Stellus Private Credit BDC Reports Results for its First Fiscal Quarter Ended March 31, 2026

Stellus Private Credit BDC Reports Results for its First Fiscal Quarter Ended March 31, 2026

PR Newswire

HOUSTON, May 12, 2026 /PRNewswire/ — Stellus Private Credit BDC (“Stellus PBDC”, “we”, or the “Company”) today announced financial results for its fiscal quarter March 31, 2026.

Robert T. Ladd, Chief Executive Officer of Stellus PBDC, stated, “We are pleased to report solid operating results in the first quarter in which we generated $0.30 per share of net investment income and maintained a stable net asset value. During the quarter, we funded $27 million of investments and received $22 million of repayments, bringing the total portfolio to $405 million at fair value. On April 14, 2026, we declared our 2026 second quarter monthly dividend of $0.34 per share in the aggregate.”

FINANCIAL HIGHLIGHTS

($ in millions, except data relating to per share amounts and shares outstanding)

Three Months Ended

March 31, 2026

March 31, 2025

Amount

Per Share

Amount

Per Share

Net investment income

$3.97

$0.30

$3.31

$0.31

Net realized gain on investments

0.02

Net unrealized (depreciation) appreciation included in earnings

(0.19)

(0.01)

1.19

0.10

(Provision) benefit for taxes on net unrealized (appreciation)
depreciation on investments

(0.14)

(0.01)

0.06

0.01

Net increase in net assets resulting from operations

$3.66

$0.28

$4.56

$0.42

Distributions

(4.60)

(0.35)

(3.88)

(0.36)

Net asset value

$196.45

$15.14

$165.48

$15.22

Weighted average shares outstanding

13,114,007

10,767,600

PORTFOLIO ACTIVITY

($ in millions)

As of

As of

March 31, 2026

December 31, 2025

Investments at fair value

$405.4

$400.1

Total assets

$410.6

$404.7

Net assets

$196.4

$199.6

Shares outstanding

12,973,271

13,121,397

Net asset value per share

$15.14

$15.21

Three Months Ended

March 31, 2026

March 31, 2025

New investments

$27.4

$36.8

Repayments of investments

(22.4)

(4.3)

Net activity

$5.0

$32.5

As of

As of

March 31, 2026

December 31, 2025

Number of portfolio company investments

76

74

Number of debt investments

72

71

Weight average yield of debt and other income producing investments(1)

Cash

8.8 %

9.3 %

Payment-in-kind (“PIK”)

0.2 %

0.1 %

Fee amortization

0.3 %

0.4 %

Total

9.3 %

9.8 %

Weighted average yield on total investments(2)

Cash

8.5 %

9.0 %

PIK

0.2 %

0.1 %

Fee amortization

0.3 %

0.3 %

Total

9.0 %

9.4 %

(1)

The dollar-weighted average annualized effective yield is computed using the effective interest rate for the Company’s debt investments and other income producing investments, including cash and PIK interest, as well as the accretion of deferred fees. The individual investment yields are then weighted by the respective cost of the investments (as of the date presented) in calculating the weighted average effective yield of the portfolio. The dollar-weighted average annualized yield on the Company’s investments for a given period will generally be higher than what investors of our common stock would realize in a return over the same period because the dollar-weighted average annualized yield does not reflect the Company’s expense or any sales load that may be paid by investors.

(2)

The dollar weighted average yield on total investments takes the same yields as calculated in the footnote above, but weights such yields to determine the weighted average effective yield as a percentage of the Company’s total investments, including non-income producing equity positions and debt investments on non-accrual status.

Results of Operations

Investment income for the three months ended March 31, 2026 and 2025 totaled $9.5 million and $8.1 million, respectively, most of which was interest income from portfolio investments.

