Filed Pursuant to Rule 424(b)(2)
Registration No. 333-261732
PROSPECTUS SUPPLEMENT
(To prospectus dated December 17, 2021)
Up to 25,000,000 Shares of Common Stock
About this offering. We are offering to sell up to 25,000,000 shares of our common stock from time to time through our Sales Agents, Jefferies LLC and JMP Securities LLC. Any such sales may be made in negotiated transactions or transactions that are deemed to be at the market (as defined in Rule 415 of the Securities Act). At the market transactions may be made directly on the NYSE or another securities exchange or through a market maker (other than a securities exchange). Any such sales of our common stock may be made at prices related to the prevailing market price or at negotiated prices. Our arrangement with the Sales Agents is governed by Equity Distribution Agreements, dated May 5, 2023. Under those Agreements, the Sales Agents will receive a commission from us for sales of common stock. The amount of each Sales Agents commission will be negotiated from time to time but will never exceed 2.0% of the gross sales price of common stock sold through the Sales Agent under the applicable Equity Distribution Agreement. The Sales Agents are not required to sell any of our common stock but will use their commercially reasonable efforts, consistent with their sales and trading practices, to effect sales. For more information, see Plan of Distribution beginning on page S-6 of this prospectus supplement.
About Hercules Capital, Inc. and our common stock. We are an internally managed, non-diversified, closed-end investment company that has elected to be regulated as a business development company (BDC) under the Investment Company Act of 1940, as amended (the 1940 Act). Our investment objective is to maximize our portfolio total return by generating current income from our debt investments and capital appreciation from our warrant and equity-related investments. Our common stock trades on the NYSE under the ticker symbol HTGC. The last reported sale price on the NYSE of our common stock on May 3, 2023 was $12.91 per share and our NAV per share was $10.82 as of March 31, 2023 (the most recent date NAV was determined).
IMPORTANT DISCLOSURES
An investment in our common stock may be speculative and involves risks, including total loss of investment. The companies in which we invest are also subject to special risks. See Risk Factors beginning on page S-3 of the accompanying prospectus, in our most recent Annual Report on Form 10-K, and in any of our other filings with the SEC to read about risks that you should consider before investing in our common stock, including the risk of leverage.
You should carefully read the Offering Materials before deciding to invest in our common stock. This prospectus supplement, the accompanying prospectus, any free writing prospectus related to this offering and any other documents incorporated by reference in such materials are referred to as the Offering Materials. No other person has been authorized to provide you with information that is different or inconsistent with the information found in the Offering Materials. If anyone provides you with different or inconsistent information, you should not rely on it. Information found in the Offering Materials is accurate only as of the date the information was published and our business, financial condition, results of operations and prospects may have changed since that date. We are not, and the Sales Agents are not, making an offer to sell these securities in any jurisdiction where the offer or sale is not permitted.
Neither the SEC nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
This document has two parts. The first is this prospectus supplement, which describes the terms of this offering and adds to and updates information contained in the accompanying prospectus. The second part is the accompanying prospectus, which gives more general information and disclosure. If any information contained in this prospectus supplement differs from the information contained in the accompanying prospectus, the information in this prospectus supplement will control.
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Jefferies LLC JMP Securities
A CITIZENS COMPANY
The date of this prospectus supplement is May 5, 2023.
S-i
GLOSSARY
1940 Act means the Investment Company Act of 1940, as amended
BDC means business development company
Board means the Board of Directors of Hercules Capital, Inc.
Code means the Internal Revenue Code of 1986, as amended
Company, Hercules Capital, Hercules, we, us and our refer to Hercules Capital, Inc. and our wholly owned subsidiaries
Equity Distribution Agreements or Agreements refer to the Equity Distribution Agreements between Hercules Capital, Inc. and each of the Sales Agents, each dated May 5, 2023
Exchange Act means the Securities Exchange Act of 1934, as amended |
NAV means net asset value
NYSE means the New York Stock Exchange
Offering Materials refers to this prospectus supplement, the accompanying prospectus and any free writing prospectus related to this offering
RIC means Regulated Investment Company
Sales Agents refers to Jefferies LLC and JMP Securities LLC
SBA means the Small Business Administration
SBIC means a Small Business Investment Company
SEC means the U.S. Securities and Exchange Commission
Securities Act means the Securities Act of 1934, as amended |
A forward-looking statement relates to future events or our future financial performance and typically uses words like may, will, should, expects, plans, anticipates, could, intends, target, projects, contemplates, believes, estimates, predicts potential or continue and similar expressions, as well as the negative of these words and expressions. We may use forward-looking statements in the Offering Materials, as well as in future oral and written statements by our management. These forward-looking statements are based on managements current expectations; however, they are based on assumptions regarding, among other things, our ability to originate new investments, achieve certain margins and levels of profitability, the availability of additional capital and the ability to maintain certain debt to asset ratios. All of these assumptions carry substantial risks and uncertainties that could cause actual results to be materially different from the results described in or implied by our forward-looking statements. You should not rely on forward-looking statements when determining whether to invest in our common stock or regard a forward-looking statement as a representation by us that our plans or objectives will be achieved.
Forward-looking statements in the Offering Materials include statements about:
| our current and future management structure; |
| our future operating results; |
| our business prospects and the prospects of our prospective portfolio companies; |
| the impact of investments that we expect to make; |
| our informal relationships with third parties including in the venture capital industry; |
| the expected market for venture capital investments and our addressable market; |
| the dependence of our future success on the general economy and its impact on the industries in which we invest; |
| our ability to access debt markets and equity markets; |
| the occurrence and impact of macro-economic developments (for example, global pandemics, natural disasters, terrorism, international conflicts and war) on us and our portfolio companies; |
S-ii
| the ability of our portfolio companies to achieve their objectives; |
| our expected financings and investments; |
| our regulatory structure and tax status as a RIC; |
| our ability to operate as a BDC and a SBIC; |
| the adequacy of our cash resources and working capital; |
| the timing of cash flows, if any, from the operations of our portfolio companies; |
| the timing, form and amount of any distributions; |
| the impact of fluctuations in interest rates on our business; |
| the valuation of any investments in portfolio companies, particularly those having no liquid trading market; and |
| our ability to recover unrealized depreciation on investments. |
The forward-looking statements made in the Offering Materials relate only to events as of the date on which the statements are made and are excluded from the safe harbor protection provided by Section 27A of the Securities Act. We are not obligated, and do not plan, to update any forward-looking statement to reflect events or circumstances occurring after the date the statement is made. We encourage you to consult any additional disclosures that we make directly to you or through reports that we file with the SEC, including our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.
Before you decide to invest in our common stock, please be sure you have read the accompanying prospectus (including Risk Factors and Forward-Looking Statements beginning on pages 11 and 13, respectively), our most recent Annual Report on Form 10-K (including Business, Risk Factors and Managements Discussion and Analysis of Financial Condition and Results of Operations and any subsequent Quarterly Reports on Form 10-Q.
The Offering Materials include certain industry estimates that we have compiled using internally-generated information and data. We believe our estimates are reliable but you should know that they have not been verified by any independent sources. Our estimates are based on a number of assumptions, including increasing investment in venture capital- and private equity-backed companies. Actual results may differ from projections and estimates, and this market may not grow at the rates projected, or at all. If this market fails to grow at projected rates, our business and the market price of our securities, including our common stock, could be materially adversely affected.
S-iii
The following summary highlights some of the information included elsewhere, or incorporated by reference, in the Offering Materials. This Summary is not complete and may not contain all of the information that you may want to consider before deciding to invest in our common stock. You should carefully read the Offering Materials, including any sections titled Risk Factors, Available Information, Incorporation by Reference, and Use of Proceeds, and our financial statements. We use the terms Company, Hercules Capital, Hercules, we, us and our refer to Hercules Capital, Inc. and our wholly owned subsidiaries. You can find definitions for any other defined terms in the Glossary section of this prospectus supplement.
We are a specialty finance company focused on providing financing solutions to high-growth, innovative venture capital-backed and institutional-backed companies in a variety of technology, life sciences and sustainable and renewable technology industries. Our goal is to be the leading Structured Debt financing provider for venture capital-backed and institutional-backed companies in technology-related industries requiring sophisticated and customized financing solutions. We use the term Structured Debt to refer to a debt investment that is structured with an equity, warrant, option, or other right to purchase or convert into common or preferred stock. Our strategy is to evaluate and invest in a broad range of technology-related industries including technology, drug discovery and development, biotechnology, life sciences, healthcare, and sustainable and renewable technology and to offer a full suite of growth capital products. We are an internally-managed, non-diversified closed-end investment company that has elected to be regulated as a business development company, or BDC, under the 1940 Act. Effective January 1, 2006, we elected to be treated for tax purposes as a regulated investment company, or RIC, under the Code.
Our principal executive offices are located at 400 Hamilton Avenue, Suite 310, Palo Alto, California 94301 and our telephone number is (650) 289-3060. We also have offices in Boston, MA, New York, NY, Bethesda, MD, San Diego, CA, Denver, CO, and London, United Kingdom.
Common stock offered by us: |
Up to 25,000,000 shares |
Common stock outstanding prior to this offering: | 143,360,061 shares |
Manner of offering: |
At the market offering that may be made from time to time through our Sales Agents, Jefferies LLC and JMP Securities LLC, using commercially reasonable efforts. See Plan of Distribution for more information. |
Offering price: |
Any sales of our common stock in this offering may be made at prices related to the prevailing market price or at negotiated prices. |
We are not generally able to sell our common stock at a price per share below NAV unless our Board determines that such sale is in the best interests of our stockholders and if stockholders (including a majority of those stockholders that are unaffiliated with us) approve the sale. Any sale or other issuance of shares of our common stock at a price below NAV per share would result in an immediate dilution to your interest in our common stock and a reduction of our NAV per share. |
S-1
We do not currently have authorization from our stockholders to issue common stock at a price below our then current NAV per share but are seeking to obtain this authorization in connection with our Annual Meeting in 2023, and may seek to obtain this authorization in the future. For more information about the impact of the sale of our common stock at a price per share below NAV, please see Sales of Common Stock Below Net Asset Value beginning on page 45 of the accompanying prospectus. |
Use of proceeds: | We expect to use the net proceeds from this offering to fund investments in debt and equity securities in accordance with our investment objectives, to make acquisitions, to retire certain debt obligations, and for other general corporate purposes.
Pending such uses and investments, we will invest a portion of the net proceeds of this offering primarily in cash, cash equivalents, U.S. government securities or high-quality debt securities maturing in one year or less from the time of investment. Our ability to achieve our investment objectives may be limited to the extent that the net proceeds of this offering, pending full investment, are held in lower yielding short-term instruments. See Use of Proceeds in this prospectus supplement. |
Distribution: | To the extent that we have income available, we intend to distribute quarterly distributions to our stockholders. The amount of our distributions, if any, will be determined by our Board of Directors. Any distributions to our stockholders will be declared out of assets legally available for distribution. See Price Range of Common Stock in this prospectus supplement. |
Taxation: | We have elected to be treated for federal income tax purposes as a RIC under Subchapter M of the Code. As a RIC, we generally do not have to pay corporate-level federal income taxes on any ordinary income or capital gains that we distribute to our stockholders as distributions. To maintain our RIC tax status, we must meet specified source-of-income and asset diversification requirements and distribute annually at least 90% of our ordinary income and realized net short-term capital gains in excess of realized net long-term capital losses, if any. See Price Range of Common Stock in this prospectus supplement and Certain United States Federal Income Tax Considerations in the accompanying prospectus. |
NYSE ticker: | HTGC |
S-2
An investment in our common stock may be speculative and involves risks, including total loss of investment. The companies in which we invest are also subject to special risks. See Risk Factors beginning on page 11 of the accompanying prospectus, in our most recent Annual Report on Form 10-K, our subsequent Quarterly Reports on Form 10-Q, in any of our other filings with the SEC, and in any free writing prospectus to read about risks that you should consider before investing in our common stock, including the risk of leverage.
We have filed with the SEC a registration statement on Form N-2, together with all amendments and related exhibits, under the Securities Act, with respect to our securities offered by the Offering Materials. The registration statement contains additional information about us and our securities being offered by the Offering Materials.
We file with or furnish to the SEC periodic and current reports, proxy statements and other information meeting the informational requirements of the Exchange Act. We maintain a website at www.htgc.com. We make available on our website, free of charge, our proxy statements, Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, any amendments to those reports and other publicly filed information available as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC. In addition, the SEC maintains a website at www.sec.gov, that contains reports, proxy and information statements, and other information regarding issuers, including us, who file documents electronically with the SEC. The information on the websites referred to herein is not incorporated by reference into the Offering Materials.
S-3
The below table is intended to help you understand the different costs and expenses that an investor in our common stock will bear, both directly and indirectly. Some of the percentages included in this table are only estimates. The footnotes below the table tell you which items in the table are estimates. In general, if this prospectus supplement or the accompanying prospectus says that fees and expenses will be paid by you or us or that we will pay fees or expenses, this means that holders of our common stock will indirectly bear such fees and expenses as investors in Hercules Capital, Inc.
Stockholder Transaction Expenses (as a percentage of the public offering price): |
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Sales load (as a percentage of offering price)(1) |
2.00% | |||
Offering expenses |
0.07%(2) | |||
Dividend reinvestment plan fees |
(3) | |||
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Total stockholder transaction expenses (as a percentage of the public offering price) |
2.07% | |||
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Annual Expenses (as a percentage of net assets attributable to common stock):(4) | ||||
Operating expenses |
5.70%(5)(6) | |||
Interest and fees paid in connection with borrowed funds |
5.24%(7) | |||
Acquired fund fees and expenses |
0.01%(8) | |||
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Total annual expenses |
10.95%(9) | |||
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(1) | Represents the estimated commission with respect to the shares of common stock being sold in this offering. Each Sales Agent will be entitled to compensation up to 2.0% of the gross proceeds of the sale of any shares of our common stock under the applicable Equity Distribution Agreement, with the exact amount of such compensation to be mutually agreed upon by the Company and the Sales Agent from time to time. There is no guarantee that there will be any sales of our common stock pursuant to this prospectus supplement and the accompanying prospectus. |
(2) | The percentage reflects estimated offering expenses of approximately $245,000, assuming all shares are offered under this prospectus supplement. |
(3) | The expenses associated with the administration of our dividend reinvestment plan are included in Operating expenses. We pay all brokerage commissions incurred with respect to open market purchases, if any, made by the administrator under the plan. For more details about the plan, see Dividend Reinvestment Plan in the accompanying prospectus. |
(4) | Net assets attributable to common stock equals the weighted average net assets for the three months ended March 31, 2023, which is approximately $1,447.5 million. |
(5) | Operating expenses represents our estimated annualized operating expenses, based on actual operating expenses incurred for the three months ended March 31, 2023. See Managements Discussion and Analysis of Financial Condition and Results of Operations in our most recent Annual Report on Form 10-K, Executive Officers, and Executive Compensation in our most recent Definitive Proxy Statement on Schedule 14A. |
(6) | We do not have an investment adviser and are internally managed by our executive officers under the supervision of our Board of Directors. As a result, we do not pay investment advisory fees, but instead we pay the operating costs associated with employing investment management professionals. |
(7) | Interest and fees paid in connection with borrowed funds represents our estimated annualized interest, fees, and credit facility expenses using actuals from the three months ended March 31, 2023. |
(8) | Acquired fund fees and expenses represent the estimated annualized indirect expense incurred due to investments in other investment companies and private funds. |
(9) | Total annual expenses is the sum of Operating expenses, Interest and fees paid in connection with borrowed funds, and Acquired fund fees and expenses. Total annual expenses is presented as a percentage of weighted average net assets attributable to common stockholders because the holders of shares of our common stock (and not the holders of our debt securities or preferred stock, if any) bear all of our fees and expenses, including the fees and expenses of our wholly-owned consolidated subsidiaries, all of which are included in this fee table presentation. |
S-4
EXAMPLE
The below example is intended to help you understand the cumulative expenses that you would pay on a $1,000 investment in our common stock over a 1-, 3-, 5- and 10-year period. These hypothetical expenses assume a 5% annual return on your investment, annual operating expenses of 5.70% (from the above table) and that we incur no additional leverage and that all dividends are reinvested in additional shares of common stock. Actual expenses, returns, operating expenses, leverage levels, dividend amounts and dividend treatment may all differ.
1 Year |
3 Years |
5 Years |
10 Years | |||
$ 125 |
$ 315 | $ 485 | $ 829 |
S-5
Sales of our common stock, if any, under the Offering Materials may be made in negotiated transactions or transactions that are deemed to be at the market (as defined in Rule 415 of the Securities Act). At the market transactions may be made directly on the NYSE or another securities exchange or through a market maker (other than a securities exchange). There is no guarantee that any such sales will be made.
The last reported sale price on the NYSE of our common stock on May 3, 2023 was $12.91 per share. If we sell all 25,000,000 shares of common stock offered under the Offering Materials at $12.91 per share, we estimate that the net proceeds of this offering will be approximately $322.75 million, after deducting the estimated sales commission payable to the Sales Agents and our estimated offering expenses. Actual sales and net proceeds (if any) may be more or less than these estimated amounts and depend, among other things, the market price of our common stock at the time of any sales.
We intend to use the net proceeds from this offering to fund investments in debt and equity securities in accordance with our investment objectives, to make acquisitions, to retire certain debt obligations and for other general corporate purposes.
We intend to seek to invest the net proceeds received in this offering, consistent with our investment objective, as promptly as practicable after we receive them. We anticipate that substantially all of the net proceeds from any sales of our common stock will be used as described above within 3 to 6 months, depending on market conditions. We anticipate that the remainder will be used for working capital and general corporate purposes, including potential payments or distributions to stockholders. Until we use or invest proceeds in this manner, we will invest a portion of the net proceeds of any sales primarily in cash, cash equivalents, U.S. government securities or high-quality debt securities maturing in one year or less from the time of investment. Our ability to achieve our investment objectives may be limited to the extent that the net proceeds of any sales, pending full investment, are held in lower yielding short-term instruments.
S-6
We are offering to sell up to 25,000,000 shares of our common stock from time to time through our Sales Agents, Jefferies LLC and JMP Securities LLC. The below table assumes that we will sell all 25,000,000 shares at a price of $12.91 per share (the last reported sale price per share of our common stock on the NYSE on May 3, 2023). However, there is no guarantee that there will be any sales of our common stock. Actual sales, if any, may be less than as shown in the below table. In addition, the price per share of any such sale may be greater or less than $12.91 depending on the market price of our common stock at the time of any such sale. The following table sets forth our capitalization as of March 31, 2023, on an actual basis and on an as adjusted basis, giving effect to the issuance of 25,000,000 shares of common stock at a price of $12.91 per share, less commissions and expenses. The adjusted information is illustrative only.
This table should be read in conjunction with Use of Proceeds included in this prospectus supplement and Managements Discussion and Analysis of Financial Condition and Results of Operations and our financial statements and notes thereto included in the accompanying prospectus.
