CION CION Investment Corporation

 

 

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 9, 2023 (November 6, 2023)

 

CĪON Investment Corporation

 (Exact Name of Registrant as Specified in Charter)

 

Maryland		000-54755		45-3058280
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

	100 Park Avenue, 25th Floor New York, New York 10017
	(Address of Principal Executive Offices)

 

	(212) 418-4700
	(Registrant’s telephone number, including area code)

 

	Not applicable
	(Former name or former address, if changed since last report)

 

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, par value $0.001 per share		CION		The New York Stock Exchange

  

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.

 

Regular Quarterly Distribution

 

The board of directors (the “Board”) of CĪON Investment Corporation (“CION”) has delegated to CION’s executive officers the authority to determine the amount, record dates, payment dates and other terms of distributions to shareholders, which will be ratified by the Board on a quarterly basis.

 

On November 6, 2023, CION’s co-chief executive officers declared a regular quarterly cash distribution of $0.34 per share for the fourth quarter of 2023 payable on December 15, 2023 to shareholders of record as of December 1, 2023. A copy of the press release announcing the foregoing is attached hereto as Exhibit 99.1 and incorporated by reference herein.

 

Q3 2023 Financial Results

 

On November 9, 2023, CION issued a press release announcing its financial results for the third quarter ended September 30, 2023. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

 

In connection with its conference call to be held on November 9, 2023 to discuss its financial results for the third quarter ended September 30, 2023, CION has provided an accompanying slide presentation in the Investor Resources – Events and Presentations section of its website at www.cionbdc.com. A copy of the presentation is also attached hereto as Exhibit 99.2 and incorporated by reference herein.

 

The information disclosed under this Item 2.02, including Exhibits 99.1 and 99.2 hereto, is being “furnished” and shall not be deemed “filed” by CION 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, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. 

 

Item 7.01. Regulation FD Disclosure.

 

The information in Item 2.02 of this Current Report on Form 8-K is incorporated by reference into this Item 7.01.

 

Item 9.01. Financial Statements and Exhibits.

 

(d)

Exhibits.

  

99.1	Press Release dated November 9, 2023.
99.2	CĪON Investment Corporation Third Quarter 2023 Earnings Presentation.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

  

 

SIGNATURES

 

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.

   

		CĪON Investment Corporation
Date:	November 9, 2023	By: /s/ Michael A. Reisner
		Co-Chief Executive Officer

  

 

EXHIBIT LIST

 

EXHIBIT NUMBER

DESCRIPTION

99.1		Press Release dated November 9, 2023.
99.2		CĪON Investment Corporation Third Quarter 2023 Earnings Presentation.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

  

Exhibit 99.1

 

 

CION INVESTMENT CORPORATION REPORTS THIRD QUARTER 2023 FINANCIAL RESULTS

 

Reports Another Solid Quarterly Performance, Out Earning the Total Distribution by 41% and Achieving a $0.49 per Share Increase in NAV

 

Announces Fourth Quarter 2023 Base Distribution of $0.34 per Share

 

For Immediate Release

 

NEW YORK, November 9, 2023 — CION Investment Corporation (NYSE: CION) (“CION” or the “Company”) today reported financial results for the third quarter ended September 30, 2023 and filed its Form 10-Q with the U.S. Securities and Exchange Commission.

 

CION also announced that, on November 6, 2023, its co-chief executive officers declared a fourth quarter 2023 regular distribution of $0.34 per share payable on December 15, 2023 to shareholders of record as of December 1, 2023.

 

THIRD QUARTER AND OTHER HIGHLIGHTS

 

•

Net investment income and earnings per share for the quarter ended September 30, 2023 were $0.55 per share and $0.87 per share, respectively;

 

•

Net asset value per share was $15.80 as of September 30, 2023 compared to $15.31 as of June 30, 2023, an increase of $0.49 per share, or 3.2%. The increase was primarily due to the Company out earning its distribution for the period and mark-to-market adjustments to the Company’s portfolio;

 

•

As of September 30, 2023, the Company had $1,008 million of total principal amount of debt outstanding, of which 72% was comprised of senior secured bank debt and 28% was comprised of unsecured debt. The Company’s net debt-to-equity ratio was 1.03x as of September 30, 2023 compared to 1.04x as of June 30, 2023;

 

