8-K
0001675033false0001675033gecc:FivePointEightSevenFivePercentageNotesDueTwoThousandTwentySixMember2022-11-032022-11-030001675033us-gaap:CommonStockMember2022-11-032022-11-030001675033gecc:SixPointSevenFivePercentageNotesDueTwoThousandTwentyFiveMember2022-11-032022-11-030001675033gecc:SixPointFiveZeroPercentageNotesDueTwoThousandTwentyFourMember2022-11-032022-11-0300016750332022-11-032022-11-03

 

 

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 3, 2022

 

Great Elm Capital Corp.

(Exact name of Registrant as Specified in Its Charter)

 

 

Maryland

814-01211

81-2621577

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

800 South Street, Suite 230, Waltham, MA

 

02453

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (617) 375-3006

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, $0.01 par value

GECC

Nasdaq Global Market

6.75% Notes due 2025

GECCM

Nasdaq Global Market

6.50% Notes due 2024

GECCN

Nasdaq Global Market

5.875% Notes due 2026

GECCO

Nasdaq Global Market

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

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

 

 

 

 

 


 

Item 2.02 Results of Operations and Financial Condition.

On November 3, 2022, Great Elm Capital Corp. issued the press release and published a presentation furnished as exhibits 99.1 and 99.2, respectively, to this report.

The foregoing information (including the exhibits hereto) are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits are furnished with this report but shall not be deemed filed:

 

 

 

 

Exhibit

Number

 

Description

99.1

 

Earnings Press Release, dated November 3, 2022.

99.2

 

Presentation, dated November 3, 2022.

104

 

The cover page of this Current Report on Form 8-K, formatted as inline XBRL.

 

 

 


 

SIGNATURES

 

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

 

 

 

 

 

 

 

 

GREAT ELM CAPITAL CORP.

 

 

 

Date: November 3, 2022

 

/s/ Keri A. Davis

 

 

By:

 

Keri A. Davis

 

 

Title:

 

Chief Financial Officer

 

 

 

 

 


EX-99.1

Exhibit 99.1

https://cdn.kscope.io/974c6c9523c5829048418356c7250028-img78866663_0.jpg 

 

Great Elm Capital Corp. Announces Third Quarter 2022 Financial Results

 

Company to Host Quarterly Conference Call and Webcast at 11:00 AM ET Today

 

WALTHAM, Mass., November 3, 2022 – Great Elm Capital Corp. (“we,” “us,” “our,” the “Company” or “GECC,”) (NASDAQ: GECC), a business development company, today announced its financial results for the third quarter ended September 30, 2022.

 

Financial and Operating Highlights

Formed Great Elm Healthcare Finance, a specialty asset-based lending platform led by industry veteran Mike Gervais, to provide capital to healthcare-related businesses across the U.S.
Modest increase in portfolio fair value in the third quarter as compared to the second quarter.
Net investment income (“NII”) for the quarter ended September 30, 2022 was $1.1 million, or $0.14 per share.
NII was impacted by costs and expenses related to the formation of Great Elm Healthcare Finance as well as certain legacy investments.
Net assets were $95.5 million on September 30, 2022, as compared to $97.6 million on June 30, 2022, and $99.4 million on September 30, 2021.
NAV per share was $12.56 as of September 30, 2022, as compared to $12.84 as of June 30, 2022, and $22.17 as of September 30, 2021.
GECC’s asset coverage ratio was approximately 165.5% as of September 30, 2022, as compared to 166.9% as of June 30, 2022, and 163.8% as of September 30, 2021.
The Board of Directors has approved a quarterly dividend of $0.45 per share for the fourth quarter of 2022, equating to a 14.3% annualized yield on September 30, 2022 NAV per share.

 

Management Commentary

“Our portfolio value remained resilient in the face of a challenging market and economic backdrop,” said Matt Kaplan, GECC’s Chief Executive Officer. “NII was adversely impacted in the quarter by elevated costs and expenses largely related to legacy positions and the creation of our Healthcare lending platform. We continue to work on building our Specialty Finance pipeline and positioning our platforms for consistent and durable growth. We remain disciplined with respect to deploying capital as we look to further grow our diverse portfolio and ultimately increase our NII and NAV.”

 

 

 

 


 

Financial Highlights – Per Share Data(1)

 

Q3/20211

Q4/20211

Q1/20221

Q2/20221

Q3/20221

Earnings Per Share (“EPS”)

($0.79)

($4.95)

($1.12)

($0.87)

$0.18

Net Investment Income (“NII”) Per Share

$0.39

$1.58

$1.31

$0.23

$0.14

Pre-Incentive Net Investment Income Per Share

$0.49

$0.42

$0.24

$0.23

$0.14

Net Realized and Unrealized Gains / (Losses) Per Share

($1.18)

($6.53)

($2.43)

($1.10)

$0.04

Net Asset Value Per Share at Period End

$22.17

$16.63

$15.06

$12.84

$12.56

Distributions Paid / Declared Per Share

$0.60

$0.60

$0.60

$0.45

$0.45

 

Portfolio and Investment Activity

As of September 30, 2022, GECC held total investments of $217.0 million at fair value, as follows:

42 debt investments in corporate credit, totaling approximately $147.8 million and representing 68.1% of the fair market value of the Company’s total investments. Secured debt investments comprised a substantial majority of the fair market value of the Company’s debt investments.
8 debt investments in specialty finance, totaling approximately $25.6 million and representing 11.8% of the fair market value of the Company’s total investments.
3 income generating equity investments in specialty finance companies, totaling approximately $25.7 million, representing 11.9% of the fair market value of the Company’s total investments.
2 income generating preferred equity investments totaling approximately $11.2 million and 2 income generating closed-end funds totaling approximately $2.7 million, representing 6.4% of the fair market value of the Company’s total investments.
Other equity investments, totaling approximately $4.0 million, representing 1.8% of the fair market value of the Company’s total investments.

