Gladstone Investment Corp. Files 2024 10-K

Ticker: GAINI · Form: 10-K · Filed: May 8, 2024 · CIK: 1321741

Gladstone Investment Corporation\De 10-K Filing Summary
FieldDetail
CompanyGladstone Investment Corporation\De (GAINI)
Form Type10-K
Filed DateMay 8, 2024
Risk Levellow
Pages15
Reading Time18 min
Key Dollar Amounts$0.001, $12.74, $75 m, $4 million, $15 million
Sentimentneutral

Sentiment: neutral

Topics: 10-K, annual-report, SEC-filing, debt

Related Tickers: GAIN, GAINN, GAINZ, GAINL

TL;DR

GAIN filed its 2024 10-K, confirming all reporting requirements met. Stock and notes trade on Nasdaq.

AI Summary

Gladstone Investment Corporation (GAIN) filed its 10-K for the fiscal year ended March 31, 2024. The company, incorporated in Delaware, is registered with the SEC under file number 814-00704. GAIN's common stock and several series of notes, including 5.00% Notes due 2026 (GAINN), 4.875% Notes due 2028 (GAINZ), and 8.00% Notes due 2028 (GAINL), are registered on The Nasdaq Stock Market LLC. The filing confirms GAIN has met all reporting requirements for the preceding 12 months.

Why It Matters

This 10-K filing provides a comprehensive overview of Gladstone Investment Corporation's financial performance and operations for the fiscal year, crucial for investors assessing the company's stability and future prospects.

Risk Assessment

Risk Level: low — This filing is a standard annual report and does not contain immediate red flags or significant negative disclosures.

Key Numbers

  • 814-00704 — SEC Commission File Number (Identifies the specific SEC registration for Gladstone Investment Corporation.)

Key Players & Entities

  • GLADSTONE INVESTMENT CORPORATION (company) — Registrant
  • GAIN (company) — Trading Symbol for Common Stock
  • 5.00% Notes due 2026 (dollar_amount) — Debt Instrument
  • 4.875% Notes due 2028 (dollar_amount) — Debt Instrument
  • 8.00% Notes due 2028 (dollar_amount) — Debt Instrument
  • The Nasdaq Stock Market LLC (company) — Exchange
  • March 31, 2024 (date) — Fiscal Year End

FAQ

What is the primary purpose of this Form 10-K filing for Gladstone Investment Corporation?

The primary purpose is to provide an annual report detailing the company's financial performance and operations for the fiscal year ended March 31, 2024, as required by the SEC.

Which stock exchange lists Gladstone Investment Corporation's common stock and notes?

Gladstone Investment Corporation's common stock (GAIN) and its notes (GAINN, GAINZ, GAINL) are listed on The Nasdaq Stock Market LLC.

Has Gladstone Investment Corporation met its filing obligations for the past 12 months?

Yes, the filing indicates that Gladstone Investment Corporation has filed all reports required by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months.

What are the specific note series mentioned as registered on Nasdaq?

The specific note series mentioned are the 5.00% Notes due 2026 (GAINN), 4.875% Notes due 2028 (GAINZ), and 8.00% Notes due 2028 (GAINL).

In which U.S. state was Gladstone Investment Corporation incorporated?

Gladstone Investment Corporation was incorporated in Delaware.

Filing Stats: 4,572 words · 18 min read · ~15 pages · Grade level 13.1 · Accepted 2024-05-08 16:07:54

Key Financial Figures

  • $0.001 — ange on Which Registered Common Stock, $0.001 par value per share GAIN The Nasdaq Sto
  • $12.74 — ed on the closing price on that date of $12.74 on the Nasdaq Global Select Market, was
  • $75 m — tfolio company generally totaling up to $75 million, although investment size may var
  • $4 million — eciation and amortization ("EBITDA") of $4 million to $15 million) ("Lower Middle Market")
  • $15 million — mortization ("EBITDA") of $4 million to $15 million) ("Lower Middle Market") in the U.S. th
  • $920.5 million — ustries with an aggregate fair value of $920.5 million. Our investments in SFEG Holdings, Inc.

