Board Announces Review of Strategic Alternatives to Maximize Shareholder Value Led by Special Committee of Independent Directors
Company to Host Conference Call April 1st to Discuss the Financial Results
Investcorp Credit Management BDC, Inc. (NASDAQ: ICMB) (“ICMB” or the “Company”) announced its financial results today for its fiscal quarter and year ended December 31, 2025 and its Board has commenced a review of strategic alternatives led by a Special Committee of Independent Directors.
The Special Committee will be evaluating a broad range of strategic, financial and business configuration options for the Company. In parallel, the Board has decided to not declare a quarterly dividend for the current quarter ended March 31, 2026.
FINANCIAL HIGHLIGHTS
- During the quarter, ICMB made a $1.5 million investment in one existing portfolio company.
- ICMB fully realized its investments in three portfolio companies during the quarter, totaling $8.2 million in proceeds. The internal rate of return on these investments was 10.59%.
- During the quarter, the Company had net draws of $1.8 million on delayed draw and revolving credit commitments to portfolio companies.
- The weighted average yield on debt investments, at fair market value, as of December 31, 2025, was 10.56%, compared to 10.87% for the quarter ended September 30, 2025.
- Net asset value decreased $0.79 per share to $4.25, compared to $5.04 as of September 30, 2025. Net assets decreased by $11.4 million, or 15.65%, during the quarter ended December 31, 2025 compared to September 30, 2025.
- On March 30, 2026, ICMB refinanced its existing 4.875% Notes with new unsecured notes provided by an affiliate of its investment adviser with a floating rate of interest of SOFR plus 5.5% and a maturity of July 1, 2029.
Portfolio results, as of and for the three months ended December 31, 2025: |
|
Total assets |
$188.8 million |
Investment portfolio, at fair value |
$172.7 million |
Net assets |
$61.3 million |
Weighted average yield on debt investments, at fair market value (1) |
10.56% |
Net asset value per share |
$4.25 |
Portfolio activity in the current quarter: |
|
Number of investments in new portfolio companies |
0 |
Number of portfolio companies invested in |
37 |
Total capital invested in existing portfolio companies (2) |
$3.9 million |
Total proceeds from repayments, sales, and amortization (3) |
$10.3 million |
Net investment income before taxes (NII) |
$0.3 million |
Net investment income before taxes per share |
$0.02 |
Net decrease in net assets from operations |
($9.4) million |
Net decrease in net assets from operations per share |
($0.65) |
(1) Represents average yield on total debt investments weighted by fair market value as of December 31, 2025. The weighted average yield on total debt investments reflected above does not represent actual investment returns to the Company’s stockholders.
(2) Includes gross advances for delayed draw and revolving credit commitments and PIK interest to existing portfolio companies.
(3) Includes gross repayments on existing delayed draw and revolving credit commitments to portfolio companies.
Mr. Suhail A. Shaikh, chief executive officer of ICMB, said “We remain focused on actively managing our portfolio and continue to work closely with our portfolio company management teams and private equity sponsors. New deal activity was relatively muted for ICMB during the quarter. We remain disciplined in managing the Company’s capital, balancing debt repayment with new investments. Subsequent to the end of the quarter, we refinanced our maturing 4.875% Notes with debt capital from an affiliate of our investment adviser.” Mr. Shaikh continued, “As we continue to navigate the current market environment, we believe now is the appropriate time to consider strategic alternatives for the Company that could allow us to more effectively maximize value for our shareholders. As the Board conducts its review, our team will remain focused on executing our strategic priorities.”
Mr. Robert Andrew Muns, chief financial officer of ICMB, noted: “Given the current market environment, our priority is disciplined capital allocation, including selective capital deployment and portfolio rotation, consistent with our focus on protecting net asset value, enhancing long-term shareholder value and maintaining adequate liquidity. Our Board’s determination to not declare a dividend this quarter and initiate a strategic review is consistent with this priority, which will likely guide its approach with respect to future dividends while taking into account the minimum distribution requirements necessary for us to maintain our regulated investment company tax status.”
Portfolio and Investment Activities
During the quarter, the Company made a $1.5 million investment in one existing portfolio company.
The Company received proceeds of $10.3 million from repayments, sales and amortization during the quarter, primarily related to the realization of LABL Term Loan and Advanced Solutions Preferred Stock.
During the quarter, the Company had net draws of $1.8 million on delayed draw and revolving credit commitments to portfolio companies.
