UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 2.02. | Results of Operations and Financial Condition. |
On May 8, 2024, SuRo Capital Corp. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended March 31, 2024 (the “Press Release”). A copy of the Press Release is included as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated into this Item 2.02 by reference.
The information disclosed under this Item 2.02, including the information set forth in Exhibit 99.1 hereto, is 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. The information in this Item 2.02 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to the Exchange Act, except as otherwise expressly stated in any such filing.
| Item 9.01. | Financial Statements and Exhibits. |
| Exhibit No. | Description |
| Exhibit 99.1 | Press Release dated May 8, 2024* |
| Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
* The press release attached hereto as Exhibit 99.1 is “furnished” and not “filed,” as described in Item 2.02 of this Current Report on Form 8-K.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: May 8, 2024 | SURO CAPITAL CORP. | |
| By: | /s/ Allison Green | |
| Allison Green Chief Financial Officer, Chief Compliance Officer, Treasurer and Corporate Secretary |
||
Exhibit 99.1
SuRo Capital Corp. Reports First Quarter 2024 Financial Results
Net Asset Value of $7.17 Per Share as of March 31, 2024
Completed $35 Million in New Investments Year-to-Date
NEW YORK, NY, May 8, 2024 (GLOBE NEWSWIRE) – SuRo Capital Corp. (“SuRo Capital”, the “Company”, “we”, “us”, and “our”) (Nasdaq: SSSS) today announced its financial results for the quarter ended March 31, 2024. Net assets totaled approximately $181.7 million, or $7.17 per share, at March 31, 2024, as compared to $7.99 per share at December 31, 2023 and $7.59 per share at March 31, 2023.
“We are pleased to share that we have deployed more capital in the last four months than in any period in the last two years. During the first quarter, we added one new portfolio company through a $10.0 million primary investment in Supplying Demand, Inc. (d/b/a Liquid Death), a CPG lifestyle beverage brand focused on still water, sparkling water, and teas. Subsequent to quarter-end, we completed a $10.0 million investment in Canva, Inc., a leading design software and collaboration platform with over 170 million monthly users. We also made a $15.0 million investment in CW Opportunity 2 LP, an SPV that will invest in CoreWeave, Inc., an AI cloud computing provider offering a suite of NVIDIA GPUs on top of its fast and flexible infrastructure,” said Mark Klein, Chairman and Chief Executive Officer of SuRo Capital.
“With these exciting new additions to our portfolio, and over $45.0 million in investable capital, we remain steadfast in our belief that there continue to be high-quality opportunities available at attractive prices that allow us to be both opportunistic and judicious with the deployment of capital,” Mr. Klein continued.
“As we have consistently demonstrated, SuRo Capital is committed to initiatives that enhance shareholder value, and we believe the market is currently undervaluing our portfolio. Given the discount our stock has traded at compared to net asset value per share, we believe our recent modified Dutch Auction tender offer was an efficient and accretive deployment of capital. As announced in the first quarter and executed subsequent to quarter-end, the modified Dutch Auction tender offer resulted in the purchase of 2.0 million shares of common stock for $4.70 per share. Further, we continue to monitor leveraging the remaining $20.7 million authorized under our active Share Repurchase Program,” concluded Mr. Klein.
Investment Portfolio as of March 31, 2024
At March 31, 2024, SuRo Capital held positions in 38 portfolio companies – 35 privately held and 3 publicly held, some of which may be subject to certain lock-up provisions – with an aggregate fair value of approximately $175.0 million, excluding short-term US treasuries. The Company’s top five portfolio company investments accounted for approximately 51% of the total portfolio at fair value as of March 31, 2024.
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Top Five Investments as of March 31, 2024
| Portfolio Company ($ in millions) | Cost Basis | Fair Value | % of Total Portfolio | |||
| Learneo, Inc. | $ | 15.0 | $ | 43.0 | 24.6 | % |
| ServiceTitan, Inc. | 10.0 | 13.4 | 7.7 | |||
| Blink Health, Inc. | 15.0 | 11.6 | 6.6 | |||
| Locus Robotics Corp. | 10.0 | 10.9 | 6.2 | |||
| StormWind, LLC | 6.4 | 10.6 | 6.1 | |||
| Total | $ | 56.4 | $ | 89.5 | 51.1 |
% |
__________________
Note: Total may not sum due to rounding.