•

As of September 30, 2023, the Company had total investments at fair value of $1,728 million in 109 portfolio companies across 24 industries. The investment portfolio was comprised of 87.8% senior secured loans, including 85.7% in first lien investments;1

 

•

During the quarter, the Company funded new investment commitments of $93 million, funded previously unfunded commitments of $10 million, and had sales and repayments totaling $96 million, resulting in a net increase to the Company's funded portfolio of $7 million;

 

•

As of September 30, 2023, investments on non-accrual status amounted to 1.0% and 3.8% of the total investment portfolio at fair value and amortized cost, respectively, which are down from 1.7% and 4.8%, respectively, as of June 30, 2023; and

 

•

During the quarter, the Company repurchased 168,023 shares of its common stock under its 10b5-1 trading plan at an average price of $10.71 per share for a total repurchase amount of $1.8 million. Through September 30, 2023, the Company repurchased a total of 2,493,645 shares of its common stock under its 10b5-1 trading plan at an average price of $9.65 per share for a total repurchase amount of $24.1 million.

 

 

DISTRIBUTIONS

 

•

For the quarter ended September 30, 2023, the Company paid a regular quarterly distribution totaling $18.6 million, or $0.34 per share, and declared supplemental distributions of (a) $2.7 million, or $0.05 per share, which was paid on October 16, 2023 and (b) $0.05 per share, payable on January 15, 2024 to shareholders of record as of December 29, 2023.

 

SUBSEQUENT EVENTS

 

•

On October 10, 2023, the Company completed a private offering in Israel pursuant to which the Company issued approximately $33.1 million of its additional unsecured Series A Notes due 2026, which bear interest at a floating rate equal to SOFR plus a credit spread of 3.82% per year payable quarterly; and

 

•

On November 8, 2023, the Company completed a private offering pursuant to which the Company issued $100 million of its unsecured notes due 2027, which bear interest at a floating rate equal to the three-month SOFR plus a credit spread of 4.75% per year and subject to a 2.00% SOFR floor payable quarterly.

 

Michael A. Reisner, co-Chief Executive Officer of CION, commented:

 

“We are pleased to have delivered another strong quarter, supported by NII out-earning the dividends and quarterly NAV growth. Our credit performance remains robust, with a decline in non-accruals, down to 1.03% of fair value, and 99% of our portfolio is risk-rated at 3 or higher. We continue to focus on first lien loans to true middle-market companies and have once again demonstrated our ability to access the lending markets, expanding our unsecured debt offering, and maintaining a conservative approach to leverage—all while delivering strong returns to our investors. As we look ahead, CION is strategically positioned to deliver robust returns to shareholders."

 

SELECTED FINANCIAL HIGHLIGHTS

 

		As of
(in thousands, except per share data)		September 30, 2023				June 30, 2023
Investment portfolio, at fair value1		$	1,727,943			$	1,687,691
Total debt outstanding2		$	1,008,212			$	985,712
Net assets		$	860,760			$	836,364
Net asset value per share		$	15.80			$	15.31
Debt-to-equity			1.17	x			1.18	x
Net debt-to-equity			1.03	x			1.04	x

 

		Three Months Ended
(in thousands, except share and per share data)		September 30, 2023				June 30, 2023
Total investment income		$	67,540			$	58,496
Total operating expenses and income tax expense		$	37,550			$	35,080
Net investment income after taxes		$	29,990			$	23,416
Net realized losses		$	(8,123	)		$	(18,928	)
Net unrealized gains		$	25,606			$	23,406
Net increase in net assets resulting from operations		$	47,473			$	27,894
Net investment income per share		$	0.55			$	0.43
Net realized and unrealized gains per share		$	0.32			$	0.08
Earnings per share		$	0.87			$	0.51
Weighted average shares outstanding			54,561,367				54,788,740
Distributions declared per share		$	0.39			$	0.34

 

 

Total investment income for the three months ended September 30, 2023 and June 30, 2023 was $67.5 million and $58.5 million, respectively. The increase in investment income was primarily driven by make-whole payments received on certain investments during the three months ended September 30, 2023.

 

Operating expenses for the three months ended September 30, 2023 and June 30, 2023 were $37.6 million and $35.1 million, respectively. During the quarter ended September 30, 2023, the Company incurred higher advisory fees due to an increase in investment income and higher interest expense because of an increase in SOFR and LIBOR rates as compared to the quarter ended June 30, 2023.