The Company’s net realized and unrealized losses of approximately $9.5 million, or $0.66 per share. The total net decrease in net assets resulting from operations for the quarter was $9.4 million, or $0.65 per share.
As of December 31, 2025, the Company’s investment portfolio consisted of investments in 37 portfolio companies, of which 80.76% were first lien investments and 19.24% were equity, warrants, and other investments. The Company’s debt portfolio consisted of 98.0% floating rate investments and 2.0% fixed rate investments.
Capital Resources
As of December 31, 2025, the Company had $15.0 million in cash, of which $10.4 million was restricted cash, and $41.1 million of unused capacity under its revolving credit facility with Capital One, N.A.
Subsequent Events
Subsequent to December 31, 2025 and through March 30, 2026, the Company invested a total of $0.8 million, which included investments in two existing portfolio companies, and received approximately $13.3 million from the sale and repayment of four positions. As of March 30, 2026, the Company had investments in 34 portfolio companies.
On March 29, 2026, the Company entered into a financing arrangement with ICAP, an affiliate of the Adviser, pursuant to which ICAP will provide a $65.0 million unsecured note bearing interest at a floating rate of SOFR plus 5.50% per annum and maturing on July 1, 2029. The proceeds from this financing will be used to repay in full the Company's outstanding 2026 Notes due April 1, 2026. Following this financing arrangement, the Company believes it will remain in compliance with all applicable asset coverage requirements.
The Company announced today that its Board has entered into a formal review process to evaluate strategic alternatives for the Company and the Board has authorized a Special Committee solely comprised of independent directors to lead the process. The Company has not set a timetable for the conclusion of the strategic alternatives review. There can be no assurance that the review will result in a transaction or change the Company’s announced strategy. The Company does not intend to comment further regarding the review unless or until it determines that further disclosure is appropriate or necessary.
Earnings Conference Call
The Company will host an earnings conference call at 9:00 am (Eastern Time) on Wednesday, April 1, 2026 to review its financial results and conduct a question-and-answer session. All interested parties may participate in the conference call by dialing (800) 550-9893 5-10 minutes prior to the call; international callers should dial (858) 609-8959. Participants should enter 872058# as the passcode, then press 2 when prompted. For those who are not able to listen to the call, a replay will be available shortly after the call by visiting our website at http://icmbdc.com/earnings-calls/.
Investcorp Credit Management BDC, Inc. and Subsidiaries Consolidated Statements of Assets and Liabilities |
||||||||||||
|
|
December 31, 2025 |
|
|
December 31, 2024 |
|
|
June 30, 2024 |
|
|||
Assets |
|
|
|
|
|
|
|
|
|
|||
Non-controlled, non-affiliated investments, at fair value (amortized cost of $177,110,265, $184,154,029, and $189,319,802, respectively) |
|
$ |
159,985,717 |
|
|
$ |
188,602,029 |
|
|
$ |
181,948,376 |
|
Affiliated investments, at fair value (amortized cost of $13,340,494, $16,351,878, and $15,149,238, respectively) |
|
|
12,673,145 |
|
|
|
3,014,929 |
|
|
|
2,621,154 |
|
Total investments, at fair value (amortized cost of $190,450,759, $200,505,907, and $204,469,040, respectively) |
|
|
172,658,862 |
|
|
|
191,616,958 |
|
|
|
184,569,530 |
|
Cash and cash equivalents |
|
|
4,582,403 |
|
|
|
771,483 |
|
|
|
158,768 |
|
Restricted cash and cash equivalents |
|
|
10,416,042 |
|
|
|
11,333,064 |
|
|
|
4,950,036 |
|
Principal receivable |
|
|
55,377 |
|
|
|
720,855 |
|
|
|
50,609 |
|
Interest receivable |
|
|
808,703 |
|
|
|
1,576,381 |
|
|
|
1,301,516 |
|
Payment-in-kind interest receivable |
