GECC on Nasdaq
Great Elm Capital Corp.
Maryland corporation2
In its 2026 annual report the company says: “We operate as a closed‑end, externally managed, non-diversified management investment company that has elected to be regulated as a BDC under the Investment Company Act of 1940, as amended. In addition, we invest in collateralized loan obligations and related warehouse facilities through our joint venture, CLO Formation JV, LLC.”5 It is headquartered in Boston, United States.2 Its shares trade on Nasdaq under the symbol GECC.2
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Last updated Oct 21, 2026.
Overview
- TickerGECC on Nasdaq2
- HeadquartersBoston, United States2
- Incorporated inMD3
- Business address3801 Pga Boulevard, Suite 603, Palm Beach Gardens, Fl 334103
- Filer categoryNon-accelerated filer3
- Legal formCorporation2
- Kind of organizationInvestment fund2
- LEI549300JTA9ODXNIVFC332
- StatusActive2
- LEI statusLapsed (not renewed)2
- Registered addressC/O CSC-Lawyers Incorporating Service Company, 21202 Baltimore, United States2
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We are a Maryland corporation that was formed in April 2016. We operate as a closed‑end, externally managed, non-diversified management investment company that has elected to be regulated as a BDC under the Investment Company Act of 1940, as amended (the “Investment Company Act”). In addition, for tax purposes, we elected to be treated as a RIC under the Code, beginning with our tax year starting October 1, 2016.5 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Financial statements
Every line of the income statement as filed: the last 3 fiscal years, latest first.9
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Total interest income | $31.0M | $31.5M | $28.9M |
| Total dividend income | $16.6M | $6.9M | $3.5M |
| Total other income | $2.3M | $157.0K | $371.0K |
| Total investment income | $50.0M | $39.3M | $35.8M |
| Management fees | $5.0M | $4.5M | $3.5M |
| Incentive fees | $3.7M | $2.6M | $3.1M |
| Administration fees | $1.6M | $1.4M | $1.5M |
| Custody fees | $134.0K | $147.0K | $81.0K |
| Directors fees | $213.0K | $211.0K | $205.0K |
| Professional services | $2.0M | $1.8M | $1.8M |
| Interest expense | $18.4M | $14.9M | $11.7M |
| Other (income) expenses | $967.0K | $1.1M | $1.0M |
| Total expenses | $32.1M | $26.5M | $23.0M |
| Net investment income before taxes | $17.9M | $12.8M | $12.8M |
| Excise tax | $579.0K | $348.0K | $287.0K |
| Net investment income | $17.3M | $12.5M | $12.5M |
| Total net realized gain (loss) | -$5.5M | $1.9M | -$4.7M |
| Total net change in unrealized appreciation (depreciation) | -$43.6M | -$10.8M | $17.5M |
| Net realized and unrealized gains (losses) | -$49.1M | -$8.9M | $12.8M |
| Net increase (decrease) in net assets resulting from operations | -$31.8M | $3.6M | $25.3M |
| Earnings per share, basic | -$2.57 | $0.36 | $3.33 |
| Earnings per share,diluted | -$2.57 | $0.36 | $3.33 |
| Weighted average shares outstanding basic | 12.4M shares | 9.8M shares | 7.6M shares |
| Weighted average shares outstanding diluted | 12.4M shares | 9.8M shares | 7.6M shares |
No quarter-by-quarter statement was filed.
