Exhibit
99.1
 |
|
 |
| 14 Lafayette Square, Suite 1405 ● Buffalo, New York 14203 |
|
|
FOR
IMMEDIATE RELEASE
Rand
Capital Reports First Quarter Fiscal Year 2026 Results
| ● | Total
investment income was $1.2 million compared with $2.0 million in the prior-year period, primarily
reflecting lower interest and fee income and the impact of non-accruals |
| ● | Net
asset value (NAV) per share was $17.16 at March 31, 2026 |
| ● | Realized
gain of $1.1 million during the quarter from portfolio exit |
| ● | Deployed
$5.1 million into new and follow-on investments during the quarter |
| ● | Declared
quarterly dividend of $0.29 per share for second quarter 2026 |
| ● | Board
of Directors renewed $1.5 million share repurchase program |
BUFFALO,
NY, May 6, 2026 – 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 first quarter ended
March 31, 2026.
“Our
first quarter results reflect a transition period for Rand as we continued to push for new investment origination,” said
Daniel P. Penberthy, President and Chief Executive Officer of Rand. “Our total investment income and net investment income were
lower than the prior-year period, due to the impact of non-accruals and a smaller income-producing portfolio following 2025 repayments.
At the same time, we generated meaningful realized gains on portfolio activity during the quarter and began deploying capital into new
and existing investments, including AME Holdco and additional capital to select existing portfolio companies. We are hopeful that the
work completed in 2025 has created a foundation for more active capital deployment in 2026, and we remain focused on rebuilding the portfolio
thoughtfully, preserving credit quality and supporting consistent earnings and the regular dividend over time.”
First
Quarter Review (compared with the prior-year period unless otherwise noted)
| ● | Total
investment income of $1.2 million decreased $768,000, or 38%, from $2.0 million in the first
quarter of 2025, primarily reflecting lower interest income from portfolio companies. The
change was primarily driven by a 30% reduction in interest income from portfolio companies,
reflecting the repayment of five debt instruments over the past year. Lower fee income also
contributed to the year-over-year decrease. Payment-in-kind (PIK) interest remained a substantial
component of investment income during the quarter, as certain portfolio companies continued
to utilize this feature. For the first quarter of 2026, non-cash PIK interest totaled $244,000,
representing 20% of total investment income, compared with 31% in the prior-year period. |
| ● | Total
expenses decreased 19% to $642,000 compared with $791,000 in the same period last year, primarily
reflecting lower base management fees and no income-based incentive fee accrual in the first
quarter of 2026. |
| ● | Adjusted
expenses, which exclude capital gains incentive fees, and is a non-GAAP financial measure,
were $642,000 compared with $866,000 in the first quarter of 2025. See the attached description
of this non-GAAP financial measure and reconciliation table for adjusted expenses. |
Rand Capital Reports First Quarter Fiscal Year 2026 Results
May 6, 2026
Page 2 of 7
| ● | Net
investment income was $545,000, or $0.18 per share, compared with $1.2 million, or $0.42
per share, in the first quarter of 2025. Adjusted net investment income per share, a non-GAAP
financial measure, which excludes the capital gains incentive fee, was $0.18 per share, compared
with $0.40 per share in last year’s first quarter. See the attached description of this
non-GAAP financial measure and reconciliation table for adjusted net investment income per
share. |
Portfolio
and Investment Activity
As
of March 31, 2026, Rand’s investment portfolio had a fair value of $51.5 million, compared with $48.5 million at December 31,
2025. The portfolio consisted of investments in 20 portfolio businesses and was comprised of approximately 80% debt investments and
20% equity investments.
The
annualized weighted average yield of debt investments, including PIK interest, was 9.43% at March 31, 2026, compared with 11.3% at December
31, 2025. This decline in the annualized weighted average yield primarily reflects the impact of non-accruals, including BMP Food Service
Supply Holdco, LLC (FSS) and Mountain Regional Equipment Solutions (MRES), which were each placed on non-accrual status beginning in
the fourth quarter of 2025.