|
|
190,790 |
|
|
|
85,399 |
|
|
|
66,625 |
|
Short-term receivable |
|
|
— |
|
|
|
160,901 |
|
|
|
— |
|
Long-term receivable |
|
|
— |
|
|
|
489,365 |
|
|
|
631,667 |
|
Escrow receivable |
|
|
— |
|
|
|
— |
|
|
|
97,173 |
|
Prepaid expenses and other assets |
|
|
124,928 |
|
|
|
97,324 |
|
|
|
411,821 |
|
Total Assets |
|
$ |
188,837,105 |
|
|
$ |
206,851,730 |
|
|
$ |
192,237,745 |
|
Liabilities |
|
|
|
|
|
|
|
|
|
|||
Debt: |
|
|
|
|
|
|
|
|
|
|||
Revolving credit facility |
|
$ |
58,900,000 |
|
|
$ |
58,500,000 |
|
|
$ |
43,000,000 |
|
2026 Notes payable |
|
|
65,000,000 |
|
|
|
65,000,000 |
|
|
|
65,000,000 |
|
Deferred debt issuance costs |
|
|
(754,121 |
) |
|
|
(1,369,415 |
) |
|
|
(1,654,870 |
) |
Unamortized discount |
|
|
(17,778 |
) |
|
|
(88,888 |
) |
|
|
(124,443 |
) |
Debt, net |
|
|
123,128,101 |
|
|
|
122,041,697 |
|
|
|
106,220,687 |
|
Payable for investments purchased |
|
|
— |
|
|
|
1,474,677 |
|
|
|
7,425,000 |
|
Interest payable |
|
|
1,887,457 |
|
|
|
1,894,921 |
|
|
|
1,950,925 |
|
Dividend payable |
|
|
— |
|
|
|
1,728,749 |
|
|
|
— |
|
Base management fees payable |
|
|
786,986 |
|
|
|
769,176 |
|
|
|
816,777 |
|
Income-based incentive fees payable |
|
|
351,571 |
|
|
|
501,955 |
|
|
|
128,876 |
|
Deferred income liability |
|
|
440,084 |
|
|
|
— |
|
|
|
— |
|
Directors' fees payable |
|
|
— |
|
|
|
81,323 |
|
|
|
— |
|
Accrued expenses and other liabilities |
|
|
916,894 |
|
|
|
757,102 |
|
|
|
685,271 |
|
Total Liabilities |
|
|
127,511,093 |
|
|
|
129,249,600 |
|
|
|
117,227,536 |
|
Commitments and Contingencies (see Note 6) |
|
|
|
|
|
|
|
|
|
|||
Net Assets |
|
|
|
|
|
|
|
|
|
|||
Common stock, par value $0.001 per share (100,000,000 shares authorized and 14,432,472, 14,406,244, and 14,403,752 shares issued and outstanding, respectively) |
|
|
14,432 |
|
|
|
14,406 |
|
|
|
14,404 |
|
Additional paid-in capital |
|
|
203,128,982 |
|
|
|
203,505,480 |
|
|
|
203,103,263 |
|
Distributable earnings (loss) |
|
|
(141,817,402 |
) |
|
|
(125,917,756 |
) |
|
|
(128,107,458 |
) |
Total Net Assets |
|
|
61,326,012 |
|
|
|
77,602,130 |
|
|
|
75,010,209 |
|
Total Liabilities and Net Assets |
|
$ |
188,837,105 |
|
|
$ |
206,851,730 |
|
|
$ |
192,237,745 |
|
Net Asset Value Per Share |
|
$ |
4.25 |
|
|
$ |
5.39 |
|
|
$ |
5.21 |
|
Investcorp Credit Management BDC, Inc. and Subsidiaries Consolidated Statements of Operations (unaudited) |
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
Twelve Months Ended December 31, |
|
|
Six Months Ended December 31, |
|
|
Twelve Months Ended June 30, |
|
|||||||
|
|
2025 |
|
|
2024 |
|
|
2024 |
|
|
2023 |
|
||||
Investment Income: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest income |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Non-controlled, non-affiliated investments |
|
$ |
14,562,641 |
|
|
$ |
8,680,899 |
|
|
$ |
20,271,776 |
|
|
$ |
23,822,181 |
|
Non-controlled, affiliated investments |
|
|
43,586 |
|
|
|
3,660 |
|
|
|
12,451 |
|
|
|
(20,611 |
) |
Total interest income |
|
|
14,606,227 |
|
|
|
8,684,559 |
|
|
|
20,284,227 |
|
|
|
23,801,570 |
|
Payment in-kind interest income |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Non-controlled, non-affiliated investments |
|
|
874,311 |
|
|
|
2,329,399 |
|
|
|
2,028,744 |
|
|
|
1,250,169 |
|
Non-controlled, affiliated investments |
|
|
618,203 |
|
|
|
42,079 |
|
|
|
77,680 |
|
|
|
70,070 |
|
Total payment-in-kind interest income |
|
|
1,492,514 |
|
|
|
2,371,478 |
|
|
|
2,106,424 |
|
|
|
1,320,239 |
|
Dividend income |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Non-controlled, non-affiliated investments |
�� |
|
81,607 |
|
|
|
— |
|
|
|
54,138 |
|
|
|
101,755 |
|
Non-controlled, affiliated investments |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Total dividend income |
|
|
81,607 |
|
|
|
— |
|
|
|
54,138 |
|
|
|
101,755 |
|
Payment in-kind dividend income |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Non-controlled, non-affiliated investments |
|
|