Gross operating expenses for the three months ended March 31, 2026 and 2025 totaled $6.3 million and $5.3 million, respectively. For the same periods, base management fees totaled $1.4 million and $1.0 million, income incentive fees totaled $0.7 million and $0.6 million, respectively; capital gains incentive (reversals) fees of $0.0 million and 0.2 million, which are not currently payable, respectively; fees and expenses related to the Company’s borrowings totaled $3.5 million and $3.0 million (including interest and amortization of deferred financing costs), respectively; administrative expenses totaled $0.2 million and $0.1 million, respectively and other expenses totaled $0.5 million and $0.4 million, respectively. For the three months ended March 31, 2026 and 2025, the Company’s investment advisor, Stellus Private BDC Advisor, LLC (the “Advisor”), waived $0.5 million and $0.3 million of management fees, respectively; $0.2 million of income incentive fees for both periods (waived as our shares were not listed on a national exchange), and $0.1 million and $0.1 million of expenses pursuant to expense support and conditional reimbursements from the Advisor, respectively, for net operating expenses of $5.5 million and $4.7 million, respectively.

For the three months ended March 31, 2026 and 2025, net investment income was $4.0 million and $3.3 million, or $0.30 and $0.31 per common share based on weighted average common shares outstanding of 13,114,007 and 10,767,600, respectively.

The Company’s investment portfolio had a net change in unrealized (depreciation) appreciation of ($0.2) million and $1.2 million for the three months ended March 31, 2026 and 2025, respectively.

For the three months ended March 31, 2026 and 2025, net increase in net assets resulting from operations totaled $3.7 million and $4.6 million, or $0.28 and $0.42 per common share, based on weighted average common shares outstanding of 13,114,007 and 10,767,600, respectively.

Liquidity and Capital Resources

On September 30, 2022, the Company entered into a senior secured revolving credit agreement with Zions Bancorporation, N.A., dba Amegy Bank and various other lenders (the “Credit Facility”). The Credit Facility, as amended, provides for borrowings up to a maximum of $300.0 million on a committed basis. As of March 31, 2026 and December 31, 2025, the Company had $137.5 million and $128.6 million in outstanding borrowings under the Credit Facility, respectively.

On August 1, 2024, the Company entered into a Loan Financing and Servicing Agreement (the “Loan Agreement”) by and among Stellus Private Credit BDC SPV LLC (“PBDC SPV”), as borrower, the Company, as equityholder and servicer, Deutsche Bank AG, New York Branch, as facility agent, Citibank, N.A., as collateral agent and collateral custodian, Alter Domus (US) LLC, as collateral administrator, and the lenders that are party thereto from time to time (the “SPV Facility”).  The SPV Facility, as amended, provides for $75.0 million of initial commitments with an accordion feature that allows for an additional $25.0 million of total commitments from new and existing lenders on the same terms and conditions as the existing commitments. As of both March 31, 2026 and December 31, 2025, the Company had $75.0 million in outstanding borrowings under the SPV Facility.

For the three months ended March 31, 2026, the Company sold 185,211 common shares of beneficial interest at a weighted-average price of $15.21 per share for aggregate net proceeds of $2.8 million, which included less than $0.1 million of organizational expense allocation pursuant to subscription agreements entered into between the Company and investors during the three months ended March 31, 2026. Additionally, the Company purchased 357,092 common shares of beneficial interest were validly tendered and not withdrawn prior to the expiration of the tender offer during the three months ended March 31, 2026 at a price equal to $15.21 per Share for an aggregate purchase price of approximately $5.4 million.

Distributions

During the three months ended March 31, 2026 and 2025, the Company declared aggregate distributions of $0.35 per share and $0.36, respectively ($4.6 million and $3.9 million in the aggregate, respectively. Tax characteristics of all distributions will be reported to stockholders on Form 1099-DIV after the end of the calendar year. None of these dividends are expected to include a return of capital.