 

As of September 30, 2022, the weighted average current yield on the Company’s debt portfolio was 11.6%. Floating rate instruments comprised approximately 48.3% of the fair market value of debt investments (compared to 33.4% as of June 30, 2022) and the Company’s fixed rate debt investments had a weighted average maturity of 3.4 years.

 

During the quarter ended September 30, 2022, we deployed approximately $39.9 million into 24 investments(2) at a weighted average current yield of 12.1% with approximately 60% of deployments in floating rate investments.

 

During the quarter ended September 30, 2022, we monetized, in part or in full, 26 investments for approximately $28.4 million(3), at a weighted average current yield of 9.5%. Monetizations include $23.6 million of mandatory debt paydowns and redemptions at a weighted average current yield of 9.7%. Sales aggregated $4.8 million at a weighted average current yield of 8.5%. Approximately 90% of monetizations were of fixed rate investments.

 

-2-


 

Financial Review

Total investment income for the quarter ended September 30, 2022 was $6.0 million, or $0.79 per share. Net expenses for the quarter ended September 30, 2022 were approximately $4.9 million, or $0.65 per share.

 

Net realized and unrealized gains for the quarter ended September 30, 2022 were approximately $0.3 million, or $0.04 per share.

 

Liquidity and Capital Resources

As of September 30, 2022, cash and money market securities totaled approximately $21.3 million, exclusive of holdings of United States Treasury Bills.

Total debt outstanding (par value) as of September 30, 2022 was $145.9 million, comprised of 6.50% senior notes due June 2024 (NASDAQ: GECCN), 6.75% senior notes due January 2025 (NASDAQ: GECCM), and 5.875% senior notes due June 2026 (NASDAQ: GECCO). The Company also has a $25.0 million revolving credit facility due May 2024, which was undrawn as of September 30, 2022.

 

Distributions

The Company’s Board of Directors has approved a quarterly cash distribution of $0.45 per share for the quarter ending December 31, 2022. The fourth quarter distribution will be payable on December 30, 2022 to stockholders of record as of December 15, 2022.

The distribution equates to a 18.0% annualized dividend yield on the Company’s closing market price on November 2, 2022 of $9.98 and a 14.3% annualized dividend yield on the Company’s September 30, 2022 NAV of $12.56 per share.

 

 

Conference Call and Webcast

GECC will discuss these results in a conference call on Thursday, November 3, 2022 at 11:00 a.m. ET.

 

Conference Call Details

Date/Time: Thursday, November 3, 2022 – 11:00 a.m. ET

 

Participant Dial-In Numbers:

(United States): 877-407-0789

(International): 201-689-8562

 

-3-


 

To access the call, please dial-in approximately five minutes before the start time and, when asked, provide the operator with passcode “GECC”. An accompanying slide presentation will be available in pdf format via the “Investor Relations” section of Great Elm Capital Corp.’s website at

http://www.investor.greatelmcc.com/events-and-presentations/presentations after the issuance of the earnings release.

 

Webcast

The call and presentation will also be simultaneously webcast over the internet via the Investor Relations section of GECC’s website or by clicking on the conference call link:

https://edge.media-server.com/mmc/p/24c6xpze

 

About Great Elm Capital Corp.

Great Elm Capital Corp. is an externally managed, business development company that seeks to generate current income and capital appreciation by investing in debt and income generating equity securities, including investments in specialty finance businesses.

 

Cautionary Statement Regarding Forward-Looking Statements

Statements in this communication that are not historical facts are “forward-looking” statements within the meaning of the federal securities laws. These statements are often, but not always, made through the use of words or phrases such as “expect,” “anticipate,” “should,” “will,” “estimate,” “designed,” “seek,” “continue,” “upside,” “potential” and similar expressions. All such forward-looking statements involve estimates and assumptions that are subject to risks, uncertainties and other factors that could cause actual results to differ materially from the results expressed in the statements. Among the key factors that could cause actual results to differ materially from those projected in the forward-looking statements are: conditions in the credit markets, the price of GECC common stock, the performance of GECC’s portfolio and investment manager and risks associated with the economic impact of the COVID-19 pandemic on GECC and its portfolio companies. Information concerning these and other factors can be found in GECC’s Annual Report on Form 10-K and other reports filed with the SEC. GECC assumes no obligation to, and expressly disclaims any duty to, update any forward-looking statements contained in this communication or to conform prior statements to actual results or revised expectations except as required by law. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.

 

This press release does not constitute an offer of any securities for sale.

 

Endnotes:

(1) The per share figures are based on a weighted average outstanding share count for the respective period following the 6-for-1 reverse stock split effective on February 28, 2022.

(2) This includes new deals, additional fundings (inclusive of those on revolving credit facilities), refinancings and capitalized PIK income. Amounts included herein do not include investments in short-term securities, including United States Treasury Bills.

(3) This includes scheduled principal payments, prepayments, sales and repayments (inclusive of those on revolving credit facilities). Amounts included herein do not include investments in short-term securities, including United States Treasury Bills.

 

 

-4-


 

Investor Relations Contact:

Garrett Edson

investorrelations@greatelmcap.com

 

 

-5-


 

GREAT ELM CAPITAL CORP.

CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES (unaudited)

Dollar amounts in thousands (except per share amounts)

 

 

September 30, 2022

 

 

December 31, 2021

 

Assets

 

 

 

 

 

 

Investments

 

 

 

 

 

 

Non-affiliated, non-controlled investments, at fair value (amortized cost of $175,873 and $175,800, respectively)

 

$

169,552

 

 

$

164,203

 

Non-affiliated, non-controlled short-term investments, at fair value (amortized cost of $69,680 and $199,995, respectively)

 

 

69,676

 

 

 

199,995

 

Affiliated investments, at fair value (amortized cost of $13,436 and $129,936, respectively)

 

 

2,686

 

 

 

10,861

 

Controlled investments, at fair value (amortized cost of $41,924 and $32,649, respectively)

 

 

44,775

 

 

 

37,085

 

Total investments

 

 

286,689

 

 

 

412,144

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

1,502

 

 

 

9,132

 

Restricted cash

 

 

-

 

 

 

13

 

Receivable for investments sold

 

 

452

 

 

 

766

 

Interest receivable

 

 

3,049

 

 

 

1,811

 

Dividends receivable

 

 

827

 

 

 

1,540

 

Due from portfolio company

 

 

1

 

 

 

136

 

Due from affiliates

 

 

-

 

 

 

17

 

Deferred financing costs

 

 

265

 

 

 

376

 

Prepaid expenses and other assets

 

 

343

 

 

 

379

 

Total assets

 

$

293,128

 

 

$

426,314

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

Notes payable (including unamortized discount of $3,071 and $3,935, respectively)

 

$

142,862

 

 

$

141,998

 

Payable for investments purchased

 

 

53,132

 

 

 

203,575

 

Interest payable

 

 

58

 

 

 

29

 

Accrued incentive fees payable

 

 

-

 

 

 

4,854

 

Due to affiliates

 

 

974

 

 

 

1,012

 

Accrued expenses and other liabilities

 

 

586

 

 

 

290

 

Total liabilities

 

$

197,612

 

 

$

351,758

 

 

 

 

 

 

 

 

Commitments and contingencies (Note 7)

 

$

-

 

 

$

-

 

 

 

 

 

 

 

 

Net Assets

 

 

 

 

 

 

Common stock, par value $0.01 per share (100,000,000 shares authorized,
7,601,958 shares issued and outstanding and 4,484,278 shares issued and
  outstanding, respectively)

(1)

$

76

 

 

$

45

 

Additional paid-in capital

 

 

284,359

 

 

 

245,531

 

Accumulated losses

 

 

(188,919

)

 

 

(171,020

)

Total net assets

 

$

95,516

 

 

$

74,556

 

Total liabilities and net assets

 

$

293,128

 

 

$

426,314

 

Net asset value per share

(1)

$

12.56

 

 

$

16.63

 

Authorized, issued and outstanding shares of common stock and net asset value per share have been adjusted for the periods prior to February 28, 2022 to reflect the six-for-one reverse stock split effected on that date on a retroactive basis.

-6-


 

GREAT ELM CAPITAL CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)

Dollar amounts in thousands (except per share amounts)

 

 

 

For the Three Months Ended September 30,

 

 

For the Nine Months Ended September 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Investment Income:

 

 

 

 

 

 

 

 

 

 

 

 

Interest income from:

 

 

 

 

 

 

 

 

 

 

 

 

Non-affiliated, non-controlled investments

 

$

4,221

 

 

$

3,765

 

 

$

10,496

 

 

$

9,337

 

Non-affiliated, non-controlled investments (PIK)

 

 

259

 

 

 

63

 

 

 

728

 

 

 

161

 

Affiliated investments

 

 

25

 

 

 

305

 

 

 

68

 

 

 

889

 

Affiliated investments (PIK)

 

 

-

 

 

 

1,588

 

 

 

58

 

 

 

4,595

 

Controlled investments

 

 

485

 

 

 

151

 

 

 

1,415

 

 

 

161

 

Total interest income

 

 

4,990

 

 

 

5,872

 

 

 

12,765

 

 

 

15,143

 

Dividend income from:

 

 

 

 

 

 

 

 

 

 

 

 

Non-affiliated, non-controlled investments

 

 

340

 

 

 

435

 

 

 

1,297

 

 

 

1,369

 

Controlled investments

 

 

400

 

 

 

480

 

 

 

2,099

 

 

 

1,440

 

Total dividend income

 

 

740

 

 

 

915

 

 

 

3,396

 

 

 

2,809

 

Other income from:

 

 

 

 

 

 

 

 

 

 

 

 

Non-affiliated, non-controlled investments

 

 

303

 

 

 

561

 

 

 

943

 

 

 

642

 

Affiliated investments (PIK)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

282

 

Controlled investments

 

 

-

 

 

 

25

 

 

 

-

 

 

 

25

 

Total other income

 

 

303

 

 

 

586

 

 

 

943

 

 

 

949

 

Total investment income

 

$

6,033

 

 

$

7,373

 

 

$

17,104

 

 

$

18,901

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Management fees

 

$

804

 

 

$

876

 

 

$

2,355

 

 

$

2,301

 

Incentive fees

 

 

-

 

 

 

382

 

 

 

-

 

 

 

888

 

Administration fees

 

 

221

 

 

 

175

 

 

 

704

 

 

 

511

 

Custody fees

 

 

13

 

 

 

13

 

 

 

41

 

 

 

39

 

Directors’ fees

 

 

49

 

 

 

61

 

 

 

156

 

 

 

172

 

Professional services

 

 

878

 

 

 

937

 

 

 

1,669

 