452,742 |
|
|
|
432,669 |
|
|
|
784,854 |
|
|
|
691,972 |
|
Non-controlled, affiliated investments |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Total payment-in-kind dividend income |
|
|
452,742 |
|
|
|
432,669 |
|
|
|
784,854 |
|
|
|
691,972 |
|
Other fee income |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Non-controlled, non-affiliated investments |
|
|
636,626 |
|
|
|
134,051 |
|
|
|
648,659 |
|
|
|
768,617 |
|
Non-controlled, affiliated investments |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Total other fee income |
|
|
636,626 |
|
|
|
134,051 |
|
|
|
648,659 |
|
|
|
768,617 |
|
Other income |
|
|
126,519 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Total investment income |
|
|
17,396,235 |
|
|
|
11,622,757 |
|
|
|
23,878,302 |
|
|
|
26,684,153 |
|
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest expense |
|
|
7,605,454 |
|
|
|
3,752,412 |
|
|
|
8,606,309 |
|
|
|
8,413,409 |
|
Base management fees |
|
|
3,465,211 |
|
|
|
1,671,831 |
|
|
|
3,800,693 |
|
|
|
4,201,394 |
|
Income-based incentive fees |
|
|
(150,384 |
) |
|
|
501,540 |
|
|
|
(72,942 |
) |
|
|
401,597 |
|
Professional fees |
|
|
1,210,014 |
|
|
|
718,289 |
|
|
|
1,239,122 |
|
|
|
984,290 |
|
Allocation of administrative costs from Adviser |
|
|
978,448 |
|
|
|
382,064 |
|
|
|
1,360,194 |
|
|
|
966,045 |
|
Amortization of deferred debt issuance costs |
|
|
615,294 |
|
|
|
306,004 |
|
|
|
576,475 |
|
|
|
693,333 |
|
Amortization of original issue discount - 2026 Notes |
|
|
71,110 |
|
|
|
35,555 |
|
|
|
71,110 |
|
|
|
71,110 |
|
Insurance expense |
|
|
497,149 |
|
|
|
255,536 |
|
|
|
479,502 |
|
|
|
506,963 |
|
Directors' fees |
|
|
307,500 |
|
|
|
175,852 |
|
|
|
294,907 |
|
|
|
302,500 |
|
Custodian and administrator fees |
|
|
294,256 |
|
|
|
147,986 |
|
|
|
316,128 |
|
|
|
292,267 |
|
Other expenses |
|
|
498,948 |
|
|
|
346,109 |
|
|
|
713,789 |
|
|
|
516,160 |
|
Total expenses |
|
|
15,393,000 |
|
|
|
8,293,178 |
|
|
|
17,385,287 |
|
|
|
17,349,068 |
|
Waiver of base management fees |
|
|
(349,320 |
) |
|
|
(131,735 |
) |
|
|
(365,225 |
) |
|
|
(387,311 |
) |
Waiver of income-based incentive fees |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Net expenses |
|
|
15,043,680 |
|
|
|
8,161,443 |
|
|
|
17,020,062 |
|
|
|
16,961,757 |
|
Net investment income before taxes |
|
|
2,352,555 |
|
|
|
3,461,314 |
|
|
|
6,858,240 |
|
|
|
9,722,396 |
|
Income tax expense, including excise tax expense |
|
|
447,781 |
|
|
|
315,075 |
|
|
|
267,150 |
|
|
|
294,330 |
|
Net investment income after taxes |
|
|
1,904,774 |
|
|
|
3,146,239 |
|
|
|
6,591,090 |
|
|
|
9,428,066 |
|
Net realized and unrealized gain/(loss) on investments: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net realized gain (loss) from investments |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Non-controlled, non-affiliated investments |
|
|
(1,849,766 |
) |
|
|
(8,114,711 |
) |
|
|
(7,731,553 |
) |
|
|
(26,890,095 |
) |
Non-controlled, affiliated investments |
|
|
— |
|
|
|
— |
|
|
|
(6,239,984 |
) |
|
|
— |
|
Net realized gain (loss) from investments |
|
|
(1,849,766 |
) |
|
|
(8,114,711 |
) |
|
|
(13,971,537 |
) |
|
|
(26,890,095 |
) |
Net change in unrealized appreciation (depreciation) in value of investments |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Non-controlled, non-affiliated investments |
|
|
(8,706,047 |
) |
|
|
11,819,426 |
|
|
|
1,797,807 |
|
|
|
21,966,347 |
|
Non-controlled, affiliated investments |
|
|
(196,901 |
) |
|
|
(808,865 |
) |
|
|
1,490,170 |
|
|
|
(1,269,815 |
) |
Net change in unrealized appreciation (depreciation) on investments |
|
|
(8,902,948 |
) |
|
|
11,010,561 |
|
|
|
3,287,977 |
|
|
|
20,696,532 |
|
Total realized gain (loss) and change in unrealized appreciation (depreciation) on investments |
|
|
(10,752,714 |
) |
|
|
2,895,850 |
|
|
|
(10,683,560 |
) |
|
|
(6,193,563 |
) |
Net increase (decrease) in net assets resulting from operations |
|
$ |
(8,847,940 |
) |
|
$ |
6,042,089 |