Recent Portfolio Activity

The Company invested in the following portfolio companies for the three months ended March 31, 2026:

Activity Type

Date

Company Name

Company Description

Investment Amount

 Instrument Type

Add-On Investment

January 2, 2026

Bart & Associates, LLC*

Provider of content, information, tech-enabled
services, and hosts competitions for the U.S. equine
industry

$

1,000,000

Senior Secured – First Lien

$

32,595

Equity

New Investment

January 9, 2026

Silver Corporate Holdings LLC

Senior-care focused placement platform

$

4,611,400

Senior Secured – First Lien

$

1,006,422

Revolver Commitment

$

387,436

Equity

Add-On Investment

January 15, 2026

GRC Java Holdings, LLC*

Specialty coffee platform

$

17,332

Equity

Add-On Investment

January 21, 2026

evolv Holdco, LLC*

Digital transformation consulting firm

$

4,530

Equity

Add-On Investment

February 2, 2026

BI Investors, LLC*

Provider of center-based applied behavioral analysis
therapy services

$

4,467

Equity

Add-On Investment

February 3, 2026

Green Topco Holdings, LLC*

Cyber-security focused value-added reseller and
associated service provider

$

11,896

Equity

Add-On Investment

February 6, 2026

SP MWM Holdco LLC*

Provider of test and measurement services and
equipment

$

113,721

Equity

Add-On Investment

February 9, 2026

Michelli, LLC*

Provider of test and measurement services and
equipment

$

4,000,000

Delayed Draw Term Loan Commitment

New Investment

March 3, 2026

Precision Strategies, LLC

Strategic communications and marketing agency

$

4,524,350

Senior Secured – First Lien

$

1,177,716

Revolver Commitment

New Investment

March 6, 2026

Synergy Health Partners MSO, LLC

Provider of orthopedic and musculoskeletal care

$

7,274,448

Senior Secured – First Lien

$

1,866,885

Delayed Draw Term Loan Commitment

$

962,920

Revolver Commitment

$

300,126

Equity

Add-On Investment

March 24, 2026

Eskola LLC*

Provider of commercial re-roofing services

$

56,852

Equity

*    Existing portfolio company

The Company realized the following portfolio companies for the three months ended March 31, 2026:

Activity Type

Date

Company Name

Company Description

Proceeds Received

 Instrument Type

Full Repayment

January 30, 2026

Luxium Solutions, LLC

Manufacturer and distributor of high-
performance advanced materials and
assemblies

$

3,315,849

Senior Secured – First Lien

$

480,795

Delayed Draw Term Loan

Full Repayment

February 3, 2026

Arctiq, Inc.

Cyber-security focused value-added
reseller and associated service provider

$

9,780,648

Senior Secured – First Lien

$

1,601,662

Delayed Draw Term Loan

Events Subsequent to March 31, 2026

The Company’s management has evaluated subsequent events through May 12, 2026. There have been no subsequent events that require recognition or disclosure except for the following described below.

Investment Portfolio

The Company invested in the following portfolio companies subsequent to March 31, 2026:

Activity Type

Date

Company Name

Company Description

Investment Amount

Instrument Type

New Investment

April 3, 2026

VeloSource Purchaser, LLC

Locum tenens staffing agency

$

7,800,000

Senior Secured – First Lien

$

100,000

Delayed Draw Term Loan Commitment

$

100,000

Revolver Commitment

$

372,093

Equity

New Investment

April 13, 2026

Solomon AcquisitionCo, LLC

An innovative process automation and digital
systems integrator

$

2,712,573

Senior Secured – First Lien

$

100,000

Revolver Commitment

$

122,286

Equity

New Investment

April 27, 2026

Project Freeze**

Manufacturer of walk-in coolers, freezers, and
refrigeration systems

$

6,500,000

Senior Secured – First Lien

$

100,000

Delayed Draw Term Loan Commitment

$

100,000

Revolver Commitment

$

516,975

Equity

Add-On Investment

May 11, 2026

Channel Partners Intermediateco, LLC*

Provider of outsourced marketing services

$

1,000,000

Senior Secured – First Lien

Existing portfolio company

**

The name of this portfolio company is not disclosed at this time due to confidentiality restrictions. The name of this portfolio company will be disclosed in the Company’s quarterly report for the quarter ending June 30, 2026.