| Fiscal year | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | 2026 |
|---|---|---|---|---|---|---|---|---|
| Cash | $52.6M6 | $9.1M7 | $587.0K7 | $953.0K8 | $08 | $1.8M9 | ||
| Total assets | $426.3M6 | $310.1M7 | $246.8M8 | $342.0M9 | $340.8M9 | |||
| Total liabilities | $351.8M6 | $225.3M7 | $148.1M8 | $205.9M9 | $227.8M9 | |||
| Retained earnings | $9.7M7 | $13.0M8 | $11.4M8 | $14.9M8 | ||||
| Shareholders’ equity | $74.6M6 | $84.8M7 | $98.7M8 | $136.1M9 | $112.9M9 | |||
| Shares outstanding | 1.7M shares6 | 3.8M shares7 | 4.5M shares9 | 7.6M shares9 | 7.6M shares9 | 11.5M shares9 | 14.0M shares9 | 14.0M shares9 |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 3 fiscal years, latest first.9
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Net increase (decrease) in net assets / member's capital resulting from operations | -$31.8M | $3.6M | $25.3M |
| Purchases of investments | -$182.1M | -$335.0M | -$220.4M |
| Net change in short-term investments | $5.4M | $2.4M | -$4.5M |
| Capitalized payment-in-kind interest | -$3.3M | -$2.8M | -$2.6M |
| Proceeds from sales of investments | $93.6M | $201.9M | $184.4M |
| Proceeds from principal payments | $66.4M | $39.5M | $50.7M |
| Net realized (gain) loss on investments | $5.3M | -$1.9M | $4.7M |
| Net change in unrealized (appreciation) depreciation on investments | $43.6M | $10.8M | -$17.5M |
| Amortization of premium and accretion of discount, net | -$3.0M | -$2.4M | -$2.4M |
| Net realized loss on repurchase of debt | $222.0K | $3.0K | |
| Amortization of discount (premium) on long term debt | $2.8M | $1.5M | $1.6M |
| (Increase) decrease in interest receivable | $1.1M | -$1.2M | $985.0K |
| (Increase) decrease in dividends receivable | -$682.0K | $637.0K | $439.0K |
| (Increase) decrease in due from portfolio company | $32.0K | $5.0K | -$36.0K |
| (Increase) decrease in due from affiliates | -$58.0K | -$160.0K | |
| (Increase) decrease in prepaid expenses and other assets | -$799.0K | -$19.0K | $3.2M |
| Increase (decrease) in due to affiliates | $645.0K | $471.0K | $1.0M |
| Increase (decrease) in interest payable | $32.0K | -$10.0K | |
| Increase (decrease) in accrued expenses and other liabilities | -$268.0K | $193.0K | $647.0K |
| Net cash provided by (used for) operating activities | -$2.8M | -$82.7M | $25.7M |
| Issuance of notes payable | $57.5M | $97.9M | $38.4M |
| Repayment of notes payable | -$58.7M | -$45.6M | -$42.8M |
| Borrowings under credit facility | $34.0M | $5.0M | $2.0M |
| Repayments under credit facility | -$34.0M | -$5.0M | -$12.0M |
| Proceeds from issuance of common stock, net of issuance costs | $27.3M | $48.7M | |
| Payments of deferred financing costs | -$2.2M | -$4.2M | -$259.0K |
| Distributions paid | -$19.2M | -$15.1M | -$10.6M |
| Net cash provided by (used for) financing activities | $4.6M | $81.7M | -$25.3M |
| Net increase (decrease) in cash | $1.8M | -$953.0K | $366.0K |
| Cash paid for interest | $15.6M | $13.4M | $10.1M |
| Proceeds from sales of investments | $48.0M |
No quarter-by-quarter statement was filed.
Corporate structure
Great Elm Capital Corp. sits at the top of its group. 3 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of Great Elm Capital Corp.