 

PORTFOLIO AND INVESTMENT ACTIVITY¹

 

A summary of the Company's investment activity for the three months ended September 30, 2023 is as follows:

 

			New Investment Commitments								Sales and Repayments
Investment Type			$ in Thousands				% of Total				$ in Thousands				% of Total
Senior secured first lien debt		$	96,427				100	%		$	96,283				100	%
Senior secured second lien debt			—				—				5				—
Collateralized securities and structured products - equity			—				—				86				—
Equity			377				—				—				—
Total		$	96,804				100	%		$	96,374				100	%

 

During the three months ended September 30, 2023, new investment commitments were made across 3 new and 11 existing portfolio companies. During the same period, the Company received the full repayment on investments in 5 portfolio companies and sold all investments in 1 portfolio company. As a result, the number of portfolio companies decreased from 112 as of June 30, 2023 to 109 as of September 30, 2023.

 

PORTFOLIO SUMMARY¹

 

As of September 30, 2023, the Company’s investments consisted of the following:

 

			Investments at Fair Value
Investment Type			$ in Thousands				% of Total
Senior secured first lien debt		$	1,481,498				85.7	%
Senior secured second lien debt			36,114				2.1	%
Collateralized securities and structured products - equity			1,224				0.1	%
Unsecured debt			14,631				0.8	%
Equity			194,476				11.3	%
Total		$	1,727,943				100.0	%

 

 

The following table presents certain selected information regarding the Company’s investments:

 

		As of
		September 30, 2023				June 30, 2023
Number of portfolio companies			109				112
Percentage of performing loans bearing a floating rate3			92.5	%			92.2	%
Percentage of performing loans bearing a fixed rate3			7.5	%			7.8	%
Yield on debt and other income producing investments at amortized cost4			13.04	%			12.38	%
Yield on performing loans at amortized cost4			13.55	%			13.10	%
Yield on total investments at amortized cost			11.81	%			11.45	%
Weighted average leverage (net debt/EBITDA)5			4.78	x			4.83	x
Weighted average interest coverage5			1.93	x			2.00	x
Median EBITDA6			$33.7 million				$35.0 million

 

As of September 30, 2023, investments on non-accrual status represented 1.0% and 3.8% of the total investment portfolio at fair value and amortized cost, respectively. As of June 30, 2023, investments on non-accrual status represented 1.7% and 4.8% of the total investment portfolio at fair value and amortized cost, respectively.

 

LIQUIDITY AND CAPITAL RESOURCES

 

As of September 30, 2023, the Company had $1,008 million of total principal amount of debt outstanding, comprised of $722 million of outstanding borrowings under its senior secured credit facilities and $286 million of unsecured notes and term loans. The combined weighted average interest rate on debt outstanding was 8.3% for the quarter ended September 30, 2023. As of September 30, 2023, the Company had $124 million in cash and short-term investments and $103 million available under its financing arrangements.²

 

EARNING CONFERENCE CALL

 

CION will host an earnings conference call on Thursday, November 9, 2023 at 11:00 am Eastern Time to discuss its financial results for the third quarter ended September 30, 2023. Please visit the Investor Resources - Events and Presentations section of the Company’s website at www.cionbdc.com for a slide presentation that complements the earnings conference call.

 

All interested parties are invited to participate via telephone or listen via the live webcast, which can be accessed by clicking the following link: CION Investment Corporation 2023 Third Quarter Conference Call. Domestic callers can access the conference call by dialing (877) 484-6065. International callers can access the conference call by dialing +1 (201) 689-8846. All callers are asked to dial in approximately 10 minutes prior to the call. An archived replay will be available on a webcast link located in the Investor Resources - Events and Presentations section of CION’s website.

 

ENDNOTES

 

1)

The discussion of the investment portfolio excludes short-term investments.

 

2)

Total debt outstanding excludes netting of debt issuance costs of $8.0 million and $9.0 million as of September 30, 2023 and June 30, 2023, respectively.

 

3)

The fixed versus floating composition has been calculated as a percentage of performing debt investments measured on a fair value basis, including income producing preferred stock investments and excludes investments, if any, on non-accrual status.

