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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): August 8, 2024 (August 5, 2024)

 

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.

 

Quarterly Base 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 August 5, 2024, CION’s co-chief executive officers declared a quarterly base distribution of $0.36 per share for the third quarter of 2024 payable on September 17, 2024 to shareholders of record as of September 3, 2024. A copy of the press release announcing the foregoing is attached hereto as Exhibit 99.1 and incorporated by reference herein.

 

Q2 2024 Financial Results

 

On August 8, 2024, CION issued a press release announcing its financial results for the second quarter ended June 30, 2024. 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 August 8, 2024 to discuss its financial results for the second quarter ended June 30, 2024, 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 8.01. Other Events.

 

On August 6, 2024, the Board, including a majority of the Board who are not interested persons, approved the renewal of the (i) second amended and restated investment advisory agreement with CION Investment Management, LLC (“CIM”), and (ii) administration agreement with CIM, each for a period of twelve months commencing August 9, 2024.

 

Item 9.01. Financial Statements and Exhibits.

 

  (d) Exhibits.

  

99.1 Press Release dated August 8, 2024.
99.2 CĪON Investment Corporation Second Quarter 2024 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: August 8, 2024 By: /s/ Michael A. Reisner
    Co-Chief Executive Officer

  

 

 

 

EXHIBIT LIST

 

EXHIBIT
NUMBER
  DESCRIPTION
99.1   Press Release dated August 8, 2024.
99.2   CĪON Investment Corporation Second Quarter 2024 Earnings Presentation.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

  

 

Exhibit 99.1

 

 

CION INVESTMENT CORPORATION REPORTS SECOND QUARTER 2024 FINANCIAL RESULTS

  

Disciplined Capital Deployment Contributes to Net Portfolio Growth

 

 For Immediate Release 

 

NEW YORK, August 8, 2024 — CION Investment Corporation (NYSE: CION) (“CION” or the “Company”) today reported financial results for the second quarter ended June 30, 2024 and filed its Form 10-Q with the U.S. Securities and Exchange Commission.

  

CION also announced that, on August 5, 2024, its co-chief executive officers declared a third quarter 2024 base distribution of $0.36 per share, payable on September 17, 2024 to shareholders of record as of September 3, 2024.

  

SECOND QUARTER AND OTHER HIGHLIGHTS

 

Net investment income and earnings per share for the quarter ended June 30, 2024 were $0.43 per share and $0.42 per share, respectively;

 

Net asset value per share was $16.08 as of June 30, 2024 compared to $16.05 as of March 31, 2024, an increase of $0.03 per share, or 0.2%. The increase was primarily due to out-earning its distribution by $0.02 per share and repurchases of the Company's common stock below NAV during the quarter ended June 30, 2024, which was partially offset by realized and unrealized losses of $0.01 per share;

 

As of June 30, 2024, the Company had $1.07 billion of total principal amount of debt outstanding, of which 61% was comprised of senior secured bank debt and 39% was comprised of unsecured debt. The Company’s net debt-to-equity ratio was 1.13x as of June 30, 2024 compared to 1.03x as of March 31, 2024;

 

As of June 30, 2024, the Company had total investments at fair value of $1.82 billion in 107 portfolio companies across 24 industries. The investment portfolio was comprised of 85.1% senior secured loans, including 84.3% in first lien investments;1

 

During the quarter, the Company funded new investment commitments of $137 million, funded previously unfunded commitments of $10 million, and had sales and repayments totaling $77 million, resulting in a net increase to the Company's funded portfolio of $70 million;

 

As of June 30, 2024, investments on non-accrual status amounted to 1.36% and 2.69% of the total investment portfolio at fair value and amortized cost, respectively, compared to 0.86% and 2.88%, respectively, as of March 31, 2024;

 

During the quarter, the Company repurchased 234,982 shares of its common stock under its 10b5-1 trading plan at an average price of $11.37 per share for a total repurchase amount of $2.7 million. Through June 30, 2024, the Company repurchased a total of 3,432,817 shares of its common stock under its 10b5-1 trading plan at an average price of $9.99 per share for a total repurchase amount of $34.3 million; and

 

On July 15, 2024, the Company further amended its $675 million senior secured credit facility with JPMorgan Chase Bank, National Association (“JPM”) to (i) reduce the credit spread on the floating interest rate payable by the Company on advances from the three-month SOFR plus a credit spread of 3.20% per year to the three-month SOFR plus a credit spread of 2.55% per year, and (ii) extend the reinvestment period from July 15, 2024 to June 15, 2026 and the maturity date from May 15, 2025 to June 15, 20272.