Filing Documents

Business

Business 3 ITEM 1A

Risk Factors

Risk Factors 22 ITEM 1B Unresolved Staff Comments 42 I TEM 1C C ybersecurity 43 ITEM 2

Properties

Properties 44 ITEM 3

Legal Proceedings

Legal Proceedings 44 ITEM 4 Mine Safety Disclosures 44 PART II ITEM 5 Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 45 ITEM 6 Reserved 51 ITEM 7

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 52 ITEM 7A

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 69 ITEM 8

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 71 ITEM 9 Changes in and Disagreements With Accountants on Accounting and Financial Disclosure 120 ITEM 9A

Controls and Procedures

Controls and Procedures 120 ITEM 9B Other Information 120

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 120

ITEM 9C Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 120 PART III ITEM 10 Directors, Executive Officers and Corporate Governance 121 ITEM 11

Executive Compensation

Executive Compensation 121 ITEM 12

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 121 ITEM 13 Certain Relationships and Related Transactions, and Director Independence 121 ITEM 14 Principal Accountant Fees and Services 121 PART IV ITEM 15 Exhibits and Financial Statement Schedule s 122 ITEM 16 Form 10-K Summary 125

SIGNATURES

SIGNATURES 126 1 Table of Contents

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS All statements contained herein, other than historical facts, may constitute "forward-looking statements." These statements may relate to, among other things, our future operating results, our business prospects and the prospects of our portfolio companies, actual and potential conflicts of interest with Gladstone Management Corporation (the "Adviser"), our investment adviser, and its affiliates, the use of borrowed money to finance our investments, the adequacy of our financing sources and working capital, and our ability to co-invest. In some cases, you can identify forward-looking statements by terminology such as "estimate," "may," "might," "believe," "will," "provided," "anticipate," "future," "could," "growth," "plan," "project," "intend," "expect," "should," "would," "if," "seek," "possible," "potential," "likely" or the negative or variations of such terms or comparable terminology. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. Such factors include: (1) changes in the economy and the capital markets, including stock price volatility, inflation, elevated interest rates and risks of recession; (2) risks associated with negotiation and consummation of pending and future transactions; (3) the loss of one or more of our executive officers, in particular David Gladstone, David Dullum, or Terry Lee Brubaker; (4) changes in our investment objectives and strategy; (5) availability, terms (including the possibility of interest rate volatility) and deployment of capital; (6) changes in our industry, interest rates, exchange rates, or the general economy, including inflation; (7) our business prospects and the prospects of our portfolio companies; (8) the

BUSINESS

ITEM 1. BUSINESS Overview Organization We were incorporated under the General Corporation Law of the State of Delaware on February 18, 2005. On June 22, 2005, we completed our initial public offering and commenced operations. We operate as an externally managed, closed-end, non-diversified management investment company and have elected to be treated as a BDC under the Investment Company Act of 1940, as amended (the "1940 Act"). For U.S. federal income tax purposes, we have elected to be treated as a RIC under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). To continue to qualify as a RIC for U.S. federal income tax purposes and obtain favorable RIC tax treatment, we must meet certain requirements, including certain minimum distribution requirements. As of March 31, 2024, shares of our common stock, our 5.00% Notes due 2026 ("5.00% 2026 Notes"), our 4.875% Notes due 2028 ("4.875% 2028 Notes") and our 8.00% Notes due 2028 ("8.00% 2028 Notes") are traded on the Nasdaq Global Select Market ("Nasdaq") under the trading symbols "GAIN," "GAINN," "GAINZ," and "GAINL," respectively. Investment Adviser and Administrator We are externally managed by the Adviser, an affiliate of ours and an SEC-registered investment adviser, pursuant to an investment advisory and management agreement, as amended from time to time, (the "Advisory Agreement"). We have also entered into an administration agreement (the "Administration Agreement") with Gladstone Administration, LLC (the "Administrator"), an affiliate of ours and the Adviser. Each of the Adviser and the Administrator are privately-held companies that are indirectly owned and controlled by David Gladstone, our chairman and chief executive officer. David Dullum, our president, also serves as the executive vice president of private equity (buyouts) of the Adviser. Michael LiCalsi, our general counsel and secretary, also serves as the Administrator's president, general counsel, and secretary, as well as

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