10-Q: PhenixFIN Q1 2026: Unrealized Losses Hit Net Assets
Quarterly Report
PhenixFIN Corporation reports a net decrease in net assets for Q1 2026, driven by significant unrealized investment losses despite increased investment income.
Summary
- Net assets decreased by $4.95 million, from $160.77 million at September 30, 2025, to $155.82 million at December 31, 2025.
- Net Asset Value (NAV) per common share declined to $77.92 at December 31, 2025, from $80.24 at September 30, 2025.
- The company reported a net decrease in net assets resulting from operations of $(4.77) million for the three months ended December 31, 2025, a significant shift from a net increase of $2.46 million in the prior year period.
- Earnings per common share were $(2.38) for the three months ended December 31, 2025, compared to $1.22 for the same period in 2024.
- Total investment income increased to $6.66 million for the three months ended December 31, 2025, up from $6.22 million in the prior year.
- Total expenses decreased to $4.53 million for the three months ended December 31, 2025, from $4.59 million in the prior year.
- Net investment income rose to $2.13 million for the three months ended December 31, 2025, compared to $1.63 million in the prior year.
- Net change in unrealized gains (losses) on investments was a substantial $(7.15) million for the three months ended December 31, 2025, worsening from $(0.33) million in the prior year.
- The company redeemed its 2028 Promissory Note on December 8, 2025, resulting in a loss on extinguishment of debt of $12,314.
- The Credit Facility was extended to April 17, 2030, and its principal amount increased to $100.0 million, with potential access to an additional $50.0 million.
- The share repurchase program has $5.9 million remaining authorized, with 4,135 shares repurchased for $182,876 during the quarter.
- Asset coverage ratio stood at 205.6% as of December 31, 2025, above the 200% minimum requirement.
Sentiment
Score: 3
Explanation: StockSavvy.ai views this as a concerning quarter due to the substantial unrealized losses and the resulting negative impact on net assets and EPS, despite some operational improvements in investment income and expense control.
Positives
- Total investment income increased to $6.66 million for the three months ended December 31, 2025, up from $6.22 million in the prior year, driven by higher dividend and fee income.
- Total expenses decreased by 1.2% to $4.53 million for the three months ended December 31, 2025, primarily due to lower interest and financing expenses.
- Net investment income increased to $2.13 million for the three months ended December 31, 2025, from $1.63 million in the prior year, indicating improved operational efficiency before investment gains/losses.
- The company's asset coverage ratio of 205.6% as of December 31, 2025, remains above the 200% minimum regulatory requirement, demonstrating financial stability regarding leverage.
- The Credit Facility was extended to April 17, 2030, and its size increased to $100.0 million (with an additional $50.0 million accordion), enhancing long-term liquidity and funding capacity.
- The share repurchase program has $5.9 million remaining authorized, providing potential support for the stock price and returning value to shareholders.
Negatives
- Net assets decreased by $4.95 million, from $160.77 million at September 30, 2025, to $155.82 million at December 31, 2025.
- Net Asset Value (NAV) per common share declined to $77.92 at December 31, 2025, from $80.24 at September 30, 2025.
- The company reported a net decrease in net assets resulting from operations of $(4.77) million for the three months ended December 31, 2025, a significant reversal from a net increase of $2.46 million in the prior year period.
- Earnings per common share were $(2.38) for the three months ended December 31, 2025, compared to $1.22 for the same period in 2024, indicating a substantial decline in profitability.
- Net change in unrealized gains (losses) on investments was a significant $(7.15) million for the three months ended December 31, 2025, worsening considerably from $(0.33) million in the prior year, primarily due to unrealized losses on NVTN LLC and Altisource S.A.R.L.
- Total return based on market value was negative (7.24)% for the three months ended December 31, 2025, compared to a positive 6.39% in the prior year.
- Total return based on net asset value was negative (3.08)% for the three months ended December 31, 2025, compared to a positive 1.54% in the prior year.
- Cash and cash equivalents decreased to $3.41 million at December 31, 2025, from $7.29 million at September 30, 2025.
- A deferred tax expense of $(423,429) was recorded for the three months ended December 31, 2025, compared to $0 in the prior year.
- The company recognized a loss on extinguishment of debt of $12,314 related to the redemption of the 2028 Promissory Note.