As of March 31, 2023 | ||||||||
Actual | As Adjusted | |||||||
(unaudited, in thousands) | ||||||||
Investments at fair value |
$ | 3,130,178 | $ | 3,130,178 | ||||
Cash and cash equivalents |
71,129 | 435,147 | ||||||
Liabilities(1): |
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Accounts payable and accrued liabilities |
$ | 33,368 | $ | 33,368 | ||||
Operating lease liability |
4,966 | 4,966 | ||||||
SBA Debentures |
169,881 | 169,881 | ||||||
July 2024 Notes |
104,607 | 104,607 | ||||||
February 2025 Notes |
49,780 | 49,780 | ||||||
June 2025 Notes |
69,636 | 69,636 | ||||||
June 2025 3-Year Notes |
49,655 | 49,655 | ||||||
March 2026 A Notes |
49,724 | 49,724 | ||||||
March 2026 B Notes |
49,699 | 49,699 | ||||||
September 2026 Notes |
321,603 | 321,603 | ||||||
January 2027 Notes |
344,937 | 344,937 | ||||||
2031 Asset-Backed Notes |
148,104 | 148,104 | ||||||
2033 Notes |
38,853 | 38,853 | ||||||
MUFG Bank Facility |
121,000 | 121,000 | ||||||
SMBC Facility |
197,000 | 197,000 | ||||||
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Total liabilities |
$ | 1,752,813 | $ | 1,752,813 | ||||
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Net assets: |
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Common stock, par value $0.001 per share; 200,000,000 shares authorized; 138,596,438 shares issued and outstanding, actual, 167,429,562 shares issued and outstanding, as adjusted, respectively |
$ | 139 | $ | 168 | ||||
Capital in excess of par value |
1,409,168 | 1,773,157 | ||||||
Total distributable earnings |
89,699 | 89,699 | ||||||
Total net assets |
$ | 1,499,006 | $ | 1,863,024 | ||||
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Total capitalization |
$ | 3,251,819 | $ | 3,615,837 | ||||
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S-7
(1) | The above table reflects the carrying value of indebtedness outstanding as of March 31, 2023. Principal amounts of indebtedness as of March 31, 2023, were as follows: |
SBA Debentures |
$ | 175,000 | September 2026 Notes | $ | 325,000 | |||||
July 2024 Notes |
$ | 105,000 | January 2027 Notes | $ | 350,000 | |||||
February 2025 Notes |
$ | 50,000 | 2031 Asset-Backed Notes | $ | 150,000 | |||||
June 2025 Notes |
$ | 70,000 | 2033 Notes | $ | 40,000 | |||||
June 2025 3-Year Notes |
$ | 50,000 | MUFG Bank Facility | $ | 121,000 | |||||
March 2026 A Notes |
$ | 50,000 | SMBC Facility | $ | 197,000 | |||||
March 2026 B Notes |
$ | 50,000 |
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S-8
Jefferies LLC and JMP Securities LLC are acting as our Sales Agents in connection with the offer and sale of shares of our common stock under the Offering Materials. Any such sales may be made in negotiated transactions or transactions that are deemed to be at the market (as defined in Rule 415 of the Securities Act). At the market transactions may be made directly on the NYSE or another securities exchange or through a market maker (other than a securities exchange). Any such sales of our common stock may be made at prices related to the prevailing market price or at negotiated prices.
Upon written instructions from us, the Sales Agents will use their commercially reasonable efforts, consistent with their sales and trading practices, to sell our common stock under the terms and subject to the conditions in the Equity Distribution Agreements. We will indicate to the Sales Agents how much common stock they may sell as our agents and may instruct the Sales Agents not to sell common stock if the sales cannot be effected at or above a price we select. We or the Sales Agents may suspend the offering of common stock upon proper notice and subject to other conditions.
We are not generally able to sell our common stock at a price per share below NAV unless our Board determines that such sale is in the best interests of our stockholders and if stockholders (including a majority of those stockholders that are unaffiliated with us) approve the sale. Any sale or other issuance of shares of our common stock at a price below NAV per share would result in an immediate dilution to your interest in our common stock and a reduction of our NAV per share.
We do not currently have authorization from our stockholders to issue common stock at a price below our then current NAV per share but are seeking to obtain this authorization in connection with our Annual Meeting in 2023, and may seek to obtain this authorization in the future. For more information about the impact of the sale of our common stock at a price per share below NAV, please see Sales of Common Stock Below Net Asset Value beginning on page 45 of the accompanying prospectus.
The Sales Agents will provide written confirmation of a sale to us no later than the opening of the trading day on the NYSE following each trading day in which shares of our common stock are sold under the Equity Distribution Agreements. Each confirmation will include the number of shares of common stock sold on the preceding day, the net proceeds to us and the compensation payable by us to the Sales Agents in connection with the sales.
Settlement for sales of shares of common stock will occur on the second trading day following the date on which such sales are made, or on some other date that is agreed upon by us and the Sales Agents in connection with a particular transaction, or required by law, in return for payment of the net proceeds to us. There is no arrangement for funds to be received in an escrow, trust or similar arrangement.
We will report, at least quarterly, the number of shares of our common stock sold through the Sales Agents under the Equity Distribution Agreements and the net proceeds to us.
We will reimburse the Sales Agents for all reasonable and documented fees and disbursements of their counsel in connection with the Equity Distribution Agreements provided that such reimbursement will not exceed (i) $75,000 in connection with the preparation of the Equity Distribution Agreements and the commencement of this offering and (ii) an aggregate amount of $15,000 on each Representation Date (as defined in the Equity Distribution Agreements) thereafter.
The amount of each Sales Agents commission will be negotiated from time to time but will never exceed 2.0% of the gross sales price of common stock sold through the Sales Agent under the applicable Equity Distribution Agreement. We estimate that the total expenses for the offering, excluding compensation payable to the Sales Agents under the terms of the Equity Distribution Agreements (including reimbursement of the Sales Agents counsel fees), will be approximately $245,000, assuming all 25,000,000 shares of common stock are sold. In connection with the sale of the common stock on our behalf, the Sales Agents may be deemed to be underwriters within the meaning of the Securities Act, and the Sales Agents compensation may be deemed to be underwriting commissions or discounts. We have agreed to indemnify and contribute to the Sales Agents against certain civil liabilities, including liabilities under the Securities Act.
S-9
The offering of our shares of common stock pursuant to an Equity Distribution Agreements will terminate upon the termination of an Equity Distribution Agreement. An Equity Distribution Agreement may be terminated by us in our sole discretion under the circumstances specified in the applicable Equity Distribution Agreement by giving notice to the applicable Sales Agent. In addition, a Sales Agent may terminate its Equity Distribution Agreement under the circumstances specified in the applicable Equity Distribution Agreement by giving notice to us.
Potential Conflicts of Interest
Jefferies LLC and JMP Securities LLC, and their respective affiliates, have provided, or may in the future provide, various investment banking, commercial banking, financial advisory, brokerage and other services to us and our affiliates for which services they have received, and may in the future receive, customary fees and expense reimbursement. Jefferies LLC and JMP Securities LLC, and their respective affiliates, may, from time to time, engage in transactions with and perform services for us in the ordinary course of their business for which they may receive customary fees and reimbursement of expenses. In the ordinary course of their various business activities, Jefferies LLC and JMP Securities LLC, and their respective affiliates, may make or hold a broad array of investments and actively trade debt and equity securities (or related derivative securities) and financial instruments (including bank loans) for their own accounts and for the accounts of their customers and such investment and securities activities may involve securities and/or instruments of our company.
The principal business address of Jefferies LLC is 520 Madison Avenue, New York, NY 10022. The principal business address of JMP Securities LLC is 600 Montgomery Street, Suite 1100, San Francisco, CA 94111.
OUTSTANDING SECURITIES AS OF MARCH 31, 2023
Title of Class | Amount Authorized |
Amount Held by Company for its Account |
Amount Outstanding | |||
Common Stock, $0.001 par value per share |
200,000,000 | | 138,596,438 shares | |||
SBA Debentures |
175,000,000 |
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$175.0* | |||
4.77% Notes due July 2024 |
105,000,000 | | $105.0* | |||
4.28% Notes due February 2025 |
50,000,000 | | $50.0* | |||
4.31% Notes due June 2025 |
70,000,000 | | $70.0* | |||
6.00% Notes due June 2025 |
50,000,000 | | $50.0* | |||
4.50% Notes A due March 2026 |
50,000,000 | | $50.0* | |||
4.55% Notes B due March 2026 |
50,000,000 | | $50.0* | |||
2.625% Notes due September 2026 |
325,000,000 | | $325.0* | |||
3.375% Notes due January 2027 |
350,000,000 | | $350.0* | |||
4.95% Notes due July 2031 |
150,000,000 | | $150.0* | |||
6.25% Notes due 2033 |
40,000,000 | | $40.0* |
* Aggregate principal amount (in millions)
Certain legal matters in connection with the securities offered hereby will be passed upon for us by Dechert LLP, New York, NY. Certain legal matters in connection with the securities offered hereby will be passed upon for Jefferies LLC and JMP Securities LLC, as Sales Agents, by Skadden, Arps, Slate, Meagher & Flom LLP, Boston, MA.
S-10
The financial statements and managements assessment of the effectiveness of internal control over financial reporting (which is included in Managements Annual Report on Internal Control over Financial Reporting) incorporated in this prospectus by reference to the Annual Report on Form 10-K for the year ended December 31, 2022 have been so incorporated in reliance on the report of PricewaterhouseCoopers LLP, an independent registered public accounting firm, given on the authority of said firm as experts in auditing and accounting.
We incorporate by reference in this prospectus supplement the documents listed below and any future reports and other documents we file with the SEC pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act, until all of the securities offered by this prospectus supplement have been sold or we otherwise terminate the offering of these securities (such reports and other documents deemed to be incorporated by reference into this prospectus supplement and to be part hereof from the date of filing of such reports and other documents); provided, however, that information furnished under Item 2.02 or Item 7.01 of Form 8-K, or other information furnished to the SEC pursuant to the Exchange Act will not be incorporated by reference into this prospectus supplement:
Document |
Reporting Period |
Filing Date | ||
Year ended December 31, 2022 | February 16, 2023 | |||
Quarter ended March 31, 2023 | May 4, 2023 | |||
January 17, 2023 | ||||
January 27, 2023 | ||||
February 16, 2023 | ||||
March 13, 2023 | ||||
May 4, 2023 | ||||
April 28, 2023 | ||||
The description of our Common Stock referenced in our Registration Statement on Form 8-A (No. 001-35515) | April 17, 2012 |
Any reports filed by us with the SEC before the date that any offering of any securities by means of this prospectus supplement and the accompanying prospectus is terminated will automatically update and, where applicable, supersede any information contained in this prospectus supplement and the accompanying prospectus or incorporated by reference into this prospectus supplement and the accompanying prospectus.
To obtain copies of these filings, see Available Information in this prospectus supplement.
S-11
PROSPECTUS
Hercules Capital, Inc.
Common Stock
Preferred Stock
Warrants
Subscription Rights
Debt Securities
Units
This prospectus relates to the offer, from time to time, in one or more offerings or series of shares of our common stock, par value $0.001 per share, preferred stock, par value $0.001 per share, warrants representing rights to purchase shares of our common stock, preferred stock or debt securities, subscription rights, debt securities, or units comprised of any combination of the foregoing, which we refer to, collectively, as the securities. The preferred stock, debt securities, subscription rights and warrants (including as part of a unit) offered hereby may be convertible or exchangeable into shares of our common stock. We may sell our securities through underwriters or dealers, at-the-market to or through a market maker into an existing trading market or otherwise directly to one or more purchasers, including existing stockholders in a rights offering, or through agents or through a combination of methods of sale, including auctions. The identities of such underwriters, dealers, market makers or agents, as the case may be, will be described in one or more supplements to this prospectus. The securities may be offered at prices and on terms to be described in one or more supplements to this prospectus.
In the event we offer common stock, the offering price per share will not be less than the net asset value per share of our common stock at the time we make the offering except (1) in connection with a rights offering to our existing stockholders, (2) with the consent of the holders of the majority of our voting securities and approval of our Board of Directors, or (3) under such circumstances as the Securities and Exchange Commission may permit. See Risk Factors for more information.
We are a specialty finance company focused on providing senior secured loans to high-growth, innovative venture capital-backed and institutional-backed companies in a variety of technology, life sciences and sustainable and renewable technology industries. We source our investments through our principal office located in Palo Alto, CA, as well as through additional offices in Boston, MA, New York, NY, Bethesda, MD, and San Diego, CA. Our goal is to be the leading structured debt financing provider for venture capital-backed companies in technology-related industries requiring sophisticated and customized financing solutions. We invest primarily in structured debt with warrants and, to a lesser extent, in senior debt and equity investments. Our investment objective is to maximize our portfolio total return by generating current income from our debt investments and capital appreciation from our warrant and equity investments.
We use the term structured debt with warrants to refer to any debt investment, such as a senior or subordinated secured loan, that is coupled with an equity component, including warrants, options or other rights to purchase or convert into common or preferred stock. Our structured debt with warrants investments typically are secured by some or all of the assets of the portfolio company.
We are an internally-managed, non-diversified closed-end investment company that has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Our common stock is traded on the New York Stock Exchange, or NYSE, under the symbol HTGC. On December 16, 2021, the last reported sale price of a share of our common stock on the NYSE, was $16.20. The net asset value per share of our common stock as of September 30, 2021 (the last date prior to the date of this prospectus on which we determined net asset value) was $11.54.
An investment in our securities may be speculative and involves risks including a heightened risk of total loss of investment. In addition, the companies in which we invest are subject to special risks. See Risk Factors on page 11 of this prospectus, in our most recent Annual Report on Form 10-K, in our Quarterly Reports on Form 10-Q, in any of our other filings with the Securities and Exchange Commission, and in any applicable prospectus supplement and in any free writing prospectus to read about risks that you should consider before investing in our securities, including the risk of leverage.
Please read this prospectus and any free writing prospectus before investing and keep it for future reference. It contains important information about us that a prospective investor ought to know before investing in our securities. We file annual, quarterly and current reports, proxy statements and other information about us with the Securities and Exchange Commission. The information is available free of charge by contacting us at 400 Hamilton Avenue, Suite 310, Palo Alto, California 94301 or by telephone calling collect at (650) 289-3060 or on our website at www.htgc.com. The Securities and Exchange Commission also maintains a website at www.sec.gov that contains such information.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
This prospectus may not be used to consummate sales of any securities unless accompanied by a prospectus supplement.
The date of this prospectus is December 17, 2021
You should rely only on the information contained in this prospectus, any applicable prospectus supplement, any free writing prospectus, the documents incorporated by reference in this prospectus and any applicable prospectus supplement, or any other information which we have referred you. We have not authorized any dealer, salesperson or other person to provide you with different information or to make representations as to matters not stated in this prospectus or in any free writing prospectus. If anyone provides you with different or inconsistent information, you should not rely on it. This prospectus, any applicable prospectus supplement, and any free writing prospectus do not constitute an offer to sell, or a solicitation of an offer to buy, any securities by any person in any jurisdiction where it is unlawful for that person to make such an offer or solicitation or to any person in any jurisdiction to whom it is unlawful to make such an offer or solicitation. The information in this prospectus, any applicable prospectus supplement, and any free writing prospectus is accurate only as of its date, and under no circumstances should the delivery of this prospectus, any applicable prospectus supplement, or any free writing prospectus or the sale of any securities imply that the information in this prospectus, any applicable prospectus supplement, or any free writing prospectus is accurate as of any later date or that the affairs of Hercules Capital, Inc. have not changed since the date hereof. This prospectus will be updated to reflect material changes.
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Hercules Capital, Inc., our logo and other trademarks of Hercules Capital, Inc. mentioned in this prospectus are the property of Hercules Capital, Inc. All other trademarks or trade names referred to in this prospectus are the property of their respective owners.
ABOUT THIS PROSPECTUS
This prospectus is part of a registration statement that we have filed with the Securities and Exchange Commission using the shelf registration process as a well-known seasoned issuer, as defined in Rule 405 under the Securities Act of 1933, as amended, or the Securities Act. Under the shelf registration process, which constitutes a delayed offering in reliance on Rule 415 under the Securities Act, we may offer, from time to time, in one or more offerings or series, our common stock, preferred stock, warrants representing rights to purchase shares of our common stock, preferred stock or debt securities, subscription rights or debt securities on the terms to be determined at the time of the offering. We may sell our securities through underwriters or dealers, at-the-market to or through a market maker, into an existing trading market or otherwise directly to one or more purchasers, including existing stockholders in a rights offering, or through agents or through a combination of methods of sale. The securities may be offered at prices and on terms described in one or more supplements to this prospectus. This prospectus provides you with a general description of the securities that we may offer. Each time we use this prospectus to offer securities, we will provide a prospectus supplement that will contain specific information about the terms of that offering. We may also authorize one or more free writing prospectuses to be provided to you that may contain material information relating to these offerings. Such prospectus supplement and/or free writing prospectus (collectively referred to hereinafter as the prospectus supplement) may also add, update or change information contained in this prospectus or in the documents we incorporate by reference herein. This prospectus and the prospectus supplement, together with any documents incorporated by reference herein, will include all material information relating to the applicable offering. Please carefully read this prospectus and the prospectus supplement, together with any documents incorporated by reference in this prospectus and the applicable prospectus supplement, any exhibits and the additional information described under the headings Available Information, Incorporation of Certain Information By Reference, Prospectus Summary and Risk Factors before you make an investment decision.
This summary highlights some of the information contained elsewhere in this prospectus. It is not complete and may not contain all of the information that you may want to consider. You should read carefully the more detailed information set forth under Risk Factors and the other information included or incorporated by reference in this prospectus and the accompanying prospectus supplement. In this prospectus, unless the context otherwise requires, the Company, Hercules, HTGC, we, us and our refer to Hercules Capital, Inc. and its wholly owned subsidiaries and its affiliated securitization trusts.
THE COMPANY
Overview
We are a specialty finance company focused on providing senior secured loans to high-growth, innovative venture capital-backed and institutional-backed companies in a variety of technology, life sciences and sustainable and renewable technology industries. We source our investments through our principal office located in Palo Alto, CA, as well as through additional offices in Boston, MA, New York, NY, Bethesda, MD, and San Diego, CA.
Our goal is to be the leading structured debt financing provider for venture capital-backed companies in technology-related industries requiring sophisticated and customized financing solutions. Our strategy is to evaluate and invest in a broad range of technology-related industries including technology, drug discovery and development, biotechnology, life sciences, healthcare, and sustainable and renewable technology and to offer a full suite of growth capital products. We focus our investments in companies active in the technology industry sub-sectors characterized by products or services that require advanced technologies, including, but not limited to, computer software and hardware, networking systems, semiconductors, semiconductor capital equipment, information technology infrastructure or services, internet consumer and business services, telecommunications, telecommunications equipment, renewable or alternative energy, media and life sciences. Within the life sciences sub-sector, we generally focus on medical devices, bio-pharmaceutical, drug discovery, drug delivery, drug development, health care services and information systems companies. Within the sustainable and renewable technology sub-sector, we focus on sustainable and renewable energy technologies and energy efficiency and monitoring technologies. We refer to all of these companies as technology-related companies and intend, under normal circumstances, to invest at least 80% of the value of our total assets in such businesses.
