Sixth Street Specialty Lending, Inc. (TSLX) Earnings Call Transcript & Summary

February 20, 2020

New York Stock Exchange US Financials Capital Markets earnings 70 min

Earnings Call Speaker Segments

Operator

operator
#1

Good morning, and welcome to TPG Specialty Lending, Inc.'s Fourth Quarter and Full Year ended December 31, 2019 Earnings Conference Call. Before we begin today's call, I would like to our listeners that remarks made during the call may contain forward-looking statements. Statements other than statements of historical facts made during this call may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of risks and uncertainties. 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 TPG Specialty Lending, Inc.'s filings with the Securities and Exchange Commission. The company assumes no obligation to update any such forward-looking statements. Yesterday, after the market closed, the company issued its earnings press release for the fourth quarter and full year ended December 31, 2019, and posted a presentation to the Investor Resources section of its website, www.tpgspecialtylending.com. The presentation should be reviewed in conjunction with the company's Form 10-K filed yesterday with the SEC. TPG Specialty Lending, Inc.'s earnings release is also available on the company's website under the Investor Resources section. Unless noted otherwise, all performance figures mentioned in today's prepared remarks are as of and for the fourth quarter and full year December 31, 2019. As a reminder, this call is being recorded for replay purposes. I will now turn the call over to Joshua Easterly, Chief Executive Officer of TPG Specialty Lending, Inc.

Joshua Easterly

executive
#2

Thank you. Good morning, everyone, and thank you for joining us today. Let me start off by reviewing our full year and fourth quarter 2019 highlights, and then I'll hand it off to my partner and our president, Bo Stanley to discuss our portfolio activity and metrics. Our CFO, Ian Simmonds, will review our financial results in more detail. And I will conclude with final thoughts before opening the call to Q&A. After the market closed yesterday, we reported fourth quarter net investment income per share of $0.51 and net income per share of $0.57. This resulted in full year net investment income per share of $1.94, which corresponds to a return of equity of 12% and the full year net income per share of $2.34, which corresponds to a return on equity of 14.5%. Supported by the earnings power of our portfolio, we generated earnings in excess of our base dividend, more on this in a moment. The difference between this quarter's net investment income and net income per share was primarily driven by unrealized gains from both the impact of net tightening credit spreads on the valuation of our portfolio and portfolio company-specific events. At year-end, our reported net asset value per share reached another high record of $16.83 compared to $16.72 in the prior quarter and $16.25 at year-end 2018. Yesterday, our Board approved a 5% increase from our quarterly base dividend from $0.39 to $0.41 per share to shareholders of record as of March 13, payable on April 15. Our Board also declared a Q4 supplemental dividend of $0.06 per share to shareholders of record as of February 28, payable on March 31. Finally, our Board declared aggregate special cash dividends of $0.50 per share that will be paid to shareholders during Q2. Specifically, $0.25 per share will be payable on April 30 to shareholders of record as of April 15 and $0.25 per share will be payable on June 30 to shareholders of record as of June 15. There's been a couple of changes to our dividend policy this quarter. So let me take a few moments to discuss these in detail, starting with the increase in our base dividend. As we've said many times in the past, we view our base dividend as an ongoing cash liability, and therefore, we set it at a level that we believe with a high degree of confidence will be supported by the earnings power of our portfolio. This is evidenced by our track record of strong base dividend coverage to net investment income, which through the end of 2019 has averaged 127% since our March 2014 IPO. And nearly 3 years ago, in May 2017, we introduced a variable supplemental dividend framework as a way to enhance cash distributions to our shareholders and slow the growth of our excise tax, while preserving the stability of our net asset value. Since that time, and given the change of the regulatory framework in the form of lower asset coverage requirement, we believe the fundamental earnings power of our business has increased, slightly offset by the decrease in LIBOR over the course of 2019. Taking into account our go-forward expectations for balance sheet leverage, asset-level yields and potential for credit losses, we believe, again, with a high degree of confidence that our portfolio will be able to support a higher base dividend. As for the $0.50 per share of special dividend that our Board had just declared, those who know us know we've historically stayed away from paying specials, given our focus on building net asset value and our desire to foster a long-term shareholder base. While our philosophy hasn't changed, our consistent overearning of our dividends, combined with our expectation of near-term capital gains from portfolio realizations will likely result in RIC distribution requirement issues that we wanted to proactively address. While these special dividends were a tax-driven decision, holding all else equal, we expect that our return on equity will experience a slight uplift as a result of capital efficiency gains from the reduction in excise tax on our undistributed income and the slight increase in financial leverage. Since we've recalibrated our base dividend to correspond with our view of earnings power of the portfolio in the intermediate term, we don't expect any RIC distribution, requirement issues for the foreseeable future. For avoidance of doubt, there will be no changes to the calculation of our quarterly variable supplemental dividends, except to note that the impact of the special dividend will be excluded from the purposes of the NAV constraint which ensures that our NAV declines by no more than $0.15 per share over the current and preceding quarter pro forma for the impact of the supplemental dividends. Before passing it over to Bo to talk about our portfolio activity, I'd like to quickly highlight the broader market backdrop and its impact on how we think about our business. This past year was characterized by periods of volatility and divergence in sector performance and their corresponding credit spreads. Investor preference for high-quality paper was driven by a mixed macro backdrop, deteriorating underwriting standards and growing concerns around loan downgrades. A flight to quality was observable in rising LCD spreads delta between first lien and second lien loans between BB and B credits -- rated credits in between cyclical and noncyclical industries. This trend was particularly notable in the second half of the year, hitting its peak in November before moderating at year-end. As shared on our last call, given the low cyclical exposure in our portfolio, the volatility in credit spread movements throughout the year had a relatively muted impact on the valuation of our portfolio, when we took in account -- we took into industry-specific comps for each of our investments. Looking ahead, although we may see spots of volatility related to the U.S. presidential election and the unfolding economic impact of the coronavirus, fundamentally, we think the near-term U.S. economy remains in good shape, supported by deescalating trade tensions, accommodative monetary policy and low inflation. However, we believe economic cycles do exist, as such, we will continue to focus on staying at the top of the capital structure, limiting our exposure of cyclicals and finding strong risk-adjusted returns for secondary source of repayment. As it relates to our financial policy, given the competitive late cycle environment, we expect that we will continue to operate below the top end of our target leverage range of 0.9 to 1.25. This allows us to preserve our reinvestment option to create higher risk-adjusted returns in the next market dislocation. As a result of our recent efforts on the liability management side, which Ian will discuss in detail, we have ample and diverse funding sources with long-dated maturities to support our capital needs across market cycles. With that, I'd like to turn the call over to Bo, who will walk you through our portfolio activity and metrics in more detail.