 

 

1,613

 

Interest expense

 

 

2,671

 

 

 

3,147

 

 

 

8,008

 

 

 

7,636

 

Other expenses

 

 

313

 

 

 

209

 

 

 

698

 

 

 

561

 

Total expenses

 

$

4,949

 

 

$

5,800

 

 

$

13,631

 

 

$

13,721

 

Incentive fee waiver

 

 

-

 

 

 

-

 

 

 

(4,854

)

 

 

-

 

Net expenses

 

 

4,949

 

 

 

5,800

 

 

$

8,777

 

 

$

13,721

 

Net investment income before taxes

 

$

1,084

 

 

$

1,573

 

 

$

8,327

 

 

$

5,180

 

Excise tax

 

$

22

 

 

$

-

 

 

$

123

 

 

$

-

 

Net investment income

 

$

1,062

 

 

$

1,573

 

 

$

8,204

 

 

$

5,180

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net realized and unrealized gains (losses):

 

 

 

 

 

 

 

 

 

 

 

 

Net realized gain (loss) on investment transactions from:

 

 

 

 

 

 

 

 

 

 

 

 

Non-affiliated, non-controlled investments

 

$

1,171

 

 

$

1,770

 

 

$

(17,729

)

 

$

38

 

Affiliated investments

 

 

-

 

 

 

(110

)

 

 

(110,784

)

 

 

(4,162

)

Controlled investments

 

 

-

 

 

 

-

 

 

 

-

 

 

 

140

 

Total net realized gain (loss)

 

 

1,171

 

 

 

1,660

 

 

 

(128,513

)

 

 

(3,984

)

Net change in unrealized appreciation (depreciation) on investment transactions from:

 

 

 

 

Non-affiliated, non-controlled investments

 

 

163

 

 

 

(3,202

)

 

 

5,274

 

 

 

13,994

 

Affiliated investments

 

 

5

 

 

 

(3,568

)

 

 

108,325

 

 

 

(5,062

)

Controlled investments

 

 

(1,070

)

 

 

406

 

 

 

(1,586

)

 

 

1,774

 

Total net change in unrealized appreciation (depreciation)

 

 

(902

)

 

 

(6,364

)

 

 

112,013

 

 

 

10,706

 

Net realized and unrealized gains (losses)

 

$

269

 

 

$

(4,704

)

 

$

(16,500

)

 

$

6,722

 

Net increase (decrease) in net assets resulting from operations

 

$

1,331

 

 

$

(3,131

)

 

$

(8,296

)

 

$

11,902

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income per share (basic and diluted):

(1)

$

0.14

 

 

$

0.39

 

 

$

1.42

 

 

$

1.32

 

Earnings per share (basic and diluted):

(1)

$

0.18

 

 

$

(0.79

)

 

$

(1.43

)

 

$

3.02

 

Weighted average shares outstanding (basic and diluted):

(1)

 

7,601,958

 

 

 

3,985,741

 

 

 

5,796,255

 

 

 

3,935,008

 

 

Weighted average shares outstanding and per share amounts have been adjusted for the periods shown to reflect the six-for-one reverse stock split effected on February 28, 2022 on a retroactive basis.

-7-


Slide 1

Great Elm Capital Corp. NASDAQ: GECC Investor Presentation Quarter Ended September 30, 2022 November 3, 2022 Exhibit 99.2


Slide 2

Statements in this communication that are not historical facts are “forward-looking” statements within the meaning of the federal securities laws. These statements are often, but not always, made through the use of words or phrases such as “expect,” “anticipate,” “should,” “will,” “estimate,” “designed,” “seek,” “continue,” “upside,” “potential,” “preliminary” and similar expressions. All such forward-looking statements involve estimates and assumptions that are subject to risks, uncertainties and other factors that could cause actual results to differ materially from the results expressed in the statements. Among the key factors that could cause actual results to differ materially from those projected in the forward-looking statements are: conditions in the credit markets, the price of GECC common stock, the performance of GECC’s portfolio and investment manager and risks associated with the economic impact of the COVID-19 pandemic on GECC and its portfolio companies. Information concerning these and other factors can be found in GECC’s Annual Report on Form 10-K and other reports filed with the SEC. GECC assumes no obligation to, and expressly disclaims any duty to, update any forward-looking statements contained in this communication or to conform prior statements to actual results or revised expectations except as required by law. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof. You should consider the investment objective, risks, charges and expenses of GECC carefully before investing. GECC’s filings with the SEC contain this and other information about GECC and are available by contacting GECC at the phone number and address at the end of this presentation. The SEC also maintains a website that contains the aforementioned documents. The address of the SEC’s website is http://www.sec.gov. These documents should be read and considered carefully before investing.   The performance, distributions and financial data contained herein represent past performance, distributions and results and neither guarantees nor is indicative of future performance, distributions or results. Investment return and principal value of an investment will fluctuate so that an investor’s shares may be worth more or less than the original cost. GECC’s market price and net asset value will fluctuate with market conditions. Current performance may be lower or higher than the performance data quoted. All information and data, including portfolio holdings and performance characteristics, is as of September 30, 2022, unless otherwise noted, and is subject to change. This presentation does not constitute an offer of any securities for sale. Forward Looking Statement


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Great Elm Capital Corp. Externally managed, total-return-focused BDC Significant insider ownership of GECC by GEG and its officers and directors Investment Objective To generate current income and capital appreciation by investing in debt and income generating equity securities, including actively pursuing investments in specialty finance businesses Portfolio (as of 9/30/2022) $217.0 million of portfolio fair value; $95.5 million of net asset value (“NAV”) Debt investments carry a weighted average current yield of 11.6%1 63 investments (50 debt, 13 equity) in 46 companies across 28 industries, excluding investments in SPACs Weighted average current yield is based upon the stated coupon rate and fair value of outstanding debt securities at the measurement date. About GECC