|
|
$ |
(4,092,470 |
) |
|
$ |
3,234,503 |
|
Basic and diluted: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Earnings per share |
|
$ |
(0.61 |
) |
|
$ |
0.42 |
|
|
$ |
(0.28 |
) |
|
$ |
0.22 |
|
Weighted average shares of common stock outstanding |
|
|
14,421,798 |
|
|
|
14,404,510 |
|
|
|
14,396,201 |
|
|
|
14,389,163 |
|
Distributions paid per common share |
|
$ |
0.52 |
|
|
$ |
0.24 |
|
|
$ |
0.60 |
|
|
$ |
0.63 |
|
About Investcorp Credit Management BDC, Inc.
The Company is an externally managed, closed-end, non-diversified management investment company that has elected to be regulated as a business development company under the Investment Company Act of 1940. The Company’s investment objective is to maximize the total return to its stockholders in the form of current income and capital appreciation through debt and related equity investments by targeting investment opportunities with favorable risk-adjusted returns. The Company seeks to invest primarily in middle-market companies that have annual revenues of at least $50 million and earnings before interest, taxes, depreciation, and amortization of at least $15 million. The Company’s investment activities are managed by its investment adviser, CM Investment Partners LLC (“CMIP”). Investcorp Credit Management US LLC (“Investcorp”), a subsidiary of Investcorp Bank B.S.C., controls CMIP. To learn more about Investcorp Credit Management BDC, Inc., please visit www.icmbdc.com.
Forward-Looking Statements
Statements included in this press release and made on the earnings call for the quarter and year ended December 31, 2025, may contain “forward-looking statements,” which relate to future performance, operating results, events, financial condition and/or exploration of strategic alternatives. Words such as “anticipates,” “expects,” “intends,” “plans,” “will,” “may,” “continue,” “believes,” “seeks,” “estimates,” “would,” “could,” “should,” “targets,” “projects,” and variations of these words and similar expressions are intended to identify forward-looking statements. Any forward-looking statements, including statements other than statements of historical facts, included in this press release or made on the earnings call are based upon current expectations, are inherently uncertain, and involve a number of assumptions and substantial risks and uncertainties, many of which are difficult to predict and are generally beyond the Company’s control.
Investors are cautioned not to place undue reliance on these forward-looking statements. Any such statements are likely to be affected by other unknowable future events and conditions, which the Company may or may not have considered, including, without limitation, changes in base interest rates and the effects of significant market volatility on our business, our portfolio companies, our industry and the global economy. Accordingly, such statements cannot be guarantees or assurances of any aspect of future performance or events. Actual results may differ materially from those anticipated in any forward-looking statements as a result of a number of factors and risks. More information on these risks and other potential factors that could affect actual events and the Company’s performance and financial results, including important factors that could cause actual results to differ materially from plans, estimates or expectations included herein or discussed on the earnings call, is or will be included in the Company’s filings with the Securities and Exchange Commission, including in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s 2025 Annual Report on Form 10-K and subsequently filed Quarterly Reports on Form 10-Q. All forward-looking statements speak only as of the date they are made. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law.
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Contacts
Investcorp Credit Management BDC, Inc.
Investor Relations
Email: icmbinfo@investcorp.com
Phone: (212) 703-1154