 

 

 

 

DISTRIBUTIONS

 

For the quarter ended June 30, 2024, the Company paid a quarterly base distribution totaling $19.3 million, or $0.36 per share, and declared a mid-year supplemental distribution totaling $2.7 million, or $0.05 per share, paid on July 12, 2024 to shareholders of record as of June 28, 2024.

 

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

 

“I’m pleased to report that CION continues to perform well, with strong results in net investment income, NAV stability, capital deployment, and portfolio credit performance. We are focused on building a durable franchise here at CION, and believe that CION is uniquely positioned for this environment given our middle market, first lien direct lending focus paired with our opportunistic strategy as we seek to capture alpha in volatile and complex market conditions.”

 

SELECTED FINANCIAL HIGHLIGHTS

 

   As of 
(in thousands, except per share data and ratios)  June 30, 2024   March 31, 2024 
Investment portfolio, at fair value1  $1,822,963   $1,740,700 
Total debt outstanding3  $1,069,844   $1,069,844 
Net assets  $860,806   $863,059 
Net asset value per share  $16.08   $16.05 
Debt-to-equity ratio   1.24x   1.24x
Net debt-to-equity ratio   1.13x   1.03x

 

   Three Months Ended 
(in thousands, except share and per share data)  June 30, 2024   March 31, 2024 
Total investment income  $61,357   $73,554 
Total operating expenses and income tax expense  $38,394   $40,961 
Net investment income after taxes  $22,963   $32,593 
Net realized losses  $(20,277)  $(9,736)
Net unrealized gains (losses)  $19,692   $(16,412)
Net increase in net assets resulting from operations  $22,378   $6,445 
           
Net investment income per share  $0.43   $0.60 
Net realized and unrealized losses per share  $(0.01)  $(0.48)
Earnings per share  $0.42   $0.12 
           
Weighted average shares outstanding   53,595,624    53,960,698 
Distributions declared per share  $0.41   $0.34 

  

Total investment income for the three months ended June 30, 2024 and March 31, 2024 was $61.4 million and $73.6 million, respectively. The decrease in total investment income was primarily driven by higher investment income from origination and restructuring activities and fees received in connection with the repayment of portfolio investments during the three months ended March 31, 2024.

  

Operating expenses for the three months ended June 30, 2024 and March 31, 2024 were $38.4 million and $41.0 million, respectively. The decrease in operating expenses was primarily driven by lower advisory fees due to a decrease in total investment income during the quarter ended June 30, 2024 as compared to the quarter ended March 31, 2024.

 

 

 

 

PORTFOLIO AND INVESTMENT ACTIVITY1

  

A summary of the Company's investment activity for the three months ended June 30, 2024 is as follows:

 

   New Investment
Commitments
  

Sales and

Repayments 

 
Investment Type (in thousands)  Amount   Percentage of Total   Amount   Percentage of Total 
Senior secured first lien debt  $138,624    93%  $61,908    81%
Senior secured second lien debt           12,505    16%
Collateralized securities and structured products - equity           64     
Equity   9,758    7%   2,446    3%
  Total  $148,382    100%  $76,923    100%

 

During the three months ended June 30, 2024, new investment commitments were made across 3 new and 16 existing portfolio companies. During the same period, the Company exited its investment in 1 portfolio company via sale and wrote off all investments in 4 portfolio companies. As a result, the number of portfolio companies decreased from 109 as of March 31, 2024 to 107 as of June 30, 2024.