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Third Quarter 2022 (Quarter Ended 9/30/2022)


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NII of $1.1 million, or $0.14 per share, vs. $1.2 million, or $0.23 per share (2Q22), and $1.6 million, or $0.39 per share (3Q21)(1) NII for the quarter ended September 30, 2022 was impacted by costs and expenses related to certain legacy investments and the formation of Great Elm Healthcare Finance, a specialty asset-based lending platform created to provide capital to healthcare-related businesses across the U.S. Net Investment Income (“NII”) Third Quarter 2022: Overview Assets Distribution Cash-income-generating investments comprise 98% of investment portfolio fair market value Legacy assets comprise approximately 1% of investment portfolio fair market value, or 3% of NAV Net assets of $95.5 million, or $12.56 per share, vs. $97.6 million, or $12.84 per share, (2Q22) and $99.4 million, or $22.17 per share (3Q21)(1) Asset coverage ratio was 165.5% vs. 166.9% (2Q22) and 163.8% (3Q21) Our Board approved a distribution for the quarter ending December 31, 2022 at a rate of $0.45 per share The distribution equates to an 18.0% annualized dividend yield on the Company’s closing market price on November 2, 2022 of $9.98 and a 14.3% annualized dividend yield on the Company’s September 30, 2022 NAV of $12.56 per share. The per share figures are based on period end or weighted average outstanding share count for the respective period, as applicable, pro forma for the 6-for-1 reverse stock split effective on February 28, 2022.


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Third Quarter 2022: Net Investment Income Analysis NII for the quarter ended September 30, 2022 was $1.1 million, or $0.14 per share(1), compared to NII of $1.2 million, or $0.23 per share, for the quarter ended June 30, 2022(1) Removing the impact of the expense reversal, NII for the quarter ended March 31, 2022 was approximately $1.1 million, or $0.24 per share(1) Removing the impact of the expense reversal, NII for the quarter ended December 31, 2021 was approximately $1.9 million, or $0.42 per share(1) $ in $000s Based on weighted average shares outstanding of 4.5 million for the quarter ended December 31, 2021, 4.6 million for the quarter ended March 31, 2022, 5.2 million for the quarter ended June 30, 2022 and 7.6 million for the quarter ended September 30, 2022. Expense Reversal


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Third Quarter 2022: NAV Walk Net assets were approximately $95.5 million ($12.56 per share(1)) on September 30, 2022, as compared to $97.6 million ($12.84 per share(1)) on June 30, 2022 Based on shares outstanding of 7.6 million as of June 30, 2022 and September 30, 2022. (2) (2) Based on weighted average shares for the quarter ended September 30, 2022.


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Portfolio Review (Quarter Ended 9/30/2022)


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Portfolio Review: Cash Generating Portfolio Comparison(1) Excludes defaulted and non-accrual investments, non income generating equities. As of 9/30/2022 these investments were $4.1 million of FMV and as of 6/30/2022 these investments were $3.6 million of FMV. 98% of total investments as of 9/30/2022 and 6/30/2022, respectively. Weighted average current yield is based upon the anticipated distribution rate and fair value of outstanding investments at the measurement date. Note: Amounts in the above tables do not include investments in short-term securities, including United States Treasury Bills. 7 Equity Investments $39.6 million Fair Value 13.8% Wtd. Avg. CY(3) 46 Debt Investments $173.0 million Fair Value 11.6% Wtd. Avg. CY(3) 53 Investments $213.0 million Fair Value(2) 12.0% Wtd. Avg. CY(3) 6 Equity Investments $47.8 million Fair Value 15.4% Wtd. Avg. CY(3) 42 Debt Investments $153.2 million Fair Value 10.3% Wtd. Avg. CY(3) 48 Investments $201.0 million Fair Value(2) 11.5% Wtd. Avg. CY(3) 9/30/22 Portfolio 6/30/22 Portfolio


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Portfolio Review: Cash Generating Portfolio - Concentrations (1) 6/30/2022 9/30/2022 Strong Industry Diversification and Average Position Size $4.2 million Average Position Size & 19 Industries $4.0 million Average Position Size & 21 Industries Excludes defaulted, non-accrual investments and non-income generating equities. As of 9/30/2022 these investments were $4.1 million of FMV and as of 6/30/2022 these investments were $3.6 million of FMV. Note: Amounts above do not include investments in short-term securities, including United States Treasury Bills.


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Portfolio Review: Cash Generating Portfolio Investment Type Mix (1) Excludes defaulted, non-accrual investments and non-income generating equities. As of 9/30/2022 these investments were $4.1 million of FMV and as of 6/30/2022 these investments were $3.6 million of FMV. Note: Amounts above do not include investments in short-term securities, including United States Treasury Bills. 6/30/2022 9/30/2022 Investment Universe and Exposure 11.5% Weighted Average Current Yield 12.0% Weighted Average Current Yield Note: As of 9/30/2022, 3M LIBOR = 3.75%; S&P Mid Mkt B Spread = L+607 29% in Specialty Finance 24% in Specialty Finance Note: As of 6/30/2022, 3M LIBOR = 2.29%; S&P Mid Mkt B Spread = L+620