Robert Stanley

executive
#3

Thanks, Josh. The competitive environment for direct lending in 2019 continued to be challenging, though we're starting to see signs of stabilization. Compared to record 2018 levels, capital raised for middle-market direct lending in 2019 was down over 35% and private debt dry powder at year-end, albeit still elevated at nearly $260 billion, was down over 10% from the prior year. Given this ample dry powder and the credit bifurcation in the broadly syndicated market that Josh mentioned, one of the main themes over the past few quarters has been the growing market share of direct lenders and large syndicated sponsor financings. Our decision on whether to pursue a particular opportunistic investment strategy is informed by the risk/reward dynamics in that market. For us, we found that in the current environment, the best risk-adjusted returns continue to transpire from our sector themes. By partnering with sponsors and companies only in situations where we have a differentiated view of the business or the sector or the ability to provide creative solutions for complex situations, we've been able to command better pricing and terms compared to the broadly syndicated markets. To give you a flavor of our investment activity, over 25% of total commitments this year on a dollar basis were in retail asset-based loans that we underwrite based on liquid collateral values instead of enterprise values, which tend to fluctuate with market cycles. Our robust deal activity in retail ABL in 2019 is reflective of the particularly challenging year for brick-and-mortar retailers, which saw a record high 9,300 store closings. We believe there will be -- there will continue to be disruptions in the traditional retail model, and therefore, the ongoing need for capital solutions in the space. Given our platform's relationships and core expertise in retail ABL, as illustrated by an average gross unlevered IRR of 23% on fully realized retail ABL investments, we expect this to continue to be one of our investment themes for the period ahead. Outside of retail, just under 50% of total commitments in 2019 were sponsored transaction within our specialized sector subthemes, such as business services and fintech, where we believe we have a competitive advantage and where the underlying businesses have attractive revenue characteristics, high-quality customer bases and strong returns on invested capital. Overall, we had a productive Q4 with total commitments of $329 million and total fundings of $289 million across 9 new investments and upsizes to 4 existing investments. This quarter, we were aging on 8 of 9 of our new investments, which we believe is valuable in our ability to control the loan structuring and monitoring process. Compared to the record repayment activity of $383 million in Q4 of last year, this quarter was relatively quiet with $104 million of repayments from 1 full and 6 partial investment realizations, resulting in net portfolio growth of $185 million for Q4. For full year 2019, we generated $1.2 billion of commitments and $1.1 billion of fundings. We had total repayments of $575 million for the year resulted in net portfolio growth of $512 million. To get a more accurate snapshot of our portfolio's growth trend, it's best to look at it over a longer 18-month period, given the strong repayment levels we experienced in late 2018. Over the last 18 months, our portfolio grew by $291 million or a modest 10% on an annualized basis. Looking at the year-over-year portfolio trends, as the portfolio grew in 2019, we kept our average investment size steady, resulting in an improvement in the diversification of our portfolio. Our top 10 borrower exposure decreased to 33% of portfolio at fair value, down from 39% in the prior year. Similarly, our portfolio of cyclical exposure, which excludes our asset-based loans in retail, and our reserve and asset-based loans in energy decreased from 4.1% to 2.9% of the portfolio year-over-year on a fair value basis. At December 31, our top 2 industry exposures on a fair value basis were business services at 16.8%, and retail and consumer products, consisting predominantly of retail asset-based loans at 14.9%. From a credit statistic standpoint, we continued to improve the interest coverage and net leverage profile of our portfolio. At year-end, across our core portfolio companies our average net attachment point was 0.2x, and our average last dollar leverage was 4.2x compared to 0.4x and 4.4x a year ago. And the average interest coverage ratio for our core portfolio companies improved from 2.8x to 3.2x year-over-year. We had no investments on nonaccrual status at year-end and the overall performance of our portfolio remained steady at 1.15 on our assessment scale of 1 to 5 with 1 being the highest compared to 1.14 in Q4 of last year. We continue to have limited junior capital exposure, with 96% of first lien exposure at year-end. On the underwriting side, we source 99% of our portfolio through nonintermediated channels. This has supported our ability to structure effective group voting control on 80% of our debt investments and an average 2 financial covenants per credit agreement. It has also supported our ability to structure call protection across our debt portfolio, which provides fee income in periods of high portfolio turnover to support our ROEs. As for portfolio year -- yields at year-end, the weighted average total yield on our debt and income-producing securities at amortized cost was 10.7% compared to 10.8% in the prior quarter. Breaking down the drivers of this yield movement, there was 30 basis points of downward impact from the decrease in the effective LIBOR across our debt investments, which was partially offset by 20 basis points of uplift from the yield impact of new versus exited investments. The yield at amortized cost on new investments this quarter was 12.3% compared to 12% on exited debt investments. With that, I'd like to turn it over to Ian.