We invest primarily in structured debt with warrants and, to a lesser extent, in senior debt and equity investments. We invest primarily in private companies but also have investments in public companies. We use the term structured debt with warrants to refer to any debt investment, such as a senior or subordinated secured loan, that is coupled with an equity component, including warrants, options or other rights to purchase or convert into common or preferred stock. Our structured debt with warrants investments typically are secured by some or all of the assets of the portfolio company. We also provide unitranche loans, which are loans that combine both senior and mezzanine debt, generally in a first lien position.
Our investment objective is to maximize our portfolio total return by generating current income from our debt investments and capital appreciation from our warrant and equity investments. Our primary business objectives are to increase our net income, net operating income and net asset value, or NAV, by investing in structured debt with warrants and equity of venture capital-backed companies in technology-related industries with attractive current yields and the potential for equity appreciation and realized gains. Our equity ownership in our portfolio companies may exceed 25% of the voting securities of such companies, which represents a controlling interest under the Investment Company Act of 1940, as amended, or the 1940 Act. In some cases, we receive the right to make additional equity investments in our portfolio companies in connection with future equity financing rounds. Capital that we provide directly to venture capital-backed companies in technology-related industries is generally used for growth and general working capital purposes as well as in select cases for acquisitions or recapitalizations.
1
In May 2020, Hercules Adviser LLC, or Adviser Subsidiary, was formed as our wholly owned Delaware limited liability subsidiary to provide investment advisory and related services to investment vehicles, or Adviser Funds, owned by one or more unrelated third-party investors, or External Parties. The Adviser Subsidiary will receive fee income for the services provided to Adviser Funds. We were granted no-action relief by the staff of the Securities and Exchange Commission, or SEC, to allow the Adviser Subsidiary to register as a registered investment adviser under the Investment Advisers Act of 1940, as amended.
See Business in our most recent Annual Report on Form 10-K for additional information about us.
Corporate Information
We are an internally-managed, non-diversified, closed-end investment company that has elected to be regulated as a business development company, or a BDC, under the 1940 Act. Effective January 1, 2006, we elected to be treated for tax purposes as a regulated investment company, or RIC, under the Internal Revenue Code of 1986, as amended, or the Code.
As a RIC, we generally will not be subject to U.S. federal income tax on the portion of our investment company taxable income and net capital gain (i.e., net realized long-term capital gains in excess of net realized short-term capital losses) we distribute (or are deemed to distribute) as dividends for U.S. federal income tax purposes to stockholders with respect to that taxable year. We will be subject to a 4% non-deductible U.S. federal excise tax on certain undistributed income and gains unless we make distributions treated as dividends for U.S. federal income tax purposes in a timely manner to our stockholders in respect of each calendar year subject to certain requirements as defined for RICs. See Certain United States Federal Income Tax Considerations in our most recent Annual Report on Form 10-K incorporated by reference herein for additional information about our tax requirements. Additionally, we have established wholly-owned subsidiaries that are not consolidated for income tax purposes and may generate income tax expense, or benefit, and tax assets and liabilities as a result of their ownership of certain portfolio investments.
We are a Maryland corporation formed in December 2003 that began investment operations in September 2004. Our principal executive offices are located at 400 Hamilton Avenue, Suite 310, Palo Alto, California 94301, and our telephone number is (650) 289-3060.
Risk Factors
Investing in Hercules involves risks. The following is a summary of the principal risks that you should carefully consider before investing in our securities. In addition, see Risk Factors beginning on page 11 and in our most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q incorporated by reference herein for a more detailed discussion of the principal risks as well as certain other risks you should carefully consider before deciding to invest in our securities.
| As an internally managed BDC, we are subject to certain restrictions that may adversely affect our business and are dependent upon the availability of key management personnel for our future success. If we are not able to hire and retain qualified personnel, or if we lose any member of our senior management team, our ability to implement our business strategy could be significantly harmed. |
| Our business model depends (to a significant extent) upon strong referral relationships with venture capital and private equity fund sponsors, and our inability to develop or maintain these relationships, or the failure of these relationships to generate investment opportunities, could adversely affect our business. |
| We operate in a highly competitive market for investment opportunities. |
2
| Regulations governing our operations as a BDC may affect our ability to, and the manner in which, we raise additional capital. If additional funds are unavailable or not available on favorable terms, our ability to grow will be impaired. |
| Our operating flexibility and financial condition could be negatively affected if we fail to qualify as a BDC or RIC. |
| Our executive officers and employees, through Adviser Subsidiary, are expected to manage other investment funds or accounts, including External Parties, that operate in the same or a related line of business as we do, which may result in significant conflicts of interest. |
| Our investments in Adviser Funds managed by our Adviser Subsidiary may create conflicts of interests. |
| Our revenues and results of operations relating to our Adviser Subsidiarys business depend on the management fees and performance fees received from Adviser Funds. |
| Because we have substantial indebtedness, there could be increased risk in investing in our company. |
| There is a risk that you may not receive distributions or that our distributions may not grow over time. |
| We are exposed to risks associated with changes in interest rates. |
| The discontinuation of LIBOR may affect the value of the financial obligations to be held or issued by us that are linked to LIBOR. |
| Our financial results could be negatively affected if a significant portfolio investment fails to perform as expected. |
| Our investments may be in portfolio companies that have limited operating histories and resources. |
| Our investment strategy focuses on technology-related companies, which are subject to many risks, including volatility, intense competition, shortened product life cycles, changes in regulatory and governmental programs and periodic downturns, and you could lose all or part of your investment. |
| Price declines and illiquidity in the corporate debt markets could adversely affect the fair value of our portfolio investments, reducing our NAV through increased net unrealized depreciation. |
| Economic recessions or slowdowns could impair the ability of our portfolio companies to repay loans, which, in turn, could increase our non-performing assets, decrease the value of our portfolio, reduce our volume of new loans and have a material adverse effect on our results of operations. |
| Our portfolio companies may be unable to repay or refinance outstanding principal on their loans at or prior to maturity, and rising interest rates may make it more difficult for portfolio companies to make periodic payments on their loans. |
| Any unrealized depreciation we experience on our investment portfolio may be an indication of future realized losses, which could reduce our income available for distribution and could impair our ability to service our borrowings. |
| A lack of IPO or merger and acquisition opportunities may cause companies to stay in our portfolio longer, leading to lower returns, unrealized depreciation, or realized losses. |
| The majority of our portfolio companies will need multiple rounds of additional financing to repay their debts to us and continue operations. Our portfolio companies may not be able to raise additional financing, which could harm our investment returns. |
| If the assets securing the loans that we make decrease in value, then we may lack sufficient collateral to cover losses. We may suffer a loss if a portfolio company defaults on a loan and the underlying collateral is not sufficient. |
3
| An investment strategy focused on privately-held companies presents certain challenges, including the lack of available information about these companies, a dependence on the talents and efforts of only a few key portfolio company personnel, and a greater vulnerability to economic downturns. |
| If our portfolio companies are unable to protect their intellectual property rights or are required to devote significant resources to protecting their intellectual property rights, then our investments could be harmed. |
| We generally will not control our portfolio companies. |
| The lack of liquidity in our investments may adversely affect our business and, if we need to sell any of our investments, we may not be able to do so at a favorable price. |
| Our warrant and equity-related investments are highly speculative, and we may not realize gains from these investments. |
| Prepayments of our debt investments by our portfolio companies could adversely impact our results of operations and reduce our return on equity. |
| Our common stock may trade below its NAV per share, which limits our ability to raise additional equity capital. |
| Our common stock price has been and continues to be volatile and may decrease substantially. |
| The effects of the outbreak of COVID-19 have negatively affected the global economy and the United States economy, and may disrupt our operations, which could have an adverse effect on our business, financial condition and results of operations. |
| We may be the target of litigation. |
| Changes in laws or regulations governing our business could negatively affect the profitability of our operations. |
Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may also have a material adverse effect on our business, financial condition and/or operating results.
4
OFFERINGS
We may offer, from time to time, in one or more offerings or series, our common stock, preferred stock, debt securities, subscription rights to purchase shares of our common stock, warrants representing rights to purchase shares of our common stock, preferred stock or debt securities, or units comprised of any combination of the foregoing, on terms to be determined at the time of the offering. We will offer our securities at prices and on terms to be set forth in one or more supplements to this prospectus. The offering price per share of our common stock, less any underwriting commissions or discounts, generally will not be less than the net asset value per share of our common stock at the time of an offering. However, we may issue shares of our common stock pursuant to this prospectus at a price per share that is less than our net asset value per share (a) in connection with a rights offering to our existing stockholders, (b) with the prior approval of the majority of our common stockholders or (c) under such other circumstances as the SEC may permit. Any such issuance of shares of our common stock below net asset value may be dilutive to the net asset value of our common stock. See Risk FactorsRisks Relating to Our Securities in our most recent Annual Report on Form 10-K as well as Risk Factors included in this prospectus.
We may offer our securities directly to one or more purchasers, including existing stockholders in a rights offering, through agents that we designate from time to time or to or through underwriters or dealers. The prospectus supplement relating to each offering will identify any agents or underwriters involved in the sale of our securities, and will set forth any applicable purchase price, fee, commission or discount arrangement between us and our agents or underwriters or among our underwriters or the basis upon which such amount may be calculated. See Plan of Distribution. We may not sell any of our securities through agents, underwriters or dealers without delivery of a prospectus supplement describing the method and terms of the offering of our securities. Set forth below is additional information regarding offerings of our securities:
Use of proceeds |
Unless otherwise specified in a prospectus supplement or any free writing prospectus relating to an offering, we intend to use the net proceeds from selling our securities to fund investments in debt and equity securities in accordance with our investment objectives, to make acquisitions, to retire certain debt obligations and for other general corporate purposes. Each supplement to this prospectus relating to an offering will more fully identify the use of the proceeds from such offering. See Use of Proceeds. |
Distributions |
Subject to applicable legal restrictions and the sole discretion of our board of directors, we intend to declare and pay regular cash distributions on a quarterly basis. From time to time, we may also pay special interim distributions in the form of cash or shares of our common stock at the discretion of our board of directors. The timing and amount of any future distributions to stockholders are subject to applicable legal restrictions and the sole discretion of our board of directors. See Price Range of Common Stock and Distributions. |
Taxation |
We have elected to be subject to tax as a RIC under Subchapter M of the Code. As a RIC, we generally will not be subject to pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that we timely distribute each tax year as distributions for U.S. federal income tax purposes to our stockholders. To qualify for and maintain our qualification as a RIC, we must, among other things, meet certain source-of-income and asset diversification requirements (as described herein). See Material U.S. Federal Income Tax Considerations. |
5
Distribution reinvestment plan |
We have adopted a dividend reinvestment plan, through which all distributions are paid to our stockholders in the form of additional shares of our common stock, unless a stockholder elects to receive cash as provided below. In this way, a stockholder can maintain an undiluted investment in our common stock and still allow us to pay out the required distributable income. See Dividend Reinvestment Plan below. |
NYSE Trading Symbol |
HTGC |
Leverage |
We borrow funds to make additional investments. We use this practice, which is known as leverage, to attempt to increase returns to our stockholders, but it involves significant risks. See Risk Factors and Senior Securities. We are currently allowed to borrow amounts such that our asset coverage, as calculated pursuant to the Investment Company Act, equals at least 150% after such borrowing. See Managements Discussion and Analysis of Financial Condition and Results of Operations-Financial Condition, Liquidity and Capital Resources in our most recent Annual Report on Form 10-K and Discussion and Analysis of Financial Condition and Results of Operations-Financial Condition, Liquidity and Capital Resources in our most recent Quarterly Report on Form 10-Q. |
Available information |
We file annual, quarterly and current periodic reports, proxy statements and other information with the SEC under the Exchange Act. The SEC maintains an Internet website that contains reports, proxy and information statements and other information filed electronically by us with the SEC which are available on the SECs Internet website at http://www.sec.gov. We maintain a website on the Internet at www.htgc.com. Except for the documents incorporated by reference into this prospectus, the information on our website is not part of this prospectus. We make available, free of charge, on our website our proxy statement, annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC. See Available Information. |
Incorporation by reference |
This prospectus is part of a registration statement that we have filed with the SEC. The information incorporated by reference is considered to comprise a part of this prospectus from the date we file that document. Any reports filed by us with the SEC before the date that any offering of any securities by means of this prospectus and any accompanying prospectus supplement is terminated will automatically update and, where applicable, supersede any information contained in this prospectus or incorporated by reference in this prospectus. See Incorporation by Reference. |
6
The following table is intended to assist you in understanding the various costs and expenses that an investor in our common stock will bear directly or indirectly. However, we caution you that some of the percentages indicated in the table below are estimates and may vary. The footnotes to the fee table state which items are estimates. Except where the context suggests otherwise, whenever this prospectus contains a reference to fees or expenses paid by you or us or that we will pay fees or expenses, stockholders will indirectly bear such fees or expenses as investors in Hercules Capital, Inc.
Stockholder Transaction Expenses (as a percentage of the public offering price): |
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Sales load (as a percentage of offering price)(1) |
| % | ||
Offering expenses |
| %(2) | ||
Dividend reinvestment plan fees |
| %(3) | ||
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Total stockholder transaction expenses (as a percentage of the public offering price) |
| %(4) | ||
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Annual Expenses (as a percentage of net assets attributable to common stock):(5) |
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Operating expenses |
5.01 | %(6)(7) | ||
Interest and fees paid in connection with borrowed funds |
4.92 | %(8) | ||
Acquired fund fees and expenses |
0.01 | %(10) | ||
|
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Total annual expenses |
9.94 | %(9) | ||
|
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(1) | In the event that our securities are sold to or through underwriters, a corresponding prospectus supplement to this prospectus will disclose the applicable sales load. |
(2) | In the event that we conduct an offering of our securities, a corresponding prospectus supplement to this prospectus will disclose the estimated offering expenses. |
(3) | The expenses associated with the administration of our dividend reinvestment plan are included in Operating expenses. We pay all brokerage commissions incurred with respect to open market purchases, if any, made by the administrator under the plan. For more details about the plan, see Dividend Reinvestment Plan. |
(4) | Total stockholder transaction expenses may include sales load and will be disclosed in a future prospectus supplement, if any. |
(5) | Net assets attributable to common stock equals the weighted average net assets for the nine months ended September 30, 2021, which is approximately $1,327.7 million. |
(6) | Operating expenses represents our estimated operating expenses by annualizing our actual incurred for the nine months ended September 30, 2021, including all fees and expenses of our consolidated subsidiaries and excluding interests and fees on our debt. |
(7) | We do not have an investment adviser and are internally managed by our executive officers under the supervision of our Board of Directors. As a result, we do not pay investment advisory fees, but instead we pay the operating costs associated with employing investment management professionals. |
(8) | Interest and fees paid in connection with borrowed funds represents our estimated interest, fees and credit facility expenses by annualizing our actual interest, fees and credit facility expenses incurred for the nine months ended September 30, 2021. |
(9) | Total annual expenses is the sum of operating expenses, interest and fees paid in connection with borrowed funds, and Acquired fund fees and expenses. Total annual expenses is presented as a percentage of weighted average net assets attributable to common stockholders because the holders of shares of our common stock (and not the holders of our debt securities or preferred stock, if any) bear all of our fees and expenses, including the fees and expenses of our wholly-owned consolidated subsidiaries, all of which are included in this fee table presentation. |
(10) | Acquired fund fees and expenses represent the estimated indirect expense incurred due to investments in other investment companies and private funds. |
7
Example
The following example demonstrates the projected dollar amount of total cumulative expenses that would be incurred over various periods with respect to a hypothetical investment in our common stock. These amounts are based upon our payment of annual operating expenses at the levels set forth in the table above and assume no additional leverage.
1 Year | 3 Years | 5 Years | 10 Years | |||||||||||||
You would pay the following expenses on a $1,000 common stock investment, assuming a 5% annual return |
$ | 97 | $ | 277 | $ | 440 | $ | 784 |
The example and the expenses in the tables above should not be considered a representation of our future expenses, and actual expenses may be greater or lesser than those shown. Moreover, while the example assumes, as required by the applicable rules of the SEC, a 5% annual return, our performance will vary and may result in a return greater or lesser than 5%. In addition, while the example assumes reinvestment of all distributions at NAV, participants in our dividend reinvestment plan may receive shares valued at the market price in effect at that time. This price may be at, above or below NAV. See Dividend Reinvestment Plan for additional information regarding our dividend reinvestment plan.
8
The financial data set forth in the following table as of and for the years ended December 31, 2020, 2019, 2018, 2017, 2016, 2015, 2014, 2013, 2012 and 2011 are derived from our consolidated financial statements. The financial data as of and for the years ended December 31, 2020, 2019, 2018, 2017 and 2016, are derived from our consolidated financial statements, which have been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report thereon is incorporated by reference in this prospectus. The financial data as of and for the years ended December 31, 2015, 2014, 2013, 2012, and 2011 are derived from audited consolidated financial statements not incorporated by reference in this prospectus, which may be obtained from www.sec.gov or upon request. The financial data set forth in the following table as of and for the nine months ended September 30, 2021 is derived from our unaudited consolidated financial statements, but in the opinion of management, reflects all adjustments (consisting only of normal recurring adjustments) that are necessary to present fairly the results of such interim period. Interim results as of and for the nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021. You should read these financial highlights in conjunction with our consolidated financial statements and notes thereto and Managements Discussion and Analysis of Financial Condition and Results of Operations incorporated by reference into this prospectus, any documents incorporated by reference in this prospectus, our most recent Annual Report on Form 10-K, or our Quarterly Reports on Form 10-Q incorporated by reference herein.