First
Quarter 2026:
| ● | Closed
a new investment in AME Holdco LLC consisting of a $3.0 million term loan at 13% and a $1.0
million equity investment. AME provides auto center design and installation services. |
| ● | Participated
with a co-investor in the buyout of MRES senior credit. Rand’s pro rata investment
was approximately $678,000, which positioned the investor group, which includes Rand, in
a controlling position in the bankruptcy process. |
| ● | Funded
a $400,000 follow-on debt investment in FSS. At quarter end, Rand’s total investment
in FSS was valued at $4.3 million. |
| ● | Funded
a $50,000 follow-on equity investment in Caitec, Inc. |
| ● | Exited
Seybert’s Billiards, doing business as The Rack Group, in March 2026. Rand had previously
received repayment of its original $7.5 million debt investment and, during the first quarter,
sold its remaining equity holdings for proceeds of approximately $1.3 million, which resulted
in a realized gain of $1.1 million. |
Liquidity
and Capital Resources
Rand
ended the quarter with $331,000 in cash and cash equivalents, compared with $4.2 million at December 31, 2025. The Company had
$500,000 outstanding on its line of credit as of March 31, 2026, at an approximate interest rate of 7.2%, with estimated remaining
availability of approximately $20.1 million. 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 first quarter of 2026. Rand’s Board of Directors renewed the
share repurchase program authorizing the purchase of up to $1.5 million in additional Rand common stock. The shares may be repurchased
from time to time in the open market and in accordance with applicable regulations of the Securities and Exchange Commission. The stock
repurchase program does not obligate the Company to purchase any shares, and the timing and exact amount of any repurchases will depend
on various factors, including the performance of the Company’s stock price, general market and other conditions, applicable legal
requirements and other factors. The renewed stock repurchase program expires on April 22, 2027, and may be suspended, terminated or amended
by the Board at any time prior to the expiration date.
Rand Capital Reports First Quarter Fiscal Year 2026 Results
May 6, 2026
Page 3 of 7
Dividends
On
February 25, 2026, Rand declared its regular quarterly cash dividend of $0.29 per share, which was paid during the first quarter to shareholders
of record as of March 11, 2026.
On
April 29, 2026, Rand declared its regular quarterly cash dividend of $0.29 per share, which will be payable on or about June 10, 2026,
to shareholders of record as of May 27, 2026.
Webcast
and Conference Call
Rand
will host a conference call and webcast on Wednesday, May 6, 2026, at 1:30 p.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 4:30 p.m. Eastern Time on the day of the call through Wednesday, May 20, 2026. To listen to
the archived call, dial (412) 317-6671 and enter replay pin 13759810. 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, 2025, 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.
Contacts:
| Company: |
Investors:
|
| |
|
| Daniel
P. Penberthy |
Craig
P. Mychajluk / Deborah K. Pawlowski |
| President
and CEO |
Alliance
Advisors IR |
| 716.853.0802 |
716-843-3832
/ 716-843-3908 |
| invest@randcapital.com |
cmychajluk@allianceadvisors.com |
| |
dpawlowski@allianceadvisors.com |
FINANCIAL
TABLES FOLLOW
Rand Capital Reports First Quarter Fiscal Year 2026 Results
May 6, 2026
Page 4 of 7
Rand
Capital Corporation and Subsidiaries
Consolidated
Statements of Financial Position
| | |