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$25.0 Million Undrawn SOFR+3.50% Credit Facility due May 2024 $42.8 million GECCN 6.50% Notes due June 2024 $45.6 million GECCM 6.75% Notes due January 2025 $57.5 million GECCO 5.875% Notes due June 2026 Attractive Funding Sources During Q3 2022, deployed $39.9 million into 24 investments at a weighted average current yield of 12.1% Approximately 60% of deployments were in floating rate investments Deployment of Capital During Q3 2022, monetized $28.4 million across 26 investments, in whole or in part, at a weighted average current yield of 9.5% Includes $23.6 million of mandatory debt paydowns and redemptions at a weighted average current yield of 9.7% Includes $4.8 million from sales of investments at a weighted average current yield of 8.5% Approximately 90% of monetizations were of fixed-rate investments Monetization of Investments Portfolio Review: Quarterly Investment Activity


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Income Generating Equity Investments Portfolio Review: Total Quarter End Portfolio Detail(1) 46 Debt Investments $173.4 million 95.4%(2) Weighted Average Price as % of Par 11.6%(2) Weighted Average Current Yield of Debt Investments 79.9% Of Portfolio in Debt Investments 11 Equity Investments Debt Investments: Equity Investments: 18.2% Excludes three non-accrual debt investments with a fair value of $0.1 million, one debt investment with a fair value of zero, and one equity investment with a fair value of zero. Weighted average dollar price and current yield are based upon fair value of outstanding investments and the anticipated distribution rate, as applicable, at the measurement date. Amounts in the above tables do not include investments in short-term securities, including United States Treasury Bills. Weighted Average Current Yield of Income-Generating Equity Investments 4 $39.6 million $4.0 million 1.8% 13.8%(2) Other Equity Investments Of Portfolio in Equity Investments Fair value of Equity Investments Fair value of Debt Investments 7


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Portfolio by Asset Type ($217.0mm) Debt Investments by Rate Type ($173.4mm)(1) Weighted average fixed rate yield of 9.8%(2) Weighted average floating rate yield of 13.4%(2) Excludes $0.1 million of non-accrual securities. Weighted average fixed and floating rate current yield is based upon the stated coupon rate and fair value of outstanding debt instruments at the measurement date. Amounts in the above tables do not include investments in short-term securities, including United States Treasury Bills. Portfolio Review: Total Quarter End Asset Mix


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Total Quarter End Industry Breakdown Amounts in the above tables do not include investments in short-term securities, including United States Treasury Bills.


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Great Elm Specialty Finance


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GESF: Great Elm Healthcare Finance Great Elm Healthcare De-novo platform created to provide capital solutions to healthcare related businesses across the U.S. Over 100 years of collective expertise Experienced building successful healthcare lending platforms Focus on capital preservation Experienced Management Asset driven focus Emphasis on operations and collateral Proprietary risk-rating system Robust Underwriting Rigorous monitoring Regular testing Continuous relationship maintenance Disciplined oversight and management Portfolio Management Nationwide Lending Focus Use of Funds: Refinancing existing debt, growth capital, working capital, acquisitions, restructuring, mezzanine financing, DIP financing, and capital expenditures Industries: Skilled Nursing Hospital & Medical Centers Home Care & Hospice Behavioral Health Other Ancillary Services Assisted Living Independent Living Emergent Care & Outpatient Facilities Pharmacy and Labs Other Facility Based Providers


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Increasing Focus and Allocation in Specialty Finance GECC’s Specialty Finance Platform is led by Michael Keller as it continues to expand across the “Continuum of Lending” Equity ownership in SFCs generates two levels of proprietary investment exposure for investors: We believe direct investments in SFCs are largely uncorrelated to the broader syndicated credit market and have the potential to offer attractive risk-adjusted returns Ability for GECC to participate directly in underlying transactions originated by SFCs Multiple SFCs owned by one BDC will leverage institutional permanent capital and generate natural referral sources, creating a competitive advantage for the businesses GECC’s growth strategy incorporates building equity stakes in each of the key specialty finance categories across the “Continuum of Lending” as SFCs are challenged from the lack of client “stickiness.” SMBs by their nature are either growing or shrinking (and potentially going out of business) SFCs must continually find new clients as existing clients outgrow the platform, get acquired, or shut down We intend to combat this issue by investing in a number of different SFCs along the “Continuum of Lending” Inventory / P.O. / Other Factoring ABL Leveraged Loan Real Estate Lending Bridge Lending Equipment Lending


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Continuum of Lending Benefits A “Continuum of Lending” platform provides significant benefits The Continuum allows lenders to improve “stickiness” of clientele and hold onto key borrowers longer The Continuum provides an ideal platform to cross-sell products and services to a borrower By adding one-stop shop/complimentary loan products, we enhance our ability to hold onto profitable relationships longer, across the lending continuum By having a Continuum of Lending platform, we will be able to offer borrowers economic incentives to stay within the Great Elm family The Continuum allows for customer acquisition costs to be spread across platforms The Continuum provides an incentive within all Specialty Finance verticals to refer business and work in a collaborative manner


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Focus and Execution Great Elm is utilizing a 3-pronged approach to build out its specialty finance platform: Strategic Acquisitions: Opportunities which allow Great Elm to further build out its specialty finance platform, expand its continuum of lending strategy and add complementary lines of business. 2019 – Prestige  Factoring 2021 – Lenders Funding  Provider of Participant Capital to SFCs 2022 – Sterling Commercial Credit  Asset Based/Backed Lending Platform Joint Venture/Strategic Relationships:  Situations where Great Elm can help a third party platform by providing capital that will allow for larger deal execution. Additionally, Great Elm can partner with banks by providing last out financing on their ABLs or with groups that have specific expertise (i.e. liquidation firms). This strategy should increase overall deal flow to the GESF family and allow Great Elm to piggyback off of partners skill sets to generate attractive risk-adjusted returns. Direct Originations: Proprietary originations send a clear message to the market that GESF is an active player in the asset backed and specialty finance market. Furthermore, direct originations provide currency that will encourage strategic partners to work with us. If GESF can deliver deal flow, groups with capital will place a premium on working with Great Elm to create a Joint Venture or partnership. Finally, these transactions offer GECC tremendous risk-adjusted investment opportunities.