Risks
- Global events and market volatility, including pandemics, wars (e.g., Ukraine by Russia, Middle East conflicts), natural disasters, significant tariffs, and public health crises, could adversely affect operating results and portfolio company valuations.
- Market disruptions caused by geopolitical events could lead to reduced market liquidity, distress in credit markets, further disruption of global supply chains, increased risk of inflation, and limited access to investments.
- The interest rate environment, with potential for additional Federal Reserve rate increases, could raise the cost of funds for floating rate debt, reducing net investment income.
- Rising interest rates could cause portfolio companies with floating rate securities to be unable to pay escalating interest amounts, potentially leading to defaults.
- Many variable rate investments have interest rate floors (e.g., SOFR floor), which may prevent interest income from increasing even if benchmark rates rise, while borrowing costs on liabilities without such floors could still increase.
- The company's assets may include illiquid or thinly traded securities and financial instruments, making purchases or sales difficult at desired prices or quantities, and potentially leading to substantial discounts upon sale.
- Investments in below investment grade or unrated securities are considered predominantly speculative, carrying higher risk regarding the issuer's capacity to pay interest and repay principal.
Future Outlook
The company's forward-looking statements indicate potential for additional interest rate increases by the Federal Reserve, which could lead to heightened market volatility and adversely affect performance. Rising interest rates may increase borrowing costs and could impact portfolio companies' ability to service floating rate debt, potentially leading to defaults. The company also acknowledges the unpredictable effects of global events and market disruptions on its business prospects and portfolio valuations.
Management Comments
- The management team seeks to achieve its investment objective of generating current income and capital appreciation primarily through making loans, private equity, or other investments in privately-held companies.
- The company may also pursue other strategic opportunities and invest in other assets or operate other businesses to achieve its investment objective, such as operating and managing an asset-based lending business and overseeing an insurance business.
Industry Context
StockSavvy.ai notes that the BDC sector, like PhenixFIN, is inherently sensitive to interest rate fluctuations and broader market volatility. The reported shift to a net loss from operations and significant unrealized losses, particularly from specific portfolio companies, could indicate challenges in the current economic climate, potentially impacting other BDCs with similar investment profiles. The company's continued focus on privately-held companies and below-investment-grade debt suggests a higher risk/reward strategy compared to more conservative investment vehicles, which can amplify both gains and losses during periods of market stress.
Comparison to Industry Standards
- The filing does not provide specific comparable companies or projects for direct industry benchmarking.
- StockSavvy.ai notes that the significant unrealized losses of $(7.15) million and negative total returns based on NAV (-3.08%) and market value (-7.24%) for the quarter contrast with a generally more stable or positive performance seen in some segments of the broader financial markets during similar periods, suggesting underperformance relative to a strong market environment.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Audit Committee Member | Arthur S. Ainsberg | Howard Amster | February 2026 | Appointment following the passing of Arthur S. Ainsberg. |
| Nominating & Governance Committee Member | Arthur S. Ainsberg | Lowell Robinson | February 2026 | Appointment following the passing of Arthur S. Ainsberg. |
| Board of Directors | 5 directors (implied) | 4 directors | February 2026 | Decrease in board size following a director's passing. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Board Committee Appointments | Howard Amster appointed to the Audit Committee and Lowell Robinson appointed to the Nominating & Governance Committee. | February 2026 | Strengthens committee expertise and ensures continuity following a vacancy. |
| Board Size Reduction | The Board of Directors decreased its size to 4 directors. | February 2026 | Streamlines board operations, potentially increasing individual director workload or influence. |
Legal Proceedings
- Not currently party to any material legal proceedings.
Related Party Transactions
- Income of $0.2 million recognized from contracts with affiliated portfolio companies (The National Security Group and ECC Capital Corporation) for providing certain services, including asset management, for the three months ended December 31, 2025.
- Due from affiliates of $301,595 as of December 31, 2025, primarily for legal and general and administrative expenses paid by the Company on their behalf.
- Due to affiliates of $132,365 as of December 31, 2025, for expenses payable by the Company to certain affiliates.
Stakeholder Impact
- Shareholders: Negative impact due to a decrease in NAV per share, negative EPS, and negative total returns. The ongoing share repurchase program may offer some price support.
- Employees (Key Management): Long-Term Cash Incentive Plan awards approved for Mr. Lorber and Ms. McMillan for the 2026 LTIP Plan, indicating continued performance incentives tied to financial goals.