 

4)

Computed based on the (a) annual actual interest rate or yield earned plus amortization of fees and discounts on the performing debt and other income producing investments as of the reporting date, divided by (b) the total performing debt and other income producing investments (excluding investments on non-accrual status) at amortized cost. This calculation excludes exit fees that are receivable upon repayment of the investment.

 

 

5)

For a particular portfolio company, the Company calculates the level of contractual indebtedness net of cash (“net debt”) owed by the portfolio company and compares that amount to measures of cash flow available to service the net debt. To calculate net debt, the Company includes debt that is both senior and pari passu to the tranche of debt owned by it but excludes debt that is legally and contractually subordinated in ranking to the debt owned by the Company. The Company believes this calculation method assists in describing the risk of its portfolio investments, as it takes into consideration contractual rights of repayment of the tranche of debt owned by the Company relative to other senior and junior creditors of a portfolio company. The Company typically calculates cash flow available for debt service at a portfolio company by taking EBITDA for the trailing twelve-month period. Weighted average net debt to EBITDA is weighted based on the fair value of the Company's performing debt investments and excluding investments where net debt to EBITDA may not be the appropriate measure of credit risk, such as cash collateralized loans and investments that are underwritten and covenanted based on recurring revenue.

 

For a particular portfolio company, the Company also calculates the level of contractual interest expense owed by the portfolio company and compares that amount to EBITDA (“interest coverage ratio”). The Company believes this calculation method assists in describing the risk of its portfolio investments, as it takes into consideration contractual interest obligations of the portfolio company. Weighted average interest coverage is weighted based on the fair value of the Company's performing debt investments, and excludes investments where interest coverage may not be the appropriate measure of credit risk, such as cash collateralized loans and investments that are underwritten and covenanted based on recurring revenue.

 

Portfolio company statistics, including EBITDA, are derived from the financial statements most recently provided to the Company for each portfolio company as of the reported end date. Statistics of the portfolio companies have not been independently verified by the Company and may reflect a normalized or adjusted amount.

 

6)

Median EBITDA is calculated based on the portfolio company's EBITDA as of the Company's initial investment.

 

 

CĪON Investment Corporation

Consolidated Balance Sheets

(in thousands, except share and per share amounts)

 

		September 30, 2023				June 30, 2023
		(unaudited)				(unaudited)
Assets
Investments, at fair value:
Non-controlled, non-affiliated investments (amortized cost of $1,555,700 and $1,583,865, respectively)		$	1,508,505			$	1,510,372
Non-controlled, affiliated investments (amortized cost of $207,222 and $204,248, respectively)			201,617				198,084
Controlled investments (amortized cost of $132,900 and $76,900, respectively)			134,755				80,006
Total investments, at fair value (amortized cost of $1,895,822 and $1,865,013, respectively)			1,844,877				1,788,462
Cash			6,805				11,515
Interest receivable on investments			40,378				33,200
Receivable due on investments sold and repaid			2,646				997
Dividends receivable on investments			82				—
Prepaid expenses and other assets			1,552				608
Total assets		$	1,896,340			$	1,834,782
Liabilities and Shareholders' Equity
Liabilities
Financing arrangements (net of unamortized debt issuance costs of $8,001 and $8,976, respectively)		$	1,000,211			$	976,737
Payable for investments purchased			9,663				—
Accounts payable and accrued expenses			1,510				1,344
Interest payable			7,238				8,183
Accrued management fees			6,741				6,546
Accrued subordinated incentive fee on income			6,362				4,967
Accrued administrative services expense			1,064				574
Share repurchases payable			67				67
Shareholder distribution payable			2,724				—
Total liabilities			1,035,580				998,418
Commitments and contingencies
Shareholders' Equity
Common stock, $0.001 par value; 500,000,000 shares authorized; 54,477,427 and 54,645,571 shares issued, and 54,464,804 and 54,632,827 shares outstanding, respectively			54				55
Capital in excess of par value			1,035,929				1,037,729
Accumulated distributable losses			(175,223	)			(201,420	)
Total shareholders' equity			860,760				836,364
Total liabilities and shareholders' equity		$	1,896,340			$	1,834,782
Net asset value per share of common stock at end of period		$	15.80			$	15.31

 

 

CĪON Investment Corporation

Consolidated Statements of Operations

(in thousands, except share and per share amounts)

 