First Quarter 2024 Investment Portfolio Activity
During the three months ended March 31, 2024, SuRo Capital made the following investment, excluding short-term US treasuries:
| Portfolio Company | Investment | Transaction Date | Amount |
| Supplying Demand, Inc. (d/b/a Liquid Death) | Series F-1 Preferred Shares | 1/18/2024 | $10.0 million |
During the three months ended March 31, 2024, SuRo Capital exited the following investments, excluding short-term US treasuries:
| Portfolio Company | Transaction Date | Quantity Sold | Average Net Share Price(1) |
Net Proceeds |
Realized Gain/(Loss) |
| Nextdoor Holdings, Inc.(2) | Various | 112,420 | $1.92 | $0.2 million | $(0.4 million) |
| PSQ Holdings, Inc. (d/b/a PublicSquare) – Public Warrants(3) | Various | 100,000 | $1.03 | $0.1 million | $0.1 million |
__________________
| (1) | The average net share price is the net share price realized after deducting all commissions and fees on the sale(s), if applicable. |
| (2) | As of February 23, 2024, SuRo Capital had sold its remaining Nextdoor Holdings, Inc. public common shares. |
| (3) | As of March 31, 2024, SuRo Capital held 2,296,037 remaining PSQ Holdings, Inc. (d/b/a PublicSquare) public warrants. |
Subsequent to quarter-end through May 8, 2024, SuRo Capital made the following investments, excluding short-term US treasuries:
| Portfolio Company | Investment | Transaction Date | Amount |
| Canva, Inc. | Common Shares | 4/17/2024 | $10.0 million |
| CW Opportunity 2 LP | Class A Interest | 5/7/2024 | $15.0 million |
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First Quarter 2024 Financial Results
|
|
Quarter Ended March 31, 2024 |
Quarter Ended March 31, 2023 | ||
| $ in millions | per share(1) | $ in millions | per share(1) | |
| Net investment loss | $(3.2) | $(0.13) | $(4.2) | $(0.15) |
| Net realized gain/(loss) on investments | (0.4) | (0.02) | 0.2 | 0.01 |
| Net change in unrealized appreciation/(depreciation) of investments | (18.4) | (0.73) | 8.6 | 0.30 |
| Net increase/(decrease) in net assets resulting from operations – basic (2) | $(22.1) | $(0.88) | $4.6 | $0.16 |
| Stock-based compensation | 0.4 | 0.06 | 0.4 | 0.04 |
| Increase/(decrease) in net asset value(2) | $(21.6) | $(0.82) | $5.0 | $0.20 |
| __________________ |
| (1) | Based on basic weighted-average number of shares outstanding for the relevant period. |
| (2) | Total may not sum due to rounding. |
Weighted-average common basic shares outstanding were approximately 25.4 million and 28.4 million for the quarters ended March 31, 2024 and 2023, respectively. As of March 31, 2024, there were 25,353,284 shares of the Company’s common stock outstanding.
SuRo Capital’s liquid assets were approximately $84.6 million as of March 31, 2024, consisting of cash, short-term US Treasuries, and securities of publicly traded portfolio companies not subject to lock-up restrictions at quarter-end.
Modified Dutch Auction Tender Offer
On February 14, 2024, our Board of Directors authorized a modified Dutch Auction tender offer (the “Tender Offer”) to purchase up to 2.0 million shares of our common stock at a price per share not less than $4.00 and not greater than $5.00 in $0.10 increments, using available cash. In accordance with the Tender Offer, following the expiration of the Tender Offer at 5:00 P.M. Eastern Time on April 1, 2024, the Company repurchased 2,000,000 shares at a price of $4.70 per share, representing 7.9% of its outstanding shares. The per share purchase price of properly tendered shares represents 58.8% of net asset value per share as of December 31, 2023.
Share Repurchase Program
Under the Share Repurchase Program, the Company may repurchase its outstanding common stock in the open market, provided it complies with the prohibitions under its insider trading policies and procedures and the applicable provisions of the Investment Company Act of 1940, as amended, and the Securities Exchange Act of 1934, as amended.
Since inception of the Share Repurchase Program in August 2017, SuRo Capital has repurchased over 6.0 million shares of its common stock for an aggregate purchase price of approximately $39.3 million. This does not include repurchases under various tender offers during this time period. The dollar value of shares that may yet be purchased by SuRo Capital under the Share Repurchase Program is approximately $20.7 million. The Share Repurchase Program is authorized through October 31, 2024.
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Conference Call and Webcast
Management will hold a conference call and webcast for investors at 2:00 p.m. PT (5:00 p.m. ET) on May 8, 2024. The conference call access number for U.S. participants is 866-580-3963, and the conference call access number for participants outside the U.S. is +1 786-697-3501. The conference ID number for both access numbers is 6890583. Additionally, interested parties can listen to a live webcast of the call from the "Investor Relations" section of SuRo Capital’s website at www.surocap.com. An archived replay of the webcast will also be available for 12 months following the live presentation.
A replay of the conference call may be accessed until 5:00 p.m. PT (8:00 p.m. ET) on May 15, 2024 by dialing 866-583-1035 (U.S.) or +44 (0) 20 3451 9993 (International) and using conference ID number 6890583.