  

PORTFOLIO SUMMARY1

  

As of June 30, 2024, the Company’s investments consisted of the following:

 

   Investments at Fair Value 
Investment Type (in thousands)  Amount  

Percentage

of Total 

 
Senior secured first lien debt  $1,536,753   84.3% 
Senior secured second lien debt   15,050    0.8%
Collateralized securities and structured products - equity   770    0.1%
Unsecured debt   5,493    0.3%
Equity   264,897    14.5%
  Total  $1,822,963    100.0%

  

 

 

 

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

  

   As of 
   June 30, 2024   March 31, 2024 
Number of portfolio companies   107    109 
Percentage of performing loans bearing a floating rate4   94.5%   92.6%
Percentage of performing loans bearing a fixed rate4   5.5%   7.4%
Yield on debt and other income producing investments at amortized cost5   12.86%   12.93%
Yield on performing loans at amortized cost5   13.26%   13.39%
Yield on total investments at amortized cost   11.48%   11.52%
Weighted average leverage (net debt/EBITDA)6   4.74x   4.98x
Weighted average interest coverage6   2.01x   1.98x
Median EBITDA7   $32.8 million    $33.7 million 

 

As of June 30, 2024, investments on non-accrual status represented 1.36% and 2.69% of the total investment portfolio at fair value and amortized cost, respectively. As of March 31, 2024, investments on non-accrual status represented 0.86% and 2.88% of the total investment portfolio at fair value and amortized cost, respectively.

 

LIQUIDITY AND CAPITAL RESOURCES

 

As of June 30, 2024, the Company had $1.07 billion of total principal amount of debt outstanding, comprised of $650 million of outstanding borrowings under its senior secured credit facilities and $420 million of unsecured notes and term loans. The combined weighted average interest rate on debt outstanding was 8.4% for the quarter ended June 30, 2024. As of June 30, 2024, the Company had $93 million in cash and short-term investments and $175 million available under its financing arrangements.3

  

EARNINGS CONFERENCE CALL

  

CION will host an earnings conference call on Thursday, August 8, 2024 at 11:00 am Eastern Time to discuss its financial results for the second quarter ended June 30, 2024. 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 Second 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)The Company incurred certain customary costs and expenses in connection with the JPM fifth amendment and will pay an annual administrative fee of 0.20% on JPM's total financing commitment.

  

3)Total debt outstanding excludes netting of debt issuance costs of $8.1 million and $9.4 million as of June 30, 2024 and March 31, 2024, respectively.

  

4)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.

 

5)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.

 

6)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. 

 

7)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)

 

   June 30, 2024   March 31, 2024 
   (unaudited)   (unaudited) 
Assets
Investments, at fair value:          
     Non-controlled, non-affiliated investments (amortized cost of $1,544,674 and $1,541,138, respectively)  $1,502,910   $1,494,478 
     Non-controlled, affiliated investments (amortized cost of $240,735 and $212,966, respectively)   250,411    202,915 
     Controlled investments (amortized cost of $138,792 and $154,505, respectively)   152,804    173,444 
          Total investments, at fair value (amortized cost of $1,924,201 and $1,908,609, respectively)   1,906,125    1,870,837 
Cash   9,798    48,482 
Interest receivable on investments   40,841    36,366 
Receivable due on investments sold and repaid   2,631    11,452 
Dividends receivable on investments   129     
Prepaid expenses and other assets   942    1,137 
   Total assets  $1,960,466   $1,968,274 
           
Liabilities and Shareholders' Equity
Liabilities          
Financing arrangements (net of unamortized debt issuance costs of $8,134 and $9,388, respectively)  $1,061,710   $1,060,455 
Payable for investments purchased   11,789    21,041 
Accounts payable and accrued expenses   1,031    743 
Interest payable   9,614    8,556 
Accrued management fees   6,841    6,864 
Accrued subordinated incentive fee on income   4,871    6,914 
Accrued administrative services expense   1,128    642 
Shareholder distribution payable   2,676     
Total liabilities   1,099,660    1,105,215 
           
Shareholders' Equity          
Common stock, $0.001 par value; 500,000,000 shares authorized; 53,525,623 and          
54,760,605 shares issued, and 53,525,623 and 53,760,605 shares outstanding, respectively   54    54 
Capital in excess of par value   1,025,689    1,028,360 
Accumulated distributable losses   (164,937)   (165,355)
Total shareholders' equity   860,806    863,059 
Total liabilities and shareholders' equity  $1,960,466   $1,968,274 
Net asset value per share of common stock at end of period  $16.08   $16.05 