Ian Simmonds

executive
#4

Thanks, Bo. As Josh and Bo mentioned, this quarter was strong from both an earnings and originations perspective, in Q4, we generated net investment income per share of $0.51, which put our 2019 full year net investment income per share at $1.94. At year-end, we had total investments of $2.2 billion, total debt outstanding of $1.1 billion and net assets of $1.1 billion or $16.83 per share, which is prior to the impact of the $0.06 per share supplemental dividend that will be paid during Q1. Given our increased net funding activity this quarter, our average debt-to-equity ratio moved into our revised target leverage range for the first time, increasing it from 0.86x in the prior quarter to 0.97x. Our average debt-to-equity ratio for the full year was 0.84x consistent with our prior year, and our leverage at December 31 was 1x. Following our inaugural index eligible unsecured notes offering in Q4 that we discussed on our November earnings call, last month we made further enhancements to our capital structure and liquidity profile by increasing the commitments under our revolving credit facility from $1.245 billion to $1.315 billion and extending the final maturity by approximately a year to January 2025. In addition, in January, we opportunistically reopened our 2024 notes increasing the total principal amount outstanding from $300 million to $350 million. We were able to execute the reopening at a price above par, which implied a spread to 5-year treasuries of 195 basis points, 50 basis points tighter than the implied spread on our original transaction. This reopening allowed us to increase our unsecured funding mix with negligible impact on our weighted average cost of debt and, therefore, our ROE. Given our risk management principle of mitigating interest rate risk across our floating rate portfolio, we entered into a fixed to floating interest rate swap on the $50 million of new notes, consistent with the rest of our fixed-rate debt. Pro forma for the revolver amendment and the use of net proceeds from the notes reopening, we had $870 million of undrawn revolver capacity at year-end. We feel very good about our capital position and the significant amount of liquidity we have to support our reinvestment option in environments where we can generate outsized ROEs for our shareholders. Turning to our presentation materials. Slide 9 is the NAV bridge for the quarter. Walking through the main drivers of this quarter's NAV growth, we added $0.51 per share from net investment income against the base dividend of $0.39 per share. There was a positive $0.04 per share impact from credit spread movement on the valuation of our portfolio and a negative $0.03 per share impact from net unrealized mark-to-market losses on the interest rate swaps on our fixed rate securities given movements in the forward LIBOR curve. Other changes in net realized and unrealized gains, primarily driven by portfolio specific events contributed a positive $0.07 per share impact to this quarter's NAV. Moving onto our operating results detailed on Slide 11. Total investment income for the fourth quarter was $66.5 million compared to $70.1 million from the previous quarter. Breaking down the components of income, interest and dividend income was $57.6 million, up $1.5 million from the previous quarter as a result of the increase in the average size of our debt portfolio. Other fees, which consists of prepayment fees and accelerated amortization of upfront fees from unscheduled pay downs were lower at $1.8 million compared to $11.2 million in Q3, given quieter prepayment activity this quarter. Other income was $7.1 million compared to $2.7 million in the prior quarter. Net expenses, excluding management and incentive fees for the quarter were $16.5 million, up from $16.1 million in the prior quarter due to higher interest expense from an increase in the average quarterly debt outstanding. Our weighted average interest rate on average debt outstanding decreased 24 basis points quarter-over-quarter, primarily from the decrease in the effective LIBOR across our debt instruments. Given the one quarter timing lag on the LIBOR reset date on our interest rate swaps and the downward movement in LIBOR during Q4, we expect a continued tailwind to our weighted average cost of debt in next quarter's results. Let me take a moment to wrap up on the ROEs of our business. After record repayments at the end of 2018, we steadily rebuilt the portfolio, increasing our financial leverage from 0.59x to 1x, while maintaining a strong return on assets of 12.5%. With an average debt-to-equity ratio that was consistent with the prior year at 0.84x, we generated ROE on net investment income of 12% and an ROE on net income of 14.5%. Looking at year-over-year trends, our ROE on net investment income decreased from 14% in 2018, mostly resulting from record 2018 repayment levels, which corresponded with elevated activity-related fees. The increase in our ROE on net income from 11.6% in the prior year to 14.5% was partially driven by an increase in portfolio valuations, resulting from a reversal of the Q4 2018 credit spread widening. It was also driven by net unrealized gains related to certain portfolio investments and net unrealized gains on our interest rate swaps, resulting from changes in the shape of the forward LIBOR curve. I'd like to quickly flag that per our adoption of recent hedge accounting guidance, we've applied hedge accounting treatment to our 2024 unsecured notes and the related interest rate swaps. As a result, changes in the fair value of this particular interest rate swap will be offset by changes in the carrying value of the 2024 notes. There will be no unrealized gains or losses recognized in our income statement related to this hedging relationship and, therefore, changes in the fair value of the swap will not impact our ROE on net income going forward. As we look ahead to full year 2020, based on our expectations over the intermediate term for our net asset level yields, cost of funds and financial leverage, we expect to target a return on equity of 11% to 12%. Based on our pro forma year-end book value per share of $16.77, which includes the impact of the Q4 supplemental dividend, this corresponds to a range of $1.84 to $2.01 for full year 2020 net investment income per share. With that, I'd like to turn it back to Josh for concluding remarks.