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GECC’s Specialty Finance Growth Specialty Finance Percentage of GECC’s Investable Assets(1) Investible Assets = Investments + Cash, net of unsettled trades. Target 50.0%


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Great Elm Specialty Finance Great Elm Specialty Finance (“GESF”) is a holding company that was created for GECC’s existing Specialty Finance investments and all future specialty finance acquisitions, strategic partnerships, and direct origination opportunities The following chart highlights the GESF’s Organizational Structure including existing platforms (shaded below) and other areas into which GESF may look to expand Direct Origination is critical as these efforts will provide deal flow for all of our specialty finance verticals Great Elm Specialty Finance Prestige Capital Lenders Funding Sterling Commercial Credit Real Estate Industry Specific Junior Capital Direct Origination Great Elm Healthcare


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Provider of “spot factoring” services, providing clients with opportunities to sell individual accounts receivable for upfront payments GESF: Prestige Capital Finance Functional Prestige purchases the individual accounts receivable of creditworthy companies from its clients. It typically advances 75%-85% of the receivable to the client upfront and remits the rest to the client (less Prestige’s fee) upon payment of the receivable Diversified Customer Base Prestige’s clients are generally unable to access traditional bank financing to meet their capital needs but have accounts receivable from creditworthy companies Limited Risk The combination of clients’ capital needs and receivables from creditworthy counterparties allows Prestige to consistently underwrite profitable business while taking limited corporate credit risk Experienced Over 30 years in business and through $6+ billion of transactions factored, Prestige has a track record of strong credit underwriting with minimal losses


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GESF: Lenders Funding Private funding and risk sharing source for factors and asset-based lenders Purchases participations in factoring and asset-based lending transactions as well as provides working capital solutions to customers under a variety of lending programs Founder and CEO Robert Zadek continues to lead the business and maintains an equity interest Long-term track record of profitable growth In September 2021, GECC purchased a majority interest in Lenders Funding for $7.25 million, consisting of: $4 million in cash and $3.25 million in GECC shares issued at GECC’s NAV In connection with the transaction, GECC issued to Lenders Funding $10 million of additional GECC shares at NAV in exchange for a subordinated note in an equal principal amount The proceeds from the transaction were retained by Lenders Funding to help support the growth of the business Transaction Details


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GESF: Sterling Commercial Credit Provider of asset-based loans to small and middle market companies throughout the United States Provides short term, asset-based loans and working capital solutions to small businesses with annual sales typically between $3 Million and $10 Million Management continues to lead the business and maintains an equity interest Long-term track record of profitable growth In February 2022, GECC purchased a majority interest in Sterling for $7.5 million, consisting of: $4.9 million in cash and $2.6 million in GECC shares issued at GECC’s NAV In connection with the acquisition, GECC provided subordinated debt to Sterling to fund growth initiatives The proceeds from the transaction were retained by Sterling to help support the growth of the business Transaction Details


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Financial Review (Quarter Ended 9/30/2022)


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Financial Review: Per Share Data Q3/2021 Q4/20211 Q1/20222 Q2/2022 Q3/2022 Earnings Per Share (“EPS”) ($0.79) ($4.95) ($1.12) ($0.87) $0.18 Net Investment Income (“NII”) Per Share $0.39 $1.58 $1.31 $0.23 $0.14 Pre-Incentive NII Per Share $0.49 $0.42 $0.24 $0.23 $0.14 Net Realized and Unrealized Gains / (Losses) Per Share ($1.18) ($6.53) ($2.43) ($1.10) $0.04 Net Asset Value Per Share at Period End $22.17 $16.63 $15.06 $12.84 $12.56 Distributions Paid / Declared Per Share $0.60 $0.60 $0.60 $0.45 $0.45 In the quarter ended December 31, 2021, GECC reversed approximately $5.2 million of previously accrued incentive fees which benefited NII by $1.16 per share in the period. In the quarter ended March 31, 2022, GECC reversed approximately $4.9 million of previously accrued incentive fees which benefited NII by $1.06 per share in the period. Financial Highlights – Per Share Data


