Pennantpark Floating Rate Capital LTD. 10-K Filing

FAQ

Key Financial Figures

• $0.001 — ch Registered Common Stock, par value $0.001 per share PFLT T he New York Stock
• $11.38 — ed on the closing price on that date of $11.38 on The New York Stock Exchange was appr
• $203 million — notes pursuant the 2036-R Indenture (i) $203 million of A-1-R Notes, which bear interest at
• $10.5 million — inancing rate ("SOFR") plus 1.75%, (ii) $10.5 million of A-2-R Notes, which bear interest at
• $12 million — t at three-month SOFR plus 1.90%, (iii) $12 million of Class B-R Notes, which bear interest
• $28 million — st at three-month SOFR plus 2.05%, (iv) $28 million of C-R Notes, which bear interest at th
• $21 million — at three-month SOFR plus 2.75% and (v) $21 million of D-R Notes, which bear interest at th
• $64 million — ce by a 2036-R Securitization Issuer of $64 million of subordinated notes pursuant to the 2
• $12.5 million — rrowing by the Securitization Issuer of $12.5 million of Class B-R Loans, which bear interest
• $350.6 million — 2036 Debt Securitization" refers to the $350.6 million term debt securitization completed by t
• $351.0 million — ; "2036-R Securitization" refers to the $351.0 million term debt securitization completed by t
• $301.4 million — LC; "Debt Securitization" refers to the $301.4 million term debt securitization completed by t
• $50 million — companies with annual revenues between $50 million and $1 billion. Our investments are typ
• $1 billion — annual revenues between $50 million and $1 billion. Our investments are typically rated be
• $5 million — ly targeting an investment size between $5 million and $30 million, on average, although w

Filing Documents

• pflt-20240930.htm (10-K) — 17091KB
• pflt-ex21_1.htm (EX-21.1) — 15KB
• pflt-ex23_1.htm (EX-23.1) — 5KB
• pflt-ex31_1.htm (EX-31.1) — 11KB
• pflt-ex31_2.htm (EX-31.2) — 11KB
• pflt-ex32_1.htm (EX-32.1) — 7KB
• pflt-ex32_2.htm (EX-32.2) — 7KB
• pflt-ex99_2.htm (EX-99.2) — 5KB
• pflt-ex99_3.htm (EX-99.3) — 1992KB
• pflt-ex99_4.htm (EX-99.4) — 1710KB
• img156274197_0.jpg (GRAPHIC) — 6KB
• img156274197_1.jpg (GRAPHIC) — 53KB
• 0000950170-24-130666.txt ( ) — 65359KB
• pflt-20240930.xsd (EX-101.SCH) — 2411KB
• pflt-20240930_htm.xml (XML) — 16126KB

Business

Business 2 Item 1A.

Risk Factors

Risk Factors 18 Item 1B. Unresolved Staff Comments 39 Item 1C. Cybersecurity 39 Item 2.

Properties

Properties 39 Item 3.

Legal Proceedings

Legal Proceedings 39 Item 4. Mine Safety Disclosures 39 PART II Item 5. Market For Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 40 Item 6.

Selected Financial Data

Selected Financial Data 42 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 43 Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 60 Item 8. Consolidated Financial Statements and Supplementary Data 61 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 106 Item 9A.

Controls and Procedures

Controls and Procedures 106 Item 9B. Other Information 106 Item 9C. Disclosure Regarding Foreign Jurisdiction that Prevent Inspections 106 PART III Item 10. Directors, Executive Officers and Corporate Governance 107 Item 11.

Executive Compensation

Executive Compensation 107 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 107 Item 13. Certain Relationships and Related Transactions, and Director Independence 107 Item 14. Principal Accountant Fees and Services 107 PART IV Item 15. Exhibits and Financial Statement Schedules 108

Signatures

Signatures 111 PART I In this annual report on Form 10-K, or the Report, except where the context suggests otherwise, the terms "Company," "we," "our" or "us" refer to PennantPark Floating Rate Capital Ltd. and its wholly-owned consolidated subsidiaries; "1940 Act" refers to the Investment Company Act of 1940, as amended; "2023 Notes" refers to our 4.3% Series A notes due 2023; "2026 Notes" refers to our 4.25% Notes due 2026; "2031 Asset-Backed Debt" refers to (i) the issuance of the Class A-1 Senior Secured Floating Rate Notes due 2031, the Class A-2 Senior Secured Fixed Rate Notes due 2031, the Class B-1 Senior Secured Floating Rate Notes due 2031, the Class B-2 Senior Secured Fixed Rate Notes due 2031, the Class C-1 Secured Deferrable Floating Rate Notes due 2031, the Class C-2 Notes Secured Deferrable Fixed Rate Notes due 2031, and the Class D Secured Deferrable Floating Notes due 2031 and (ii) the borrowing of the Class A1 Senior Secured Floating Rate Notes due 2031 by the Securitization Issuers in connection with the Debt Securitization; "2036 Asset-Backed Debt" refers to the issuance of the AAA(sf) Class A-1 Notes, AAA(sf) Class A-2 Notes, AA(sf) Class B Notes, A(sf) Class C Notes, BBB-(sf) Class D Notes, and the borrowing issuance of AAA(sf) Class A-1 floating rate loans, or the "Class A-1 Loans" with the 2036-Secured Notes; "2036-R Asset-Backed Debt" refers to the issuance by the 2036-R Securitization Issuers of the following classes of notes pursuant the 2036-R Indenture (i) $203 million of A-1-R Notes, which bear interest at the three-month secured overnight financing rate ("SOFR") plus 1.75%, (ii) $10.5 million of A-2-R Notes, which bear interest at three-month SOFR plus 1.90%, (iii) $12 million of Class B-R Notes, which bear interest at three-month SOFR plus 2.05%, (iv) $28 million of C-R Notes, which bear interest at three-month SOFR plus 2.75% and (v) $21 million of D-R Notes, which bear interest at three-month SOFR plus 4.30% (collectively, the

B usiness

Item 1. B usiness General Business of PennantPark Floating Rate Capital Ltd. PennantPark Floating Rate Capital Ltd. is a BDC whose objectives are to generate both current income and capital appreciation while seeking to preserve capital by investing primarily in floating rate loans, and other investments made to U.S. middle-market companies. We believe that floating rate loans to U.S. middle-market companies offer attractive risk-reward to investors due to a limited amount of capital available for such companies. We use the term "middle-market" to refer to companies with annual revenues between $50 million and $1 billion. Our investments are typically rated below investment grade. Securities rated below investment grade are often referred to as "leveraged loans," "high yield" securities or "junk bonds" and are often higher risk compared to debt instruments that are rated above investment grade and have speculative characteristics. However, when compared to junk bonds and other non-investment grade debt, senior secured floating rate loans typically have more robust capital-preserving qualities, such as historically lower default rates than junk bonds, represent the senior source of capital in a borrower's capital structure and often have certain of the borrower's assets pledged as collateral. Our debt investments may generally range in maturity from three to ten years and are made to U.S. and, to a limited extent, non-U.S. corporations, partnerships and other business entities which operate in various industries and geographical regions. Under normal market conditions, we generally expect that at least 80% of the value of our managed assets, which means our net assets plus any borrowings for investment purposes, will be invested in floating rate loans and other investments bearing a variable-rate of interest. We generally expect that first lien secured debt will represent at least 65% of our overall portfolio. We also generally expect to invest up to 35% of o

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