The Company realized the following portfolio companies subsequent to March 31, 2026:

Activity Type

Date

Company Name

Company Description

Proceeds Received

 Instrument Type

Full Repayment

April 24, 2026

Equine Network, LLC

Provider of equine competitions, content,
products, and services

$

4,082,857

Senior Secured – First Lien

$

363,743

Delayed Draw Term Loan Commitment

$

353,198

Revolver Commitment

Full Repayment

April 30, 2026

Cerebro Buyer, LLC

Manufacturer of single-use electrodes for
medical procedures

$

2,043,731

Senior Secured – First Lien

$

170,166

Delayed Draw Term Loan Commitment

Credit Facilities

As of May 12, 2026, the outstanding balances under the Credit Facility and SPV Facility were $146.3 million and $75.0 million, respectively.

Sale of Unregistered Securities

On April 17, 2026, Stellus Private Credit BDC (the “Company”) delivered a capital drawdown notice to its investors relating to the sale of 660,941 common shares of beneficial interest (the “Shares”) of the Company for an aggregate offering price of $10,000,000. No underwriting discounts or commissions have been or will be paid in connection with the sale of the Shares. The sale of the Shares closed on May 1, 2026.

Since March 31, 2026, the Company sold 4,936 common shares of beneficial interest at a price of $15.13 per share for aggregate proceeds of $0.1 million, which included less than $0.1 million of organizational expense allocation pursuant to subscription agreements entered into between the Company and investors.

Share Repurchases

Since March 31, 2026, 390,666.622 common shares of beneficial interest were validly tendered and not withdrawn prior to the expiration of the tender offer. The Company purchased all common shares of beneficial interest validly tendered and not withdrawn at a price equal to $15.13 per share for an aggregate purchase price of $5.9 million.

Distributions Declared

On April 14, 2026 the Board declared a regular monthly dividend for each of April, May and June 2026 as follows:

Record

Payment

Amount per

Declared

Date

Date

Share

4/14/2026

4/15/2026

4/30/2026

$

0.1133

4/14/2026

5/4/2026

5/29/2026

$

0.1133

4/14/2026

6/1/2026

6/30/2026

$

0.1133

About Stellus Private Credit BDC

The Company is an externally-managed, closed-end, non-diversified investment management company that has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. The Company’s investment objective is to maximize the total return to its stockholders in the form of current income and capital appreciation by investing primarily in private lower middle-market companies (typically those with $5.0 million to $50.0 million of EBITDA (earnings before interest, taxes, depreciation and amortization)) with a focus on investing through first lien (including unitranche) loans, often with a corresponding equity investment. The Company’s investment activities are managed by its investment adviser, Stellus Private BDC Advisor, LLC.

Forward-Looking Statements

Statements included herein may contain “forward-looking statements” which relate to future performance or financial condition. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of assumptions, risks and uncertainties, which change over time. Actual results may differ materially from those anticipated in any forward-looking statements as a result of a number of factors, including those described from time to time in filings by the Company with the Securities and Exchange Commission including the final prospectus that will be filed with the Securities and Exchange Commission. The Company 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.

Contacts

Stellus Private Credit BDC
W. Todd Huskinson, Chief Financial Officer
(713) 292-5414
thuskinson@stelluscapital.com

STELLUS PRIVATE CREDIT BDC

 

CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES

March 31, 2026

(unaudited)

December 31, 2025

ASSETS

Non-controlled, non-affiliated investments, at fair value (amortized cost of $
402,245,114 and $396,791,982, respectively)

$

405,398,306

$

400,131,924

Cash and cash equivalents

2,774,000

2,586,895

Interest receivable

1,913,991

1,765,379

Expense reimbursement receivable from the Advisor (Note 2)