Joshua Easterly

executive
#5

Thank you, Ian. Our fourth quarter results supported another year of strong ROEs for our shareholders. For the year ahead, our objective continues to be generating attractive risk-adjusted returns for our shareholders for our direct origination strategy, the differentiated human capital expertise across our platform and capital allocation decisions that serve in the best long-term interest of our stakeholders. Before moving to Q&A, I'd like to address the pending topic regarding our broader TPG Sixth Street Partners investment platforms relationship with TPG Holdings. Our Sixth Street business was started in 2009 as a strategic partnership with TPG. Sixth Street currently manages $33 billion across the platform with over 250 people and 9 global offices. In the past 10 years, our Sixth Street business and TPG have each grown and evolved, thoughtfully and in productive ways. Likewise, so has a relationship with TPG. My partners and I at Sixth Street have been having a series of discussions with TPG about the next step in the evolution of our relationship, including the option of operating as independent organizations with TPG continuing to maintain a minority stake in the Sixth Street business. Given Sixth Street's scale, sector expertise, market presence, and the fact that we have already been operating autonomously, a potential next phase as an independent organization is going to be business as usual. For TSLX, there would be no changes to the dedicated management personnel of our business and our shareholders will continue to benefit from the same sourcing, underwriting and operational capabilities of the platform they have experienced with TSLX since inception. As of today, no formal agreement has been finalized, and there's no guarantee that one will be reached. In either case, it will be business as usual for us. Those who know us, know that our north star is always to make decisions in the best interest of our shareholders. With that, I'd like to thank you, and your continued interest and for your time today. Operator, please open up the line for questions.

Operator

operator
#6

[Operator Instructions] Our first question comes from Rick Shane with JPMorgan.

Richard Shane

analyst
#7

Josh, you partially addressed my first question in your final comments related to the separation of Sixth Street from TPG. But I am curious, do you think -- one of the things that has worked well at TSLX over the years is good response to incentives. Do you think your incentives are going to change as you separate from TS -- from TPG?

Joshua Easterly

executive
#8

Rick, thanks for that question. I think we're both on the same time schedule, which is pretty early in the morning. So excuse if I'm -- and I have a little bit of the cold. Look, the decisions remains exactly the same. All the team's economic grew based in the Sixth Street business. And the focus of the team has always been able to create long-term value for both our private LPs and our public shareholders. And we effectively had very limited economics coming from the activities across the firm. So I think the incentives remain exactly the same and actually probably a little bit stronger on a go-forward basis. If we come to a conclusion that we're going to operate as independent entities. But it's basically business as usual and the focus was again, has always been, if you take care of your shareholder, you take care of your private LP, everything else kind of falls in place, focus on your client, focus on your customer.

Richard Shane

analyst
#9

Got it. And then sort of on a more portfolio-related question. When we look at the portfolio on a year-over-year basis, of the top 10 investments today for our new investments, 2 of those being ABLs, which typically are shorter -- have a shorter time on the balance sheet. Is that the type of rotation that we should continue to expect on an ongoing basis? And the reason I asked that is that as you -- as the company continues to scale, do you expect to do slightly larger transactions and drive a higher rotation of that top 10?

Joshua Easterly

executive
#10

Yes. Those are very good questions. So I -- let me break it down. I think there's been a -- part of our late cycle focus has always been -- you can manage to be in the late cycle, in our mind, kind of 4 different ways. One is move up the capital structure. The second is be in defensive industries where you have sources of repayment that are not related to the economic cycle. The third is to create more diversity in your portfolio. And the fourth is to have run lower balance sheet leverage. So I think the -- we've created year-over-year a lot more diversity in our top 10 investments. And you'll also see things that have less correlation to the economic cycle. And that could be things that have strong secondary sources of repayment from asset values that are not related to the economic cycle or shorter-duration investments. So I think that will be a continued theme for us on managing how we think about being in the late cycle. So I don't know if I answered your question, I hope I did.

Richard Shane

analyst
#11

No, you did. I mean I think I would have, in some ways, expected greater concentration of new investments in the top 10, typically, that sort of ratchets up over time. But I was, in part, curious if it was not increasing is a function of that sort of late cycle depends more defensive approach?

Joshua Easterly

executive
#12

That is correct.

Robert Stanley

executive
#13

Correct.

Operator

operator
#14

Our next question comes from Fin O'Shea with Wells Fargo.

Finian O'Shea

analyst
#15

Just a couple on portfolio names. I'll start with a small investment, AvidXchange, which was recapitalized this quarter, you're in the debt and equity now. But can you give context on how this fits into your platform structure? There was a post quarter announcement that you were in a funding round. I don't know if that news was in January. I don't know if that was the same deal. But I'm mainly asking in the purpose of, is this a name that sort of migrates to your -- from the debt platform to the capital solutions strategy?

Joshua Easterly

executive
#16

Yes. Fin, let me start off first with the industry, and then I'll put -- I'll turn it over to Bo to talk about the investment. So AvidXchange, we've been around, I guess, probably from 4 or 5 years. It fits squarely in our theme of B2B payment and payment ecosystems. So it provides -- it's a company that has an ecosystem that provides payments across that ecosystem, mostly in property management -- in the property management sector. So it fits squarely in our theme. The business has continued to grow significantly. It has -- it continues to reinvest and grow at a significant rate. The latest investment we did, quite frankly, was -- had a larger -- we had a larger structured equity investment. And so we derisked because it was less appropriate to fit inside the TSLX platform. In that series of transactions where they raised junior equity to our structured equity, they also redeemed us out of our original equity investment. I'll turn it over to Bo, if I missed anything.

Robert Stanley

executive
#17

No. I think you touched on everything. This has been a long-term relationship and part of the theme that we've been pursuing over the last 5 years is in the emergence of B2B payments. You picked up the announcement of the -- there was the junior capital raise, a series F raise of $125 million in late December in addition to our debt and our prep solution. So that's what was picked up in the press.

Finian O'Shea

analyst
#18

Okay. Thanks for the context on that. And some -- a question on Forever 21 being an ABL. That's a very rich spread you attained. And I think as we speak, it might have been paid off, given the acquisition of the brand by strategics. But can you give us context on was that -- given we don't see an ABL spread that deep these days, how much of that was for just the short amount of time you would hold it? Or the risk of going probably a deep stretch second lien ABL, for example?