9
As of and for the nine months ended September 30, 2021 |
Year Ended December 31, | |||||||||||||||||||||||||||||||||||||||||||
2020 | 2019 | 2018 | 2017 | 2016 | 2015 | 2014 | 2013 | 2012 | 2011 | |||||||||||||||||||||||||||||||||||
Per share data(1): |
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Net asset value at beginning of period |
$ | 11.26 | $ | 10.55 | $ | 9.90 | $ | 9.96 | $ | 9.90 | $ | 9.94 | $ | 10.18 | $ | 10.51 | $ | 9.75 | $ | 9.83 | $ | 9.50 | ||||||||||||||||||||||
Net investment income |
0.95 | 1.39 | 1.41 | 1.20 | 1.17 | 1.36 | 1.06 | 1.16 | 1.24 | 0.98 | 0.92 | |||||||||||||||||||||||||||||||||
Net realized gain (loss) |
0.12 | (0.50 | ) | 0.16 | (0.12 | ) | (0.32 | ) | 0.06 | 0.07 | 0.32 | 0.25 | 0.06 | 0.06 | ||||||||||||||||||||||||||||||
Net unrealized appreciation (depreciation) on investments |
0.40 | 1.13 | 0.14 | (0.23 | ) | 0.11 | (0.49 | ) | (0.51 | ) | (0.33 | ) | 0.20 | (0.09 | ) | 0.11 | ||||||||||||||||||||||||||||
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Total from investment operations |
1.47 | 2.02 | 1.71 | 0.85 | 0.96 | 0.93 | 0.62 | 1.15 | 1.69 | 0.95 | 1.09 | |||||||||||||||||||||||||||||||||
Net increase (decrease) in net assets from capital share transactions(1) |
(0.11 | ) | 0.01 | 0.20 | 0.23 | 0.26 | 0.18 | 0.26 | (0.37 | ) | 0.10 | (0.14 | ) | 0.07 | ||||||||||||||||||||||||||||||
Distributions of net investment income(6) |
(1.06 | ) | (1.03 | ) | (1.15 | ) | (1.26 | ) | (1.07 | ) | (1.14 | ) | (1.26 | ) | (1.27 | ) | (1.13 | ) | (0.98 | ) | (0.90 | ) | ||||||||||||||||||||||
Distributions of capital gains(6) |
(0.09 | ) | (0.36 | ) | (0.18 | ) | | (0.18 | ) | (0.11 | ) | | | | | | ||||||||||||||||||||||||||||
Stock-based compensation expense included in investment income(2) |
0.07 | 0.07 | 0.07 | 0.12 | 0.09 | 0.10 | 0.14 | 0.16 | 0.10 | 0.09 | 0.07 | |||||||||||||||||||||||||||||||||
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Net asset value at end of period |
$ | 11.54 | $ | 11.26 | $ | 10.55 | $ | 9.90 | $ | 9.96 | $ | 9.90 | $ | 9.94 | $ | 10.18 | $ | 10.51 | $ | 9.75 | $ | 9.83 | ||||||||||||||||||||||
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Ratios and supplemental data: |
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Per share market value at end of period |
$ | 16.61 | $ | 14.42 | $ | 14.02 | $ | 11.05 | $ | 13.12 | $ | 14.11 | $ | 12.19 | $ | 14.88 | $ | 16.40 | $ | 11.13 | $ | 9.44 | ||||||||||||||||||||||
Total return(3) |
23.05 | % | 14.31 | % | 39.36 | % | (7.56 | %) | 1.47 | % | 26.87 | % | (9.70 | %) | (1.75 | %) | 58.49 | % | 28.28 | % | (0.83 | %) | ||||||||||||||||||||||
Shares outstanding at end of period |
115,925 | 114,726 | 107,364 | 96,501 | 84,424 | 79,555 | 72,118 | 64,715 | 61,837 | 52,925 | 43,853 | |||||||||||||||||||||||||||||||||
Weighted average number of common shares outstanding |
114,590 | 111,985 | 101,132 | 90,929 | 82,519 | 73,753 | 69,479 | 61,862 | 58,838 | 49,068 | 42,988 | |||||||||||||||||||||||||||||||||
Net assets at end of period |
$ | 1,337,532 | $ | 1,291,704 | $ | 1,133,049 | $ | 955,444 | $ | 840,967 | $ | 787,944 | $ | 717,134 | $ | 658,864 | $ | 650,007 | $ | 515,968 | $ | 431,041 | ||||||||||||||||||||||
Ratio of total expense to average net assets(4) |
9.93 | % | 11.30 | % | 11.95 | % | 10.73 | % | 11.37 | % | 11.25 | % | 11.55 | % | 10.97 | % | 11.06 | % | 10.28 | % | 9.61 | % | ||||||||||||||||||||||
Ratio of net investment income before investment gains and losses to average net assets(4) |
11.01 | % | 13.64 | % | 13.74 | % | 11.78 | % | 11.61 | % | 13.65 | % | 10.15 | % | 10.94 | % | 12.12 | % | 10.01 | % | 9.45 | % | ||||||||||||||||||||||
Portfolio turnover rate(5) |
33.14 | % | 32.38 | % | 31.30 | % | 38.76 | % | 49.03 | % | 36.22 | % | 46.34 | % | 56.15 | % | 56.05 | % | N/A | N/A | ||||||||||||||||||||||||
Weighted average debt outstanding |
$ | 1,246,769 | $ | 1,309,903 | $ | 1,177,379 | $ | 826,931 | $ | 784,455 | $ | 635,365 | $ | 615,198 | $ | 535,127 | $ | 580,053 | $ | 360,857 | $ | 238,873 | ||||||||||||||||||||||
Weighted average debt per common share |
$ | 10.88 | $ | 11.70 | $ | 11.64 | $ | 9.09 | $ | 9.51 | $ | 8.61 | $ | 8.85 | $ | 8.65 | $ | 9.86 | $ | 7.35 | $ | 5.56 |
(1) | All per share activity is calculated based on the weighted average shares outstanding for the relevant period, except net increase (decrease) in net assets from capital share transactions, which is based on the common shares outstanding as of the relevant balance sheet date. |
(2) | Stock option expense is a non-cash expense that has no effect on net asset value. Pursuant to ASC Topic 718, net investment income includes the expense associated with the granting of stock options which is offset by a corresponding increase in paid-in capital. |
(3) | The total return for the nine months ended September 30, 2021 and the years ended December 31, 2020, 2019, 2018, 2017, 2016, 2015, 2014, 2013, 2012 and 2011 equals to the change in the ending market value over the beginning of the period price per share plus distributions paid per share during the period, divided by the beginning price assuming the distribution is reinvested on the date of the distribution. As such, the total return is not annualized. The total return does not reflect any sales load that must be paid by investors. |
(4) | The ratios are calculated based on weighted average net assets for the relevant period and are annualized. |
(5) | The portfolio turnover rate for the nine months ended September 30, 2021 and the years ended December 31, 2020, 2019, 2018, 2017, 2016, 2015, 2014, 2013, 2012 and 2011 equals to the lesser of investment portfolio purchases or sales during the period, divided by the average investment portfolio value during the period. As such, portfolio turnover rate is not annualized. |
(6) | Includes distributions on unvested restricted stock awards. |
10
You should carefully consider the risk factors described below, and in the section titled Risk Factors in the applicable prospectus supplement and any related free writing prospectus, and the risks discussed in the section titled Item 1A. Risk Factors in our Annual Report on Form 10-K, the section titled Item 1A. Risk Factors, which are incorporated by reference herein, in our Quarterly Reports on Form 10-Q, which are incorporated by reference herein, and any subsequent filings we have made with the SEC that are incorporated by reference into this prospectus or any prospectus supplement, together with all of the other information included in this prospectus, the accompanying prospectus supplement and any documents incorporated by reference herein, including our consolidated financial statements and the related notes thereto, before you decide whether to make an investment in our securities. The risks set out below and described in such documents are not the only risks we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results. If any of the following events occur, our business, financial condition and results of operations could be materially adversely affected. In such case, the net asset value of our common stock and the trading price, if any, of our securities could decline, and you may lose all or part of your investment.
Investors in offerings of our common stock will likely incur immediate dilution upon the closing of such offering.
We generally expect the public offering price of any offering of shares of our common stock to be higher than the book value per share of our outstanding common stock (unless we offer shares pursuant to a rights offering or after obtaining prior approval for such issuance from our stockholders and our independent directors). Accordingly, investors purchasing shares of our common stock in offerings pursuant to this prospectus may pay a price per share that exceeds the tangible book value per share after such offering.
Your interest in us may be diluted if you do not fully exercise your subscription rights in any rights offering. In addition, if the subscription price is less than our net asset value per share, then you will experience an immediate dilution of the aggregate net asset value of your shares.
In the event we issue subscription rights, stockholders who do not fully exercise their subscription rights should expect that they will, at the completion of a rights offering pursuant to this prospectus, own a smaller proportional interest in us than would otherwise be the case if they fully exercised their rights. We cannot state precisely the amount of any such dilution in share ownership because we do not know at this time what proportion of the shares will be purchased as a result of such rights offering.
In addition, if the subscription price is less than the net asset value per share of our common stock, then our stockholders would experience an immediate dilution of the aggregate net asset value of their shares as a result of the offering. The amount of any decrease in net asset value is not predictable because it is not known at this time what the subscription price and net asset value per share will be on the expiration date of a rights offering or what proportion of the shares will be purchased as a result of such rights offering. Such dilution could be substantial. See Risk FactorsRisks Relating to Our SecuritiesWe have received the approval from our stockholders to issue shares of our common stock at prices below the then current NAV per share of our common stock, subject to certain limitations and with the approval from our independent directors. If we receive such approval from the independent directors, we may periodically issue shares of our common stock at a price below the then current NAV per share of common stock. Any such issuance could materially dilute your interest in our common stock and reduce our NAV per share. in our most recent Annual Report on Form 10-K and Sales of Common Stock Below Net Asset Value below.
We may initially invest a portion of the net proceeds of offerings pursuant to this prospectus primarily in high-quality short-term investments, which will generate lower rates of return than those expected from the interest generated on first and second lien senior secured loans and mezzanine debt.
We may initially invest a portion of the net proceeds of offerings pursuant to this prospectus primarily in cash, cash equivalents, U.S. government securities and other high-quality short-term investments. These
11
securities generally earn yields substantially lower than the income that we anticipate receiving once we are fully invested in accordance with our investment objective. As a result, we may not, for a time, be able to achieve our investment objective and/or we may need to, for a time, decrease the amount of any dividend that we may pay to our stockholders to a level that is substantially lower than the level that we expect to
pay when the net proceeds of offerings are fully invested in accordance with our investment objective. If we do not realize yields in excess of our expenses, we may incur operating losses and the market price of our shares may decline.
Our stockholders may receive shares of our common stock as dividends, which could result in adverse cash flow consequences to them.
In order to satisfy the Annual Distribution Requirement applicable to RICs, we have the ability to declare a large portion of a dividend in shares of our common stock instead of in cash. As long as a portion of such dividend is paid in cash (which portion could be as low as 20%) and certain requirements are met, the entire distribution would be treated as a dividend for U.S. federal income tax purposes. As a result, a stockholder would be taxed on 100% of the fair market value of the shares received as part of the dividend on the date a stockholder received it in the same manner as a cash dividend, even though most of the dividend was paid in shares of our common stock.
We cannot predict how tax reform legislation will affect us, our investments, or our stockholders, and any such legislation could adversely affect our business.
Legislative or other actions relating to taxes could have a negative effect on us. The rules dealing with U.S. federal income taxation are constantly under review by persons involved in the legislative process and by the Internal Revenue Service (IRS) and the U.S. Treasury Department. In December 2017, the U.S. House of Representatives and U.S. Senate passed tax reform legislation the Tax Cuts and Jobs Act, which the President signed into law. Such legislation has made many changes to the Code, including significant changes to the taxation of business entities, the deductibility of interest expense, and the tax treatment of capital investment. We cannot predict with certainty how any changes in the tax laws might affect us, our stockholders, or our portfolio investments. New legislation and any U.S. Treasury regulations, administrative interpretations or court decisions interpreting such legislation could significantly and negatively affect our ability to qualify for tax treatment as a RIC or the U.S. federal income tax consequences to us and our stockholders of such qualification, or could have other adverse consequences. Stockholders are urged to consult with their tax advisor regarding tax legislative, regulatory, or administrative developments and proposals and their potential effect on an investment in our securities.
12
The matters discussed in this prospectus, including the documents that we incorporate by reference herein, and any applicable prospectus supplement or free writing prospectus, including the documents we incorporate by reference therein, as well as in future oral and written statements by management of Hercules Capital, Inc., that are forward-looking statements are based on current management expectations that involve substantial risks and uncertainties which could cause actual results to differ materially from the results expressed in, or implied by, these forward-looking statements. Forward-looking statements relate to future events or our future financial performance. We generally identify forward-looking statements by terminology such as may, will, should, expects, plans, anticipates, could, intends, target, projects, contemplates, believes, estimates, predicts, potential or continue or the negative of these terms or other similar expressions. Important assumptions include our ability to originate new investments, achieve certain margins and levels of profitability, the availability of additional capital, and the ability to maintain certain debt to asset ratios. In light of these and other uncertainties, the inclusion of a projection or forward-looking statement in this prospectus should not be regarded as a representation by us that our plans or objectives will be achieved. The forward-looking statements contained in this prospectus and any applicable prospectus supplement or free writing prospectus include statements as to:
| our current and future management structure; |
| our future operating results; |
| our business prospects and the prospects of our prospective portfolio companies; |
| the impact of investments that we expect to make; |
| our informal relationships with third parties including in the venture capital industry; |
| the expected market for venture capital investments and our addressable market; |
| the dependence of our future success on the general economy and its impact on the industries in which we invest; |
| our ability to access debt markets and equity markets; |
| the current and future effects of the COVID-19 pandemic on us and our portfolio companies; |
| the ability of our portfolio companies to achieve their objectives; |
| our expected financings and investments; |
| our regulatory structure and tax status; |
| our ability to operate as a BDC, a SBIC and a RIC; |
| the adequacy of our cash resources and working capital; |
| the timing of cash flows, if any, from the operations of our portfolio companies; |
| the timing, form and amount of any distributions; |
| the impact of fluctuations in interest rates on our business; |
| the valuation of any investments in portfolio companies, particularly those having no liquid trading market; and |
| our ability to recover unrealized depreciation on investments. |
You should not place undue reliance on these forward-looking statements. The forward-looking statements made in this prospectus, any free writing prospectus, and the documents incorporated by reference into this prospectus relate only to events as of the date on which the statements are made. We undertake no obligation to update any forward-looking statement to reflect events or circumstances occurring after the date of this prospectus.
13
We intend to use the net proceeds from selling our securities to fund investments in debt and equity securities in accordance with our investment objectives, to make acquisitions, to retire certain debt obligations and for other general corporate purposes. The supplement to this prospectus or any free writing prospectus relating to an offering will more fully identify the use of proceeds from such offering.
We anticipate that substantially all of the net proceeds from any offering of our securities will be used as described above within twelve months, but in no event longer than two years. Pending such uses and investments, we will invest the net proceeds primarily in cash, cash equivalents, U.S. government securities or high-quality debt securities maturing in one year or less from the time of investment. Our ability to achieve our investment objective may be limited to the extent that the net proceeds of any offering, pending full investment, are held in lower yielding short-term instruments.
14
PRICE RANGE OF COMMON STOCK AND DISTRIBUTIONS
Our common stock is traded on the NYSE under the symbol HTGC.
The following table sets forth the range of high and low closing sales prices of our common stock, the sales price as a percentage of NAV and the distributions declared by us for each fiscal quarter. The stock quotations are interdealer quotations and do not include markups, markdowns or commissions.
Price Range | Premium/ Discount of High Sales Price to NAV |
Premium/ Discount of Low Sales Price to NAV |
Cash Distribution per Share(2) |
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NAV(1) | High | Low | ||||||||||||||||||||||
2019 |
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First quarter |
$ | 10.26 | $ | 14.04 | $ | 11.23 | 36.8 | % | 9.5 | % | $ | 0.330 | ||||||||||||
Second quarter |
$ | 10.59 | $ | 13.75 | $ | 12.57 | 29.8 | % | 18.7 | % | $ | 0.340 | ||||||||||||
Third quarter |
$ | 10.38 | $ | 13.44 | $ | 12.66 | 29.5 | % | 22.0 | % | $ | 0.350 | ||||||||||||
Fourth quarter |
$ | 10.55 | $ | 14.44 | $ | 12.98 | 36.9 | % | 23.0 | % | $ | 0.400 | ||||||||||||
2020 |
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First quarter |
$ | 9.92 | $ | 15.99 | $ | 6.81 | 61.2 | % | (31.4 | )% | $ | 0.320 | ||||||||||||
Second quarter |
$ | 10.19 | $ | 11.83 | $ | 6.64 | 16.1 | % | (34.8 | )% | $ | 0.320 | ||||||||||||
Third quarter |
$ | 10.26 | $ | 11.97 | $ | 10.02 | 16.7 | % | (2.3 | )% | $ | 0.340 | ||||||||||||
Fourth quarter |
$ | 11.26 | $ | 14.42 | $ | 11.13 | 28.1 | % | (1.2 | )% | $ | 0.370 | ||||||||||||
2021 |
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First quarter |
$ | 11.36 | $ | 16.60 | $ | 14.21 | 45.4 | % | 25.1 | % | $ | 0.370 | ||||||||||||
Second quarter |
$ | 11.71 | $ | 17.66 | $ | 15.98 | 50.8 | % | 36.5 | % | $ | 0.390 | ||||||||||||
Third quarter |
$ | 11.54 | $ | 17.56 | $ | 16.50 | 52.2 | % | 43.0 | % | $ | 0.390 | ||||||||||||
Fourth quarter (through December 16, 2021) |
* | $ | 18.07 | $ | 16.20 | * | * | $ | 0.400 |
(1) | NAV per share is generally determined as of the last day in the relevant quarter and therefore may not reflect the NAV per share on the date of the high and low sales prices. The NAVs shown are based on outstanding shares at the end of each period. |
(2) | Represents the dividends or distributions declared in the relevant quarter. |
* | NAV has not yet been calculated for this period. |
** | Cash distribution per share has not yet been determined for this period. |
The last reported price for our common stock on December 16, 2021 was $16.20 per share.
Shares of BDCs may trade at a market price that is less than the value of the net assets attributable to those shares. The possibility that our shares of common stock will trade at a discount from NAV or at premiums that are unsustainable over the long term are separate and distinct from the risk that our NAV will decrease. At times, our shares of common stock have traded at a premium to NAV and at times our shares of common stock have traded at a discount to the net assets attributable to those shares. It is not possible to predict whether the shares offered hereby will trade at, above, or below NAV.
15
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The information contained under the captions Managements Discussion and Analysis of Financial Condition and Results of Operations of our most recent Annual Report on Form 10-K and of our Quarterly Reports on Form 10-Q are incorporated by reference herein.
16
The following tables set forth certain information as of September 30, 2021 regarding each portfolio company in which we had a debt or equity investment. Other than these investments, our only formal relationship with our portfolio companies is the offer to make available significant managerial assistance. In addition, we may have board representation or receive rights to observe the Board of Directors meetings of our portfolio companies.