142,175

2,580

Deferred offering costs

46,120

60,993

Related party receivable

4,991

Prepaid expenses

89,546

13,632

Receivable for sales and repayments of investments

196,177

165,651

Total Assets

$

410,565,306

$

404,727,054

LIABILITIES

Credit Facilities payable

$

209,380,991

$

200,281,671

Unearned revenue

1,172,804

1,207,706

Management fees payable

962,379

908,154

Income incentive fee payable

509,912

544,620

Capital gains incentive fee payable

497,110

527,603

Interest payable

651,782

865,205

Administrative services payable

201,883

189,715

Income tax payable

63,689

126,348

Deferred tax liability

480,980

338,611

Other accrued expenses and liabilities

195,226

110,706

Total Liabilities

$

214,116,756

$

205,100,339

Commitments and contingencies (Note 7)

Net Assets

$

196,448,550

$

199,626,715

NET ASSETS

Common shares of beneficial interest, par value $0.01 per share (unlimited shares
authorized; 12,973,271 and 13,121,397 issued and outstanding, respectively)

$

129,733

$

131,214

Paid-in capital

193,696,217

195,935,870

Total distributable earnings

2,622,600

3,559,631

Net Assets

$

196,448,550

$

199,626,715

Total Liabilities and Net Assets

$

410,565,306

$

404,727,054

Net Asset Value Per Share

$

15.14

$

15.21

STELLUS PRIVATE CREDIT BDC

 

CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)

Three Months Ended

March 31, 2026

March 31, 2025

INVESTMENT INCOME

Interest income

$

9,229,131

$

7,903,158

Other income

262,749

147,701

Total Investment Income

$

9,491,880

$

8,050,859

OPERATING EXPENSES

Management fees

$

1,443,569

$

1,035,829

Income incentive fees

655,907

578,315

Capital gains incentive (reversal) fee

(30,493)

163,139

Professional fees

250,053

180,049

Amortization of deferred offering costs

31,740

69,834

Administrative services expenses

236,286

142,999

Trustees’ fees

40,000

40,000

Insurance expense

19,891

21,884

Valuation fees

50,877

38,705

Interest expense and other fees

3,550,048

3,016,561

Income tax expense

42,341

2,349

Other general and administrative expenses

77,732

76,870

Total Operating Expenses

$

6,367,951

$

5,366,534

Expenses reimbursed/fees waived by Advisor (Note 2)

$

(842,000)

$

(622,426)

Net Operating Expenses

$

5,525,951

$

4,744,108

Net Investment Income

$

3,965,929

$

3,306,751

Net realized gain on foreign currency translation

$

24,194

$

1,621

Net change in unrealized (depreciation) appreciation on non-controlled, non-affiliated investments

(169,909)

1,180,792

Net change in unrealized (depreciation) appreciation on foreign currency translations

(16,841)

13,034

(Provision) benefit for taxes on net unrealized (gain) loss on investments

(142,371)

61,859

Net Increase in Net Assets Resulting from Operations

$

3,661,002

$

4,564,057

Net Investment Income Per Share – basic and diluted

$

0.30

$

0.31

Net Increase in Net Assets Resulting from Operations Per Share – basic and diluted

$

0.28

$

0.42

Weighted Average Common Shares of Beneficial Interest Outstanding – basic and diluted

13,114,007

10,767,600

Distributions Per Share – basic and diluted

$

0.35

$

0.36

STELLUS PRIVATE CREDIT BDC

 

CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS (unaudited)

Common Shares of

Beneficial Interest

Total

Number of 

Par

Paid-in 

distributable

shares

value

capital

gain

Net Assets

Balances at December 31, 2024

10,715,095

$

107,151

$

159,483,435

$

2,797,294

$

162,387,880

Net investment income

3,306,751

3,306,751

Net realized gain on foreign currency translation

1,621

1,621

Net change in unrealized appreciation on non-controlled, non-affiliated
investments

1,180,792

1,180,792

Net change in unrealized appreciation on foreign currency translations

13,034

13,034

Provision for taxes on net unrealized gain on investments

61,859

61,859

Distributions from net investment income

(3,881,841)

(3,881,841)