Joshua Easterly

executive
#19

Yes. So great question. And Forever 21, I would say is, at this point, 97%, 98% resolved. But I'll walk through it. So first of all, you can't eat IRR. And people don't understand when I say that. But look, if you hold -- if you have a 30% IRR and you it hold for a day, you really have no MOM to compensate you for a risk to the downside. So the spread was to compensate for a minimum return, given that we were actually allocating real capital to the situation. It was a DIP financing, and where our thesis was, you had asset value in the brand, you had 2 core real estate warehouses in the center of LA that we thought were very, very valuable and that we had a real view on and then you had the inventory. What I would say is, Forever 21, if you -- it's pretty well noted in the press, had a very, very rocky December. We -- as of December 31, we actually had kept our mark basically consistent with our -- with the cost basis versus what you would have expected, you would have expected it to migrate up to the -- effectively the call price or call plus the access fee. That would obviously -- we will get our active fee, and we would get all of our economics. And in retrospect, that mark was very conservative, but it was a very difficult December for the company. But look, our thesis was, it was a little bit too big to fail. It was one of the biggest rent payers in the mall ecosystem. I think [ Calvin Centers ] it was 2.5% or 2%, 2.5% of the rents. And so it was a little bit too big to fail, that it had a real brand name and then it had real underlying asset value in the form of inventory and real estate. As of yesterday, with the proceeds, we have about $9 million outstanding against a real estate property that's basically under contract for, I think, $19.5 million. So again, it's basically revolved. But in December, it was -- we had a very conservative mark. And again, it goes to the expertise of our platform of understanding component parts of underlying asset values of these companies.

Operator

operator
#20

Our next question comes from Mickey Schleien with Ladenburg.

Mickey Schleien

analyst
#21

And Josh, thanks for getting up early and battling through your cold. I wanted to ask a high-level question. To what extent do you believe the volatility in the more liquid loan markets may benefit your direct lending platform going forward, given that we're hearing more and more borrowers are migrating away from BSL toward direct lending?

Joshua Easterly

executive
#22

Yes. So it's a great question, Mickey. Look, I think that the -- I would start off by saying that the -- there's been some volatility in the broadly syndicated market, that the broadly syndicated markets have been really differentiated by the have and have-nots that that kind of reverse course, so the correlations will no longer won across credit spreads. That's reversed course a little bit. And there's -- the correlations are getting tighter. My deep overall concern is that for the industry, is that, given where the industry sits on the cost curve, i.e., when you look they're -- our base management fees and our incentive fees, that we better be a little careful or better be a lot careful of being a pure substitute to the broadly syndicated market, where people can access the broadly syndicated market at 50 basis -- 25 to 50 basis points through a closed-end fund or a CLO structure and us effectively creating the same risk/return and -- because we sit so much higher on the cost curve. This has actually been a theme for me, Mickey, that you and I have discussed probably now over 5 or 6 years, which was my problem with TICC, which was they basically brought broadly syndicated loans and brought other people's CLO equity and didn't manufacture their own and so where they sell in the cost curve, they were basically taking $1 and destroying the $1 -- providing something less than $1 value to their shareholders given where they found the cost of. So my hope is that if the industry will see volatility as a way to create solutions and certainty and get paid for that, providing that certainty to issuers. If the industry is effectively substituting and providing the same risk/reward at higher on the cost curve, the industry is going to be in deep trouble.

Mickey Schleien

analyst
#23

I understand. And I thank you for that color. That's really helpful. Josh, your firm is well-known for doing deep dives on a sector basis and obviously, with some particular specialties. I'm curious to understand what you're thinking in terms of the alternative energy sector. We get -- everybody talks about oil and gas and how out of favor it is, but there's a flip side, obviously, as to what's going to replace that. So are there borrowers in that space that are of the right size, with the right balance sheets and cash flow profiles that are starting to look interesting to you?

Joshua Easterly

executive
#24

Yes. So good question. So as you -- I think you're exactly right. I think there's going to be quite frankly, given the disruption in energy and how much capital has been destroyed and upstream E&P and quite frankly, the demand probably for traditional carbon products going down. There's going to be opportunity for people who have deep knowledge of where asset's in the cost curve, what their decline is, what their unit economics are. There's going to be opportunity, given the lack of capital of the industry, the energy industry will attract over time for people who earn that debt return. As it relates to the alternative energy space, the answer -- we actually have a very -- we have a great team sitting in New York, focused on all energy and infrastructure projects running. On energy, they typically fit better in a private fund format because they typically -- we're typically buying assets or cash flow from assets versus lending to corporate borrowers. And so we've done a lot of stuff in renewables in Spain and Italy, where there's take-or-pay contracts. And so they typically have not fit the typical corporate loan that is required under the '40 Act as a good asset. And they've typically taken another form, which is buying -- [three of] the cash flows are buying asset with little or no merchant risk. That being said, we have the expertise. And so if a corporate loan does pop up, that will be a great opportunity for us. But your entities, again, are, I think, are right. I think, generally, the energy space is a little bit of a mess. Started back in 2015, I guess, but it's continued. Most borrowers in it restructure enough, people got the decline growth wrong. Demand for carbon products are going down, the equity markets and high-yield markets have felt burned. And then you have the emerging disruptive technologies in alt energy. And so I think over a period of time, that it can be a unique spot for us to take the expertise of our platform and create value. That being said, we have -- you have some commodity price risk. And so we're going to be very careful when we do that.

Mickey Schleien

analyst
#25

And if I could just finish with a couple of sort of housekeeping questions. Just to gauge risk in the portfolio, can you give us a sense of what the portfolio's average debt-to-EBITDA ratio is?