March 31, 2026 (Unaudited) | | |
December 31, 2025 | |
| ASSETS | |
| | | |
| | |
| Investments at fair value: | |
| | | |
| | |
| Control investments (cost of $6,563,940 and $6,563,940, respectively) | |
$ | 1,400,000 | | |
$ | 1,400,000 | |
| Affiliate investments (cost of $45,891,354 and $40,867,599, respectively) | |
| 39,759,324 | | |
| 36,775,685 | |
| Non-Control/Non-Affiliate investments (cost of $9,709,789 and $9,630,860, respectively) | |
| 10,383,740 | | |
| 10,304,811 | |
| Total investments, at fair value (cost of $62,165,083 and $57,062,399, respectively) | |
| 51,543,064 | | |
| 48,480,496 | |
| Cash and cash equivalents | |
| 330,550 | | |
| 4,208,948 | |
| Interest receivable (net of allowance of $25,337) | |
| 244,962 | | |
| 168,039 | |
| Prepaid income taxes | |
| 322,186 | | |
| 283,581 | |
| Other assets | |
| 73,864 | | |
| 54,248 | |
| Total assets | |
$ | 52,514,626 | | |
$ | 53,195,312 | |
| LIABILITIES AND STOCKHOLDERS’ EQUITY (NET ASSETS) | |
| | | |
| | |
| Liabilities: | |
| | | |
| | |
| Due to investment adviser | |
$ | 532,591 | | |
$ | 519,287 | |
| Accounts payable and accrued expenses | |
| 99,873 | | |
| 101,975 | |
| Line of credit | |
| 500,000 | | |
| — | |
| Deferred revenue | |
| 427,307 | | |
| 390,597 | |
| Total liabilities | |
| 1,559,771 | | |
| 1,011,859 | |
| Stockholders’ equity (net assets): | |
| | | |
| | |
| Common stock, $0.10 par; shares authorized 100,000,000; shares issued: 3,037,709; shares outstanding: 2,969,814 at 3/31/26 and 12/31/25 | |
| 303,771 | | |
| 303,771 | |
| Capital in excess of par value | |
| 64,063,157 | | |
| 64,063,157 | |
| Treasury stock, at cost: 67,895 shares at 3/31/26 and 12/31/25 | |
| (1,566,605 | ) | |
| (1,566,605 | ) |
| Total distributable earnings | |
| (11,845,468 | ) | |
| (10,616,870 | ) |
Total stockholders’ equity (net assets) (per share – 3/31/26: $17.16; 12/31/25: $17.57) | |
| 50,954,855 | | |
| 52,183,453 | |
| Total liabilities and stockholders’ equity (net assets) | |
$ | 52,514,626 | | |
$ | 53,195,312 | |
Rand Capital Reports First Quarter Fiscal Year 2026 Results
May 6, 2026
Page 5 of 7
Rand
Capital Corporation and Subsidiaries
Consolidated
Statements of Operations
(Unaudited)
| | |
Three months ended March 31, 2026 | | |
Three months ended March 31, 2025 | |
| Investment income: | |
| | | |
| | |
| Interest from portfolio companies: | |
| | | |
| | |
| Control investments | |
$ | 8,896 | | |
$ | — | |
| Affiliate investments | |
| 953,175 | | |
| 1,282,859 | |
| Non-Control/Non-Affiliate investments | |
| 220,688 | | |
| 394,307 | |
| Total interest from portfolio companies | |
| 1,182,759 | | |
| 1,677,166 | |
| Interest from other investments: | |
| | | |
| | |
| Non-Control/Non-Affiliate investments | |
| 13,801 | | |
| 10,383 | |
| Total interest from other investments | |
| 13,801 | | |
| 10,383 | |
| Dividend and other investment income: | |
| | | |
| | |
| Affiliate investments | |
| — | | |
| 13,125 | |
| Total dividend and other investment income | |
| — | | |
| 13,125 | |
| Fee income: | |
| | | |
| | |
| Control investments | |
| 4,516 | | |
| 4,516 | |
| Affiliate investments | |
| 35,001 | | |
| 131,755 | |
| Non-Control/Non-Affiliate investments | |
| 3,772 | | |
| 170,959 | |
| Total fee income | |
| 43,289 | | |
| 307,230 | |
| Total investment income | |
| 1,239,849 | | |
| 2,007,904 | |
| Expenses: | |
| | | |
| | |
| Base management fee | |
| 189,695 | | |
| 252,208 | |
| Income based incentive fees | |
| — | | |
| 119,673 | |
| Capital gains incentive fees | |
| — | | |
| (75,000 | ) |
| Interest expense | |