As of September 30, 2021
(dollar amounts in thousands)
(unaudited)
Portfolio Company |
Type of |
Maturity Date |
Interest Rate and Floor(2) |
Principal Amount |
Cost(3) | Value(4) | ||||||||||||||
Debt Investments |
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Communications & Networking 1-5 Years Maturity |
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Cytracom Holdings LLC(11)(17)(18) 450 Century Parkway Allen, TX 75013 |
Senior Secured | |
February 2025 |
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Interest rate 3-month LIBOR + 9.25% or Floor rate of 10.31% | $ | 9,000 | $ | 8,789 | $ | 8,797 | |||||||||
Rocket Lab Global Services, LLC(14)(16) 3881 McGowen Street Long Beach, CA 90808 |
Senior Secured | June 2024 | Interest rate PRIME + 4.90% or Floor rate of 8.15%, PIK Interest 1.25%, 3.25% Exit Fee | $ | 88,263 | 87,722 | 87,722 | |||||||||||||
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Subtotal: 1-5 Years Maturity |
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96,511 | 96,519 | |||||||||||||||||
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Subtotal: Communications & Networking (7.22%)* |
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96,511 | 96,519 | |||||||||||||||||
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Consumer & Business Products |
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1-5 Years Maturity |
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Grove Collaborative, Inc.(17)(19) 1301 Sansome Street San Francisco, CA 94111 |
Senior Secured | |
April 2025 |
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Interest rate PRIME + 5.50% or Floor rate of 8.75%, 6.75% Exit Fee | $ | 19,600 | 19,177 | 19,177 | |||||||||||
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Subtotal: 1-5 Years Maturity |
|
19,177 | 19,177 | |||||||||||||||||
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Subtotal: Consumer & Business Products (1.43%)* |
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19,177 | 19,177 | |||||||||||||||||
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Diversified Financial Services |
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Under 1 Year Maturity |
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Newfront(9) 55 2nd Street, Floor 18 San Francisco, CA 94105 |
Convertible Debt | |
August 2022 |
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PIK Interest 0.19% | $ | 403 | 402 | 403 | |||||||||||
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Subtotal: Under 1 Year Maturity |
|
402 | 403 | |||||||||||||||||
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1-5 Years Maturity |
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Gibraltar Business Capital, LLC(7) 400 Skokie Blvd #375 Northbrook, IL 60062 |
Unsecured | |
September 2026 |
|
Interest rate FIXED 14.50% | $ | 15,000 | 14,651 | 13,957 | |||||||||||
Unsecured | September 2026 |
Interest rate FIXED 11.50% | $10,000 | 9,815 | 9,446 | |||||||||||||||
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Total Gibraltar Business Capital, LLC |
$ | 25,000 | 24,466 | 23,403 | ||||||||||||||||
Hercules Adviser LLC(7) 400 Hamilton Avenue, Suite 310 Palo Alto, CA 94301 |
Unsecured | May 2023 | Interest rate FIXED 5.00% | $ | 6,100 | 6,100 | 6,100 | |||||||||||||
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|
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Subtotal: 1-5 Years Maturity |
|
30,566 | 29,503 | |||||||||||||||||
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|
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Subtotal: Diversified Financial Services (2.24%)* |
|
30,968 | 29,906 | |||||||||||||||||
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17
As of September 30, 2021
(dollar amounts in thousands)
(unaudited)
Portfolio Company |
Type of |
Maturity Date |
Interest Rate and Floor(2) |
Principal Amount |
Cost(3) | Value(4) | ||||||||||||||
Drug Delivery |
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1-5 Years Maturity |
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Antares Pharma Inc. (10)(11) 100 Princeton South Suite 300 Ewing, NJ 08628 |
Senior Secured | July 2024 | Interest rate PRIME + 4.50% or Floor rate of 8.50%, 4.03% Exit Fee | $ | 20,000 | $ | 20,671 | $ | 20,765 | |||||||||||
|
|
|
|
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Subtotal: 1-5 Years Maturity |
|
20,671 | 20,765 | |||||||||||||||||
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|
|
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Subtotal: Drug Delivery (1.55%)* |
|
20,671 | 20,765 | |||||||||||||||||
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Drug Discovery & Development |
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Under 1 Year Maturity |
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Mesoblast (5)(10)(11)(13) 55 Collins Street Melbourne, Victoria, Australia 3000 |
Senior Secured | |
March 2022 |
|
Interest rate PRIME + 4.95% or Floor rate of 9.70%, 9.40% Exit Fee | $ | 50,000 | 54,310 | 54,310 | |||||||||||
Petros Pharmaceuticals, Inc. (p.k.a. Metuchen Pharmaceuticals LLC) 11 Commerce Drive Cranford, NJ 07016 |
Senior Secured | |
December 2021 |
|
Interest rate PRIME + 7.25% or Floor rate of 11.50%, 3.05% Exit Fee | $ | 1,741 | 1,740 | 1,740 | |||||||||||
TG Therapeutics, Inc.(10)(13) 787 Seventh Avenue New York, NY 10019 |
Senior Secured | |
March 2022 |
|
Interest rate PRIME + 4.75% or Floor rate of 10.25%, 3.25% Exit Fee | $ | 15,410 | 16,298 | 16,298 | |||||||||||
|
|
|
|
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Subtotal: Under 1 Year Maturity |
|
72,348 | 72,348 | |||||||||||||||||
|
|
|
|
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1-5 Years Maturity |
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Albireo Pharma, Inc.(10)(11)(17) 50 Milk Street Boston, MA 02109 |
Senior Secured | July 2024 | Interest rate PRIME + 5.90% or Floor rate of 9.15%, 6.95% Exit Fee | $ | 10,000 | 10,177 | 10,268 | |||||||||||||
Aldeyra Therapeutics, Inc.(11) 131 Hartwell Ave Lexington, MA 02421 |
Senior Secured | |
October 2023 |
|
Interest rate PRIME + 3.10% or Floor rate of 8.60%, 6.95% Exit Fee | $ | 15,000 | 15,579 | 15,773 | |||||||||||
Applied Genetic Technologies Corporation(11) 14193 Northwest 119th Terrace Alachua, FL 32615 |
Senior Secured | |
April 2024 |
|
Interest rate PRIME + 6.50% or Floor rate of 9.75%, 6.95% Exit Fee | $ | 20,000 | 20,241 | 20,238 | |||||||||||
Aveo Pharmaceuticals, Inc.(11)(15) 30 Winter Street Boston, MA 02108 |
Senior Secured | |
September 2023 |
|
Interest rate PRIME + 6.40% or Floor rate of 9.65%, 6.95% Exit Fee | $ | 35,000 | 35,603 | 35,214 | |||||||||||
Axsome Therapeutics, Inc.(10)(13) 22 Courtlandt St. New York, NY 10007 |
Senior Secured | |
October 2025 |
|
Interest rate PRIME + 5.90% or Floor rate of 9.15%, 5.82% Exit Fee | $ | 50,000 | 49,627 | 51,618 | |||||||||||
Bicycle Therapeutics PLC(5)(10)(11) Meditrina Building, B900 Cambridge, UK CB22 3AT |
Senior Secured | |
October 2024 |
|
Interest rate PRIME + 5.60% or Floor rate of 8.85%, 5.00% Exit Fee | $ | 24,000 | 24,182 | 24,153 | |||||||||||
BiomX, INC (5)(10) 7 Pinhas Sapir St., 2nd Floor Ness Ziona, Israel 7403635 |
Senior Secured | |
September 2025 |
|
Interest rate PRIME + 5.70% or Floor rate of 8.95%, 6.55% Exit Fee | $ | 9,000 | 8,927 | 8,927 | |||||||||||
BridgeBio Pharma LLC(12)(13)(16)(17) 421 Kipling Street Palo Alto, CA 94301 |
Senior Secured | May 2025 | Interest rate PRIME + 4.40% or Floor rate of 7.65%, 5.54% Exit Fee | $ | 100,000 | 103,238 | 104,680 | |||||||||||||
Century Therapeutics(11) 3675 Market Street Philadelphia, PA 19104 |
Senior Secured | |
April 2024 |
|
Interest rate PRIME + 6.30% or Floor rate of 9.55%, 3.95% Exit Fee | $ | 10,000 | 10,028 | 10,397 | |||||||||||
Chemocentryx, Inc.(10)(11) 850 Maude Avenue Mountain View, CA 94043 |
Senior Secured | |
December 2022 |
|
Interest rate PRIME + 3.30% or Floor rate of 8.05%, 6.25% Exit Fee | $ | 18,951 | 19,958 | 19,955 |
18
As of September 30, 2021
(dollar amounts in thousands)
(unaudited)
Portfolio Company |
Type of |
Maturity Date |
Interest Rate and Floor(2) |
Principal Amount |
Cost(3) | Value(4) | ||||||||||||
Senior Secured |
February 2024 |
Interest rate PRIME + 3.25% or Floor rate of 8.50%, 7.15% Exit Fee |
$ 5,000 | $5,130 | $5,131 | |||||||||||||
|
|
|
|
|
|
|||||||||||||
Total Chemocentryx, Inc. |
$ | 23,951 | 25,088 | 25,086 | ||||||||||||||
Codiak Biosciences, Inc.(11)(17) 500 Technology Square Cambridge, MA 02139 |
Senior Secured | October 2025 |
Interest rate PRIME + 5.00% or Floor rate of 8.25%, 5.50% Exit Fee | $ | 25,000 | 25,404 | 25,374 | |||||||||||
Corium, Inc.(16) 4558 50th Street, SE Grand Rapids, MI 49512 |
Senior Secured | September 2026 |
Interest rate PRIME + 5.70% or Floor rate of 8.95%, 7.75% Exit Fee | $ | 91,500 | 90,618 | 90,618 | |||||||||||
Eloxx Pharmaceuticals, Inc.(15) 480 Arsenal Way, Suite 130 Watertown, MA 02472 |
Senior Secured | April 2025 |
Interest rate PRIME + 6.25% or Floor rate of 9.50%, 6.55% Exit Fee | $ | 12,500 | 12,360 | 12,360 | |||||||||||
G1 Therapeutics, Inc.(10)(11)(17) 700 Park Offices Drive Research Triangle Park, NC 27709 |
Senior Secured | June 2025 | Interest rate PRIME + 6.20% or Floor rate of 9.45%, 6.95% Exit Fee | $ | 26,000 | 26,341 | 26,524 | |||||||||||
Geron Corporation(10)(13) 149 Commonwealth Drive Menlo Park, CA 94025 |
Senior Secured | October 2024 |
Interest rate PRIME + 5.75% or Floor rate of 9.00%, 6.55% Exit Fee | $ | 22,750 | 22,913 | 22,933 | |||||||||||
Hibercell, Inc.(15) 619 West 54th Street New York, NY 10019 |
Senior Secured | May 2025 | Interest rate PRIME + 5.40% or Floor rate of 8.65%, 4.95% Exit Fee | $ | 17,000 | 16,968 | 16,968 | |||||||||||
Humanigen, Inc.(9)(10) 533 Airport Boulevard Burlingame, CA 94010 |
Senior Secured | March 2025 |
Interest rate PRIME + 5.50% or Floor rate of 8.75%, 6.75% Exit Fee | $ | 20,000 | 20,126 | 19,957 | |||||||||||
Kaleido Biosciences, Inc.(13) 65 Hayden Avenue Lexington, MA 02421 |
Senior Secured | January 2024 |
Interest rate PRIME + 6.10% or Floor rate of 9.35%, 7.55% Exit Fee | $ | 22,500 | 23,351 | 23,371 | |||||||||||
Locus Biosciences(15) 523 Davis Drive, Suite 350 Morrisville, NC 27709 |
Senior Secured | July 2025 | Interest rate PRIME + 6.10% or Floor rate of 9.35%, 4.95% Exit Fee | $ | 8,000 | 7,938 | 7,896 | |||||||||||
Nabriva Therapeutics(5)(10) 25-28 North Wall Quay IFSC, Dublin 1, Ireland |
Senior Secured | June 2023 | Interest rate PRIME + 4.30% or Floor rate of 9.80%, 6.95% Exit Fee | $ | 5,000 | 5,444 | 5,418 | |||||||||||
Phathom Pharmaceuticals, Inc.(10)(15)(16) 100 Campus Drive, Suite 102 Florham Park, NJ 07932 |
Senior Secured | October 2026 |
Interest rate PRIME + 2.25% or Floor rate of 5.50%, PIK Interest 3.35%, 7.50% Exit Fee | $ | 86,500 | 85,035 | 85,035 | |||||||||||
Scynexis, Inc. 101 Hudson Street, Suite 3610 Jersey City, NJ 07302 |
Senior Secured | March 2025 |
Interest rate PRIME + 5.80% or Floor rate of 9.05%, 3.95% Exit Fee | $ | 16,000 | 15,765 | 15,765 | |||||||||||
Seres Therapeutics, Inc.(11) 215 First St Cambridge, MA 02142 |
Senior Secured | November 2023 |
Interest rate PRIME + 4.40% or Floor rate of 9.65%, 4.85% Exit Fee | $ | 25,000 | 25,598 | 26,265 | |||||||||||
Syndax Pharmaceutics Inc.(13) 35 Gatehouse Drive Waltham, MA 02451 |
Senior Secured | September 2023 |
Interest rate PRIME + 5.10% or Floor rate of 9.85%, 4.99% Exit Fee | $ | 20,000 | 20,538 | 20,872 | |||||||||||
uniQure B.V.(5)(10)(11)(13)(16)(17) Paasheuvelweg 25a 1105 BP Amsterdam, Netherlands |
Senior Secured | June 2023 | Interest rate PRIME + 3.35% or Floor rate of 8.85%, 4.95% Exit Fee | $ | 35,000 | 35,975 | 36,345 | |||||||||||
Senior Secured | June 2023 | Interest rate PRIME + 5.00% or Floor rate of 8.25%, 1.65% Exit Fee | $ | 35,000 | 35,354 | 35,698 | ||||||||||||
|
|
|
|
|
|
|||||||||||||
Total uniQure B.V. |
$ | 70,000 | 71,329 | 72,043 |
19
As of September 30, 2021
(dollar amounts in thousands)
(unaudited)
Portfolio Company |
Type of |
Maturity Date |
Interest Rate and Floor(2) |
Principal Amount |
Cost(3) | Value(4) | ||||||||||||||
Unity Biotechnology, Inc.(10)(11) 3280 Bayshore Blvd Brisbane, CA 94005 |
Senior Secured | |
August 2024 |
|
Interest rate PRIME + 6.10% or Floor rate of 9.35%, 6.25% Exit Fee | $ | 25,000 | $ | 25,346 | $ | 25,921 | |||||||||
Valo Health, LLC (p.k.a. Integral Health Holdings, LLC)(11) 399 Boylston Street Boston, MA 02116 |
Senior Secured | May 2024 | Interest rate PRIME + 6.45% or Floor rate of 9.70%, 3.85% Exit Fee | $ | 11,500 | 11,481 | 11,537 | |||||||||||||
X4 Pharmaceuticals, Inc.(11)(13) 955 Massachusetts Ave Cambridge, MA 02139 |
Senior Secured | July 2024 | Interest rate PRIME + 3.75% or Floor rate of 8.75%, 8.80% Exit Fee | $ | 32,500 | 33,870 | 34,177 | |||||||||||||
Yumanity Therapeutics, Inc.(11) 790 Memorial Drive Suite 2C Cambridge, MA 02139 |
Senior Secured | |
January 2024 |
|
Interest rate PRIME + 4.00% or Floor rate of 8.75%, 5.92% Exit Fee | $ | 14,106 | 14,542 | 14,588 | |||||||||||
|
|
|
|
|||||||||||||||||
Subtotal: 1-5 Years Maturity |
|
857,657 | 863,976 | |||||||||||||||||
|
|
|
|
|||||||||||||||||
Subtotal: Drug Discovery & Development (70.00%)* |
|
930,005 | 936,324 | |||||||||||||||||
|
|
|
|
|||||||||||||||||
Healthcare Services, Other |
|
|||||||||||||||||||
1-5 Years Maturity |
|
|||||||||||||||||||
Carbon Health Technologies, Inc.(13)(17)(19) 55 Pacific Avenue, Suite 100 San Francisco, CA 94111 |
Senior Secured | |
March 2025 |
|
Interest rate PRIME + 5.60% or Floor rate of 8.85%, 3.95% Exit Fee | $ | 11,250 | 11,241 | 11,258 | |||||||||||
Equality Health, LLC (13)(14)(17) 521 S. 3rd St. Phoenix, AZ 85004 |
Senior Secured | |
February 2026 |
|
Interest rate PRIME + 6.25% or Floor rate of 9.50%, PIK Interest 1.55% | $ | 35,306 | 34,984 | 35,075 | |||||||||||
|
|
|
|
|||||||||||||||||
Subtotal: 1-5 Years Maturity |
|
46,225 | 46,333 | |||||||||||||||||
|
|
|
|
|||||||||||||||||
Subtotal: Healthcare Services, Other (3.46%)* |
|
46,225 | 46,333 | |||||||||||||||||
|
|
|
|
|||||||||||||||||
Information Services |
||||||||||||||||||||
Under 1 Year Maturity |
||||||||||||||||||||
Planet Labs, Inc. (11) 490 2nd Street San Francisco, CA 94107 |
Senior Secured | June 2022 | Interest rate PRIME + 5.50% or Floor rate of 11.00%, 3.00% Exit Fee | $ | 25,000 | 25,317 | 25,317 | |||||||||||||
|
|
|
|
|||||||||||||||||
Subtotal: Under 1 Year Maturity |
|
25,317 | 25,317 | |||||||||||||||||
|
|
|
|
|||||||||||||||||
1-5 Years Maturity |
||||||||||||||||||||
Yipit, LLC (17)(18) 22 West 19th Street New York, NY 10011 |
Senior Secured | |
September 2026 |
|
Interest rate 1-month LIBOR + 9.08% or Floor rate of 10.08% | $ | 45,900 | 44,984 | 44,984 | |||||||||||
|
|
|
|
|||||||||||||||||
Subtotal: 1-5 Years Maturity |
|
44,984 | 44,984 | |||||||||||||||||
|
|
|
|
|||||||||||||||||
Subtotal: Information Services (5.26%)* |
|
70,301 | 70,301 | |||||||||||||||||
|
|
|
|
|||||||||||||||||
Internet Consumer & Business Services |
||||||||||||||||||||
Under 1 Year Maturity |
||||||||||||||||||||
Nextroll, Inc. (13)(14)(19) 2300 Harrison Street San Francisco, CA 94110 |
Senior Secured | June 2022 | Interest rate PRIME + 3.75% or Floor rate of 7.00%, PIK Interest 2.95%, 3.50% Exit Fee |
$ | 21,395 | 21,950 | 21,950 | |||||||||||||
|
|
|
|
|||||||||||||||||
Subtotal: Under 1 Year Maturity |
|
21,950 | 21,950 | |||||||||||||||||
|
|
|
|
|||||||||||||||||
1-5 Years Maturity |
||||||||||||||||||||
AppDirect, Inc. (11)(17) 650 California Street San Francisco, CA 92108 |
Senior Secured | |
