BUFFALO, N.Y.--(BUSINESS WIRE)-- Rand Capital Corporation (Nasdaq: RAND) (“Rand” or the “Company”), a business development company providing alternative financing for lower middle market companies, announced its results for the third quarter ended September 30, 2025.
“Our third quarter results highlight both the headwinds we are navigating and the resilience of our business model. While investment income was pressured by loan repayments, we delivered higher net investment income and maintained disciplined expense control,” said Daniel P. Penberthy, President and Chief Executive Officer of Rand. “We remain patient and consistent in evaluating opportunities and executing on our strategy, even as new deal origination remains slow. Importantly, we have preserved a strong liquidity position with no outstanding borrowings, which provides the flexibility to deploy capital when market conditions improve. Looking ahead, we believe anticipated interest rate reductions could help stimulate deal originations, and we believe we are well positioned to capitalize with a lower cost of capital once we put our cash balance to work. We remain confident in our ability to drive long-term value for shareholders through prudent investment and active portfolio management.”
Third Quarter Highlights (compared with the prior-year period unless otherwise noted)
Portfolio and Investment Activity
As of September 30, 2025, Rand’s investment portfolio had a fair value of $44.3 million across 19 portfolio companies, representing a decrease of $26.5 million, or 37%, from December 31, 2024. The decline was driven primarily by portfolio company loan repayments and valuation adjustments across multiple holdings. At quarter-end, the portfolio was comprised of approximately 83% debt investments and 17% equity investments. The annualized weighted average yield on debt investments, including PIK interest, was 12.2% compared with 13.8% at year-end 2024.
Third Quarter 2025:
Liquidity and Capital Resources
Rand closed the quarter with $9.5 million in cash, a significant increase from $835,000 at year-end 2024. As of September 30, 2025, the Company had no outstanding borrowings under its senior secured revolving credit facility, leaving $18.3 million of available capacity. The facility, which matures in 2027, permits up to $25 million in borrowings subject to compliance with borrowing conditions and portfolio eligibility requirements.
The Company did not repurchase any outstanding common stock during the third quarter of 2025.
Dividends
On July 28, 2025, Rand declared its regular quarterly cash dividend distribution of $0.29 per share. The cash dividend was paid during the third quarter to shareholders of record as of August 29, 2025. Rand’s fourth quarter dividend announcement is expected in early December.
Webcast and Conference Call
Rand will host a conference call and webcast on Friday, November 7, 2025, at 10:00 a.m. Eastern Time, to review its financial results. The review will be accompanied by a slide presentation, which will be available on Rand’s website at www.randcapital.com in the “Investor Relations” section. Rand’s conference call can be accessed by calling (201) 689-8263. Alternatively, the webcast can be monitored on Rand’s website at www.randcapital.com under “Investors” where the replay will also be available.
A telephonic replay will be available from 2:00 p.m. ET on the day of the call through Friday, November 21, 2025. To listen to the archived call, dial (412) 317-6671 and enter replay pin 13755928. A transcript of the call will also be posted once available.
ABOUT RAND CAPITAL
Rand Capital Corporation (Nasdaq: RAND) is an externally managed business development company (BDC). The Company’s investment objective is to maximize total return to its shareholders with current income and capital appreciation by focusing its debt and related equity investments in privately-held, lower middle market companies with committed and experienced managements in a broad variety of industries. Rand primarily invests in businesses that have sustainable, differentiated and market-proven products, revenue of more than $10 million and EBITDA in excess of $1.5 million. The Company’s investment activities are managed by its external investment adviser, Rand Capital Management, LLC. Additional information can be found at the Company’s website where it regularly posts information: randcapital.com.