- Great Elm Strategic Partnership I, LLC Filed SCHEDULE 13G/A on Great Elm Capital Corp., latest Aug 6, 2026 (3 filings since Feb 13, 2024)
- Prosper Peak Holdings, LLC Filed SCHEDULE 13G/A on Great Elm Capital Corp., latest Aug 6, 2026 (2 filings since Jun 24, 2024)
- Summit Grove Partners, LLC Filed SCHEDULE 13G/A on Great Elm Capital Corp., latest Aug 6, 2026 (2 filings since Dec 12, 2024)
- Northern Right Capital Management, L.P. Filed SCHEDULE 13G/A on Great Elm Capital Corp., latest May 15, 2026 (9 filings since Feb 14, 2022)
- Great Elm Group, Inc. Filed SCHEDULE 13D/A on Great Elm Capital Corp., latest Oct 9, 2025 (11 filings since May 13, 2022)
- Booker Smith Filed SCHEDULE 13G on Great Elm Capital Corp., latest Sep 4, 2025
- Imperial Capital Asset Management, LLC Filed SC 13G/A on Great Elm Capital Corp., latest Aug 15, 2024 (4 filings since Feb 14, 2022)
- Lenders Funding LLC /California Filed SC 13G/A on Great Elm Capital Corp., latest Jun 16, 2023 (4 filings since Oct 13, 2021)
- Great Elm Capital Corp. Boston, Massachusetts, United States
- CLO Formation JV, LLC Subsidiary · Delaware, United States
- Great Elm Specialty Finance, LLC Subsidiary · Delaware, United States
Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What Great Elm Capital Corp. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Investments
Properties, in its own words
Our executive offices are located at 3801 PGA Boulevard, Suite 603, Palm Beach Gardens, FL 33410 and are provided by GECM in accordance with the terms of the Administration Agreement.
Item 2 of the 10-K filed Mar 2, 2026.5
Leadership
Who has led Great Elm Capital Corp., and when. Pick a name to see everywhere that person has worked.
Chief executive
Chief financial officer
- Chief executive officerMatthew D. Kaplan Mar 10, 2022 to now12
- Chief executive officerPeter A. Reed Dec 9, 2016 to Sep 28, 202113
- PresidentMatthew D. Kaplan Mar 10, 2022 to now12
- PresidentPeter A. Reed Dec 9, 2016 to Sep 28, 202113
- Chief financial officerKeri Davis May 19, 2020 to now14
- Chief financial officerMichael J. Sell Dec 9, 2016 to Dec 9, 201615
Board members and other officers (16)
- OfficerKeri Davis Mar 18, 2019 to Nov 21, 201916
- OfficerJohn J. Woods Jun 8, 2018 to Jun 8, 201817
- OfficerPeter A. Reed Nov 19, 2018 to Dec 20, 201818
- Chief Compliance OfficerAdam M. Kleinman Oct 5, 2017 to now19
- OfficerMichael J. Sell Nov 13, 2017 to Nov 13, 201720
- Board memberJason W. Reese Mar 5, 2026 to now21
- Board memberMatthew A. Drapkin Mar 11, 2022 to Sep 17, 202422
- Board memberChad Perry Mar 16, 2022 to now23
- Board memberErik A. Falk Mar 25, 2021 to Mar 25, 202124
- Board memberRandall Revell Horsey Apr 23, 2018 to Jan 26, 202125
- Board memberMichael C. Speller Nov 9, 2017 to Jan 26, 202126
- Board memberEugene I. Davis Dec 9, 2016 to Dec 9, 201627
- Board memberJohn Edward Stuart Dec 9, 2016 to Jan 26, 202128
- Board memberMarc C. Biderman Dec 9, 2016 to Dec 9, 201629
- Board memberMark Kuperschmid Dec 9, 2016 to May 16, 202330
- Board memberPeter A. Reed Dec 9, 2016 to Sep 28, 202113
Named in SEC Form D filings
People the company listed in its private-offering notices.