		Three Months Ended September 30,								Nine Months Ended September 30,								Year Ended December 31,
		2023				2022				2023				2022				2022
		(unaudited)				(unaudited)				(unaudited)				(unaudited)
Investment income
Non-controlled, non-affiliated investments
Interest income		$	51,032			$	37,336			$	140,917			$	100,079			$	140,560
Paid-in-kind interest income			6,608				6,876				15,736				16,095				22,737
Fee income			2,447				4,542				4,744				8,045				9,019
Dividend income			82				57				82				103				103
Non-controlled, affiliated investments
Paid-in-kind interest income			2,471				1,174				5,953				3,493				6,204
Interest income			1,341				1,949				5,549				4,517				5,865
Dividend income			13				13				3,946				66				79
Fee income			35				19				2,432				525				525
Controlled investments
Interest income			1,413				2,197				5,304				6,066				6,049
Dividend income			—				—				4,250				—				1,275
Paid-in-kind interest income			1,048				—				1,048				409				2,482
Total investment income			67,540				54,163				191,011				139,398				194,898
Operating expenses
Management fees			6,741				6,942				19,963				20,436				27,361
Administrative services expense			996				733				2,743				2,234				3,348
Subordinated incentive fee on income			6,362				5,421				17,662				13,645				18,710
General and administrative			1,931				2,027				5,960				5,961				7,278
Interest expense			21,757				13,469				61,533				32,769				49,624
Total operating expenses			37,787				28,592				107,861				75,045				106,321
Net investment income before taxes			29,753				25,571				83,150				64,353				88,577
Income tax (benefit) expense, including excise tax			(237	)			14				(114	)			25				372
Net investment income after taxes			29,990				25,557				83,264				64,328				88,205
Realized and unrealized gains (losses)
Net realized (losses) gains on:
Non-controlled, non-affiliated investments			(8,123	)			4,267				(31,576	)			4,475				(11,217	)
Non-controlled, affiliated investments			—				(21,433	)			—				(21,530	)			(21,530	)
Foreign currency			—				(3	)			—				(3	)			(3	)
Net realized losses			(8,123	)			(17,169	)			(31,576	)			(17,058	)			(32,750	)
Net change in unrealized appreciation (depreciation) on:
Non-controlled, non-affiliated investments			26,298				(669	)			8,608				(25,646	)			(19,807	)
Non-controlled, affiliated investments			559				18,966				(9,136	)			13,609				13,523
Controlled investments			(1,251	)			7,298				(6,838	)			5,373				970
Net change in unrealized appreciation (depreciation)			25,606				25,595				(7,366	)			(6,664	)			(5,314	)
Net realized and unrealized gains (losses)			17,483				8,426				(38,942	)			(23,722	)			(38,064	)
Net increase in net assets resulting from operations		$	47,473			$	33,983			$	44,322			$	40,606			$	50,141
Per share information—basic and diluted
Net increase in net assets per share resulting from operations		$	0.87			$	0.60			$	0.81			$	0.71			$	0.89
Net investment income per share		$	0.55			$	0.45			$	1.52			$	1.13			$	1.56
Weighted average shares of common stock outstanding			54,561,367				56,816,992				54,817,855				56,910,773				56,556,510

 

 

 

ABOUT CION INVESTMENT CORPORATION

 

CION Investment Corporation is a leading publicly listed business development company that had approximately $1.9 billion in total assets as of September 30, 2023. CION seeks to generate current income and, to a lesser extent, capital appreciation for investors by focusing primarily on senior secured loans to U.S. middle-market companies. CION is advised by CION Investment Management, LLC, a registered investment adviser and an affiliate of CION. For more information, please visit www.cionbdc.com.

 

FORWARD-LOOKING STATEMENTS

 

This press release may contain forward-looking statements that involve substantial risks and uncertainties. You can identify these statements by the use of forward-looking terminology such as “may,” “will,” “should,” “expect,” “anticipate,” “project,” “target,” “estimate,” “intend,” “continue,” or “believe” or the negatives thereof or other variations thereon or comparable terminology. You should read statements that contain these words carefully because they discuss CION’s plans, strategies, prospects and expectations concerning its business, operating results, financial condition and other similar matters. These statements represent CION’s belief regarding future events that, by their nature, are uncertain and outside of CION’s control. There are likely to be events in the future, however, that CION is not able to predict accurately or control. Any forward-looking statement made by CION in this press release speaks only as of the date on which it is made. Factors or events that could cause CION’s actual results to differ, possibly materially from its expectations, include, but are not limited to, the risks, uncertainties and other factors CION identifies in the sections entitled “Risk Factors” and “Forward-Looking Statements” in filings CION makes with the SEC, and it is not possible for CION to predict or identify all of them. CION undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