Safe Harbor Statement
This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than historical facts, including but not limited to statements regarding the strategy of the Company and its outlook; statements regarding the implementation of the Company’s strategy and the growth of its dividend; and any assumptions underlying any of the foregoing, are forward-looking statements. Forward-looking statements concern future circumstances and results and other statements that are not historical facts and are sometimes identified by the words “may,” “will,” “should,” “potential,” “intend,” “expect,” “endeavor,” “seek,” “anticipate,” “estimate,” “overestimate,” “underestimate,” “believe,” “could,” “project,” “predict,” “continue,” “target” or other similar words or expressions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove to be incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. The inclusion of such statements should not be regarded as a representation that such plans, estimates or expectations will be achieved. Important factors that could cause actual results to differ materially from such plans, estimates or expectations include, among others, (1) evolving legal, regulatory and tax regimes; (2) changes in general economic and/or industry specific conditions; and (3) other risk factors as detailed from time to time in Rand’s reports filed with the Securities and Exchange Commission (“SEC”), including Rand’s annual report on Form 10-K for the year ended December 31, 2024, quarterly reports on Form 10-Q, and other documents filed with the SEC. Consequently, such forward-looking statements should be regarded as Rand’s current plans, estimates and beliefs. Except as required by applicable law, Rand assumes no obligation to update the forward-looking information contained in this release.
FINANCIAL TABLES FOLLOW
Rand Capital Corporation and Subsidiaries Consolidated Statements of Financial Position |
||||||||
|
|
September 30, 2025 (Unaudited) |
|
|
December 31, 2024 |
|
||
ASSETS |
|
|
|
|
|
|
||
Investments at fair value: |
|
|
|
|
|
|
||
Control investments (cost of $6,563,940 and $6,188,940, respectively) |
|
$ |
2,000,000 |
|
|
$ |
2,500,000 |
|
Affiliate investments (cost of $37,470,374 and $42,488,804, respectively) |
|
|
33,155,868 |
|
|
|
51,668,144 |
|
Non-Control/Non-Affiliate investments (cost of $9,501,053 and $19,442,491, respectively) |
|
|
9,175,004 |
|
|
|
16,649,897 |
|
Total investments, at fair value (cost of $53,535,367 and $68,120,235, respectively) |
|
|
44,330,872 |
|
|
|
70,818,041 |
|
Cash |
|
|
9,490,747 |
|
|
|
834,805 |
|
Interest receivable (net of allowance of $25,337 and $0, respectively) |
|
|
183,737 |
|
|
|
357,530 |
|
Prepaid income taxes |
|
|
343,689 |
|
|
|
329,365 |
|
Deferred tax asset, net |
|
|
116,889 |
|
|
|
2,161 |
|
Other assets |
|
|
113,854 |
|
|
|
115,531 |
|
Total assets |
|
$ |
54,579,788 |
|
|
$ |
72,457,433 |
|
LIABILITIES AND STOCKHOLDERS’ EQUITY (NET ASSETS) |
|
|
|
|
|
|
||
Liabilities: |
|
|
|
|
|
|
||
Due to investment adviser |
|
$ |
527,225 |
|
|
$ |
2,182,846 |
|
Accounts payable and accrued expenses |
|
|
64,976 |
|
|
|
92,568 |
|
Line of credit |
|
|
— |
|
|
|
600,000 |
|
Capital gains incentive fees |
|
|
— |
|
|
|
1,565,000 |
|
Deferred revenue |
|
|
366,073 |
|
|
|
516,441 |
|
Dividend payable |
|
|
— |
|
|
|
2,168,058 |
|
Total liabilities |
|
|
958,274 |
|
|
|
7,124,913 |
|
|
|
|
|
|
|
|
||
Stockholders’ equity (net assets): |
|
|
|
|
|
|
||
Common stock, $0.10 par; shares authorized 100,000,000; shares issued: 3,037,709 at 9/30/25 and 2,648,916 at 12/31/24; shares outstanding: 2,969,814 at 9/30/25 and 2,581,021 at 12/31/24 |