 

 

 

 

CĪON Investment Corporation 

Consolidated Statements of Operations 

(in thousands, except share and per share amounts) 

 

   Three Months Ended
June 30,
   Six Months Ended
June 30,
   Year Ended
December 31,
 
   2024   2023   2024   2023   2023 
   (unaudited)   (unaudited)   (unaudited)   (unaudited)     
Investment income                         
Non-controlled, non-affiliated investments                         
     Interest income  $38,512   $47,117   $93,884   $89,885   $184,013 
     Paid-in-kind interest income   7,236    4,297    14,285    9,128    22,317 
     Fee income   1,338    1,154    5,211    2,297    7,871 
     Dividend income   5,139        5,139        210 
Non-controlled, affiliated investments                         
     Interest income   2,383    1,734    3,902    4,208    7,068 
     Paid-in-kind interest income   2,569    1,751    5,051    3,482    8,372 
     Fee income   704    477    704    2,397    2,432 
     Dividend income   13    52    40    3,933    3,946 
Controlled investments                         
     Interest income   3,163    1,914    6,395    3,891    8,090 
     Paid-in-kind interest income                   1,050 
     Fee income   300        300        1,391 
     Dividend income               4,250    4,250 
Total investment income   61,357    58,496    134,911    123,471    251,010 
Operating expenses                         
Management fees   6,841    6,546    13,705    13,222    26,856 
Administrative services expense   1,246    910    2,338    1,747    3,971 
Subordinated incentive fee on income   4,871    4,965    11,785    11,300    22,277 
General and administrative   1,659    2,074    3,443    4,029    7,382 
Interest expense   23,773    20,467    48,075    39,776    85,556 
Total operating expenses   38,390    34,962    79,346    70,074    146,042 
   Net investment income before taxes   22,967    23,534    55,565    53,397    104,968 
Income tax expense (benefit), including excise tax   4    118    9    123    (54)
Net investment income after taxes   22,963    23,416    55,556    53,274    105,022 
Realized and unrealized gains (losses)                         
Net realized losses on:                         
   Non-controlled, non-affiliated investments   (13,186)   (18,928)   (22,922)   (23,453)   (31,927)
   Non-controlled, affiliated investments   (7,091)       (7,091)        
   Controlled investments                    
Net realized losses   (20,277)   (18,928)   (30,013)   (23,453)   (31,927)
Net change in unrealized appreciation (depreciation) on:                         
   Non-controlled, non-affiliated investments   1,417    23,396    (5,100)   (17,690)   15,658 
   Non-controlled, affiliated investments   23,202    595    16,956    (9,695)   (7,335)
   Controlled investments   (4,927)   (585)   (8,576)   (5,587)   13,896 
Net change in unrealized appreciation (depreciation)   19,692    23,406    3,280    (32,972)   22,219 
Net realized and unrealized (losses) gains   (585)   4,478    (26,733)   (56,425)   (9,708)
Net increase (decrease) in net assets resulting from operations  $22,378   $27,894   $28,823   $(3,151)  $95,314 
Per share information—basic and diluted                         
Net increase (decrease) in net assets per share resulting from operations  $0.42   $0.51   $0.54   $(0.06)  $1.74 
Net investment income per share  $0.43   $0.43   $1.03   $0.97   $1.92 
Weighted average shares of common stock outstanding   53,595,624    54,788,740    53,778,161    54,948,225    54,685,327 

 

 

 

 

 

 

ABOUT CION INVESTMENT CORPORATION

  

CION Investment Corporation is a leading publicly listed business development company that had approximately $2.0 billion in total assets as of June 30, 2024. 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 August 8, 2024, 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

Charlie Arestia

carestia@cioninvestments.com

(646) 253-8259

 

James Carbonara

Hayden IR

James@haydenir.com

(646) 755-7412

 

 

 

Exhibit 99.2

 