 

OTHER INFORMATION

 

The information in this press release is summary information only and should be read in conjunction with CION’s Quarterly Report on Form 10-Q, which CION filed with the SEC on November 9, 2023, as well as CION’s other reports filed with the SEC. A copy of CION’s Quarterly Report on Form 10-Q and CION’s other reports filed with the SEC can be found on CION’s website at www.cionbdc.com and the SEC’s website at www.sec.gov.

 

CONTACTS

 

Media

Susan Armstrong

sarmstrong@cioninvestments.com

 

Investor Relations

1-800-343-3736

 

Analysts and Institutional Investors

James Carbonara

Hayden IR

(646)-755-7412

James@haydenir.com

 

 

Exhibit 99.2

 

CION Investment Corporation Third Quarter 2023 Earnings Presentation

Disclosures and Forward - Looking Statements 2 The information contained in this earnings presentation should be viewed in conjunction with the earnings conference call of CION Investment Corporation (NYSE : CION) (“CION” or the “Company”) held on November 9 , 2023 as well as the Company’s Quarterly Report on Form 10 - Q for the quarter ended September 30 , 2023 that was filed with the Securities and Exchange Commission (the “SEC”) on November 9 , 2023 . The information contained herein may not be used, reproduced or distributed to others, in whole or in part, for any other purpose without the prior written consent of the Company . This earnings presentation may contain forward - looking statements that involve substantial risks and uncertainties, including the impact of inflation, rising interest rates, supply - chain disruptions and the risk of recession on the business, future operating results, access to capital and liquidity of the Company and its portfolio companies . You can identify these statements by the use of forward - looking terminology such as “may,” “will,” “should,” “expect,” “anticipate,” “project,” “target,” “estimate,” “intend,” “continue,” or “believe” or the negatives thereof or other variations thereon or comparable terminology, including references to assumptions, forecasts of future results, shareholder diversification, institutional research coverage and availability and access to capital . You should read statements that contain these words carefully because they discuss the Company’s plans, strategies, prospects and expectations concerning its business, operating results, financial condition and other similar matters . These statements represent the Company’s belief regarding future events that, by their nature, are uncertain and outside of the Company’s control, such as the price at which the Company’s shares of common stock will trade on the NYSE . Any forward - looking statement made by the Company in this earnings presentation speaks only as of the date on which the Company makes it . Factors or events that could cause the Company’s actual results to differ, possibly materially from its expectations, include, but are not limited to, the risks, uncertainties and other factors the Company identifies in the sections entitled “Risk Factors” and “Forward - Looking Statements” in filings the Company makes with the SEC, and it is not possible for the Company to predict or identify all of them . The Company undertakes no obligation to update or revise publicly any forward - looking statements, whether as a result of new information, future events or otherwise, except as required by law . This earnings presentation does not constitute a prospectus and should under no circumstances be understood as an offer to sell or the solicitation of an offer to buy the Company’s common stock or any other securities nor will there be any sale of common stock or any other securities referred to in this earnings presentation in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or jurisdiction . Nothing in these materials should be construed as a recommendation to invest in any securities that may be issued by the Company or as legal, accounting or tax advice . An investment in securities of the type described herein presents certain risks . The Company is managed by CION Investment Management, LLC, an affiliate of the Company . Nothing contained herein shall be relied upon as a promise or representation whether as to past or future performance . The information contained in this earnings presentation is summary information that is intended to be considered in the context of other public announcements that the Company may make, by press release or otherwise, from time to time . The Company undertakes no duty or obligation to publicly update or revise the information contained in this earnings presentation, except as required by law . These materials contain information about the Company, certain of its personnel and affiliates and its historical performance . You should not view information related to past performance of the Company as indicative of its future results, the achievement of which cannot be assured . Past performance does not guarantee future results, which may vary . The value of investments and the income derived from investments will fluctuate and can go down as well as up . A loss of principal may occur .