Joshua Easterly

executive
#26

Yes. I think Bo covered in the prepared remarks, I think it's gone down year-over-year. So our last -- on average, our last dollar attachment point is 4.2x. That compares to that on average last year of 4.5x. On an interest coverage basis, it's, I think, also got better, that's effectively -- and I'm giving exact numbers. I think it was 3.2 this year compared to 2.8 last year. I mean and some of that, quite frankly, is earnings -- a mix between earnings growth and that continues to be having an accommodative set.

Mickey Schleien

analyst
#27

Okay. And lastly, maybe for Ian. Just at a high level, Ian, on a portfolio company basis, what were the main drivers of the realized loss and the unrealized gains this quarter?

Ian Simmonds

executive
#28

On the unrealized, there was, let me see, there's no major driver. It's -- I don't want to describe it as cats and dogs, but there's probably about 12 names that contribute to that overall. So nothing specific stands out. It was small realized gain on a liquid name that we had, but it's less than $0.005. There's really nothing major to highlight.

Joshua Easterly

executive
#29

Yes. I mean look, I think Curriculum, which I think has publicly announced that it got refinanced in Q1, so that the mark will basically up to the call price, that was $0.02. But there was nothing that would have contributed more than $0.02 on a single basis.

Ian Simmonds

executive
#30

Right.

Mickey Schleien

analyst
#31

And that's also the case with the realized loss?

Joshua Easterly

executive
#32

Yes.

Operator

operator
#33

Our next question comes from Chris York with JMP Securities.

Christopher York

analyst
#34

This one may be for Ian. So other income was a record this quarter. Can you break down some of the drivers there? Whether that was led by higher structuring or syndication fees?

Ian Simmonds

executive
#35

Yes. So we actually didn't have any syndication fees in the quarter, Chris. And I'll just give you a little bit of context. If you look at our, call it, activity-based fee, so accelerated OID from prepayments, which there wasn't that much of this quarter. And obviously, we didn't have that many prepayments in general. If you look at that plus syndication fees, which was 0 and then our other income. Collectively, those items were $0.14 per share for the quarter. If I look at what those items collectively have been over the last 4 years, the average has also been $0.14 per share. So in aggregate, we're basically the same as what we've experienced historically. In the other income items this particular quarter, it was really driven by an amendment that I think was known to the market with Ferrellgas, and then we had a couple of other items that were -- we were calling them work fees because they involve some service and input on our part, that drove that other income line.

Christopher York

analyst
#36

Very helpful. I noticed that you did put in the K that it was an amendment fee. So how much was that amendment fee, specifically in the fourth quarter?

Joshua Easterly

executive
#37

Look, Ferrell is a publicly traded company. I don't want to get into details. I think the total other income is dollar-wise...

Ian Simmonds

executive
#38

It was $7 million.

Joshua Easterly

executive
#39

It was $7 million, and Ferrell was a owned pay, it was a smallish piece of that. So -- but people should look at the Ferrell K or their public reporting and what they disclose.

Christopher York

analyst
#40

Got it. Okay. And then in your prepared remarks, you said that some of your decision to issue a special dividend this year was driven by expected gains, I think, in maybe the first half of this year. Does that include Ferrellgas or Curriculum? Or what are the specific drivers there?

Joshua Easterly

executive
#41

Let's take a -- if we take a step back, and I mean I may turn this over to Ian, because I'm not the greatest tax person, but I do kind of play one every once a while. We had about $1.60 per share in undistributed income. And the -- we barely made -- and by the way, this is all manageable. But our tax year ends in March, and we were -- basically only had about $1.8 million or $2 million of room against the minimum distribution requirement of $0.90 -- 90%. And so -- and again, that could have been -- that's all solvable and would have been solved. But if you look forward at where our base 7 is and where our kind of recurring special -- no, I wouldn't them special...

Christopher York

analyst
#42

Supplemental.

Joshua Easterly

executive
#43

Supplemental dividends are, through the year, effectively, on an accrual basis in Q1, we would have been out of compliance with the minimum distribution requirements. Now we have until March '20 -- to March '21 to solve that. But on an accrual basis, we would no longer be -- and that's a function of both net investment income and cap gains. And so that played a big part of it, which is we knew we are going to have to make a large special dividend by March 2021. It was known, we're on an effective accrual basis, we would have been out of compliance. In Q1, we barely made it. And in Q -- for this tax year. So that's one piece of it. The second piece of it is that the excise tax was continuing to grow and continuing to burden shareholder returns and was just a pure friction cost. And so we were able to minimize -- we basically are reducing that by 1/3 on a pro forma basis. And that will grow again, quite frankly. But we're reducing that by 1/3. And so -- and then the third piece of it was that, there is capital efficiency in that we're saving -- we're effectively reducing our equity and that has an associated cost of capital and borrowing, which has an associated cost of capital that's a lot less. And so when you put all those 3 things together, which is, we knew we were going to have to be in compliance on a RIC basis in 2021. We knew we weren't going to be in compliance in 2021, that the -- that this is actually on a net income basis accretive because you're saving the excise tax, you're saving a little bit of management fee, given that you go into the break, which has been reduced by interest expense, and reduced by a little bit of incentive fee, but it's positive about $0.01 a share on a net income basis given the excise tax. And you're generating higher ROEs, it seems like, although it was not consistent with the past actions, the fact is that that -- the fact that circumstances have changed.

Christopher York

analyst
#44

That color is extremely helpful. And Josh, you played the role well as a RIC expert.

Joshua Easterly

executive
#45

Anything you would say, Ian?

Ian Simmonds

executive
#46

Well, the only thing I would add, Chris, and we read your report that came out last night, and you referenced the growth in undistributed income year-over-year. And I think that was actually pretty good as a way to think about one of the inputs into how we sized the special dividend. So this time last year, our undistributed income was, we estimated at about $1.22 top for the year, we're now at $1.60. So there's $0.38 of growth over that period. So that was one of the inputs into how we sized it. Josh referenced the potential to save excise tax, which was important to us because that's a permanent loss to the system. And then we're also very focused on preserving NAV. And so the other way we thought about sizing of specialists, they looked at our year-on-year growth that we had achieved through operating results in 2019. We backed off the impact of the swaps with the tailwind that we got from mark-to-market movements in the swaps. So that sort of triangulated to a $0.50 special dividend. So that's what we're thinking behind it as we had discussions with the Board.