Forward-Looking Statements
Statements included herein, including statements regarding SuRo Capital's beliefs, expectations, intentions, or strategies for the future, may constitute "forward-looking statements". SuRo Capital cautions you that forward-looking statements are not guarantees of future performance and that actual results or developments may differ materially from those projected or implied in these statements. All forward-looking statements involve a number of risks and uncertainties, including the impact of any market volatility that may be detrimental to our business, our portfolio companies, our industry, and the global economy, that could cause actual results to differ materially from the plans, intentions, and expectations reflected in or suggested by the forward-looking statements. Risk factors, cautionary statements, and other conditions which could cause SuRo Capital's actual results to differ from management's current expectations are contained in SuRo Capital's filings with the Securities and Exchange Commission. SuRo Capital undertakes no obligation to update any forward-looking statement to reflect events or circumstances that may arise after the date of this press release.
About SuRo Capital Corp.
SuRo Capital Corp. (Nasdaq: SSSS) is a publicly traded investment fund that seeks to invest in high-growth, venture-backed private companies. The fund seeks to create a portfolio of high-growth emerging private companies via a repeatable and disciplined investment approach, as well as to provide investors with access to such companies through its publicly traded common stock. SuRo Capital is headquartered in New York, NY and has offices in San Francisco, CA. Connect with the company on X, LinkedIn, and at www.surocap.com.
Contact
SuRo Capital Corp.
(212) 931-6331
IR@surocap.com
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SURO CAPITAL CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES (UNAUDITED)
| March 31, 2024 | December 31, 2023 | |||||||
| ASSETS | ||||||||
| Investments at fair value: | ||||||||
| Non-controlled/non-affiliate investments (cost of $170,371,625 and $160,994,161, respectively) | $ | 140,167,986 | $ | 147,167,535 | ||||
| Non-controlled/affiliate investments (cost of $32,733,009 and $32,775,940, respectively) | 22,871,704 | 24,931,333 | ||||||
| Controlled investments (cost of $18,771,097 and $18,771,097, respectively) | 11,975,881 | 11,982,381 | ||||||
| Total Portfolio Investments | 175,015,571 | 184,081,249 | ||||||
| Investments in U.S. Treasury bills (cost of $29,245,079 and $63,792,704, respectively) | 29,621,913 | 63,810,855 | ||||||
| Total Investments (cost of $251,120,810 and $276,333,902, respectively) | 204,637,484 | 247,892,104 | ||||||
| Cash | 50,814,399 | 28,178,352 | ||||||
| Escrow proceeds receivable | 236,303 | 309,293 | ||||||
| Interest and dividends receivable | 137,657 | 132,607 | ||||||
| Deferred financing costs | 577,900 | 594,726 | ||||||
| Prepaid expenses and other assets(1) | 467,149 | 494,602 | ||||||
| Total Assets | 256,870,892 | 277,601,684 | ||||||
| LIABILITIES | ||||||||
| Accounts payable and accrued expenses(1) | 1,270,583 | 346,308 | ||||||
| Dividends payable | 44,700 | 152,523 | ||||||
| 6.00% Notes due December 30, 2026(2) | 73,834,474 | 73,745,207 | ||||||
| Total Liabilities | 75,149,757 | 74,244,038 | ||||||
| Net Assets | $ | 181,721,135 | $ | 203,357,646 | ||||
| NET ASSETS | ||||||||
| Common stock, par value $0.01 per share (100,000,000 authorized; 25,353,284 and 25,445,805 issued and outstanding, respectively) | $ | 253,533 | $ | 254,458 | ||||
| Paid-in capital in excess of par | 248,883,867 | 248,454,107 | ||||||
| Accumulated net investment loss | (7,527,013 | ) | (4,304,111 | ) | ||||
| Accumulated net realized loss on investments, net of distributions | (12,772,846 | ) | (12,348,772 | ) | ||||
| Accumulated net unrealized appreciation/(depreciation) of investments | (47,116,406 | ) | (28,698,036 | ) | ||||
| Net Assets | $ | 181,721,135 | $ | 203,357,646 | ||||
| Net Asset Value Per Share | $ | 7.17 | $ | 7.99 | ||||
| (1) | This balance includes a right of use asset and corresponding operating lease liability, respectively. |
| (2) | As of March 31, 2023, the 6.00% Notes due December 30, 2026 (effective interest rate of 6.53%) had a face value $75,000,000. As of December 31, 2022, the 6.00% Notes due December 30, 2026 (effective interest rate of 6.53%) had a face value $75,000,000. |
