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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):
July 11, 2024
RUNWAY GROWTH FINANCE CORP.
(Exact name of registrant as specified in its
charter)
Maryland |
|
000-55544 |
|
47-5049745 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer Identification
No.) |
205 N. Michigan Ave., Suite 4200
Chicago, Illinois 60601
(Address of principal executive offices
and zip code)
Registrant’s telephone number, including area code: (312) 281-6270
Check the appropriate box below if the Form 8-K 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 $0.01 per share |
|
RWAY |
|
Nasdaq Global Select Market LLC |
7.50% Notes due 2027 |
|
RWAYL |
|
Nasdaq Global Select Market LLC |
8.00% Notes due 2027 |
|
RWAYZ |
|
Nasdaq Global Select Market LLC |
Indicate by check mark whether the
registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities
Exchange Act of 1934. Emerging growth company x
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 8.01. Other Events.
On July 11, 2024, Runway Growth Finance Corp.
(the “Company”) issued a press release announcing its portfolio activity for the quarter ended June 30, 2024. The text
of the press release is included as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information set forth under this Item 8.01,
including the information set forth in Exhibit 99.1 hereto, is being “furnished” and shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise. The
information set forth under this Item 8.01, including Exhibit 99.1, shall not be incorporated by reference into any registration
statement or other document pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to the Exchange
Act, except as otherwise expressly stated in any such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: July 11, 2024 |
RUNWAY GROWTH FINANCE CORP. |
|
|
|
By: |
/s/ Thomas B. Raterman |
|
|
Thomas B. Raterman
Chief Operating Officer, Chief Financial Officer, Treasurer and Secretary |
Exhibit 99.1
Runway Growth
Finance Corp.
Provides Second
Quarter 2024 Portfolio Update
| · | Completed
Two Investments in New Portfolio Companies Representing $75.5 Million in Funded
Loans |
MENLO
PARK, Calif., July 11, 2024—Runway Growth Finance Corp. (Nasdaq: RWAY) (“Runway
Growth” or the “Company”), a leading provider of flexible capital solutions to late- and growth-stage companies seeking
an alternative to raising equity, today provided an operational and portfolio update for the second quarter ended June 30,
2024.
“Runway Growth delivered portfolio
expansion in the second quarter while maintaining our disciplined approach to underwriting and credit quality,” said David Spreng,
Founder and CEO of Runway Growth. “As we evaluate the current late- and growth-stage market, we are confident that more high-quality
companies are seeking non-dilutive capital to advance their strategic roadmaps. Our borrowers continue to generate strong performance
in the existing operating environment, and we look forward to partnering with additional companies. We have a strong, actionable pipeline
of attractive investments and believe we are well-positioned to execute on the right transactions in the second half of 2024.”
Originations
In the second quarter of 2024, Runway
Growth funded two investments in new portfolio companies. These include:
| · | Completion
of a $58.4 million investment to a new portfolio company in the marketing technology industry
that is an enterprise SaaS platform focused on customer engagement for mobile apps, funding
$58.4 million at transaction close; and |
| · | Completion
of a new $56.1 million senior secured term loan commitment to Onward Medical N.V. (Euronext:
ONWD) (“Onward”), funding $17.1 million at close. Onward is a medical technology
company creating innovative spinal cord stimulation therapies to restore movement, function,
and independence in people with spinal cord injuries. |
Liquidity Events
During the second quarter ended June 30,
2024, Runway Growth experienced one prepayment totaling $25.3 million and scheduled principal amortization of $1.3 million. The prepayment
included:
| · | Full
principal repayment of the Company’s senior secured term loan to Turning Tech Intermediate, Inc.
(DBA Echo 360, Inc.) of $25.3 million. |
Portfolio Construction and Management
Runway Growth is a credit-first organization,
carefully structured to focus on what it believes to be the highest quality, late-stage companies in the venture debt market. The Company
continues to uphold heightened investment standards throughout higher for longer interest rates with disciplined underwriting and diligent
monitoring of its portfolio. Runway Growth is positioned as a preferred lender in the venture debt space, supporting and working closely
with companies to help them reach their full growth potential. Since inception, the Company has focused on the fastest growing sectors
of the economy, including life sciences, technology and select consumer services and products industries. Runway Growth’s low leverage
ratio and ample dry powder enable it to deploy capital across its core sectors in a manner that is fully accretive.
As of June 30, 2024, the Runway
Growth portfolio included 47 debt investments to 31 portfolio companies and 83 equity investments in 52 portfolio companies, including
28 portfolio companies where Runway Growth holds both a debt and equity investment. Investments were comprised of late and growth-stage
businesses in the technology, life sciences and consumer services and products industries. Runway Growth’s normal business operations
include frequent communication with portfolio companies.
About Runway Growth Finance Corp.
Runway
Growth is a growing specialty finance company focused on providing flexible capital solutions to late- and growth-stage companies seeking
an alternative to raising equity. Runway Growth is a closed-end investment fund that has elected to be regulated as a business development
company under the Investment Company Act of 1940. Runway Growth is externally managed by Runway Growth Capital LLC, an established registered
investment advisor formed in 2015 and led by industry veteran David Spreng. For more information, please visit www.runwaygrowth.com.
Forward-Looking Statements
Statements included herein may constitute
"forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than
statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future
performance, condition or results and involve a number of risks and uncertainties. Actual results may differ materially from those in
the forward-looking statements as a result of a number of factors, including those described from time to time in Runway Growth’s
filings with the Securities and Exchange Commission. Runway Growth undertakes no duty to update any forward-looking statement made herein.
All forward-looking statements speak only as of the date of this press release.
IR Contacts:
Stefan
Norbom, Prosek Partners, snorbom@prosek.com
Thomas
B. Raterman, Chief Financial Officer and Chief Operating Officer, tr@runwaygrowth.com
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