Christopher York

analyst
#47

Sure. Makes a lot of sense. I was just trying to -- I mean when I was looking at undistributed income growth, the comments you had in the prepared remarks were just what I was focused on. So I'll switch gears. The last one was on your potential separation agreement. So I think investors had generally thought the BDC and then TSSP had received some halo benefits from its association with TPG. So given the recent change at the adviser with TPG, why would it be wrong for investors to think either the informational advantages or maybe even the future capital raising with LPs who seem to be consolidating relationships could be impacted going forward?

Joshua Easterly

executive
#48

Yes. Look, I mean I think if there was a halo benefit, if you look back 9 years ago, today, the TSSP platform is $33 billion of AUM. These conversations -- we had conversations, obviously, with our private LPs. They've known about the changing relationship over the last 9 years. When we started the business, there was 10 people. Today, there's 250 people. We've built out industry expertise. We haven't relied on the firm for any informational advantages for years. So I don't -- again, I think it's business as usual. That cap, again, I don't want to say that nothing is done. But it was in the press. And surely, that -- our revolver lenders, the minimum was done post to being in press, the revolving lenders didn't care, our cost of capital then changed. We did a tap on the bond deal, our cost of capital didn't change, quite frankly, it went down, and so it is -- and it's been very well-known in both the LP market and I think with our shareholders, this has really been a JV controlled by the TSSP/Sixth Street Partners and managed. Nobody has ever sat on our investment committee, nobody's ever referred the deal to us in the BDC. And so it is really just business as usual.

Christopher York

analyst
#49

Yes, it's a good answer. And obviously, your comments on the debt capital mitigate our concerns there. So good perspective. Last one, just following up on that. So I know the fee was very nominal, but -- and the separation agreement is pending right now. But will there be a suspension of the licensing fee to TPG for the use of your name, would that expire?

Joshua Easterly

executive
#50

Yes. So there is -- look, again, there is no -- there hasn't been any actual fee related to the TPG in specialty lending. So -- and that either the management company has paid or the shareholders have paid, obviously. On a go-forward basis, I think to be determined, but quite frankly, it's really Sixth Street Partners branded business, Sixth Street Partners managed business, and again, there hasn't been a deal. We haven't come to a deal about what that would play.

Operator

operator
#51

Our next question comes from Kenneth Lee with RBC Capital.

Kenneth Lee

analyst
#52

Wondering if you could talk about the key factors driving the -- you mentioned an increase in the potential earnings power that is supporting the increase in the base quarterly dividends this year? And how much of that would be dependent on any movement within the LIBOR rates?

Joshua Easterly

executive
#53

Yes, it's a good question. So first of all, let's take a step back. I don't think -- the increase in the dividend from $0.39 to $0.41 is more of a resetting what the dividend should have been years back. I think on a -- last year in supplemental dividends, we paid out $0.19. And so there was -- and by the way, and we grew NAV even though we paid out $0.19. And so if you divide -- do simple math $0.19/4, that's what, $0.047, $0.046 a quarter, and on $0.39. And so the business last year, which was slightly a little bit of a higher LIBOR environment, would have supported with still growing NAV a -- basically a dividend around $0.44 to $0.45 per share.

Ian Simmonds

executive
#54

We're still overearning on top of that.

Joshua Easterly

executive
#55

Which is growing NAV. So it's more a function of that the dividend was undersized for years and years and years. And then there was a change in the asset coverage ratio, which would allow for greater financial leverage, which obviously boosted ROEs. And so it's the combination of those 2 things, when we look at the -- when we look at our ability to earn the dividend or even our ability to earn the dividend with coverage, which is how we think about it, we take the dividend as a cash liability. We don't look at spot LIBOR today, we look at the forward LIBOR curve. That will be a headwind. But the earnings of a business, the -- we're already massively overearning the dividend. And so even if you walk forward a year or 2 years out and look at the spot LIBOR curve, you still feel very good about the newly sized dividend for the existing earnings power of the business.

Kenneth Lee

analyst
#56

Got you. That's very helpful. Just one follow-up, if I may. You mentioned within your prepared remarks, seeing a slight uplift in asset yields on new investments. Wondering if you could just elaborate what's driving the uplift in yields despite the movement in LIBOR rates in the quarter?

Joshua Easterly

executive
#57

Yes. Look, I think it's pretty idiosyncratic quarter-to-quarter, things bump around. So what I would say is, the overall trend of the industry continues to remain super competitive. I mean I think, yields on new investments were 12.3% in Q4, that -- a large function of that was Forever 21 and Q3 was 10.4%, and Q2 was 11.4%, and Q1 was 10.7%. So again, I think the -- as idiosyncratic, the industry continues to be very, very competitive. But my hope is that the industry is going to start trying to take spread back as LIBOR falls and realize that they need to provide an acceptable return given where we've seen the cost structure to shareholders.

Operator

operator
#58

Our next question comes from Robert Dodd with Raymond James.

Robert Dodd

analyst
#59

Let me start with exactly the point you just made, Josh, in terms of the industry -- the hope maybe the industry will try and take spread back. For lack of a better term, is it you intend to kind of put a stake in the ground on spread on your front? Because right now, it looks like the industry really isn't doing that. Forward curve is down, spreads don't really seem to be widening, and the broader markets are still tightening. So I mean any color you can give us on your willingness to hold that ground if everybody else loses their minds around you, if you will?

