
|
$
|
9.32
|
|
|
Net investment income(1)
|
0.19
|
|
|
0.22
|
|
|
0.85
|
|
|
0.79
|
|
||||
|
Net realized and change in unrealized (losses) gains (1)
|
(0.08
|
)
|
|
0.09
|
|
|
(0.46
|
)
|
|
(0.04
|
)
|
||||
|
Distributions of net investment income
|
(0.18
|
)
|
|
(0.18
|
)
|
|
(0.72
|
)
|
|
(0.77
|
)
|
||||
|
Common stock transactions(2)(3)
|
—
|
|
|
(0.01
|
)
|
|
(0.01
|
)
|
|
|
(0.03
|
)
|
|||
|
Net asset value at end of period
|
$
|
9.01
|
|
|
$
|
9.35
|
|
|
$
|
9.01
|
|
|
$
|
9.35
|
|
|
(1)
|
Per share data amount is based on the weighted average number of common shares outstanding for the period presented (except for dividends to shareholders which is based on actual rate per share).
|
|
(2)
|
Common stock transactions include the effect of issuances and repurchases of common stock, if any.
|
|
(3)
|
Amount is less than $0.01.
|