3 (1) The discussion of the investment portfolio excludes short term investments. Third Quarter and Other Highlights – Ended September 30, 2023 ▪ Net investment income and earnings per share for the quarter ended September 30 , 2023 were $ 0 . 55 per share and $ 0 . 87 per share, respectively ; ▪ Net asset value per share was $ 15 . 80 as of September 30 , 2023 compared to $ 15 . 31 as of June 30 , 2023 , an increase of $ 0 . 49 per share, or 3 . 2 % . The increase was primarily due to the Company out earning its distribution for the period and mark - to - market adjustments to the Company’s portfolio ; ▪ As of September 30 , 2023 , the Company had $ 1 , 008 million of total principal amount of debt outstanding, of which 72 % was comprised of senior secured bank debt and 28 % was comprised of unsecured debt . The Company’s net debt - to - equity ratio was 1 . 03 x as of September 30 , 2023 compared to 1 . 04 x as of June 30 , 2023 ; ▪ As of September 30 , 2023 , the Company had total investments at fair value of $ 1 , 728 million in 109 portfolio companies across 24 industries . The investment portfolio was comprised of 87 . 8 % senior secured loans, including 85 . 7 % in first lien investments ; 1 ▪ During the quarter, the Company funded new investment commitments of $ 93 million, funded previously unfunded commitments of $ 10 million, and had sales and repayments totaling $ 96 million, resulting in a net increase to the Company's funded portfolio of $ 7 million ; ▪ As of September 30 , 2023 , investments on non - accrual status amounted to 1 . 0 % and 3 . 8 % of the total investment portfolio at fair value and amortized cost, respectively, which are down from 1 . 7 % and 4 . 8 % , respectively, as of June 30 , 2023 ; and ▪ During the quarter, the Company repurchased 168 , 023 shares of its common stock under its 10 b 5 - 1 trading plan at an average price of $ 10 . 71 per share for a total repurchase amount of $ 1 . 8 million . Through September 30 , 2023 , the Company repurchased a total of 2 , 493 , 645 shares of its common stock under its 10 b 5 - 1 trading plan at an average price of $ 9 . 65 per share for a total repurchase amount of $ 24 . 1 million . DISTRIBUTIONS ▪ For the quarter ended September 30 , 2023 , the Company paid a regular quarterly distribution totaling $ 18 . 6 million, or $ 0 . 34 per share, and declared supplemental distributions of (a) $ 2 . 7 million, or $ 0 . 05 per share, which was paid on October 16 , 2023 and (b) $ 0 . 05 per share, payable on January 15 , 2024 to shareholders of record as of December 29 , 2023 ; and ▪ On November 6 , 2023 , the Company’s co - chief executive officers declared a fourth quarter 2023 regular distribution of $ 0 . 34 per share payable on December 15 , 2023 to shareholders of record as of December 1 , 2023 . SUBSEQUENT EVENTS ▪ On October 10 , 2023 , the Company completed a private offering in Israel pursuant to which the Company issued approximately $ 33 . 1 million of its additional unsecured Series A Notes due 2026 , which bear interest at a floating rate equal to SOFR plus a credit spread of 3 . 82 % per year payable quarterly ; and ▪ On November 8 , 2023 , the Company completed a private offering pursuant to which the Company issued $ 100 million of its unsecured notes due 2027 , which bear interest at a floating rate equal to the three - month SOFR plus a credit spread of 4 . 75 % per year and subject to a 2 . 00 % SOFR floor payable quarterly .

4 Selected Financial Highlights (1) The discussion of the investment portfolio excludes short term investments. (2) Total debt outstanding excludes netting of debt issuance costs. Please refer to page 10 for debt net of issuance costs . (3) Includes a supplemental distribution of $0.05 per share during the quarter ended September 30, 2023 and a special distributio n o f $0.27 per share during the quarter ended December 31, 2022.