- DirectorRichard Cohen named Feb 13, 2024 to Aug 28, 202531
Subsidiaries and ownership
Subsidiaries (Exhibit 21)
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Timeline
- Aug 5, 20268-K Results of operations32
- Jul 20, 20268-K Other events33
- Jun 8, 20268-K Entered a material agreement34
- Jun 1, 20268-K Shareholder vote35
- May 4, 20268-K Results of operations; Executive or director change36
- Apr 27, 20268-K Other events37
- Mar 2, 20268-K Other events38
- Mar 2, 20268-K Results of operations; Executive or director change39
- Nov 4, 20258-K Results of operations40
- Oct 7, 20258-K Results of operations; Other events41
- Oct 2, 20258-K Other events42
- Sep 11, 20258-K Entered a material agreement; New debt or obligation43
- Mar 10, 2022New chief executive Matthew D. Kaplan becomes CEO12
- Dec 9, 2016New chief executive Peter A. Reed becomes CEO13
Calendar
Coming up
- Nov 3, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported $0.20 a share, on Nov 4, 2025.44
When it reported results
- Aug 5, 2026Reported quarterly or annual results32
- May 4, 2026Reported quarterly or annual results36
- Mar 2, 2026Reported quarterly or annual results39
- Nov 4, 2025Reported quarterly or annual results40
- Oct 7, 2025Reported quarterly or annual results41
- Aug 5, 2025Reported quarterly or annual results45
- May 5, 2025Reported quarterly or annual results46
- Mar 10, 2025Reported quarterly or annual results47
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
321 filings to the SEC since October 2021: 6 annual reports, 15 quarterly reports, 62 major events, 66 insider forms, 36 large holders, 4 private raises, 132 other. The latest 20:
- Sep 23, 20264 EDGAR
- Sep 23, 20264 EDGAR
- Sep 23, 20264 EDGAR
- Aug 24, 2026PRE 14A EDGAR
- Aug 6, 2026SCHEDULE 13G/A EDGAR
- Aug 6, 2026SCHEDULE 13G/A EDGAR
- Aug 6, 2026SCHEDULE 13G/A EDGAR
- Aug 5, 20268-K EDGAR
- Aug 5, 202610-Q EDGAR
- Jul 24, 202640-17G EDGAR
- Jul 20, 2026N-23C-2 EDGAR
- Jul 20, 20268-K FORM 8K EDGAR
- Jun 30, 20264 EDGAR
- Jun 8, 20268-K EDGAR
- Jun 1, 20268-K EDGAR
- May 27, 202625-NSE EDGAR
- May 15, 2026SCHEDULE 13G/A EDGAR
- May 4, 20268-K EDGAR
- May 4, 202610-Q EDGAR
- Apr 27, 20268-K FORM 8K EDGAR
The 321 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
45 open-market trades by officers, directors and large owners since October 2021: 22 buys and 23 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Nov 7, 2025 | Kaplan Matthew DCEO and President | Buy | 19,650 | $7.64 | $150.1K | Form 4 |
| Sep 26, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 2,313 | $11.45 | $26.5K | Form 4 |
| Sep 25, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 1,696 | $11.45 | $19.4K | Form 4 |
| Sep 23, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 1,490 | $11.45 | $17.1K | Form 4 |
| Sep 22, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 48,248 | $11.45 | $552.4K | Form 4 |
| Sep 19, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 14,737 | $11.45 | $168.7K | Form 4 |
| Sep 18, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 100 | $11.45 | $1.1K | Form 4 |
| Sep 15, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 20,938 | $11.45 | $239.7K | Form 4 |
| Aug 26, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 21,472 | $11.20 | $240.5K | Form 4 |
| Aug 25, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 25,711 | $11.20 | $288.0K | Form 4 |
| Aug 22, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 17,956 | $11.20 | $201.1K | Form 4 |
| Aug 21, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 26,705 | $11.20 | $299.1K | Form 4 |
| Aug 20, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 7,793 | $11.20 | $87.3K | Form 4 |
| Aug 18, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 363 | $11.20 | $4.1K | Form 4 |
| Jul 11, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 38,793 | $10.95 | $424.8K | Form 4 |
| Jul 10, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 8,661 | $10.95 | $94.8K | Form 4 |
| Jul 9, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 3,129 | $10.95 | $34.3K | Form 4 |
| Jul 8, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 3,218 | $10.95 | $35.2K | Form 4 |
| Jul 7, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 11,852 | $10.95 | $129.8K | Form 4 |
| Jul 3, 2025 | Great Elm Strategic Partnership I, LLC10% owner | Sale | 11,021 | $10.95 | $120.7K | Form 4 |
All 45 trades can be filtered by person here when JavaScript is on.