August 2024 |
|
Interest rate PRIME + 5.90% or Floor rate of 9.15%, 7.95% Exit Fee |
$ | 30,790 | 31,230 | 32,253 | |||||||||||
ePayPolicy Holdings, LLC (11)(17) 1120 S. Capital of Texas Hwy Austin, TX 78746 |
Senior Secured | |
December 2024 |
|
Interest rate 3-month LIBOR + 8.50% or Floor rate of 9.50% |
$ | 8,169 | 7,999 | 8,129 | |||||||||||
EverFi, Inc.(13)(14)(16) 3299 K St NW Washington, D.C., DC 20007 |
Senior Secured | May 2022 | Interest rate PRIME + 3.90% or Floor rate of 9.15%, PIK Interest 1.50% |
$ | 85,564 | 85,210 | 85,210 | |||||||||||||
Houzz, Inc. (9)(14) 540 Bryant Street Palo Alto, CA 94301 |
Convertible Debt | May 2028 | PIK Interest 5.50% | $ | 20,390 | 20,390 | 20,390 |
20
As of September 30, 2021
(dollar amounts in thousands)
(unaudited)
Portfolio Company |
Type of |
Maturity Date |
Interest Rate and Floor(2) |
Principal Amount |
Cost(3) | Value(4) | ||||||||||||
Landing Holdings Inc. (14)(15) 535 Mission Street San Francisco, CA 94105 |
Senior Secured | March 2023 |
Interest rate PRIME + 6.00% or Floor rate of 9.25%, PIK Interest 2.55% | $ | 10,127 | $ | 9,974 | $ | 10,431 | |||||||||
Rhino Labs, Inc. (14)(15)(17) 99 Wall Street New York, NY 10005 |
Senior Secured | March 2024 |
Interest rate PRIME + 5.50% or Floor rate of 8.75%, PIK Interest 2.25% | $ | 8,089 | 7,913 | 7,995 | |||||||||||
SeatGeek, Inc. (14) 902 Broadway New York, NY 10013 |
Senior Secured | June 2023 | Interest rate PRIME + 5.00% or Floor rate of 10.50%, PIK Interest 0.50% | $ | 60,531 | 59,805 | 59,902 | |||||||||||
Skyword, Inc.(14) 38 Chauncy Street Boston, MA 02109 |
Senior Secured | September 2024 |
Interest rate PRIME + 3.88% or Floor rate of 9.38%, PIK Interest 1.90%, 4.00% Exit Fee | $ | 12,367 | 12,568 | 12,487 | |||||||||||
Tectura Corporation(7)(8)(14) 951 Old County Road Belmont, CA 94002 |
Senior Secured | July 2024 | PIK Interest 5.00% | $ | 10,680 | 240 | | |||||||||||
Senior Secured | July 2024 | Interest rate FIXED 8.25% | $ | 8,250 | 8,250 | 8,250 | ||||||||||||
Senior Secured | July 2024 | PIK Interest 5.00% | $ | 13,023 | 13,023 | 44 | ||||||||||||
|
|
|
|
|
|
|||||||||||||
Total Tectura Corporation |
$ | 31,953 | 21,513 | 8,294 | ||||||||||||||
Thumbtack, Inc.(13)(14) 1001 Page Street San Francisco, CA 94117 |
Senior Secured | September 2023 |
Interest rate PRIME + 3.45% or Floor rate of 8.95%, PIK Interest 1.50%, 3.95% Exit Fee | $ | 25,521 | 25,741 | 26,362 | |||||||||||
Zepz (p.k.a. Worldremit Group Limited)(5)(10)(16)(19) Kensington Centre 66 Hammersmith Road London, England W14 8UD |
Senior Secured | February 2025 |
Interest rate 3-month LIBOR + 9.25% or Floor rate of 10.25%, 3.00% Exit Fee | $ | 103,000 | 101,381 | 101,131 | |||||||||||
|
|
|
|
|||||||||||||||
Subtotal: 1-5 Years Maturity |
|
383,724 | 372,584 | |||||||||||||||
|
|
|
|
|||||||||||||||
Subtotal: Internet Consumer & Business Services (29.50%)* |
|
405,674 | 394,534 | |||||||||||||||
|
|
|
|
|||||||||||||||
Manufacturing Technology |
||||||||||||||||||
1-5 Years Maturity |
||||||||||||||||||
Velo3d, Inc.(19) 511 Division Street Campbell, CA 95008 |
Senior Secured | October 2023 |
Interest rate PRIME + 5.75% or Floor rate of 9.00%, 3.00% Exit Fee | $ | 7,143 | 7,199 | 7,199 | |||||||||||
|
|
|
|
|||||||||||||||
Subtotal: 1-5 Years Maturity |
|
7,199 | 7,199 | |||||||||||||||
|
|
|
|
|||||||||||||||
Subtotal: Manufacturing Technology (0.54%)* |
|
7,199 | 7,199 | |||||||||||||||
|
|
|
|
|||||||||||||||
Medical Devices & Equipment |
||||||||||||||||||
Under 1 Year Maturity |
||||||||||||||||||
Quanterix Corporation(11) 900 Middlesex Turnpike Billerica, MA 01821 |
Senior Secured | October 2021 |
Interest rate PRIME + 2.75% or Floor rate of 8.00%, 0.96% Exit Fee | $ | 1,943 | 1,993 | 1,993 | |||||||||||
|
|
|
|
|||||||||||||||
Subtotal: Under 1 Year Maturity |
|
1,993 | 1,993 | |||||||||||||||
|
|
|
|
|||||||||||||||
Subtotal: Medical Devices & Equipment (0.15%)* |
|
1,993 | 1,993 | |||||||||||||||
|
|
|
|
|||||||||||||||
Software |
||||||||||||||||||
Under 1 Year Maturity |
||||||||||||||||||
Regent Education(8)(14) 47 E. South Street Suite 201 Frederick, MD 21701 |
Senior Secured | January 2022 |
Interest rate FIXED 10.00%, PIK Interest 2.00%, 7.94% Exit Fee | $ | 3,029 | 3,142 | 1,106 | |||||||||||
|
|
|
|
|||||||||||||||
Subtotal: Under 1 Year Maturity |
3,142 | 1,106 | ||||||||||||||||
|
|
|
|
|||||||||||||||
1-5 Years Maturity |
||||||||||||||||||
3GTMS, LLC. (11)(17)(18) 4 Armstrong Rd Shelton, CT 06484 |
Senior Secured | February 2025 |
Interest rate 6-Month LIBOR + 9.28% or Floor rate of 10.28% | $ | 10,000 | 9,799 | 9,990 |
21
As of September 30, 2021
(dollar amounts in thousands)
(unaudited)
Portfolio Company |
Type of |
Maturity Date |
Interest Rate and Floor(2) |
Principal Amount |
Cost(3) | Value(4) | ||||||||||||
Bitsight Technologies, Inc.(13)(17)(19) 100 Cambridge Park Drive Cambridge, MA 02140 |
Senior Secured | November 2025 |
Interest rate PRIME + 6.75% or Floor rate of 10.00%, 3.50% Exit Fee | $ | 12,500 | $ | 12,377 | $ | 13,190 | |||||||||
Businessolver.com, Inc.(11)(17) 1025 Ashworth Road West Des Moines, IA 50265 |
Senior Secured | May 2023 | Interest rate 6-month LIBOR + 7.50% or Floor rate of 8.50% | $ | 41,197 | 40,821 | 41,176 | |||||||||||
Campaign Monitor Limited(11)(19) 9 Lea Ave Nashville, TN 37210 |
Senior Secured | November 2025 |
Interest rate 6-month LIBOR + 8.90% or Floor rate of 9.90% | $ | 33,000 | 32,430 | 33,000 | |||||||||||
Ceros, LLC(17)(18) 40 West 25th Street New York, NY 10010 |
Senior Secured | September 2026 |
Interest rate 3-month LIBOR + 8.89% or Floor rate of 9.89% | $ | 17,978 | 17,452 | 17,452 | |||||||||||
Clarabridge, Inc.(12)(13)(14)(17) 11400 Commerce Park Drive, Suite 500 Reston, VA 20191 |
Senior Secured | May 2024 | Interest rate PRIME + 5.30% or Floor rate of 8.55%, PIK Interest 2.25% | $ | 56,787 | 56,416 | 57,356 | |||||||||||
Cloud 9 Software(13) 10 Mansell Court East Roswell, GA 30076 |
Senior Secured | April 2024 |
Interest rate 3-month LIBOR + 8.20% or Floor rate of 9.20% | $ | 9,953 | 9,846 | 9,953 | |||||||||||
CloudBolt Software Inc.(11)(19) 51 Monroe Street Rockville, MD 20850 |
Senior Secured | October 2024 |
Interest rate PRIME + 6.70% or Floor rate of 9.95%, 2.95% Exit Fee | $ | 10,000 | 9,877 | 10,075 | |||||||||||
Cybermaxx Intermediate Holdings, Inc.(17) 2115 Yeaman Place Nashville, TN 37206 |
Senior Secured | August 2026 |
Interest rate 6-month LIBOR + 9.28% or Floor rate of 10.28% | $ | 8,000 | 7,792 | 7,792 | |||||||||||
Dashlane, Inc.(11)(14)(17)(19) 44 West 18th Street New York, NY 10011 |
Senior Secured | July 2025 | Interest rate PRIME + 3.05% or Floor rate of 7.55%, PIK Interest 1.10%, 7.10% Exit Fee | $ | 20,661 | 21,614 | 21,614 | |||||||||||
Delphix Corp.(13)(19) 1400A Seaport Blvd #200 Redwood City, CA |
Senior Secured | February 2023 |
Interest rate PRIME + 5.50% or Floor rate of 10.25%, 5.00% Exit Fee | $ | 60,000 | 61,258 | 62,345 | |||||||||||
Demandbase, Inc.(17)(19) 680 Folsom Street San Francisco, CA 94107 |
Senior Secured | August 2025 |
Interest rate PRIME + 5.25% or Floor rate of 8.50%, 2.00% Exit Fee | $ | 16,875 | 16,365 | 16,365 | |||||||||||
Enmark Systems(17)(18) 3520 Green CT, Suite 100 Ann Arbor, MI 48105 |
Senior Secured | September 2026 |
Interest rate 6-Month Libor LIBOR + 6.83% or Floor rate of 7.83%, PIK Interest 2.19% | $ | 8,000 | 7,789 | 7,789 | |||||||||||
Esentire, Inc.(5)(10)(18) 278 Pinebush Road, Suite 200 Cambridge, Canada N3C 4E8 |
Senior Secured | May 2024 | Interest rate 3-month LIBOR + 9.96% or Floor rate of 10.96% | $ | 21,000 | 20,671 | 20,671 | |||||||||||
Gryphon Networks Corp.(17) 711 Atlantic Avenue, Suite 124 Boston, MA 02111 |
Senior Secured | January 2026 |
Interest rate 3-month LIBOR + 9.69% or Floor rate of 10.69% | $ | 5,232 | 5,099 | 5,152 | |||||||||||
Ikon Science Limited(5)(10)(11)(17)(18) 1 The Crescent London, UK KT6 4BN |
Senior Secured | October 2024 |
Interest rate 3-month LIBOR + 9.00% or Floor rate of 10.00% | $ | 7,000 | 6,791 | 7,000 | |||||||||||
Jolt Software, Inc.(14) 877 East 1200 South Orem, UT 84097 |
Senior Secured | October 2022 |
Interest rate PRIME + 3.00% or Floor rate of 8.50%, PIK Interest 1.75%, 4.50% Exit Fee | $ | 7,741 | 7,929 | 7,986 | |||||||||||
Kazoo, Inc. (p.k.a. YouEarnedIt, Inc.)(11)(18) 206 East 9th Street, Floor 18 Austin, TX 78701 |
Senior Secured | July 2023 | Interest rate 3-month LIBOR + 10.14% or Floor rate of 11.14% | $ | 8,628 | 8,433 | 8,459 | |||||||||||
Khoros (p.k.a Lithium Technologies)(11)(17) 225 Bush St. San Francisco, CA 94111 |
Senior Secured | October 2022 |
Interest rate 6-month LIBOR + 8.00% or Floor rate of 9.00% | $ | 55,000 | 54,507 | 55,000 | |||||||||||
Logicworks(13)(17) 155 Avenue of the Americas New York, NY 10013 |
Senior Secured | January 2024 |
Interest rate PRIME + 7.50% or Floor rate of 10.75% | $ | 10,000 | 9,846 | 10,031 |
22
As of September 30, 2021
(dollar amounts in thousands)
(unaudited)
Portfolio Company |
Type of |
Maturity Date |
Interest Rate and Floor(2) |
Principal Amount |
Cost(3) | Value(4) | ||||||||||||
Mixpanel, Inc.(14)(19) One Front Street San Francisco, CA 94111 |
Senior Secured | August 2024 |
Interest rate PRIME + 4.70% or Floor rate of 7.95%, PIK Interest 1.80%, 3.00% Exit Fee | $ | 20,339 | $ | 20,189 | $ | 21,065 | |||||||||
Mobile Solutions Services(11)(17)(18) 10731 E. Easter Ave Centennial, CO 80112 |
Senior Secured | December 2025 |
Interest rate 6-month LIBOR + 9.87% or Floor rate of 10.87% | $ | 18,933 | 18,408 | 18,910 | |||||||||||
Nuvolo Technologies Corporation(13)(19) 115 W Century Rd Paramus, NJ 07652 |
Senior Secured | July 2025 | Interest rate PRIME + 7.70% or Floor rate of 10.95%, 1.75% Exit Fee | $ | 15,000 | 14,943 | 15,049 | |||||||||||
Pollen, Inc.(14)(15) 2000 Shawnee Mission Parkway Mission Woods, KS 66205 |
Senior Secured | November 2023 |
Interest rate PRIME + 4.75% or Floor rate of 8.00%, PIK Interest 0.50%, 4.50% Exit Fee | $ | 20,448 | 20,374 | 20,195 | |||||||||||
Pymetrics, Inc (14) 102 Madison Avenue New York, NY 10016 |
Senior Secured | October 2022 |
Interest rate PRIME + 5.50% or Floor rate of 8.75%, PIK Interest 1.75%, 4.00% Exit Fee | $ | 9,624 | 9,732 | 9,856 | |||||||||||
Reltio, Inc.(13)(14)(19) 100 Marine Parkway Redwood Shores, CA 94065 |
Senior Secured | July 2023 | Interest rate PRIME + 5.70% or Floor rate of 8.95%, PIK Interest 1.70%, 4.95% Exit Fee | $ | 10,204 | 10,231 | 10,527 | |||||||||||
Tact.ai Technologies, Inc.(11)(14) 2400 Broadway Street Redwood City, CA 94063 |
Senior Secured | February 2024 |
Interest rate PRIME + 4.00% or Floor rate of 8.75%, PIK Interest 2.00%, 5.50% Exit Fee | $ | 5,159 | 5,248 | 5,210 | |||||||||||
ThreatConnect, Inc.(13)(17)(18) 3865 Wilson Blvd Arlington, VA 22203 |
Senior Secured | May 2026 | Interest rate 3-month LIBOR + 9.00% or Floor rate of 10.00% | $ | 11,172 | 10,844 | 10,844 | |||||||||||
Udacity, Inc.(14)(17) 2440 W El Camino Real Mountain View, CA 94040 |
Senior Secured | September 2024 |
Interest rate PRIME + 4.50% or Floor rate of 7.75%, PIK Interest 2.00%, 3.00% Exit Fee | $ | 35,669 | 35,502 | 36,767 | |||||||||||
Zimperium, Inc.(18) 560 Mission Street San Francisco, CA 94105 |
Senior Secured | July 2024 | Interest rate 1-month LIBOR + 8.95% or Floor rate of 9.95% | $ | 15,673 | 15,361 | 15,361 | |||||||||||
|
|
|
|
|||||||||||||||
Subtotal: 1-5 Years Maturity |
|
577,944 | 586,180 | |||||||||||||||
|
|
|
|
|||||||||||||||
Greater than 5 Years Maturity |
||||||||||||||||||
Imperva, Inc.(19) One Curiosity Way, Suite 203 San Matero, CA 94403 |
Senior Secured | January 2027 |
Interest rate 3-month LIBOR + 7.75% or Floor rate of 8.75% | $ | 20,000 | 19,845 | 20,200 | |||||||||||
|
|
|
|
|||||||||||||||
Subtotal: Greater than 5 Years Maturity |
|
19,845 | 20,200 | |||||||||||||||
|
|
|
|
|||||||||||||||
Subtotal: Software (45.42%)* |
|
600,931 | 607,486 | |||||||||||||||
|
|
|
|
|||||||||||||||
Sustainable and Renewable Technology |
||||||||||||||||||
Under 1 Year Maturity |
||||||||||||||||||
Impossible Foods, Inc.(12)(13) 525 Chesapeake Drive Redwood City, CA 94063 |
Senior Secured | July 2022 | Interest rate PRIME + 3.95% or Floor rate of 8.95%, 9.00% Exit Fee | $ | 21,188 | 25,385 | 25,385 | |||||||||||
Pineapple Energy LLC(6)(9)(14)(17) 315 Lake Street East Wayzata, MN 55391 |
Senior Secured | January 2022 |
Interest rate FIXED 10.00% | $ | 120 | 120 | 120 | |||||||||||
|
|
|
|
|||||||||||||||
Subtotal: Under 1 Year Maturity |
|
25,505 | 25,505 | |||||||||||||||
|
|
|
|
|||||||||||||||
1-5 Years Maturity |
||||||||||||||||||
Pineapple Energy LLC(6)(8)(9)(14)(17) 315 Lake Street East Wayzata, MN 55391 |
Senior Secured | December 2023 |
PIK Interest 10.00% | $ | 7,500 | 7,500 | 7,500 | |||||||||||
|
|
|
|
|||||||||||||||
Subtotal: 1-5 Years Maturity |
|
7,500 | 7,500 | |||||||||||||||
|
|
|
|
|||||||||||||||
Subtotal: Sustainable and Renewable Technology (2.47%)* |
|
33,005 | 33,005 | |||||||||||||||
|
|
|
|
|||||||||||||||
Total: Debt Investments (169.23%)* |
|
$ | 2,262,660 | $ | 2,263,542 | |||||||||||||
|
|
|
|
23
As of September 30, 2021
(dollar amounts in thousands)
(unaudited)
Portfolio Company |
Percentage Ownership |
Sub-Industry |
Type of |
Series |
Initial |
Shares | Cost(3) | Value(4) | ||||||||||||||||
Equity Investments |
||||||||||||||||||||||||
Communications & Networking |
||||||||||||||||||||||||
Peerless Network Holdings, Inc. 222 South Riverside Plaza Chicago, IL 60606 |
3.58 | % | Communications & Networking | Equity | Common Stock | April 11, 2008 | 3,328 | $ | | $ | 8 | |||||||||||||
Communications & Networking | Equity | Preferred Series A | April 11, 2008 | 1,135,000 | 1,230 | 4,322 | ||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||
Total Peerless Network Holdings, Inc. |
1,138,328 | 1,230 | 4,330 | |||||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||
Subtotal: Communications & Networking (0.32%)* |
|
1,230 | 4,330 | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Consumer & Business Products |
||||||||||||||||||||||||
TechStyle, Inc. (p.k.a. Just Fabulous, Inc.) 2301 Rosecrans Avenue El Segundo, CA 90245 |
0.49 | % | Consumer & Business Products | Equity | Common Stock | April 30, 2010 | 42,989 | 128 | 373 | |||||||||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Consumer & Business Products (0.03%)* |
|
128 | 373 | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Diversified Financial Services |
||||||||||||||||||||||||
Gibraltar Business Capital, LLC(7) 400 Skokie Blvd #375 Northbrook, IL 60062 |
|
100.00 |
% |
Diversified Financial Services |
Equity |
Common Stock |
March 1, 2018 |
|
830,000 |
|
|
1,884 |
|
|
1,166 |
| ||||||||
Diversified Financial Services | Equity | Preferred Series A | March 1, 2018 | 10,602,752 | 26,122 | 16,168 | ||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||
Total Gibraltar Business Capital, LLC |
11,432,752 | 28,006 | 17,334 | |||||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||
Hercules Adviser LLC (7) 400 Hamilton Avenue, Suite 310 Palo Alto, CA 94301 |
100.00 | % | Diversified Financial Services | Equity | Member Units | May 26, 2020 | 35 | 10,704 | ||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Diversified Financial Services (2.10%)* |
|
28,041 | 28,038 | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Drug Delivery |
||||||||||||||||||||||||
AcelRx Pharmaceuticals, Inc.(4) 351 Galveston Drive Redwood City, CA 94063 |
0.15 | % | Drug Delivery | Equity | Common Stock | June 29, 2011 | 17 6,730 | 1,329 | 180 | |||||||||||||||
Aytu BioScience, Inc. (p.k.a. Neos Therapeutics, Inc.)(4) 2940 N. Highway 360, Suite 100 Grand Prarie, TX 75050 |