Joshua Easterly

executive
#60

Yes. Look, we're willing to give up float for the manager and for the platform to protect shareholder economics. And the -- again, it has to work for shareholders, it has to work for private LPs. That the watch out is, is that, I think people are ignoring the forward LIBOR curve. Either they're ignoring it or they're making a bet against the forward LIBOR curve. The -- overall, the industry earnings power, if they don't take back spread is going to go down absent massive changes of leverage given the forward LIBOR curve. That, compounded with a lot of people fix their funding cost, and so that's going to compound the issue. And so you can't manage the business here. In the moment, you've got to manage the business and look at your cost of capital and look at shareholders' expectations and what the market is telling you about interest rates and your cost of funding. And quite frankly, we're positioned much better because we have LIBOR floors and floating rate -- LIBOR partner assets and floating rate liabilities and so at some point, if you continue to see LIBOR drift below our floors, we'll have net interest margin expansion. But I think the watch out for the industry is, people better -- people should start thinking about that forward LIBOR curve and thinking about what that means for their economic reality and overlay that into what their funding mix looks like.

Robert Dodd

analyst
#61

Got it. I appreciate that. So one more, if I can. Sort of on the ABL side, obviously, you've got a ton of experience. The ABL brick-and-mortar problem has been going on a while. You've gotten great returns out of that. One of the newer areas of softness, if you will, I think, is in grocery, food, retail, things like that, where I think people thought grocery stores were more defensive and against some of the brick-and-mortar retail trends and that's not working out. Can you give us any color on your appetite to do those kind of deals, given a perishable versus nonperishable collateral, if that changes the dynamic? So if you'd be willing to look at those kind of deals?

Joshua Easterly

executive
#62

Yes. So look, you're exactly right, that they -- it's a very good point. So we did Great American & Pacific Tea (sic) [ Great Atlantic & Pacific Tea Company ] back in 2014, which was a grocery store deal, and there are -- tackling considerations typically don't impact grocery, but there are tackling considerations, there are also the perishable -- and so you have to be much more conservative and be more -- much more constructive in the borrowing -- in your borrowing base and how that works. Right now, we have Save-A-Lot, but that has some of those similar dynamics. But -- well, I think people didn't realize about the grocery segment was -- it was much -- it was levered to inflation, given the large fixed cost structure. And so I think people were fortunate to pay, they thought inflation was coming, and when you have a fixed cost structure that's good. You've had deflation, and you've had a lot of disruptive competition. And so there will be some opportunities, but I think we'll be very careful.

Operator

operator
#63

Our next question comes from Ryan Lynch with KBW.

Ryan Lynch

analyst
#64

Just have a couple remaining. As part of -- at least from my understanding, as part of the partnership ending between TPG and Sixth Street. From my understanding, you guys are not able -- each of those the parties are not able to start-up competing businesses or overlapping strategies for one year. But then after that, you are free to do such. Just curious, has Sixth Street thought about once that one year lost period lapses that you guys will look to pursue other strategies besides credit?

Joshua Easterly

executive
#65

Yes. And thanks, Ryan. So look, again, there's been no agreement reached. And so I know there's been stuff reported out there. I think it's a little bit premature. I think your construct is probably roughly right. I don't think this decision was driven by the desire to, for either party to expand into white space that belongs with the other party. And so I think this decision, if it does come to fruition, was just about the natural evolution and that people will have their own relationships with LPs, and people were managing their own separate businesses, and there wasn't synergies that existed any longer given the evolution of both businesses. So I think your construct was roughly right, although no agreement has been reached. I would also say that that wasn't the primary factor of this process.

Ryan Lynch

analyst
#66

Okay, makes sense. And then I wanted to follow up on your response to Chris' question regarding the dividend and the special dividend payment. I think you mentioned 3 reasons. One of the reasons we're for paying a special dividend is that you guys were potentially going to bump up to some of these RIC payout requirements in 2021. You also mentioned that you don't love paying special dividends. So I'm curious as you guys still kept the supplemental dividend policy at a 50% payout ratio. It feels like you guys could run into the same issue, again, a year or 2 from now, as you guys have put up really strong results. So is there any consideration to increasing the supplemental payout ratio to something higher, like 75% or 100% to avoid these special dividends, which you guys said, you don't really love paying?

Joshua Easterly

executive
#67

Yes. Were you on our Board meeting by the way? No, I'm -- you, you hit it on the head, which was, look, we're only to have a RIC problem even if we had the -- running the supplemental at 75%, or we're at 100%, quite frankly, because how the supplemental was calculated was based on NII and didn't pick up realized cap gains. And so we were going to have the RIC issue no matter what. And quite frankly, on an accrual basis, although you had until 2021 to solve it, you were going to have it effectively in Q1 this year. So we just think about the other levers, increasing it to 75%. That's on the table, quite frankly, if the business continues to perform, we'll have this issue again. The excise tax killed me because it's pure friction. And so those things will continue to be on the table as we go forward. But quite frankly, it was a combination of the size of the special, not if you could -- if you needed to do the special, the percentage of the supplemental and the base dividend. And what we did was, we hit 2 of the 3. We want to continue to build NAV. And so we didn't change the percentage, but we hit 2 of the 3 levers.

Operator

operator
#68

And I'm currently showing no further questions at this time. I'd like to turn the call back over to Joshua Easterly for closing remarks.

Joshua Easterly

executive
#69

Great. Well, thank you very much for people's continued interest. The funny thing about the Q4 earnings call, given the additional time we had to get out of our 10-K, we will be talking to you soon for Q1. Please feel free to reach out if you people have any questions, and please enjoy the spring holidays with your family. And again, please feel free to reach out with any questions. Thanks.

Robert Stanley

executive
#70

Thanks, all.

Operator

operator
#71

Ladies and gentlemen, this concludes today's conference call. Thank you all for participating. You may now disconnect.

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