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Financial Review: Quarterly Operating Results The per share figures are based on a weighted average of the shares outstanding for the preceding quarter, except where such amounts need to be adjusted to be consistent with the financial highlights of our consolidated financial statements. Total investment income includes net accretion of discount. Incentive fees include the reversal of certain accrued incentive fees. Q3/2021 Q4/2021 Q1/2022 Q2/2022 Q3/2022 $ in $000s Per Share1 Per Share1 Per Share1 Per Share1 Per Share1 Total Investment Income2 $7,373 $1.85 $6,353 $1.42 $5,558 $1.22 $5,513 $1.06 $6,033 $0.79 Interest Income 5,872 1.47 4,774 1.06 4,041 0.89 3,734 0.72 4,990 0.66 Dividend & Other Income 1,501 0.38 1,579 0.36 1,517 0.33 1,779 0.34 1,043 0.14 Net Operating Expenses 5,800 1.46 (800) (0.18) (398) (0.09) 4,325 0.83 4,949 0.66 Management fees 876 0.22 881 0.20 780 0.17 771 0.15 804 0.11 Incentive fees3 382 0.10 (5,211) (1.16) (4,854) (1.06) 0 0.00 0 0.00 Total Investment Management fees 1,258 0.32 (4,330) (0.96) (4,074) (0.89) 771 0.15 804 0.11 Administration fees 175 0.04 162 0.04 221 0.05 262 0.05 221 0.03 Directors’ fees 61 0.02 61 0.01 63 0.01 44 0.01 49 0.01 Interest expense 3,147 0.79 2,792 0.62 2,670 0.59 2,667 0.51 2,671 0.35 Professional services 937 0.24 324 0.07 418 0.09 373 0.07 878 0.12 Custody fees 13 0.00 15 0.00 14 0.00 14 0.00 13 0.00 Other 209 0.05 176 0.05 191 0.04 194 0.04 313 0.04 Income Tax, Including Excise Tax 0 0.00 48 0.01 101 0.02 0 0.00 22 0.00 Net Investment Income $1,573 $0.39 $7,149 $1.58 $5,954 $1.31 $1,188 $0.23 $1,062 $0.14


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Financial Review: Portfolio Q3/2021 Q4/2021 Q1/2021 Q2/2022 Q3/2022 Capital Deployed $72.3 million $34.2 million $27.4 million $44.7 million $39.9 million Investments Monetized $30.0 million $40.3 million $26.9 million $34.0 million $28.4 million Total Fair Value of Investments at Period End1 $246.7 million $212.1 million $199.3 million $204.6 million $217.0 million Net Asset Value at Period End $99.4 million $74.6 million $69.3 million $97.6 million $95.5 million Total Assets at Period End $415.2 million $426.3 million $315.8 million $346.5 million $293.1 million Total Debt Outstanding at Period End (Par Value) $151.7 million $145.9 million $145.9 million $145.9 million $145.9 million Debt to Equity Ratio at Period End 1.53x 1.96x 2.11x 1.50x 1.53x Cash at Period End2 $20.6 million $9.1 million $8.5 million $34.1 million3 $21.3 million3 Total Fair Value of Investments does not include investments in short-term securities and United States Treasury Bills. Cash does not include our holdings in United States Treasury Bills or Restricted Cash. Comprised of $1.7 million of cash and $32.4 million of money market securities as of 6/30/22 and $1.5 million of cash and $19.8 million of money market securities as of 9/30/22. Financial Highlights - Portfolio


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Distributions


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Quarterly Cash Distributions On August 4, 2022, the Company announced that its Board of Directors approved a quarterly cash distribution of $0.45 per share for the quarter ending December 31, 2022 The fourth quarter cash distribution will be payable on December 30, 2022 to stockholders of record as of December 15, 2022 The cash distribution equates to an 18.0% annualized dividend yield on our closing market price on November 2, 2022 of $9.98 and a 14.3% annualized dividend yield on our September 30, 2022 NAV of $12.56 per share Quarter Ending December 31, 2022


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General Risks Debt instruments are subject to credit and interest rate risks.   Credit risk refers to the likelihood that an obligor will default in the payment of principal or interest on an instrument. Financial strength and solvency of an obligor are the primary factors influencing credit risk. In addition, lack or inadequacy of collateral or credit enhancement for a debt instrument may affect its credit risk. Credit risk may change over the life of an instrument, and debt instruments that are rated by rating agencies are often reviewed and may be subject to downgrade. Our debt investments either are, or if rated would be, rated below investment grade by independent rating agencies. These “junk bonds” and “leveraged loans” are regarded as having predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal. They may be illiquid and difficult to value and typically do not require repayment of principal before maturity, which potentially heightens the risk that we may lose all or part of our investment.   Interest rate risk refers to the risks associated with market changes in interest rates. Interest rate changes may affect the value of a debt instrument indirectly (especially in the case of fixed rate obligations) or directly (especially in the case of an instrument whose rates are adjustable). In general, rising interest rates will negatively impact the price of a fixed rate debt instrument and falling interest rates will have a positive effect on price. Adjustable rate instruments also react to interest rate changes in a similar manner although generally to a lesser degree (depending, however, on the characteristics of the reset terms, including the index chosen, frequency of reset and reset caps or floors, among other factors).   GECC utilizes leverage to seek to enhance the yield and net asset value of its common stock. These objectives will not necessarily be achieved in all interest rate environments. The use of leverage involves risk, including the potential for higher volatility and greater declines of GECC’s net asset value, fluctuations of dividends and other distributions paid by GECC and the market price of GECC’s common stock, among others. The amount of leverage that GECC may employ at any particular time will depend on, among other things, our Board’s and our adviser’s assessment of market and other factors at the time of any proposed borrowing.   As part of our lending activities, we may purchase notes or make loans to companies that are experiencing significant financial or business difficulties, including companies involved in bankruptcy or other reorganization and liquidation proceedings. Although the terms of such financings may result in significant financial returns to us, they involve a substantial degree of risk. The level of analytical sophistication, both financial and legal, necessary for successful financing to companies experiencing significant business and financial difficulties is unusually high. We cannot assure you that we will correctly evaluate the value of the assets collateralizing our investments or the prospects for a successful reorganization or similar action. In any reorganization or liquidation proceeding relating to a portfolio company, we may lose all or part of the amounts advanced to the borrower or may be required to accept collateral with a value less than the amount of the investment advanced by us to the borrower.


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Investor Relations Contact: Garrett Edson investorrelations@greatelmcap.com Contact Information