|
0.05 |
% |
Drug Delivery |
Equity |
Common Stock |
March 28, 2014 |
|
13,600 |
|
|
1,500 |
|
|
39 |
| ||||||||
BioQ Pharma Incorporated 185 Berry Street, Suite 160 San Francisco, CA 94107 |
1.77 | % | Drug Delivery | Equity | Preferred Series D | December 8, 2015 | 165,000 | 500 | 173 | |||||||||||||||
Kaleo, Inc. 111 Virginia Street Richmond, VA 23219 |
0.46 | % | Drug Delivery | Equity | Preferred Series B | May 24, 2012 | 82,500 | 1,007 | 2,340 | |||||||||||||||
PDS Biotechnology Corporation (p.k.a. Edge Therapeutics, Inc.)(4) 300 Connell Drive, Suite 4000 Berkeley Heights, NJ 07922 |
|
0.02 |
% |
Drug Delivery |
Equity |
Common Stock |
November 7, 2014 |
|
2,498 |
|
|
309 |
|
|
37 |
| ||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Drug Delivery (0.21%)* |
|
4,645 | 2,769 | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Drug Discovery & Development |
||||||||||||||||||||||||
Albireo Pharma, Inc.(4)(10) 50 Milk Street Boston, MA 02109 |
0.16 | % | Drug Discovery & Development | Equity | Common Stock | September 14, 2020 | 25,000 | 1,000 | 780 |
24
As of September 30, 2021
(dollar amounts in thousands)
(unaudited)
Portfolio Company |
Percentage Ownership |
Sub-Industry |
Type of |
Series |
Initial |
Shares | Cost(3) | Value(4) | ||||||||||||||||
Applied Molecular 1 Tower Place, Suite 850 San Francisco, CA 94080 |
|
0.00 |
% |
Drug Discovery & Development |
Equity |
Common Stock |
April 6, 2021 |
|
1,000 |
|
$ |
42 |
|
$ |
26 |
| ||||||||
Aveo Pharmaceuticals, Inc.(4) 30 Winter Street Boston, MA 02108 |
0.55 | % | Drug Discovery & Development | Equity | Common Stock | July 31, 2011 | 190,179 | 1,715 | 1,174 | |||||||||||||||
Bicycle Therapeutics Meditrina Building, B900 Cambridge, UK CB22 3AT |
|
0.41 |
% |
Drug Discovery & Development |
Equity |
Common Stock |
October 5, 2020 |
|
98,100 |
|
|
1,871 |
|
|
4,080 |
| ||||||||
BridgeBio Pharma LLC(4)(16) 421 Kipling Street Palo Alto, CA 94301 |
0.15 | % | Drug Discovery & Development | Equity | Common Stock | June 21, 2018 | 231,329 | 2,255 | 10,843 | |||||||||||||||
Avalo Therapeutics, Inc. (p.k.a. Cerecor, Inc.)(4) 400 E Pratt Street, Suite 606 Baltimore, MD 21202 |
0.12 | % | Drug Discovery & Development | Equity | Common Stock | August 19, 2014 | 119,087 | 1,000 | 260 | |||||||||||||||
Chemocentryx, Inc.(4)(10) 850 Maude Avenue Mountain View, CA 94043 |
0.02 | % | Drug Discovery & Development | Equity | Common Stock | June 15, 2020 | 17,241 | 1,000 | 295 | |||||||||||||||
Concert Pharmaceuticals, Inc.(4)(10) 99 Hayden Avenue, Suite 100 Lexington, MA 02421 |
0.41 | % | Drug Discovery & Development | Equity | Common Stock | February 13, 2014 | 70,796 | 1,367 | 231 | |||||||||||||||
Dare Biosciences, Inc.(4) 11119 N Torrey Pines Road La Jolla, CA 92037 |
0.02 | % | Drug Discovery & Development | Equity | Common Stock | January 8, 2015 | 13,550 | 1,000 | 23 | |||||||||||||||
Dynavax Technologies(4)(10) 2929 Seventh Street, Suite 100 Berkeley, CA 94710 |
0.02 | % | Drug Discovery & Development | Equity | Common Stock | July 22, 2015 | 20,000 | 550 | 384 | |||||||||||||||
Genocea Biosciences, Inc.(4) 161 First Street, Suite 2C Cambridge, MA 02142 |
0.12 | % | Drug Discovery & Development | Equity | Common Stock | November 20, 2014 | 27,933 | 2,000 | 54 | |||||||||||||||
Hibercell, Inc.(15) 619 West 54th Street New York, NY 10019 |
1.14 | % | Drug Discovery & Development | Equity | Preferred Series B | May 7, 2021 | 3,466,840 | 4,250 | 4,252 | |||||||||||||||
Humanigen, Inc.(4)(10) 533 Airport Boulevard Burlingame, CA 94010 |
0.07 | % | Drug Discovery & Development | Equity | Common Stock | March 31, 2021 | 43,243 | 800 | 256 | |||||||||||||||
Kaleido Biosciences, Inc.(4) 65 Hayden Avenue Lexington, MA 02421 |
0.20 | % | Drug Discovery & Development | Equity | Common Stock | February 10, 2021 | 86,585 | 1,000 | 473 | |||||||||||||||
Paratek Pharmaceuticals, 75 Park Plaza Boston, MA 02116 |
|
1.14 |
% |
Drug Discovery & Development |
Equity |
Common Stock |
February 26, 2007 |
|
76,362 |
|
|
2,744 |
|
|
372 |
| ||||||||
Rocket Pharmaceuticals, The Empire State Building, 350 Fifth Avenue New York, NY 10118 |
|
0.00 |
% |
Drug Discovery & Development |
Equity |
Common Stock |
August 22, 2007 |
|
944 |
|
|
1,500 |
|
|
28 |
| ||||||||
Savara, Inc.(4) 900 S. Capital of Texas Highway, Suite 150 Austin, TX 78746 |
0.01 | % | Drug Discovery & Development | Equity | Common Stock | August 11, 2015 | 11,119 | 203 | 15 | |||||||||||||||
Sio Gene Therapies, Inc. (p.k.a. Axovant Gene Therapies Ltd.)(4)(10) 11 Times Square New York, NY 10036 |
|
0.02 |
% |
Drug Discovery & Development |
Equity |
Common Stock |
February 2, 2017 |
|
16,228 |
|
|
1,269 |
|
|
35 |
|
25
As of September 30, 2021
(dollar amounts in thousands)
(unaudited)
Portfolio Company |
Percentage Ownership |
Sub-Industry |
Type of |
Series |
Initial |
Shares | Cost(3) | Value(4) | ||||||||||||||||
Tricida, Inc.(4) 7000 Shoreline Court South San Francisco, CA 94080 |
0.20 | % | Drug Discovery & Development | Equity | Common Stock | February 28, 2018 | 68,816 | $ | 863 | $ | 320 | |||||||||||||
uniQure B.V.(4)(5)(10)(16) Paasheuvelweg 25a Amsterdam, Netherlands 1105 BP |
0.04 | % | Drug Discovery & Development | Equity | Common Stock | September 20, 2013 | 17,175 | 332 | 550 | |||||||||||||||
Valo Health, LLC (p.k.a. Integral Health Holdings, LLC) 399 Boylston Street Boston, MA 02116 |
|
0.31 |
% |
Drug Discovery & Development |
Equity |
Preferred Series B |
December 11, 2020 |
|
510,308 |
|
|
3,000 |
|
|
4,183 |
| ||||||||
X4 Pharmaceuticals, Inc.(4) 955 Massachusetts Ave Cambridge, MA 02139 |
1.25 | % | Drug Discovery & Development | Equity | Common Stock | November 26, 2019 | 198,277 | 1,641 | 1,049 | |||||||||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Drug Discovery & Development (2.22%)* |
|
31,402 | 29,683 | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Healthcare Services, Other |
||||||||||||||||||||||||
23andMe, Inc.(4)(20) 899 West Evelyn Avenue Mountain View, CA 94041 |
0.20 | % | Healthcare Services, Other | Equity | Common Stock | March 11, 2019 | 828,360 | 5,094 | 6,692 | |||||||||||||||
Carbon Health Technologies, Inc. 55 Pacific Avenue, Suite 100 San Francisco, CA 94111 |
0.21 | % | Healthcare Services, Other | Equity | Preferred Series C | March 30, 2021 | 217,880 | 1,687 | 2,039 | |||||||||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Healthcare Services, Other (0.65%)* |
|
6,781 | 8,731 | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Information Services |
||||||||||||||||||||||||
Zeta Global Corp.(4)(20) 3 Park Avenue, 33rd Floor New York, NY 10016 |
0.16 | % | Information Services | Equity | Common Stock | November 20, 2007 | 295,861 | | 1,565 | |||||||||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Information Services (0.12%)* |
|
| 1,565 | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Internet Consumer & Business Services |
||||||||||||||||||||||||
Black Crow AI, Inc.(6) 75 Varick Street New York, NY 10013 |
5.31 | % | Internet Consumer & Business Services | Equity | Preferred Series Seed | December 6, 2016 | 872,797 | 1,000 | 1,243 | |||||||||||||||
Black Crow AI, Inc. affiliates(21) 75 Varick Street New York, NY 10013 |
0.00 | % | Internet Consumer & Business Services | Equity | Preferred Note | December 6, 2016 | 3 | 3,000 | 3,000 | |||||||||||||||
Brigade Group, Inc. 3871 Piedmont Avenue Oakland, CA 94611 |
0.05 | % | Internet Consumer & Business Services | Equity | Common Stock | March 1, 2013 | 9,023 | 93 | | |||||||||||||||
Contentful Global, Inc. (p.k.a. Contentful, Inc.)(5)(10) Ritterstr. 12-14 Berlin, Germany 10969 |
|
0.17 |
% |
Internet Consumer & Business Services |
Equity |
Preferred Series C |
September 24, 2018 |
|
41,000 |
|
|
138 |
|
|
516 |
| ||||||||
Internet Consumer & Business Services | Equity | Preferred Series D | November 20, 2018 | 108,500 | 500 | 1,409 | ||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||
Total Contentful Global, Inc. (p.k.a. Contentful, Inc.) |
149,500 | 638 | 1,925 | |||||||||||||||||||||
DoorDash, Inc.(4) 901 Market Street, 6th Floor San Francisco, CA 94103 |
0.03 | % | Internet Consumer & Business Services | Equity | Common Stock | December 20, 2018 | 100,000 | 1,153 | 20,598 | |||||||||||||||
Lyft, Inc. (4) 185 Berry Street, #5000 San Francisco, CA 94107 |
0.03 | % | Internet Consumer & Business Services | Equity | Common Stock | December 26, 2018 | 100,738 | 5,262 | 5,399 | |||||||||||||||
Nerdy Inc.(4)(20) 101 South Hanley Road Clayton, MO 63105 |
0.12 | % | Internet Consumer & Business Services | Equity | Common Stock | September 17, 2021 | 100,000 | 1,000 | 836 |
26
As of September 30, 2021
(dollar amounts in thousands)
(unaudited)
Portfolio Company |
Percentage Ownership |
Sub-Industry |
Type of |
Series |
Initial |
Shares | Cost(3) | Value(4) | ||||||||||||||||
Nextdoor.com, Inc. 875 Stevenson Street San Francisco, CA 94103 |
0.54 | % | Internet Consumer & Business Services | Equity | Common Stock | August 1, 2018 | 328,190 | $ | 4,854 | $ | 9,435 | |||||||||||||
OfferUp, Inc. 227 Bellevue Way Northeast Bellevue, WA 98004 |
0.16 | % | Internet Consumer & Business Services | Equity | Preferred Series A | October 25, 2016 | 286,080 | 1,663 | 1,719 | |||||||||||||||
Internet Consumer & Business Services | Equity | Preferred Series A-1 | October 25, 2016 | 108,710 | 632 | 653 | ||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||
Total OfferUp, Inc. |
394,790 | 2,295 | 2,372 | |||||||||||||||||||||
Oportun(4) 171 Constitution Drive Menlo Park, CA 94025 |
0.17 | % | Internet Consumer & Business Services | Equity | Common Stock | June 28, 2013 | 48,365 | 578 | 1,211 | |||||||||||||||
Reischling Press, Inc. (p.k.a. Blurb, Inc.) 3325 South 116th Street, Suite 161 Seattle, WA 98168 |
0.05 | % | Internet Consumer & Business Services | Equity | Common Stock | December 29, 2006 | 1,163 | 15 | | |||||||||||||||
Savage X Holding, LLC 800 Apollo Drive El Segundo, CA 90245 |
0.07 | % | Internet Consumer & Business Services | Equity | Class A Units | April 30, 2010 | 42,137 | 13 | 64 | |||||||||||||||
Tectura Corporation(7) 951 Old County Road Belmont, CA 94002 |
49.50 | % | Internet Consumer & Business Services | Equity | Common Stock | April 9, 2007 | 414,994,863 | 900 | | |||||||||||||||
Internet Consumer & Business Services | Equity | Preferred Series BB | April 9, 2007 | 1,000,000 | | | ||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||
Total Tectura Corporation |
415,994,863 | 900 | | |||||||||||||||||||||
TFG Holding, Inc. 800 Apollo Drive El Segundo, CA 90245 |
0.08 | % | Internet Consumer & Business Services | Equity | Common Stock | April 30, 2010 | 42,989 | 89 | 231 | |||||||||||||||
Uber Technologies, Inc. (p.k.a. Postmates, Inc.)(4) 540 Washington Street San Francisco, CA 94111 |
|
0.00 |
% |
Internet Consumer & Business Services |
Equity |
Common Stock |
August 30, 2018 |
|
32,991 |
|
|
317 |
|
|
1,478 |
| ||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Internet Consumer & Business Services (3.57%)* |
|
21,207 | 47,792 | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Medical Devices & Equipment |
||||||||||||||||||||||||
Flowonix Medical Incorporated 500 International Drive Mount Olive, NJ 07828 |
0.34 | % | Medical Devices & Equipment | Equity | Preferred Series AA | November 3, 2014 | 221,893 | 1,500 | | |||||||||||||||
Gelesis, Inc. 500 Boylston Street Boston, MA 02116 |
2.39 | % | Medical Devices & Equipment | Equity | Common Stock | November 30, 2009 | 227,013 | | 4,636 | |||||||||||||||
Medical Devices & Equipment | Equity | Preferred Series A-1 | December 30, 2011 | 243,432 | 503 | 4,973 | ||||||||||||||||||
Medical Devices & Equipment | Equity | Preferred Series A-2 | December 31, 2011 | 191,626 | 500 | 3,914 | ||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||
Total Gelesis, Inc. |
662,071 | 1,003 | 13,523 | |||||||||||||||||||||
Medrobotics Corporation 475 Paramount Drive Raynham, MA 02767 |
0.74 | % | Medical Devices & Equipment | Equity | Preferred Series E | September 12, 2013 | 136,798 | 250 | | |||||||||||||||
Medical Devices & Equipment | Equity | Preferred Series F | October 22, 2014 | 73,971 | 155 | |
27
As of September 30, 2021
(dollar amounts in thousands)
(unaudited)
Portfolio Company |
Percentage Ownership |
Sub-Industry |
Type of |
Series |
Initial |
Shares | Cost(3) | Value(4) | ||||||||||||||||
Medical Devices & Equipment | Equity | Preferred Series G | October 16, 2015 | 163,934 | $ | 500 | $ | | ||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||
Total Medrobotics Corporation |
374,703 | 905 | | |||||||||||||||||||||
ViewRay, Inc.(4) 2 Thermo Fisher Way Oakwood Village, OH 44146 |
0.02 | % | Medical Devices & Equipment | Equity | Common Stock | December 16, 2013 | 36,457 | 333 | 263 | |||||||||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Medical Devices & Equipment (1.03%)* |
|
3,741 | 13,786 | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Semiconductors |
||||||||||||||||||||||||
Achronix Semiconductor Corporation 2903 Bunker Hill Lane Santa Clara, CA 95054 |
0.32 | % | Semiconductors | Equity | Preferred Series C | July 1, 2011 | 277,995 | 160 | 726 | |||||||||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Semiconductors (0.05%)* |
|
160 | 726 | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Software |
||||||||||||||||||||||||
3GTMS, LLC. 4 Armstrong Road Shelton, CT 06484 |
0.89 | % | Software | Equity | Common Stock | August 9, 2021 | 1,000,000 | 1,000 | 857 | |||||||||||||||
CapLinked, Inc. 2015 Manhattan Beach Boulevard #108 Redondo Beach, CA 90278 |
0.29 | % | Software | Equity | Preferred Series A-3 | October 26, 2012 | 53,614 | 51 | 88 | |||||||||||||||
Docker, Inc. 144 Townsend Street San Francisco, CA 94107 |
0.03 | % | Software | Equity | Common Stock | November 29, 2018 | 20,000 | 4,284 | 8 | |||||||||||||||
Druva Holdings, Inc. (p.k.a. Druva, Inc.) 800 W California Avenue #100 Sunnyvale, CA 94041 |
0.26 | % | Software | Equity | Preferred Series 2 | October 22, 2015 | 458,841 | 1,000 | 2,024 | |||||||||||||||
Software | Equity | Preferred Series 3 | August 24, 2017 | 93,620 | 300 | 460 | ||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||
Total Druva Holdings, Inc. (p.k.a. Druva, Inc.) |
552,461 | 1,300 | 2,484 | |||||||||||||||||||||
HighRoads, Inc. 120 Presidential Way, Suite 330 Woburn, MA 01801 |
0.00 | % | Software | Equity | Common Stock | January 18, 2013 | 190 | 307 | | |||||||||||||||
Lightbend, Inc. 625 Market Street San Francisco, CA 94105 |
0.61 | % | Software | Equity | Preferred Series D | December 4, 2020 | 384,616 | 265 | 85 | |||||||||||||||
Palantir Technologies(4) 1555 Blake Street, Suite 250 Denver, CO 80202 |
0.07 | % | Software | Equity | Common Stock | June 30, 2016 | 1,418,337 | 8,669 | 34,097 | |||||||||||||||
SingleStore, Inc. (p.k.a. memsql, Inc.) 380 10th Street Suite 25 San Francisco, CA 94103 |
0.55 | % | Software | Equity | Preferred Series E |
November 25, 2020 |
|
580,983 |
|
|
2,000 |
|
|
2,500 |
| |||||||||
Software | Equity | Preferred Series F | August 12, 2021 | 52,956 | 280 | 272 | ||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||
Total SingleStore, Inc. (p.k.a. memsql, Inc.) |
633,939 | 2,280 | 2,772 | |||||||||||||||||||||
Sprinklr, Inc.(4)(20) 29 West 35th Street, 7th Floor New York, NY 10001 |
0.27 | % | Software | Equity | Common Stock | March 22, 2017 | 700,000 | 3,749 | 10,854 | |||||||||||||||
Verana Health, Inc. 600 Harrison Street, Suite 250 San Francisco, CA 94028 |