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- Great Elm Strategic Partnership I, LLCSCHEDULE 13G/A, 3 filings Feb 13, 2024 to Aug 6, 202648
- Prosper Peak Holdings, LLCSCHEDULE 13G/A, 2 filings Jun 24, 2024 to Aug 6, 202649
- Summit Grove Partners, LLCSCHEDULE 13G/A, 2 filings Dec 12, 2024 to Aug 6, 202650
- Northern Right Capital Management, L.P.SCHEDULE 13G/A, 9 filings Feb 14, 2022 to May 15, 202651
- Great Elm Group, Inc.SCHEDULE 13D/A, 11 filings May 13, 2022 to Oct 9, 202552
- Booker SmithSCHEDULE 13G, 1 filing Sep 4, 202553
- Imperial Capital Asset Management, LLCSC 13G/A, 4 filings Feb 14, 2022 to Aug 15, 202454
- Lenders Funding LLC /CaliforniaSC 13G/A, 4 filings Oct 13, 2021 to Jun 16, 202355
Money raised
Private offerings the company reported to the SEC on Form D.
- Aug 27, 2025Raised $15 million in a private offering of equity Form D: 1 investor so far Form D
- Dec 11, 2024Raised $13.2 million in a private offering of equity Form D: 1 investor so far Form D
- Jun 21, 2024Raised $12 million in a private offering of equity Form D: 1 investor so far Form D
- Feb 8, 2024Raised $24 million in a private offering of equity Form D: 1 investor so far Form D
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.
| Fund | Shares | Value | Share of the fund | Change |
|---|---|---|---|---|
| Northern Right Capital Management, L.P. | 383,971 | $2.1M | 0.6% | No change |
| Cruiser Capital Advisors, LLC | 97,779 | $532.9K | 0.3% | −29,691 |
| UBS Group AG | 28,250 | $154.0K | 0.0% | +22,329 |
| Crestwood Advisors Group, LLC | 26,625 | $145.1K | 0.0% | No change |
| Vident Advisory, LLC | 26,609 | $145.0K | 0.0% | New |
| Rockefeller Capital Management L.P. | 25,000 | $136.2K | 0.0% | No change |
| Ethos Financial Group, LLC | 24,059 | $131.1K | 0.0% | −2,250 |
| Significant Wealth Partners LLC | 16,771 | $91.4K | 0.1% | +298 |
| Founders Financial Alliance, LLC | 13,770 | $75.0K | 0.0% | New |
| Rangeley Capital, LLC | 10,000 | $54.5K | 0.1% | No change |
| Trust Co Of Toledo Na /oh/ | 3,874 | $21.1K | 0.0% | No change |
| Royal Bank Of Canada | 2,612 | $14.0K | 0.0% | No change |
| Allworth Financial LP | 1,400 | $7.6K | 0.0% | −6 |
| Morgan Stanley | 1,387 | $7.6K | 0.0% | −36 |
| Russell Investments Group, Ltd. | 744 | $4.1K | 0.0% | New |
| Triumph Capital Management | 500 | $2.7K | 0.0% | No change |
| Caitong International Asset Management Co., Ltd | 44 | $240 | 0.0% | New |
| Wells Fargo & Company/mn | 3 | $15 | 0.0% | −878 |
| Arax Advisory Partners | 1 | $6 | 0.0% | No change |
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How Great Elm Capital Corp. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARGreat Elm Capital Corp.1
- CIK0001675033
- Employer ID (EIN)81-26215775
- Filer statusNon-accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company5
- Incorporated inMaryland5
- Fiscal year endsDecember 311
- Business address3801 Pga Boulevard, Suite 603, Palm Beach Gardens, FL 334101
- Phone617-375-30061
- Shares outstanding13,889,750 as of Jul 29, 202611
- Public float$77.6M as of Jun 30, 20255
- AuditorDeloitte & Touche LLP, Boston, Massachusetts PCAOB ID 34; no auditor attestation of internal control over financial reporting5
- On EDGAR sinceJun 24, 20161
- Filings781 in all: 4 (230), 8-K (125), CORRESP (47), SC 13D/A (36), 10-Q (30), N-2/A (29), 3 (24), EFFECT (21)1
All 54 form types