CION Investment Corporation Second Quarter 2024 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 Thursday, August 8 , 2024 as well as the Company’s Quarterly Report on Form 10 - Q for the quarter ended June 30 , 2024 that was filed with the Securities and Exchange Commission (the “SEC”) on August 8 , 2024 . 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 and high interest rates 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. 2. The Company incurred certain customary costs and expenses in connection with the JPM fifth amendment and will pay an annual a dmi nistrative fee of 0.20% on JPM's total financing commitment. Second Quarter and Other Highlights – Ended June 30, 2024 • Net investment income and earnings per share for the quarter ended June 30 , 2024 were $ 0 . 43 per share and $ 0 . 42 per share, respectively ; • Net asset value per share was $ 16 . 08 as of June 30 , 2024 compared to $ 16 . 05 as of March 31 , 2024 , an increase of $ 0 . 03 per share, or 0 . 2 % . The increase was primarily due to out - earning its distribution by $ 0 . 02 per share and repurchases of the Company's common stock below NAV during the quarter ended June 30 , 2024 , which was partially offset by realized and unrealized losses of $ 0 . 01 per share ; • As of June 30 , 2024 , the Company had $ 1 . 07 billion of total principal amount of debt outstanding, of which 61 % was comprised of senior secured bank debt and 39 % was comprised of unsecured debt . The Company’s net debt - to - equity ratio was 1 . 13 x as of June 30 , 2024 compared to 1 . 03 x as of March 31 , 2024 ; • As of June 30 , 2024 , the Company had total investments at fair value of $ 1 . 82 billion in 107 portfolio companies across 24 industries . The investment portfolio was comprised of 85 . 1 % senior secured loans, including 84 . 3 % in first lien investments ; 1 • During the quarter, the Company funded new investment commitments of $ 137 million, funded previously unfunded commitments of $ 10 million, and had sales and repayments totaling $ 77 million, resulting in a net increase to the Company's funded portfolio of $ 70 million ; • As of June 30 , 2024 , investments on non - accrual status amounted to 1 . 36 % and 2 . 69 % of the total investment portfolio at fair value and amortized cost, respectively, compared to 0 . 86 % and 2 . 88 % , respectively, as of March 31 , 2024 ; • During the quarter, the Company repurchased 234 , 982 shares of its common stock under its 10 b 5 - 1 trading plan at an average price of $ 11 . 37 per share for a total repurchase amount of $ 2 . 7 million . Through June 30 , 2024 , the Company repurchased a total of 3 , 432 , 817 shares of its common stock under its 10 b 5 - 1 trading plan at an average price of $ 9 . 99 per share for a total repurchase amount of $ 34 . 3 million ; and • On July 15 , 2024 , the Company further amended its $ 675 million senior secured credit facility with JPMorgan Chase Bank, National Association (“JPM”) to (i) reduce the credit spread on the floating interest rate payable by the Company on advances from the three - month SOFR plus a credit spread of 3 . 20 % per year to three - month SOFR plus a credit spread of 2 . 55 % per year, and (ii) extend the reinvestment period from July 15 , 2024 to June 15 , 2026 and the maturity date from May 15 , 2025 to June 15 , 2027 . 2 DISTRIBUTIONS • For the quarter ended June 30 , 2024 , the Company paid a quarterly base distribution totaling $ 19 . 3 million, or $ 0 . 36 per share, and declared a mid - year supplemental distribution totaling $ 2 . 7 million, or $ 0 . 05 per share, paid on July 12 , 2024 to shareholders of record as of June 28 , 2024 ; and • On August 5 , 2024 , the Company’s co - chief executive officers declared a third quarter 2024 base distribution of $ 0 . 36 per share, payable on September 17 , 2024 to shareholders of record as of September 3 , 2024 .