Issuance of common shares of beneficial interest

158,226

1,582

2,406,248

2,407,830

Balances at March 31, 2025

10,873,321

$

108,733

$

161,889,683

$

3,479,510

$

165,477,926

Balances at December 31, 2025

13,121,397

$

131,214

$

195,935,870

$

3,559,631

$

199,626,715

Net investment income

3,965,929

3,965,929

Net realized gain on foreign currency translation

24,194

24,194

Net change in unrealized depreciation on non-controlled, non-affiliated
investments

(169,909)

(169,909)

Net change in unrealized depreciation on foreign currency translations

(16,841)

(16,841)

Provision for taxes on net unrealized gain on investments

(142,371)

(142,371)

Distributions from net investment income

(4,598,033)

(4,598,033)

Issuance of common shares of beneficial interest

208,966

2,090

3,188,141

3,190,231

Redemption of common shares of beneficial interest

(357,092)

(3,571)

(5,427,794)

(5,431,365)

Balances at March 31, 2026

12,973,271

$

129,733

$

193,696,217

$

2,622,600

$

196,448,550

STELLUS PRIVATE CREDIT BDC

 

CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)

Three Months Ended

March 31, 2026

March 31, 2025

Cash Flows from Operating Activities

Net increase in net assets resulting from operations

$

3,661,002

$

4,564,057

Adjustments to reconcile net increase in net assets from operations to net cash used in operating activities:

Purchases of investments

(27,344,012)

(36,779,535)

Proceeds from sales and repayments of investments

22,365,811

4,303,492

Net change in unrealized depreciation (appreciation) on investments

169,909

(1,180,792)

Net change in unrealized depreciation (appreciation) foreign currency translations

16,841

(13,034)

Increase in investments due to PIK

(226,994)

(67,674)

Amortization of premium and accretion of discount, net

(278,463)

(230,098)

Deferred tax provision (benefit)

142,369

(61,859)

Amortization of loan structure fees

254,859

128,346

Amortization of deferred offering costs

31,740

69,834

Changes in other assets and liabilities

Increase in interest receivable

(148,612)

(474,942)

Decrease in other receivable

4,340

Increase in related party receivable

(4,991)

(55,340)

(Increase) decrease in expense reimbursements receivable from the Advisor

(139,595)

77,096

(Increase) decrease in prepaid expenses

(75,914)

27,703

Increase in administrative services payable

12,168

16,405

(Decrease) increase in interest payable

(213,423)

49,897

Increase in income management fees payable

54,225

42,404

(Decrease) increase in income incentive fees payable

(34,708)

1,284

(Decrease) increase in capital gain incentive fees payable

(30,493)

163,139

(Decrease) increase in unearned revenue

(34,902)

197,845

Decrease in income tax payable

(62,659)

(17,651)

Increase (decrease) in other accrued expenses and liabilities

84,520

(227,938)

Net Cash Used in Operating Activities

$

(1,801,322)

$

(29,463,021)

Cash Flows from Financing Activities

Proceeds from issuance of common shares of beneficial interest

$

3,190,231

$

2,407,830

Offering costs paid for common shares of beneficial interest issued

(16,867)

(60,952)

Purchase of common shares of beneficial interest in tender offer

(5,431,365)

Stockholder distributions paid

(4,598,033)

(3,881,841)

Borrowings under Credit Facilities

37,700,000

36,500,000

Repayments of Credit Facilities

(28,850,000)

(5,150,000)

Financing costs paid on Credit Facilities

(5,539)

(5,979)

Net Cash Provided by Financing Activities

$

1,988,427

$

29,809,058

Net Increase in Cash and Cash Equivalents

$

187,105

$

346,037

Cash and Cash Equivalents Balance at Beginning of Period

2,586,895

2,144,116

Cash and Cash Equivalents Balance at End of Period

$

2,774,000

$

2,490,153

Supplemental and Non-Cash Activities

Cash paid for interest expense

$

3,508,612

$

2,838,318

Income and excise tax paid

105,000

20,000

Value of common shares of beneficial interest issued pursuant to Dividend Reinvestment Plan

361,231

1,185,787

 

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SOURCE Stellus Private Credit BDC