|
|
303,771 |
|
|
|
264,892 |
|
Capital in excess of par value |
|
|
64,051,504 |
|
|
|
55,419,620 |
|
Stock dividends distributable: 0 shares at 9/30/25 and 388,793 shares at 12/31/24 |
|
|
— |
|
|
|
8,672,231 |
|
Treasury stock, at cost: 67,895 shares at 9/30/25 and 12/31/24 |
|
|
(1,566,605 |
) |
|
|
(1,566,605 |
) |
Total distributable earnings |
|
|
(9,167,156 |
) |
|
|
2,542,382 |
|
Total stockholders’ equity (net assets) (per share – 9/30/25: $18.06; 12/31/24: $25.31) |
|
|
53,621,514 |
|
|
|
65,332,520 |
|
Total liabilities and stockholders’ equity (net assets) |
|
$ |
54,579,788 |
|
|
$ |
72,457,433 |
|
Rand Capital Corporation and Subsidiaries Consolidated Statements of Operations (Unaudited) |
||||||||||||||||
|
|
Three months ended September 30, 2025 |
|
|
Three months ended September 30, 2024 |
|
|
Nine months ended September 30, 2025 |
|
|
Nine months ended September 30, 2024 |
|
||||
Investment income: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest from portfolio companies: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Control investments |
|
$ |
13,417 |
|
|
$ |
164,167 |
|
|
$ |
26,396 |
|
|
$ |
550,535 |
|
Affiliate investments |
|
|
1,177,248 |
|
|
|
1,164,525 |
|
|
|
3,724,896 |
|
|
|
3,522,726 |
|
Non-Control/Non-Affiliate investments |
|
|
234,469 |
|
|
|
616,903 |
|
|
|
865,570 |
|
|
|
1,681,209 |
|
Total interest from portfolio companies |
|
|
1,425,134 |
|
|
|
1,945,595 |
|
|
|
4,616,862 |
|
|
|
5,754,470 |
|
Interest from other investments: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Non-Control/Non-Affiliate investments |
|
|
73,488 |
|
|
|
113 |
|
|
|
120,427 |
|
|
|
2,171 |
|
Total interest from other investments |
|
|
73,488 |
|
|
|
113 |
|
|
|
120,427 |
|
|
|
2,171 |
|
Dividend and other investment income: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Affiliate investments |
|
|
— |
|
|
|
13,125 |
|
|
|
13,125 |
|
|
|
39,375 |
|
Non-Control/Non-Affiliate investments |
|
|
— |
|
|
|
44,000 |
|
|
|
— |
|
|
|
242,760 |
|
Total dividend and other investment income |
|
|
— |
|
|
|
57,125 |
|
|
|
13,125 |
|
|
|
282,135 |
|
Fee income: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Control investments |
|
|
4,515 |
|
|
|
4,515 |
|
|
|
13,547 |
|
|
|
13,547 |
|
Affiliate investments |
|
|
72,714 |
|
|
|
202,834 |
|
|
|
247,360 |
|
|
|
331,369 |
|
Non-Control/Non-Affiliate investments |
|
|
3,772 |
|
|
|
8,272 |
|
|
|
178,503 |
|
|
|
38,130 |
|
Total fee income |
|
|
81,001 |
|
|
|
215,621 |
|
|
|
439,410 |
|
|
|
383,046 |
|
Total investment income |
|
|
1,579,623 |
|
|
|
2,218,454 |
|
|
|
5,189,824 |
|
|
|
6,421,822 |
|
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Base management fee |
|
|
184,382 |
|
|
|
309,265 |
|
|
|
654,239 |
|
|
|
934,532 |
|
Income based incentive fees |
|
|
66,505 |
|
|
|
178,218 |
|
|
|
186,178 |
|
|
|
178,218 |
|
Capital gains incentive fees |
|
|
— |
|
|
|
313,000 |
|
|
|
(1,565,000 |
) |
|
|
2,066,300 |
|
Interest expense |
|
|
25,416 |
|
|
|
245,006 |
|
|
|
87,319 |
|
|
|
1,028,198 |
|
Professional fees |
|
|
133,415 |
|
|
|
113,168 |
|
|
|
484,277 |
|
|
|
436,935 |
|
Stockholders and office operating |
|
|
59,398 |
|
|
|
57,869 |
|
|
|
253,510 |
|
|
|
209,564 |
|
Directors' fees |
|
|
66,550 |
|
|
|
66,550 |
|
|
|
196,950 |
|
|
|
196,950 |
|
Administrative fees |
|
|
50,250 |
|
|
|
40,000 |
|
|
|
149,250 |
|
|
|
118,167 |
|
Insurance |
|
|
8,250 |
|
|
|
10,467 |
|
|
|
31,386 |
|
|
|
33,891 |
|
Corporate development |
|
|
2,037 |