 

 

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 supplemental distributions of $ 0 . 05 per share during each quarter ended September 30 , 2023 , December 31 , 2023 and June 30 , 2024 and a special distribution of $ 0 . 15 per share during the quarter ended December 31 , 2023 . ($ in millions) Q2 2024 Q1 2024 Q4 2023 Q3 2023 Q2 2023 Investment portfolio, at fair value (1) $1,823 $1,741 $1,841 $1,728 $1,688 Total debt outstanding (2) $1,070 $1,070 $1,092 $1,008 $986 Net assets $861 $863 $880 $861 $836 Debt - to - equity 1.24x 1.24x 1.24x 1.17x 1.18x Net debt - to - equity 1.13x 1.03x 1.10x 1.03x 1.04x Total investment income $61.4 $73.6 $60.0 $67.5 $58.5 Net investment income $23.0 $32.6 $21.8 $30.0 $23.4 Net realized and unrealized (losses) gains $(0.6) $(26.1) $29.2 $17.5 $4.5 Net increase in net assets resulting from operations $22.4 $6.4 $51.0 $47.5 $27.9 Per Share Data Net asset value per share $16.08 $16.05 $16.23 $15.80 $15.31 Net investment income per share $0.43 $0.60 $0.40 $0.55 $0.43 Net realized and unrealized (losses) gains per share $(0.01) $(0.48) $0.54 $0.32 $0.08 Earnings per share $0.42 $0.12 $0.94 $0.87 $0.51 Distributions declared per share (3) $0.41 $0.34 $0.54 $0.39 $0.34

 

 

Investment Activity • New investment commitments for the quarter were $148 million, of which $137 million were funded and $11 million were unfunded . • New investment commitments were made across 3 new and 16 existing portfolio companies. • Fundings of previously unfunded commitments for the quarter were $10 million. • Sales and repayments totaled $77 million for the quarter, which included the full exit of investments in 1 portfolio company via sale. Note - The discussion of the investment portfolio excludes short term investments. Unfunded commitments are generally subject to borrowers meeting certain criteria such as compliance with covenants and certain operational metrics. These amounts may remain outstanding until the commitment period of an applicable loan expires, whi ch may be shorter than the loan’s maturity date. 5 ($ in millions) Q2 2024 Q1 2024 Q4 2023 Q3 2023 Q2 2023 New investment commitments $148 $125 $152 $97 $62 Funded $137 $107 $147 $93 $62 Unfunded $11 $18 $5 $4 $0 Fundings of previously unfunded commitments $10 $4 $7 $10 $8 Repayments $(77) $(190) $(83) $(94) $(53) Sales $0 $(17) $0 $(2) $(2) Net funded investment activity $70 $(96) $71 $7 $15 Total Portfolio Companies 107 109 111 109 112

 

 

6 Portfolio Asset Composition * Less than 1%. The discussion of the investment portfolio is at fair value and excludes short term investments. 100% 100% 88% 7% 5% 93% 7% 84% 15% 1% 0%* 0%* 0%* 0%* 0%* 1% 1% 1% 85% 1% 13% 86% 11% 2% 87% 2% 10% 14% 2% 0%* 93% 7% 84% 0%*

 

 

7 INTERNAL INVESTMENT RISK RATINGS (1) (% of Total Portfolio, Fair Value) Q2 2024 NON - ACCRUAL % (1) Higher Credit Quality Lower Credit Quality Credit Quality of Investments 1. The discussion of the investment portfolio excludes short term investments. * - Less than 1%. Rating Q2 2024 Q1 2024 Q4 2023 Q3 2023 Q2 2023 1 1.3% 0.0%* 5.3% 0.0%* 1.9% 2 88.3% 88.5% 87.2% 90.7% 86.6% 3 9.0% 10.4% 6.5% 8.2% 10.7% 4 1.1% 0.7% 0.6% 0.6% 0.5% 5 0.3% 0.4% 0.4% 0.5% 0.3% Total 100.0% 100.0% 100.0% 100.0% 100.0%

 

 