0.49 | % | Software | Equity | Preferred Series E | July 8, 2021 | 952,562 | 2,000 | 1,936 | |||||||||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Software (3.98%)* |
|
23,905 | 53,181 | |||||||||||||||||||||
|
|
|
|
28
As of September 30, 2021
(dollar amounts in thousands)
(unaudited)
Portfolio Company |
Percentage Ownership |
Sub-Industry |
Type of |
Series |
Initial |
Shares | Cost(3) | Value(4) | ||||||||||||||||
Surgical Devices |
||||||||||||||||||||||||
Gynesonics, Inc. 600 Chesapeake Drive Redwood City, CA 94063 |
0.56 | % | Surgical Devices | Equity | Preferred Series B | January 18, 2007 | 219,298 | $ | 250 | $ | 19 | |||||||||||||
Surgical Devices | Equity | Preferred Series C | June 16, 2010 | 656,538 | 282 | 56 | ||||||||||||||||||
Surgical Devices | Equity | Preferred Series D | February 8, 2013 | 1,991,157 | 712 | 181 | ||||||||||||||||||
Surgical Devices | Equity | Preferred Series E | July 14, 2015 | 2,786,367 | 429 | 284 | ||||||||||||||||||
Surgical Devices | Equity | Preferred Series F | December 18, 2018 | 1,523,693 | 118 | 220 | ||||||||||||||||||
Surgical Devices | Equity | Preferred Series F-1 | December 18, 2018 | 2,418,125 | 150 | 316 | ||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||
Total Gynesonics, Inc. |
9,595,178 | 1,941 | 1,076 | |||||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||
Subtotal: Surgical Devices (0.08%)* |
|
1,941 | 1,076 | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Sustainable and Renewable Technology |
||||||||||||||||||||||||
Impossible Foods, Inc. 525 Chesapeake Drive Redwood City, CA 94063 |
0.07 | % | Sustainable and Renewable Technology |
Equity | Preferred Series E-1 | May 10, 2019 |
188,611 | 2,000 | 3,352 | |||||||||||||||
Modumetal, Inc. Northlake R&D Center Seattle, WA 98103 |
0.05 | % | Sustainable and Renewable Technology | Equity | Preferred Series A-1 | June 1, 2015 |
103,584 | 500 | | |||||||||||||||
NantEnergy, LLC (p.k.a. Fluidic, Inc.) 8455 North 90th Street, Suite 4 Scottsdale, AZ 85258 |
0.00 | % | Sustainable and Renewable Technology | Equity | Common Units | August 31, 2013 | 59,665 | 102 | | |||||||||||||||
Pineapple Energy LLC (6) 315 Lake Street East Wayzata, MN 55391 |
15.67 | % | Sustainable and Renewable Technology |
Equity | Class A Units | March 31, 2015 | 17,647 | 4,767 | 849 | |||||||||||||||
Proterra, Inc.(4)(20) 1815 Rollins Road Burlingame, CA 94010 |
0.22 | % | Sustainable and Renewable Technology |
Equity | Common Stock | May 28, 2015 |
457,841 | 543 | 4,140 | |||||||||||||||
Pivot Bio, Inc. 2929 7th Street Suite 120 Berkeley, CA 94710 |
0.28 | % | Sustainable and Renewable Technology |
Equity | Preferred Series D | June 28, 2021 |
59,307 | 4,500 | 4,020 | |||||||||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Sustainable and Renewable Technology (0.92%)* |
|
12,412 | 12,361 | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Total: Equity Investments (15.28%)* |
|
$ | 135,593 | $ | 204,411 | |||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Warrant Investments |
||||||||||||||||||||||||
Communications & Networking |
||||||||||||||||||||||||
Spring Mobile Solutions, Inc. 11710 Plaza America Drive Reston, VA 20190 |
0.57 | % | Communications & Networking |
Warrant | Common Stock | April 19, 2013 |
2,834,375 | $ | 418 | $ | | |||||||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Communications & Networking (0.00%)* |
|
418 | | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Consumer & Business Products |
||||||||||||||||||||||||
Penumbra Brands, LLC (p.k.a. Gadget Guard) 1010 South Highway 101, Suite 105 Encinitas, CA 92024 |
0.88 | % | Consumer & Business Products | Warrant | Common Stock | June 3, 2014 |
1,662,441 | 228 | | |||||||||||||||
Grove Collaborative, Inc. 1301 Sansome Street San Francisco, CA 94111 |
0.06 | % | Consumer & Business Products | Warrant | Common Stock | April 30, 2021 |
83,625 | 432 | 317 | |||||||||||||||
TechStyle, Inc. (p.k.a. Just Fabulous, Inc.) 2301 Rosecrans Avenue El Segundo, CA 90245 |
0.49 | % | Consumer & Business Products | Warrant | Preferred Series B | July 16, 2013 |
206,185 | 1,102 | 1,890 |
29
As of September 30, 2021
(dollar amounts in thousands)
(unaudited)
Portfolio Company |
Percentage Ownership |
Sub-Industry |
Type of |
Series |
Initial |
Shares | Cost(3) | Value(4) | ||||||||||||||||
The Neat Company 3401 Market Street, Suite 120 |
0.01 | % | Consumer & Business Products | Warrant | Common Stock | August 13, 2014 | 54,054 | $ | 365 | $ | | |||||||||||||
Whoop, Inc. 401 Park Drive |
0.10 | % | Consumer & Business Products | Warrant | Preferred Series C | June 27, 2018 | 68,627 | 18 | 605 | |||||||||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Consumer & Business Products (0.21%)* |
|
2,145 | 2,812 | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Drug Delivery |
||||||||||||||||||||||||
Aerami Therapeutics (p.k.a. Dance Biopharm, Inc.) 2520 Meridian Parkway |
|
0.25 |
% |
Drug Delivery |
Warrant |
Common Stock |
September 30, 2015 |
|
110,882 |
|
|
74 |
|
|
|
| ||||||||
BioQ Pharma Incorporated 185 Berry Street, Suite 160 |
1.77 | % | Drug Delivery | Warrant | Common Stock | October 27, 2014 | 459,183 | 1 | 26 | |||||||||||||||
PDS Biotechnology Corporation (p.k.a. Edge Therapeutics, Inc.)(4) 300 Connell Drive, Suite 4000 |
|
0.02 |
% |
Drug Delivery |
Warrant |
Common Stock |
August 28, 2014 |
|
3,929 |
|
|
390 |
|
|
3 |
| ||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Drug Delivery (0.00%)* |
|
465 | 29 | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Drug Discovery & Development |
||||||||||||||||||||||||
Acacia Pharma Inc.(4)(5)(10) Harston Mill |
0.20 | % | Drug Discovery & Development | Warrant | Common Stock | June 29, 2018 | 201,330 | 304 | 35 | |||||||||||||||
ADMA Biologics, Inc.(4) 465 Route 17S |
0.07 | % | Drug Discovery & Development | Warrant | Common Stock | December 21, 2012 | 89,750 | 295 | | |||||||||||||||
Albireo Pharma, Inc.(4)(10) 50 Milk Street |
0.16 | % | Drug Discovery & Development | Warrant | Common Stock | June 8, 2020 | 5,311 | 60 | 70 | |||||||||||||||
Axsome Therapeutics, Inc.(4)(10) 22 Courtlandt St. |
0.04 | % | Drug Discovery & Development | Warrant | Common Stock | September 25, 2020 | 15,541 | 681 | 171 | |||||||||||||||
Brickell Biotech, Inc.(4) 5777 Central Avenue, Suite 102 |
0.01 | % | Drug Discovery & Development | Warrant | Common Stock | February 18, 2016 | 9,005 | 118 | | |||||||||||||||
Century Therapeutics(4) 3675 Market Street |
0.03 | % | Drug Discovery & Development | Warrant | Common Units | September 14, 2020 | 16,112 | 37 | 156 | |||||||||||||||
Concert Pharmaceuticals, Inc.(4)(10) 99 Hayden Avenue, Suite 100 |
0.41 | % | Drug Discovery & Development | Warrant | Common Stock | December 22, 2011 | 61,273 | 178 | 3 | |||||||||||||||
Dermavant Sciences Ltd. (10) 3780 Kilroy Airport Way |
0.18 | % | Drug Discovery & Development | Warrant | Common Stock | May 31, 2019 | 223,642 | 100 | 388 | |||||||||||||||
Evofem Biosciences, Inc.(4) 12400 High Bluff Drive, Suite 600 |
0.01 | % | Drug Discovery & Development | Warrant | Common Stock | June 11, 2014 | 7,806 | 266 | |
30
As of September 30, 2021
(dollar amounts in thousands)
(unaudited)
Portfolio Company |
Percentage Ownership |
Sub-Industry |
Type of |
Series |
Initial |
Shares | Cost(3) | Value(4) | ||||||||||||||||
Genocea Biosciences, Inc.(4) 161 First Street, Suite 2C |
0.12 | % | Drug Discovery & Development | Warrant | Common Stock | April 24, 2018 | 41,176 | $ | 165 | $ | 4 | |||||||||||||
Motif Bio PLC(10) 125 Park Avenue |
40.90 | % | Drug Discovery & Development | Warrant | Common Stock | November 14, 2017 | 121,337,041 | 282 | | |||||||||||||||
Myovant Sciences, Ltd.(4)(10) 2000 Sierra Point Parkway |
0.08 | % | Drug Discovery & Development | Warrant | Common Stock | October 16, 2017 | 73,710 | 460 | 647 | |||||||||||||||
Paratek Pharmaceuticals, Inc.(4) 75 Park Plaza |
1.14 | % | Drug Discovery & Development | Warrant | Common Stock | December 12, 2016 | 469,388 | 644 | 550 | |||||||||||||||
Phathom Pharmaceuticals, Inc.(4)(10)(15)(16)
100 Campus Drive, Suite 102 |
0.22 | % | Drug Discovery & Development | Warrant | Common Stock | September 17, 2021 | 64,687 | 848 | 792 | |||||||||||||||
Stealth Bio Therapeutics Corp.(4)(10) 275 Grove Street |
0.87 | % | Drug Discovery & Development | Warrant | Common Stock | June 30, 2017 | 500,000 | 158 | 1 | |||||||||||||||
Scynexis, Inc.(4) 101 Hudson Street, Suite 3610 |
0.26 | % | Drug Discovery & Development | Warrant | Common Stock | May 14, 2021 | 60,591 | 188 | 118 | |||||||||||||||
TG Therapeutics, Inc.(4)(10) 787 Seventh Avenue |
0.11 | % | Drug Discovery & Development | Warrant | Common Stock | February 28, 2019 | 147,058 | 564 | 3,236 | |||||||||||||||
Tricida, Inc.(4) 7000 Shoreline Court |
0.20 | % | Drug Discovery & Development | Warrant | Common Stock | March 27, 2019 | 31,352 | 281 | 1 | |||||||||||||||
Valo Health, LLC (p.k.a. Integral Health Holdings, LLC) 399 Boylston Street |
0.31 | % | Drug Discovery & Development | Warrant | Common Units | June 15, 2020 | 102,216 | 257 | 838 | |||||||||||||||
X4 Pharmaceuticals, Inc.(4) 955 Massachusetts Ave |
1.25 | % | Drug Discovery & Development | Warrant | Common Stock | October 19, 2018 | 108,334 | 673 | 36 | |||||||||||||||
Yumanity Therapeutics, Inc.(4) 790 Memorial Drive, Suite 2C |
0.15 | % | Drug Discovery & Development | Warrant | Common Stock | December 20, 2019 | 15,414 | 110 | 41 | |||||||||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Drug Discovery & Development (0.53%)* |
|
6,669 | 7,087 | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Electronics & Computer Hardware |
||||||||||||||||||||||||
908 Devices, Inc.(4) 645 Summer Street |
0.18 | % | Electronics & Computer Hardware | Warrant | Common Stock | March 15, 2017 | 49,078 | 101 | 860 | |||||||||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Electronics & Computer Hardware (0.06%)* |
|
101 | 860 | |||||||||||||||||||||
|
|
|
|
31
As of September 30, 2021
(dollar amounts in thousands)
(unaudited)
Portfolio Company |
Percentage Ownership |
Sub-Industry |
Type of |
Series |
Initial |
Shares | Cost(3) | Value(4) | ||||||||||||||||
Information Services |
||||||||||||||||||||||||
InMobi Inc. (10) 475 Brannan Street, Suite 410 |
0.16 | % | Information Services | Warrant | Common Stock | November 19, 2014 | 65,587 | $ | 82 | $ | | |||||||||||||
Netbase Solutions, Inc. 3960 Freedom Circle |
0.01 | % | Information Services | Warrant | Preferred Series 1 | August 22, 2017 | 60,000 | 356 | 525 | |||||||||||||||
Planet Labs, Inc. 490 2nd Street |
0.25 | % | Information Services | Warrant | Common Stock | June 21, 2019 | 357,752 | 615 | 4,178 | |||||||||||||||
Sapphire Digital, Inc. (p.k.a. MDX Medical, Inc.) 210 Clay Avenue, 140 |
|
0.92 |
% |
Information Services |
Warrant |
Common Stock |
May 25, 2017 |
|
2,812,500 |
|
|
283 |
|
|
744 |
| ||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Information Services (0.41%)* |
|
1,336 | 5,447 | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Internet Consumer & Business Services |
||||||||||||||||||||||||
Aria Systems, Inc. 575 Market Street, 10th Floor |
0.14 | % | Internet Consumer & Business Services | Warrant | Preferred Series G | May 22, 2015 | 231,535 | 73 | | |||||||||||||||
Cloudpay, Inc.(5)(10) 1 & 2 The Woodford Centre |
0.39 | % | Internet Consumer & Business Services | Warrant | Preferred Series B | April 10, 2018 | 6,763 | 54 | 300 | |||||||||||||||
First Insight, Inc. 2000 Ericsson Drive, Suite 200 |
0.37 | % | Internet Consumer & Business Services | Warrant | Preferred Series B | May 10, 2018 | 75,917 | 96 | 80 | |||||||||||||||
Houzz, Inc. 540 Bryant Street |
0.14 | % | Internet Consumer & Business Services | Warrant | Common Stock | October 29, 2019 | 529,661 | 20 | 153 | |||||||||||||||
Interactions Corporation 31 Hayward Street |
0.06 | % | Internet Consumer & Business Services | Warrant | Preferred Series G-3 | June 16, 2015 | 68,187 | 204 | 520 | |||||||||||||||
Landing Holdings Inc.(15) 535 Mission Street |
0.13 | % | Internet Consumer & Business Services | Warrant | Common Stock | March 12, 2021 | 11,806 | 116 | 169 | |||||||||||||||
Lendio, Inc. 10235 South Jordan Gateway |
0.07 | % | Internet Consumer & Business Services | Warrant | Preferred Series D | March 29, 2019 | 127,032 | 39 | 92 | |||||||||||||||
LogicSource 20 Marshall Street |
0.39 | % | Internet Consumer & Business Services | Warrant | Preferred Series C | March 21, 2016 | 79,625 | 30 | 165 | |||||||||||||||
Rhino Labs, Inc.(15) 99 Wall Street |
0.28 | % | Internet Consumer & Business Services | Warrant | Common Stock | March 12, 2021 | 13,106 | 471 | 144 | |||||||||||||||
RumbleON, Inc.(4) 4521 Sharon Road, Suite 370 |
0.15 | % | Internet Consumer & Business Services | Warrant | Common Stock | April 30, 2018 | 5,139 | 87 | 35 | |||||||||||||||
SeatGeek, Inc. 902 Broadway |
0.74 | % | Internet Consumer & Business Services | Warrant | Common Stock | June 12, 2019 | 1,379,761 | 843 | 1,080 | |||||||||||||||
ShareThis, Inc. 4009 Miranda Avenue, Suite 200 |
0.91 | % | Internet Consumer & Business Services | Warrant | Preferred Series C | December 14, 2012 | 493,502 | 547 | |
32
As of September 30, 2021
(dollar amounts in thousands)
(unaudited)
Portfolio Company |
Percentage Ownership |
Sub-Industry |
Type of |
Series |
Initial |
Shares | Cost(3) | Value(4) | ||||||||||||||||
Skyword, Inc. 38 Chauncy Street |
0.31 | % | Internet Consumer & Business Services | Warrant | Preferred Series B | August 23, 2019 | 444,444 | $ | 83 | $ | 16 | |||||||||||||
Snagajob.com, Inc. 1919 N Lynn Street |
1.46 | % | Internet Consumer & Business Services | Warrant | Common Stock | April 20, 2020 |
600,000 | 16 | 67 | |||||||||||||||
Internet Consumer & Business Services | Warrant | Preferred Series A | June 30, 2016 |
1,800,000 | 782 | 66 | ||||||||||||||||||
Internet Consumer & Business Services | Warrant | Preferred Series B | August 1, 2018 | 1,211,537 | 62 | 30 | ||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||
Total Snagajob.com, Inc. |
3,611,537 | 860 | 163 | |||||||||||||||||||||
Tapjoy, Inc. 353 Sacramento Street |
0.35 | % | Internet Consumer & Business Services | Warrant | Preferred Series D | July 1, 2014 | 748,670 | 316 | 80 | |||||||||||||||
The Faction Group LLC 303 East 17th Avenue |
1.40 | % | Internet Consumer & Business Services | Warrant | Preferred Series AA | November 3, 2014 | 8,076 | 234 | 802 | |||||||||||||||
Thumbtack, Inc. 1001 Page Street |
0.08 | % | Internet Consumer & Business Services | Warrant | Common Stock | May 1, 2018 |
190,953 | 553 | 984 | |||||||||||||||
Zepz (p.k.a. Worldremit Group Limited) (5)(10)(16)
Kensington Centre |
0.16 | % | Internet Consumer & Business Services | Warrant | Preferred Series D | February 11, 2021 | 77,215 | 129 | 1,915 | |||||||||||||||
Internet Consumer & Business Services | Warrant | Preferred Series E | August 27, 2021 | 1,868 | 26 | 22 | ||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||
Total Zepz (p.k.a. Worldremit Group Limited) |
79,083 | 155 | 1,937 | |||||||||||||||||||||
Xometry, Inc. (4)(20) 7951 Cessna Avenue |
1.01 | % | Internet Consumer & Business Services | Warrant | Common Stock | May 9, 2018 |
87,784 | 47 | 2,973 | |||||||||||||||
|
|
|
|
|||||||||||||||||||||
Subtotal: Internet Consumer & Business Services (0.72%)* |
|
4,828 | 9,693 | |||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||
Media/Content/Info |
||||||||||||||||||||||||
Zoom Media Group, Inc. 112 Madison Avenue, 8th Floor |
&nbs |