N-2 (16), 497 (14), 497AD (14), 40-17G (11), SC 13G/A (11), 10-K (10), 8-A12B (10), DEF 14A (10), 144 (8), FWP (8), N-23C-2 (8), SC 13G (8), 424B1 (7), 425 (7), DEFA14A (7), 25-NSE (6), 40-APP/A (6), 424B5 (6), CERT (6), SCHEDULE 13G/A (6), POS 8C (5), 4/A (4), 424B3 (4), D (4), SCHEDULE 13D/A (4), 40-APP (3), CERTNAS (3), POS EX (3), PRE 14A (3), SC 13D (3), SC TO-I/A (3), 3/A (2), APP NTC (2), APP ORDR (2), N-14 8C/A (2), N-2MEF (2), SC TO-C (2), 10-K/A (1), 424B4 (1), 8-K/A (1), DEFR14A (1), N-14 8C (1), N-54A (1), N-6F (1), SC TO-I (1), SCHEDULE 13G (1)
- Latest filingsAnnual report (10-K) Mar 2, 2026
Quarterly report (10-Q) Aug 5, 2026
Proxy statement (DEF 14A) Apr 13, 2026
Latest 8-K (8-K) Aug 5, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common stock, par value $0.01 per share | GECC | Nasdaq Global Market |
| 5.875% Notes due 2026 | GECCO | Nasdaq Global Market |
| 8.50% Notes due 2029 | GECCI | Nasdaq Global Market |
| 8.125% Notes due 2029 | GECCH | Nasdaq Global Market |
| 7.75% Notes due 2030 | GECCG | Nasdaq Global Market |
From the cover page of the 10-K filed Mar 2, 2026 (Section 12(b) of the Exchange Act).5
Risk factors and legal proceedings
The risks Great Elm Capital Corp. names in Item 1A of its 10-K filed Mar 2, 2026: 68 risks under these headings, as written.5
- Risks Relating to Our Investments
- Our portfolio companies may experience financial distress and our investments in such companies may be restructured.
- We face increasing competition for investment opportunities. Limited availability of attractive investment opportunities in the market could cause us to hold a larger percentage of our assets in liquid securities until market conditions improve.
- We are invested in a limited number of portfolio companies which may subject us to a risk of significant loss if one or more of these companies defaults on its obligations under any of its debt instruments.
- Our portfolio is subject to change over time and may be concentrated in a limited number of industries, which subjects us to a risk of significant loss if there is a downturn in a particular industry in which a number of our investments are concentrated.
- We are exposed to risks relating to our specialty finance investments.
- Any unrealized losses we experience in our portfolio may be an indication of future realized losses, which could reduce our income available for distribution.
- Our investments may be risky, and we could lose all or part of our investments.
- Prepayments of our debt investments by our portfolio companies could adversely impact our results of operations and reduce our returns on equity.
- We are not in a position to exercise control over certain of our portfolio companies or to prevent decisions by management of such portfolio companies that could decrease the value of our investments.
- We have made, and in the future intend to pursue additional, investments in specialty finance businesses, which may require reliance on the management teams of such businesses.
- Defaults by our portfolio companies may harm our operating results.
The other 57 risks
- If we invest in companies that experience significant financial or business difficulties, we may be exposed to certain distressed lending risks.
- Investing in middle-market companies involves a high degree of risk and our financial results may be affected adversely if one or more of our portfolio investments defaults on its loans or notes or fails to perform as we expect.
- An investment strategy that includes privately held companies presents challenges, including the lack of available information about these companies, a dependence on the talents and efforts of only a few key portfolio company personnel and a greater vulnerability to economic downturns.
- Our portfolio companies may incur debt that ranks equally with, or senior to, our investments in such companies.