PORTFOLIO BY SECURITY TYPE (4) PORTFOLIO BY INTEREST RATE TYPE (4) Portfolio Summary 8 ( 1 ) See endnote 5 in our press release filed with the SEC on August 8 , 2024 . ( 2 ) See endnote 6 in our press release filed with the SEC on August 8 , 2024 . ( 3 ) See endnote 7 in our press release filed with the SEC on August 8 , 2024 . ( 4 ) The discussion of the investment portfolio excludes short term investments . Portfolio Characteristics (as of June 30, 2024) (4) Investment Portfolio Total investments and unfunded commitments $1,900.5 million Unfunded commitments $77.5 million Investments at fair value $1,823.0 million Yield on debt and other income producing investments at amortized cost (1) 12.86 % Yield on performing loans at amortized cost (1) 13.26 % Yield on total investments at amortized cost 11.48 % Portfolio Companies Number of portfolio companies 107 Weighted average leverage (net debt/EBITDA) (2) 4.74x Weighted average interest coverage (2) 2.01x Median EBITDA (3) $32.8 million Industry Diversification (4) Industry % of Investment Portfolio Services: Business 15.8 % Healthcare & Pharmaceuticals 12.5 % Retail 7.8 % Media: Diversified & Production 7.3 % Services: Consumer 5.9 % Other (≤ 5.9% each) 50.7 % 85.1% Senior Secured Debt Investments

 

 

Quarterly Operating Results 9 All figures in thousands, except share and per share data Q2 2024 Q1 2024 Q4 2023 Q3 2023 Q2 2023 Investment income Interest income (1) $ 53,863 $ 69,654 $ 56,403 $ 63,913 $ 56,813 Dividend income 5,152 27 128 95 52 Fee income 2,342 3,873 3,468 3,532 1,631 Total investment income $ 61,357 $ 73,554 $ 59,999 $ 67,540 $ 58,496 Expenses Management fees $ 6,841 $ 6,864 $ 6,893 $ 6,741 $ 6,546 Interest and other debt expenses 23,773 24,302 24,023 21,757 20,467 Incentive fees 4,871 6,914 4,615 6,362 4,965 Other operating expenses 2,905 2,876 2,650 2,927 2,984 Total expenses before taxes $ 38,390 $ 40,956 $ 38,181 $ 37,787 $ 34,962 Income tax expense (benefit), including excise tax 4 5 60 (237) 118 Net investment income after taxes $ 22,963 $ 32,593 $ 21,758 $ 29,990 $ 23,416 Net realized loss and unrealized appreciation (depreciation) on investments Net realized loss $ (20,277) $ (9,736) $ (351) $ (8,123) $ (18,928) Net change in unrealized appreciation (depreciation) 19,692 (16,412) 29,585 25,606 23,406 Net realized and unrealized (losses) gains $ (585) $ (26,148) $ 29,234 $ 17,483 $ 4,478 Net increase in net assets resulting from operations $ 22,378 $ 6,445 $ 50,992 $ 47,473 $ 27,894 Per share data Net investment income $ 0.43 $ 0.60 $ 0.40 $ 0.55 $ 0.43 Net realized loss and unrealized (depreciation) appreciation on investments $ (0.01) $ (0.48) $ 0.54 $ 0.32 $ 0.08 Earnings per share $ 0.42 $ 0.12 $ 0.94 $ 0.87 $ 0.51 Distributions declared per share (2) $ 0.41 $ 0.34 $ 0.54 $ 0.39 $ 0.34 Weighted average shares outstanding 53,595,624 53,960,698 54,292,065 54,561,367 54,788,740 Shares outstanding, end of period 53,525,623 53,760,605 54,184,636 54,464,804 54,632,827 1. Includes certain prepayment fees, exit fees, accelerated OID and paid - in - kind interest income. 2. Includes supplemental distributions of $0.05 per share during each quarter ended September 30, 2023, December 31, 2023 and Ju ne 30, 2024 and a special distribution of $0.15 per share during the quarter ended December 31, 2023.

 

 