Investment Activity ▪ New investment commitments for the quarter were $97 million, of which $93 million were funded and $4 million were unfunded. ▪ New investment commitments were made across 3 new and 11 existing portfolio companies. ▪ Fundings of previously unfunded commitments for the quarter were $10 million. ▪ Sales and repayments totaled $96 million for the quarter, which included the full exit of investments in 6 portfolio companie s. The discussion of the investment portfolio excludes short term investments. Unfunded c ommitments are generally subject to borrowers meeting certain criteria such as compliance with covenants and certain operational metrics. These amounts may remain outstanding until the commitment period of an applicable loan expires, which ma y b e shorter than the loan’s maturity date. 5

6 Portfolio Asset Composition 86% 87% 89% 90% 90% 2% 2% 2% 2% 2% 0% * 0% * 0% * 0% * 0% * 1% 1% 1% 2% 2% 11% 10% 8% 6% 6% $1,728 $1,688 $1,657 $1,749 $1,797 Q3 2023 Q2 2023 Q1 2023 Q4 2022 Q3 2022 End of Period Investments (in millions) * Less than 1%. The discussion of the investment portfolio is at fair value and excludes short term investments. 100% 88% 87% 99% 84% 14% 7% 5% 13% 1% 2% $97 $62 $15 $92 $134 Q3 2023 Q2 2023 Q1 2023 Q4 2022 Q3 2022 New Investment Commitments (in millions)

7 INTERNAL INVESTMENT RISK RATINGS (1) (% of Total Portfolio, Fair Value) Q3 2023 NON - ACCRUAL % (1) Higher Credit Quality Lower Credit Quality Credit Quality of Investments 3.83% 1.03% Amortized Cost Fair Value (1) The discussion of the investment portfolio excludes short term investments. * - Less than 1%.

87.8% Senior Secured Debt Investments PORTFOLIO BY SECURITY TYPE (4) PORTFOLIO BY INTEREST RATE TYPE (4) 85.7% 2.1% 11.3% 0.1% 0.8% ▪ First Lien Debt (85.7%) ▪ Second Lien Debt (2.1%) ▪ Equity (11.3%) ▪ Collateralized Securities & Structured Products: Equity (0.1%) ▪ Unsecured Debt (0.8%) ▪ Floating Interest Rate Investments (81.2%) ▪ Fixed Interest Rate Investments (7.3%) ▪ Non - Income Producing Investments (8.4%) ▪ Other Income Producing Investments (3.1%) Portfolio Summary 8 ( 1 ) See endnote 4 in our press release filed with the SEC on November 9 , 2023 . ( 2 ) See endnote 5 in our press release filed with the SEC on November 9 , 2023 . ( 3 ) See endnote 6 in our press release filed with the SEC on November 9 , 2023 . ( 4 ) The discussion of the investment portfolio excludes short term investments . 81.2% 7.3% 8.4% 3.1%

Quarterly Operating Results 9

Quarterly Balance Sheet 10

11 Q3 2023 Net Asset Value Bridge Per Share Data

12 Total Commitment Amount Principal Amount Outstanding Interest Rate Maturity Date JPM Credit Facility $675 $600 S + 3.20% (2) 5/15/2025 UBS Facility 150 122 S + 3.53% (3) 11/19/2024 Unsecured Notes, 2026 (1) 125 125 4.50% 2/11/2026 Series A Unsecured Notes, 2026 (1) 81 81 S + 3.82% 8/31/2026 2022 Unsecured Term Loan (1) 50 50 S + 3.50% 4/27/2027 2021 Unsecured Term Loan (1) 30 30 5.20% 9/30/2024 Total Debt $1,111 $1,008 8.3% Debt Summary DEBT MATURITIES ($ in millions) DEBT SCHEDULE ($ in millions) $103 million in available capacity within existing senior secured facilities (1) Investment grade credit rating. (2) Bears interest at a rate of SOFR + 3.05% and a LIBOR to SOFR credit spread adjustment of 0.15%. (3) Will bear interest at a rate of SOFR + 3.20% commencing November 19, 2023.

13 Distribution Per Share and Distribution Coverage 1 (1) Includes special/supplemental distributions of $0.20, $0.27 and $0.05 per share during Q4 2021, Q4 2022 and Q3 2023, respecti vel y.

 

v3.23.3

Cover	Nov. 06, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Nov. 06, 2023
Entity File Number	000-54755
Entity Registrant Name	CĪON Investment Corporation
Entity Central Index Key	0001534254
Entity Tax Identification Number	45-3058280
Entity Incorporation, State or Country Code	MD
Entity Address, Address Line One	100 Park Avenue
Entity Address, Address Line Two	25th Floor
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10017
City Area Code	212
Local Phone Number	418-4700
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, par value $0.001 per share
Trading Symbol	CION
Security Exchange Name	NYSE
Entity Emerging Growth Company	false

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