- There may be circumstances where our debt investments could be subordinated to claims of other creditors or we could be subject to lender liability claims.
- Junior priority liens on collateral securing loans and notes that we invest in may be subject to control by senior creditors with first priority liens. If there is a default, the value of the collateral may not be sufficient to repay in full both the senior priority creditors and us.
- The reference rates for our loans may change.
- We may mismatch the interest rate and maturity exposure of our assets and liabilities.
- We may not realize gains from our equity investments.
- Investments in foreign securities may involve significant risks in addition to the risks inherent in U.S. investments.
- We may hold a significant portion of our portfolio assets in cash, cash equivalents, money market mutual funds, U.S. government securities, repurchase agreements and high-quality debt instruments maturing in one year or less, which may have a negative impact on our business and operations.
- We may be subject to risks associated with investments in collateralized loan obligations.
- We and/or our portfolio companies may be materially and adversely impacted by global climate change.
- The lack of liquidity in our investments may adversely affect our business.
- Risks Relating to Our Business and Structure
- Capital markets experience periods of disruption and instability. These market conditions have historically materially and adversely affected debt and equity capital markets in the United States and abroad, which had, and may in the future have, a negative impact on our business and operations.
- We may experience fluctuations in our quarterly results.
- Our success depends on the ability of our investment adviser to attract and retain qualified personnel in a competitive environment.
- Our ability to grow depends on our ability to raise equity capital and/or access debt financing.
- Economic recessions or downturns could impair our portfolio companies and harm our operating results.
- Global economic, political and market conditions may adversely affect our business, results of operations and financial condition, including our revenue growth and profitability.
- We may acquire other funds, portfolios of assets or pools of debt and those acquisitions may not be successful.
- Our failure to maintain our status as a BDC would reduce our operating flexibility.
- Regulations governing our operations as a BDC affect our ability to raise additional capital and the way in which we do so. As a BDC, the necessity of raising additional capital may expose us to risks, including the typical risks associated with leverage.
- Our Board may change our investment objectives, operating policies and strategies without prior notice or stockholder approval, the effects of which may be adverse.
- We may have difficulty paying our required distributions under applicable tax rules if we recognize income before or without receiving cash representing such income.
- We may expose ourselves to risks associated with the inclusion of non-cash income prior to receipt of cash.
- We may choose to pay distributions in our own stock, in which case stockholders may be required to pay tax in excess of the cash they receive.
- We may expose our self to risks if we engage in hedging transactions.
- We will be subject to corporate level U.S. federal income tax if we are unable to meet certain RIC qualification and distribution requirements under the Code.
- We cannot predict how tax reform legislation will affect us, our investments, or our stockholders, and any such legislation could adversely affect our business.
- The incentive fee structure and the formula for calculating the management fee may incentivize GECM to pursue speculative investments, advise us to use leverage when it may be unwise to do so, or advise us to refrain from reducing debt levels when it would otherwise be appropriate to do so.
- We may be obligated to pay our investment adviser certain fees even if we incur a loss.
- A general increase in interest rates will likely have the effect of making it easier for GECM to receive incentive fees, without necessarily resulting in an increase in our net earnings.
- GECM has the right to resign on 60 days’ notice, and we may not be able to find a suitable replacement within that time, resulting in a disruption in our operations that could adversely affect our financial condition, business and results of operations.
- We incur significant costs as a result of being a publicly traded company.
- Changes in laws or regulations governing our operations may adversely affect our business or cause us to alter our business strategy.
- There is, and will be, uncertainty as to the value of our portfolio investments.
- Our financial condition and results of operations depend on our ability to effectively manage and deploy capital.
- The failure in cyber security systems, as well as the occurrence of events unanticipated in our disaster recovery systems and management continuity planning affecting us or our third-party service providers, could impair our ability to conduct business effectively.
- We are dependent on information systems and systems failures could significantly disrupt our business, which may, in turn, negatively affect our liquidity, financial condition or results of operations.