|
|
|
387 |
|
|
|
6,538 |
|
|
|
10,813 |
|
Bad debt expense |
|
|
— |
|
|
|
— |
|
|
|
38,462 |
|
|
|
— |
|
Total expenses |
|
|
596,203 |
|
|
|
1,333,930 |
|
|
|
523,109 |
|
|
|
5,213,568 |
|
Net investment income before income taxes: |
|
|
983,420 |
|
|
|
884,524 |
|
|
|
4,666,715 |
|
|
|
1,208,254 |
|
Income tax benefit |
|
|
(9,159 |
) |
|
|
(2,511 |
) |
|
|
(22,213 |
) |
|
|
(1,171 |
) |
Net investment income |
|
|
992,579 |
|
|
|
887,035 |
|
|
|
4,688,928 |
|
|
|
1,209,425 |
|
Net realized (loss) gain on sales and dispositions of investments: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Affiliate investments |
|
|
(2,850,015 |
) |
|
|
6,980,728 |
|
|
|
(1,924,658 |
) |
|
|
6,148,837 |
|
Non-Control/Non-Affiliate investments |
|
|
(77,314 |
) |
|
|
249,354 |
|
|
|
(77,339 |
) |
|
|
4,959,445 |
|
Net realized (loss) gain on sales and dispositions of investments |
|
|
(2,927,329 |
) |
|
|
7,230,082 |
|
|
|
(2,001,997 |
) |
|
|
11,108,282 |
|
Net change in unrealized appreciation/depreciation on investments: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Control investments |
|
|
— |
|
|
|
— |
|
|
|
(875,000 |
) |
|
|
— |
|
Affiliate investments |
|
|
(481,647 |
) |
|
|
(5,153,166 |
) |
|
|
(11,027,301 |
) |
|
|
3,596,779 |
|
Non-Control/Non-Affiliate investments |
|
|
189,944 |
|
|
|
(512,375 |
) |
|
|
— |
|
|
|
(4,373,590 |
) |
Change in unrealized appreciation/depreciation before income taxes |
|
|
(291,703 |
) |
|
|
(5,665,541 |
) |
|
|
(11,902,301 |
) |
|
|
(776,811 |
) |
Deferred income tax expense (benefit) |
|
|
4,741 |
|
|
|
(184,940 |
) |
|
|
(89,469 |
) |
|
|
(232,774 |
) |
Net change in unrealized appreciation/depreciation on investments |
|
|
(296,444 |
) |
|
|
(5,480,601 |
) |
|
|
(11,812,832 |
) |
|
|
(544,037 |
) |
Net realized and unrealized (loss) gain on investments |
|
|
(3,223,773 |
) |
|
|
1,749,481 |
|
|
|
(13,814,829 |
) |
|
|
10,564,245 |
|
Net (decrease) increase in net assets from operations |
|
$ |
(2,231,194 |
) |
|
$ |
2,636,516 |
|
|
$ |
(9,125,901 |
) |
|
$ |
11,773,670 |
|
Weighted average shares outstanding |
|
|
2,969,814 |
|
|
|
2,581,021 |
|
|
|
2,936,938 |
|
|
|
2,581,021 |
|
Basic and diluted net (decrease) increase in net assets from operations per share |
|
$ |
(0.75 |
) |
|
$ |
1.02 |
|
|
$ |
(3.11 |
) |
|
$ |
4.56 |
|
Rand Capital Corporation and Subsidiaries Consolidated Statements of Changes in Net Assets (Unaudited) |
||||||||||||||||
|
|
Three months ended September 30, 2025 |
|
|
Three months ended September 30, 2024 |
|
|
Nine months ended September 30, 2025 |
|
|
Nine months ended September 30, 2024 |
|
||||
Net assets at beginning of period |
|
$ |
56,713,954 |
|
|
$ |
68,558,616 |
|
|
$ |
65,332,520 |
|
|
$ |
60,815,213 |
|
Net investment income |
|
|
992,579 |
|
|
|
887,035 |
|
|
|
4,688,928 |
|
|
|
1,209,425 |
|
Net realized (loss) gain on sales and dispositions of investments |
|
|
(2,927,329 |
) |
|
|
7,230,082 |
|
|
|
(2,001,997 |
) |
|
|
11,108,282 |
|
Net change in unrealized appreciation/depreciation on investments |
|
|
(296,444 |
) |
|
|
(5,480,601 |
) |
|
|
(11,812,832 |
) |
|
|
(544,037 |
) |
Net (decrease) increase in net assets from operations |
|
|
(2,231,194 |
) |
|
|
2,636,516 |
|
|
|
(9,125,901 |
) |
|
|
11,773,670 |
|
Declaration of dividend |
|
|
(861,246 |
) |
|
|
(748,496 |
) |
|
|
(2,585,105 |
) |
|
|
(2,142,247 |
) |
Net assets at end of period |
|
$ |
53,621,514 |
|
|
$ |
70,446,636 |
|
|
$ |
53,621,514 |
|
|
$ |
70,446,636 |
|
Rand Capital Corporation and Subsidiaries Reconciliation of GAAP Total Expense to Non-GAAP Adjusted Expenses (Unaudited)