| 29,610 | | |
| 36,486 | |
| Professional fees | |
| 223,622 | | |
| 208,842 | |
| Stockholders and office operating | |
| 61,269 | | |
| 90,763 | |
| Directors’ fees | |
| 73,375 | | |
| 63,850 | |
| Administrative fees | |
| 50,700 | | |
| 48,750 | |
| Insurance | |
| 9,972 | | |
| 13,162 | |
| Corporate development | |
| 3,674 | | |
| 6,994 | |
| Bad debt expense | |
| — | | |
| 25,337 | |
| Total expenses | |
| 641,917 | | |
| 791,065 | |
| Net investment income before income taxes: | |
| 597,932 | | |
| 1,216,839 | |
| Income tax expense (benefit) | |
| 52,905 | | |
| (1,276 | ) |
| Net investment income | |
| 545,027 | | |
| 1,218,115 | |
| Net realized gain on sales and dispositions of investments: | |
| | | |
| | |
| Affiliate investments | |
| 1,075,571 | | |
| 925,357 | |
| Non-Control/Non-Affiliate investments | |
| — | | |
| (25 | ) |
| Net realized gain on sales and dispositions of investments | |
| 1,075,571 | | |
| 925,332 | |
| Net change in unrealized appreciation/depreciation on investments: | |
| | | |
| | |
| Control investments | |
| — | | |
| (875,000 | ) |
| Affiliate investments | |
| (2,040,116 | ) | |
| (423,384 | ) |
| Change in unrealized appreciation/depreciation before income taxes | |
| (2,040,116 | ) | |
| (1,298,384 | ) |
| Deferred income tax (benefit) expense | |
| (52,049 | ) | |
| 3,616 | |
| Net change in unrealized appreciation/depreciation on investments | |
| (1,988,067 | ) | |
| (1,302,000 | ) |
| Net realized and unrealized loss on investments | |
| (912,496 | ) | |
| (376,668 | ) |
| Net (decrease) increase in net assets from operations | |
$ | (367,469 | ) | |
$ | 841,447 | |
| Weighted average shares outstanding | |
| 2,969,814 | | |
| 2,869,339 | |
Basic and diluted net (decrease) increase in net assets from operations per share
| |
$ | (0.12 | ) | |
$ | 0.29 | |
Rand Capital Reports First Quarter Fiscal Year 2026 Results
May 6, 2026
Page 6 of 7
Rand
Capital Corporation and Subsidiaries
Consolidated
Statements of Changes in Net Assets
(Unaudited)
| | |
Three months ended March 31, 2026 | | |
Three months ended March 31, 2025 | |
| Net assets at beginning of period | |
$ | 52,183,453 | | |
$ | 65,332,520 | |
| Net investment income | |
| 545,027 | | |
| 1,218,115 | |
| Net realized gain on sales and dispositions of investments | |
| 1,075,571 | | |
| 925,332 | |
| Net change in unrealized appreciation/depreciation on investments | |
| (1,988,067 | ) | |
| (1,302,000 | ) |
| Net (decrease) increase in net assets from operations | |
| (367,469 | ) | |
| 841,447 | |
| Declaration of dividend | |
| (861,129 | ) | |
| (862,714 | ) |
| Net assets at end of period | |
$ | 50,954,855 | | |
$ | 65,311,253 | |
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 March 31, 2026 | | |
Three months ended March 31, 2025 | |
| | |
| | |
| |
| Total expenses | |
$ | 641,917 | | |
$ | 791,065 | |
| Exclude credits for capital gains incentive fees | |
| - | | |
| (75,000 | ) |
| Adjusted total expenses | |
$ | 641,917 | | |
$ | 866,065 | |
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 first quarter of 2026 were computed using 2,969,814 weighted average shares outstanding. This compared with
2,869,339 weighted average shares outstanding for the first quarter of 2025.
| | |
Three months ended March 31, 2026 | | |
Three months ended March 31, 2025 | |
| | |
| | |
| |
| Net investment income per share | |
$ | 0.18 | | |
$ | 0.42 | |
| Exclude credits for capital gains incentive fees per share | |
| - | | |
| (0.02 | ) |
| Adjusted net investment income per share | |
$ | 0.18 | | |
$ | 0.40 | |
###