Quarterly Balance Sheet 10 All figures in thousands, except per share data and asset coverage ratio Q2 2024 Q1 2024 Q4 2023 Q3 2023 Q2 2023 Assets Investments, at fair value $ 1,906,125 $ 1,870,837 $ 1,954,270 $ 1,844,877 $ 1,788,462 Cash 9,798 48,482 8,415 6,805 11,515 Interest receivable on investments 40,841 36,366 36,724 40,378 33,200 Receivable due on investments sold 2,631 11,452 967 2,646 997 Dividend receivable on investments 129 — — 82 — Prepaid expenses and other assets 942 1,137 1,348 1,552 608 Total Assets $ 1,960,466 $ 1,968,274 $ 2,001,724 $ 1,896,340 $ 1,834,782 Liabilities & Net Assets Financing arrangements (net of debt issuance costs) (1) $ 1,061,710 $ 1,060,455 $ 1,081,701 $ 1,000,211 $ 976,737 Payable for investments purchased 11,789 21,041 4,692 9,663 — Accounts payable and accrued expenses 1,031 743 1,036 1,510 1,344 Interest payable 9,614 8,556 10,231 7,238 8,183 Accrued management fees 6,841 6,864 6,893 6,741 6,546 Accrued subordinated incentive fee on income 4,871 6,914 4,615 6,362 4,967 Accrued administrative services expense 1,128 642 2,156 1,064 574 Share repurchase payable — — — 67 67 Shareholder distribution payable 2,676 — 10,837 2,724 — Total Liabilities $ 1,099,660 $ 1,105,215 $ 1,122,161 $ 1,035,580 $ 998,418 Total Net Assets $ 860,806 $ 863,059 $ 879,563 $ 860,760 $ 836,364 Total Liabilities and Net Assets $ 1,960,466 $ 1,968,274 $ 2,001,724 $ 1,896,340 $ 1,834,782 Net Asset Value per share $ 16.08 $ 16.05 $ 16.23 $ 15.80 $ 15.31 Asset coverage ratio (2) 1.80 1.81 1.81 1.85 1.85 1. The Company had debt issuance costs of $ 8 , 134 as of June 30 , 2024 , $ 9 , 388 as of March 31 , 2024 , $ 10 , 643 as of December 31 , 2023 , $ 8 , 001 as of September 30 , 2023 and $ 8 , 976 as of June 30 , 2023 . 2. Asset coverage ratio is equal to (i) the sum of (a) net assets at the end of the period and (b) total senior securities outstanding at the end of the period (excluding unfunded commitments), divided by (ii) total senior securities outstanding at the end of the period .

 

 

11 Q2 2024 Net Asset Value Bridge Per Share Data

 

 

12 YTD 2024 Net Asset Value Bridge Per Share Data

 

 

13 Total Commitment Amount Principal Amount Outstanding Interest Rate Maturity Date JPM Credit Facility $675 $550 S + 3.20% (2)(3) 5/15/2025 (3) UBS Facility 150 100 S + 3.20% 11/19/2024 Unsecured Notes, 2026 (1) 125 125 4.50% 2/11/2026 Series A Unsecured Notes, 2026 (1) 115 115 S + 3.82% 8/31/2026 Unsecured Notes, 2027 (1) 100 100 S + 4.75% 11/8/2027 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 $1,245 $1,070 8.4% Debt Summary DEBT MATURITIES (4) ($ in millions) DEBT SCHEDULE ($ in millions) $175 million in available capacity within existing senior secured facilities 1. Investment grade credit rating. 2. As of June 30, 2024, bore interest at a rate of SOFR + 3.05% and a LIBOR to SOFR credit spread adjustment of 0.15%. 3. The JPM Credit Facility was amended on July 15, 2024 to reduce the interest rate to S+2.55% and extend the maturity to June 15, 2027. Also, see footnote 2 on page 3 for fees and expenses related to this amendment. (4) Chart reflects the JPM Credit Facility amendment discussed in footnote (3).

 

 

14 Distribution Per Share and Distribution Coverage 1 1. Includes special and/or supplemental distributions of $0.27, $0.05, $0.20 and $0.05 per share during Q4 2022, Q3 2023, Q4 202 3 a nd Q2 2024, respectively. Q3 2022 Q4 2022 Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 Q2 2024 Net Investment Income (per share) $0.45 $0.43 $0.54 $0.43 $0.55 $0.40 $0.60 $0.43 Distribution (per share) $0.31 $0.58(1) $0.34 $0.34 $0.39(1) $0.54(1) $0.34 $0.41(1) Distribution coverage 1.45x 0.74x 1.59x 1.26x 1.41x 0.74x 1.76x 1.05x

 

 

 

v3.24.2.u1
Cover
Aug. 05, 2024
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date Aug. 05, 2024
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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