- Creditors: The asset coverage ratio of 205.6% remains above the 200% minimum, indicating continued compliance with debt covenants and a stable position for debt holders.
- Portfolio Companies: Continued investment activity ($19.0 million invested) and unfunded commitments ($3.9 million) indicate ongoing support and engagement with portfolio companies.
Next Steps
- Continue to qualify annually as a Regulated Investment Company (RIC) under Subchapter M of the Code.
- Timely distribute at least 90% of investment company taxable income and net tax-exempt interest income to stockholders to maintain RIC tax treatment.
- Distribute at least 98% of ordinary income and 98.2% of capital gain net income to avoid the 4% U.S. federal excise tax.
- Manage unfunded commitments of $3.9 million to six portfolio companies.
- Assess the impact of recently issued accounting standards, ASU 2023-09 (Income Taxes) and ASU 2024-03 (Expense Disaggregation Disclosures), on consolidated financial statements.
Key Dates
| Date | Description |
|---|---|
| 2011-01-20 | Initial public offering (IPO) and commencement of operations. |
| 2012-02-07 | Date of base Indenture. |
| 2012-03-21 | First Supplemental Indenture. |
| 2013-03-18 | Second Supplemental Indenture. |
| 2015-12-17 | Third Supplemental Indenture. |
| 2019-04-15 | Settlement Term Sheet date. |
| 2019-07-29 | Stipulation of Settlement and Governance Agreement dates. |
| 2019-08-02 | Current Report on Form 8-K filed (related to July 29, 2019). |
| 2020-08-19 | Standstill Agreement date. |
| 2020-08-21 | Current Report on Form 8-K filed (related to August 19, 2020). |
| 2020-12-31 | Company operated as an externally managed company until this date. |
| 2021-01-01 | Company commenced operations under its present internalized management structure. |
| 2021-01-11 | Share repurchase program announced. |
| 2021-02-16 | Amendment No. 3 to the Bylaws. |
| 2021-11-09 | Underwriting agreement for the issuance and sale of 2028 Notes. |
| 2021-11-15 | Offering of 2028 Notes occurred; Fourth Supplemental Indenture entered. |
| 2021-11-16 | 2028 Notes began trading on the NASDAQ Global Market. |
| 2022-05-09 | Board of directors adopted the PhenixFIN 2022 Long-Term Cash Incentive Plan (CIP). |
| 2022-08-09 | SS&C Technologies, Inc. began serving as the administrator of the Company. |
| 2022-09-08 | Ellida McMillan designated as the Board's valuation designee. |
| 2022-09-12 | Computershare Trust Company, N.A. began serving as custodian for the Company. |
| 2022-12-15 | Company entered into a 3-year $50.0 million revolving credit facility. |
| 2022-12-16 | Annual Report on Form 10-K filed. |
| 2022-12-31 | Compensation Committee approved awards for the 2023 LTIP Plan. |
| 2023-01-17 | Company borrowed $23.2 million under the Credit Facility and redeemed $22.6 million of 2023 Notes. |
| 2023-02-08 | Board of Directors approved expansion of share repurchase program from $25 million to $35 million. |
| 2023-02-09 | Quarterly Report on Form 10-Q filed. |
| 2023-12-31 | Compensation Committee approved awards for the 2024 LTIP Plan. |
| 2024-02-21 | First Amendment to Credit Facility increased the principal amount to $62.5 million. |
| 2024-05-02 | Company issued a 5.25% 2028 Promissory Note in the principal amount of $1,661,498. |
| 2024-05-09 | Board of Directors declared a special dividend of $2,645,925. |
| 2024-05-10 | Quarterly Report on Form 10-Q filed. |
| 2024-06-10 | Special dividend declared on May 9, 2024, was paid. |
| 2024-08-05 | Second Amendment to Credit Facility increased the principal amount to $87.5 million. |
| 2024-09-30 | Pledge and Security Agreement was further amended. |
| 2024-10-01 | New independent directors' fee structure became effective. |
| 2024-12-13 | Company identified it did not distribute at least 90% of its investment company taxable income for the tax year ended September 30, 2023. |
| 2024-12-16 | Company filed Form 8927 notifying the IRS of the non-distribution. |
| 2024-12-17 | Annual Report on Form 10-K filed. |
| 2024-12-18 | Company amended office lease terms, extending the lease term until August 31, 2035. |