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SURO CAPITAL CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
| Three Months Ended March 31, | ||||||||
| 2024 | 2023 | |||||||
| INVESTMENT INCOME | ||||||||
| Non-controlled/non-affiliate investments: | ||||||||
| Interest income(1) | $ | 242,007 | $ | 49,475 | ||||
| Dividend income | 21,875 | 63,145 | ||||||
| Controlled investments: | ||||||||
| Interest income | 435,000 | 236,000 | ||||||
| Interest income from U.S. Treasury bills | 829,209 | 950,462 | ||||||
| Total Investment Income | 1,528,091 | 1,299,082 | ||||||
| OPERATING EXPENSES | ||||||||
| Compensation expense | 2,185,318 | 2,136,754 | ||||||
| Directors’ fees | 171,113 | 160,565 | ||||||
| Professional fees | 728,559 | 990,834 | ||||||
| Interest expense | 1,214,267 | 1,213,286 | ||||||
| Income tax expense | 2,100 | 529,780 | ||||||
| Other expenses | 449,636 | 489,628 | ||||||
| Total Operating Expenses | 4,750,993 | 5,520,847 | ||||||
| Net Investment Loss | (3,222,902 | ) | (4,221,765 | ) | ||||
| Realized Gain/(Loss) on Investments: | ||||||||
| Non-controlled/non-affiliated investments | (484,141 | ) | 189,343 | |||||
| Non-controlled/affiliate investments | 60,067 | — | ||||||
| Net Realized Gain/(Loss) on Investments | (424,074 | ) | 189,343 | |||||
| Change in Unrealized Appreciation/(Depreciation) of Investments: | ||||||||
| Non-controlled/non-affiliated investments | (16,395,171 | ) | (2,063,577 | ) | ||||
| Non-controlled/affiliate investments | (2,016,699 | ) | (1,320,364 | ) | ||||
| Controlled investments | (6,500 | ) | 12,032,872 | |||||
| Net Change in Unrealized Appreciation/(Depreciation) of Investments | (18,418,370 | ) | 8,648,931 | |||||
| Net Change in Net Assets Resulting from Operations | $ | (22,065,346 | ) | $ | 4,616,509 | |||
| Net Change in Net Assets Resulting from Operations per Common Share: | ||||||||
| Basic | $ | (0.87 | ) | $ | 0.16 | |||
| Diluted(2) | $ | (0.87 | ) | $ | 0.16 | |||
| Weighted-Average Common Shares Outstanding | | |||||||
| Basic | 25,393,490 | 28,378,529 | ||||||
| Diluted(2) | 25,393,490 | 28,378,529 | ||||||
| (1) | Includes interest income earned on idle cash. |
| (2) | For the three months ended March 31, 2024 and March 31, 2023, there were no potentially dilutive securities outstanding. |
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SURO CAPITAL CORP. AND SUBSIDIARIES
FINANCIAL HIGHLIGHTS (UNAUDITED)
| | Three Months Ended March 31, | |||||||
| 2024 | 2023 | |||||||
| Per Basic Share Data | ||||||||
| Net asset value at beginning of the year | $ | 7.99 | $ | 7.39 | ||||
| Net investment loss(1) | (0.13 | ) | (0.15 | ) | ||||
| Net realized gain/(loss) on investments(1) | (0.02 | ) | 0.01 | |||||
| Net change in unrealized appreciation/(depreciation) of investments(1) | (0.73 | ) | 0.30 | |||||
| Stock-based compensation(1) | 0.06 | 0.04 | ||||||
| Net asset value at end of period | $ | 7.17 | $ | 7.59 | ||||
| Per share market value at end of period | $ | 4.55 | $ | 3.62 | ||||
| Total return based on market value(2) | 15.48 | % | (4.74 | )% | ||||
| Total return based on net asset value(2) | (10.26 | )% | 2.71 | % | ||||
| Shares outstanding at end of period | 25,353,284 | 28,338,580 | ||||||
| Ratios/Supplemental Data: | | | ||||||
| Net assets at end of period | $ | 181,721,135 | $ | 215,043,069 | ||||
| Average net assets | $ | 202,519,594 | $ | 209,347,362 | ||||
| Ratio of net operating expenses to average net assets(3) | 9.44 | % | 10.70 | % | ||||
| Ratio of net investment loss to average net assets(3) | (6.40 | )% | (8.18 | )% | ||||
| Portfolio Turnover Ratio | 0.18 | % | 1.24 | % | ||||
| (1) | Based on weighted-average number of shares outstanding for the relevant period. |
| (2) | Total return based on market value is based upon the change in market price per share between the opening and ending market values per share in the period, adjusted for dividends and equity issuances. Total return based on net asset value is based upon the change in net asset value per share between the opening and ending net asset values per share in the period, adjusted for dividends and equity issuances. |
| (3) | Financial highlights for periods of less than one year are annualized and the ratios of operating expenses to average net assets and net investment loss to average net assets are adjusted accordingly. Because the ratios are calculated for the Company’s common stock taken as a whole, an individual investor’s ratios may vary from these ratios. |
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