- Technological developments in artificial intelligence could disrupt the markets in which we operate and subject us to increased competition, legal and regulatory risks and compliance costs.
- Terrorist attacks, acts of war, natural disasters or an epidemic or pandemic may affect the market for our securities, impact the businesses in which we invest and harm our business, operating results and financial condition.
- There are significant potential conflicts of interest that could impact our investment returns.
- Our investment adviser’s liability is limited under the Investment Management Agreement, and we are required to indemnify our investment adviser against certain liabilities, which may lead our investment adviser to act in a riskier manner on our behalf than it would when acting for its own account.
- Risks Relating to Our Common Stock
- Our common stock price may be volatile and may decrease substantially, and an investor may lose money in connection with an investment in our shares.
- Provisions of the Maryland General Corporation Law and our organizational documents could deter takeover attempts and have an adverse impact on the prices of our common stock.
- Our bylaws designate the Circuit Court for Baltimore City, Maryland as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or other employees.
- Our Board is authorized to reclassify any unissued shares of common stock into one or more classes of preferred stock, which could convey special rights and privileges to its owners.
- Shares of closed-end investment companies, including BDCs, frequently trade at a discount from their NAV.
- Our stockholders may not receive distributions or our distributions may not grow over time and a portion of our distributions may be a return of capital.
- Existing stockholders may incur dilution if, in the future, we sell shares of our common stock in one or more offerings at prices below the then current NAV per share of our common stock.
- Future offerings of debt securities, which would be senior to our common stock upon liquidation, or equity securities, which could dilute our existing stockholders and may be senior to our common stock for the purposes of distributions, may harm the value of our common stock.
- Risks Relating to Indebtedness
- We may borrow additional money, which would magnify the potential for loss on amounts invested and may increase the risk of investing with us.
- Incurring additional indebtedness could increase the risk in investing in our Company.
- Incurring additional leverage may magnify our exposure to risks associated with changes in interest rates, including fluctuations in interest rates which could adversely affect our profitability.
- The Loan Agreement contains various covenants that may limit our ability to react to changes in the economy or, if not complied with, could accelerate repayment under the Loan Agreement should we borrow under such agreement, thereby materially and adversely affecting our liquidity, financial condition and results of operations.
- We may not be able to generate sufficient cash to service all of our indebtedness and to fund our working capital and capital expenditures, and may be forced to take other actions to satisfy our obligations under our indebtedness that may not be successful.
Legal proceedings
A description of our legal proceedings is included in Note 7 of the financial statements for the year ended December 31, 2025.
The opening of Item 3, Legal Proceedings.5
Sources
The numbers on this page point here. Each one links to the record it came from.
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- 14SEC EDGARKeri Davis, Chief financial officer
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- 16SEC EDGARKeri Davis, Officer
- 17SEC EDGARJohn J. Woods, Officer
- 18SEC EDGARPeter A. Reed, Officer
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- 20SEC EDGARMichael J. Sell, Officer
- 21SEC EDGARJason W. Reese, Board member
- 22SEC EDGARMatthew A. Drapkin, Board member
- 23SEC EDGARChad Perry, Board member
- 24SEC EDGARErik A. Falk, Board member
- 25SEC EDGARRandall Revell Horsey, Board member
- 26SEC EDGARMichael C. Speller, Board member
- 27SEC EDGAREugene I. Davis, Board member
- 28SEC EDGARJohn Edward Stuart, Board member
- 29SEC EDGARMarc C. Biderman, Board member
- 30SEC EDGARMark Kuperschmid, Board member
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- 32SEC EDGARResults of operations
- 33SEC EDGAROther events
- 34SEC EDGAREntered a material agreement
- 35SEC EDGARShareholder vote
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- 37SEC EDGAROther events
- 38SEC EDGAROther events
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- 40SEC EDGARResults of operations
- 41SEC EDGARResults of operations; Other events
- 42SEC EDGAROther events
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- 44NasdaqNasdaq calendar
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