| 2024-12-31 | Compensation Committee approved awards for the 2025 LTIP Plan. |
| 2025-01-31 | FASB released ASU 2025-01. |
| 2025-02-06 | Board of Directors declared a special dividend of $2,888,283. |
| 2025-02-17 | Record date for the special dividend declared on February 6, 2025. |
| 2025-02-19 | Special dividend declared on February 6, 2025, was paid. |
| 2025-04-17 | Third Amendment to Credit Facility increased the principal amount to $100.0 million and extended the term to April 17, 2030. |
| 2025-08-06 | Quarterly Report on Form 10-Q filed. |
| 2025-09-30 | Fiscal year end. |
| 2025-10-01 | Performance period for the 2026 LTIP Plan commenced. |
| 2025-11-01 | Maturity date of CB&L Associates Holdco I, LLC First Lien Term Loan extended to November 1, 2026. |
| 2025-12-05 | Closing market price of 2028 Notes used for redemption of 2028 Promissory Note. |
| 2025-12-08 | Company redeemed the 2028 Promissory Note. |
| 2025-12-12 | Annual report on Form 10-K for the fiscal year ended September 30, 2025, filed. |
| 2025-12-31 | Quarterly period ended; Compensation Committee approved awards for the 2026 LTIP Plan. |
| 2026-02-09 | Date of shares outstanding count and filing date of this Quarterly Report on Form 10-Q. |
| 2026-02-29 | Howard Amster appointed to Audit Committee and Lowell Robinson to Nominating & Governance Committee; Board size decreased to 4 directors. |
| 2026-09-30 | Performance period for the 2024 LTIP Plan ends. |
| 2026-12-15 | ASU 2024-03 (Expense Disaggregation Disclosures) is effective for fiscal years beginning after this date. |
| 2027-09-30 | Performance period for the 2025 LTIP Plan ends. |
| 2027-12-15 | ASU 2024-03 (Expense Disaggregation Disclosures) is effective for interim periods beginning after this date. |
| 2028-09-30 | Performance period for the 2026 LTIP Plan ends. |
| 2028-10-16 | Maturity date for XYZ Roofco, LLC First Out Term Loan and Last Out Term Loan. |
| 2028-12-31 | Maturity date for Kemmerer Operations, LLC Senior Secured First Lien Term Loan. |
| 2029-04-02 | Maturity date for Altisource S.A.R.L. Warrants. |
| 2029-04-17 | Maturity date for WHI Global, LLC Senior Secured Revolving Note and Senior Secured First Lien Term Loan. |
| 2029-05-01 | Maturity date for Thryv Holdings, Inc. Senior Secured First Lien Term Loan. |
| 2029-10-02 | Maturity date for Lucky Bucks, LLC Priority Second Out Term Loan and Priority First Out Exit Term Loan. |
| 2029-11-01 | Maturity date for PHH Mortgage Corp. 9.875% Senior Secured Note. |
| 2029-12-20 | Maturity date for SS Acquisition, LLC Senior Secured First Lien Term Loan and Revolver. |
| 2029-12-31 | Maturity date for NVTN LLC Senior Secured First Lien Term Loan D and Term Loan B. |
| 2030-04-30 | Maturity date for Altisource S.A.R.L. Senior Secured First Lien Term Loan B. |
| 2030-05-31 | Maturity date for NGS-WCS Group Holdings Senior Secured First Lien Term Loan B. |
| 2030-12-30 | Maturity date for Arora Engineers, LLC First Lien Term Loan. |
| 2031-12-31 | Maturity date for ECC Capital Corp. Senior Secured Promissory Note. |
| 2032-04-30 | Maturity date for Altisource S.A.R.L. Warrants. |
| 2035-08-31 | Extended lease term for office space. |
Recommendation
sellThe significant decline in Net Asset Value per share, substantial unrealized losses on investments, and negative total returns for the quarter indicate a deteriorating financial performance. While investment income increased and expenses decreased, the overall shift to a net loss from operations and negative EPS are strong indicators of underlying issues in the investment portfolio. The market value also declined significantly, suggesting investor concern. Given these factors, a seasoned investor would likely consider selling to mitigate further potential losses.
Keywords
PhenixFIN, PFX, BDC, Business Development Company, SEC filing, 10-Q, quarterly report, investment income, net assets, unrealized losses, portfolio, debt, equity, credit facility, share repurchase, corporate governance, interest rates, market volatility
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