In addition to reporting total expenses, which is a U.S. generally accepted accounting principle (“GAAP”) financial measure, Rand presents adjusted expenses, which is a non-GAAP financial measure. Adjusted expenses is defined as GAAP total expenses removing the effect of any expenses/(credits) for capital gains incentive fees accrual. GAAP total expenses is the most directly comparable GAAP financial measure. Rand believes that adjusted expenses provides useful information to investors regarding financial performance because it is a method the Company uses to measure its financial and business trends related to its results of operations. The presentation of this additional information is not meant to be considered in isolation or as a substitute for financial results prepared in accordance with GAAP.
|
Three months ended September 30, 2025 |
Three months ended September 30, 2024 |
Nine months ended September 30, 2025 |
Nine months ended September 30, 2024 |
|||||
|
|
|
|
|
|||||
Total expenses |
$ |
596,203 |
$ |
1,333,930 |
$ |
523,109 |
|
$ |
5,213,568 |
Exclude expenses (credits) for capital gains incentive fees |
|
- |
|
313,000 |
|
(1,565,000 |
) |
|
2,066,300 |
Adjusted total expenses |
$ |
596,203 |
$ |
1,020,930 |
$ |
2,088,109 |
|
$ |
3,147,268 |
Reconciliation of GAAP Net Investment Income per Share to Adjusted Net Investment Income per Share (Unaudited)
In addition to reporting Net Investment Income per Share, which is a GAAP financial measure, the Company presents Adjusted Net Investment Income per Share, which is a non-GAAP financial measure. Adjusted Net Investment Income per Share is defined as GAAP Net Investment Income per Share removing the effect of any expenses/(credits) for capital gains incentive fees. GAAP Net Investment Income per Share is the most directly comparable GAAP financial measure. Rand believes that Adjusted Net Investment Income per Share provides useful information to investors regarding financial performance because it is a method the Company uses to measure its financial and business trends related to its results of operations. The presentation of this additional information is not meant to be considered in isolation or as a substitute for financial results prepared in accordance with GAAP.
The per share amounts for the three and nine months ended September 30, 2025 were computed using 2,969,814 and 2,936,938 weighted average shares outstanding, respectively, reflecting a higher number of shares outstanding following the fourth quarter 2024 dividend, which was paid in part using shares of common stock. This compared with 2,581,021 weighted average shares outstanding for the three and nine months ended September 30, 2024.
|
Three months ended September 30, 2025 |
Three months ended September 30, 2024 |
Nine months ended September 30, 2025 |
Nine months ended September 30, 2024 |
|||||
|
|
|
|
|
|||||
Net investment income per share |
$ |
0.33 |
$ |
0.34 |
$ |
1.60 |
|
$ |
0.47 |
Exclude expenses (credits) for capital gains incentive fees per share |
|
- |
|
0.12 |
|
(0.54 |
) |
|
0.80 |
Adjusted net investment income per share |
$ |
0.33 |
$ |
0.46 |
$ |
1.06 |
|
$ |
1.27 |
View source version on businesswire.com: https://www.businesswire.com/news/home/20251107251343/en/
Company: Daniel P. Penberthy President and CEO 716.853.0802 dpenberthy@randcapital.com Investors: Craig P. Mychajluk / Deborah K. Pawlowski Alliance Advisors IR 716-843-3832 / 716-843-3908 cmychajluk@allianceadvisors.com dpawlowski@allianceadvisors.com
Source: Rand Capital Corporation