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Saratoga Investment (NYSE: SAR) Q1 2027 NAV slips on markdowns

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Filing Sentiment
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Form Type
8-K

Rhea-AI Filing Summary

Saratoga Investment Corp. reported fiscal first quarter 2027 results for the quarter ended May 31, 2026, showing pressure on earnings and net asset value. Assets under management rose 1.6% sequentially to $1.126 billion, driven by $31 million of net originations, including two new portfolio companies.

Total investment income was $30.8 million, with net investment income of $7.6 million, or $0.47 per share, down from $0.66 a year earlier. Earnings per share were a loss of $0.42, mainly from $15.2 million of net unrealized depreciation, which reduced NAV to $378.5 million, or $23.23 per share, versus $24.42 last quarter.

Credit metrics remained relatively strong, with non-accruals at 0.0% of fair value and 1.2% of cost and 98.3% of credits in the highest internal rating. The company declared base monthly dividends of $0.25 per share for each month of its second fiscal quarter 2027, totaling $0.75 per share and equating to a 14.0% yield based on a $21.42 share price.

Positive

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Insights

Mark-to-market losses hit NAV, while credit quality and income remain relatively resilient.

Saratoga Investment grew assets under management to $1.126 billion, supported by net originations of about $31 million. Total investment income was $30.8 million and net investment income reached $7.6 million, or $0.47 per share, down from $0.66 a year earlier.

The quarter’s headline negative is valuation-related: net unrealized depreciation of roughly $15.2 million drove a loss of $6.9 million and reduced NAV per share from $24.42 to $23.23. Management attributes over half of the markdowns to a few names, including Pepper Palace and Exigo, plus broader multiple and spread moves.

Despite this, core credit indicators look solid. Non-accruals stand at 0.0% of fair value and 1.2% of cost, with 98.3% of credits in the top internal rating and 81.7% of investments in first-lien debt. A stable $0.75 per-share quarterly dividend and higher quarter-end cash of about $60.8 million provide some cushion as management navigates the current private credit environment.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Assets under management $1.126B As of May 31, 2026; up 1.6% from prior quarter
Total investment income $30.8M Quarter ended May 31, 2026
Net investment income $7.6M Quarter ended May 31, 2026; $0.47 per share
Earnings per share -$0.42 Quarter ended May 31, 2026; loss driven by unrealized depreciation
Net asset value $378.5M As of May 31, 2026; $23.23 NAV per share
Quarterly dividend $0.75 per share Three monthly $0.25 payments for fiscal Q2 2027
Net originations $31M Fiscal Q1 2027; includes two new portfolio companies
Quarter-end cash position $60.8M Cash at May 31, 2026 versus $21.8M prior quarter
business development company financial
"Saratoga Investment Corp. (NYSE: SAR) (“Saratoga Investment” or “the Company”), a business development company (“BDC”), today announced"
A business development company is a publicly traded investment vehicle that lends to and buys stakes in smaller or privately held companies, acting like a combination of a lender, investor, and business partner. It matters to investors because BDCs offer the potential for higher regular income through dividends and diversified exposure to growing businesses, but they can also carry greater credit and liquidity risk than typical stocks or bonds—think higher-yielding but riskier income instruments.
non-accrual status financial
"Two investments are now on non-accrual status, being one, Pepper Palace, which has been on non-accrual status"
A loan or credit account is placed in non-accrual status when the lender stops recording expected interest income because the borrower is not making scheduled payments or repayment is doubtful. Think of it like a landlord who stops counting unpaid rent as future income once a tenant stops paying; it signals rising credit problems and potential losses. For investors, non-accrual levels indicate loan quality and can foreshadow write-downs, lower earnings, and increased risk to a lender’s balance sheet.
adjusted net investment income financial
"Originations and AUM growth during the quarter contributed to adjusted NII of $0.47 per share"
Adjusted net investment income is a measure of the cash a fund or investment vehicle earns from its core investing activities after removing one-time, accounting-only items such as paper gains or losses and unusual expenses. Think of it like a household budget that strips out one-off windfalls or repairs to show the money available for regular spending. Investors use it to judge the sustainability of dividend payments and the underlying earning power separate from short-term accounting swings.
Asset Coverage Ratio financial
"Asset Coverage Ratio | | | 162.6 % | | | 168.4 %"
Asset coverage ratio measures how much of a company’s debt or preferred claims could be paid off using its tangible assets if the business had to be sold. It’s a safety check for investors and creditors, showing the size of the asset “cushion” available to meet obligations; a higher ratio means more protection, like having enough savings and sellable belongings to cover outstanding bills, while a low ratio signals greater risk of loss.
Distribution Reinvestment Plan (DRIP) financial
"Shareholders have the option to receive payment of dividends in cash or receive shares of common stock, pursuant to the Company’s DRIP."
A distribution reinvestment plan (DRIP) is a program that automatically uses dividends or other cash payouts from an investment to buy more shares of the same security instead of sending cash to the owner. For investors it acts like an automatic savings-and-compounding tool—growing holdings over time without manual action or regular trading fees, which can boost long-term returns and change ownership stake gradually.
collateralized loan obligation financial
"it manages a $360 million collateralized loan obligation (“CLO”) fund that is in wind-down and co-manages a joint venture"
A collateralized loan obligation (CLO) is a financial product that bundles many corporate loans into a single pool and then sells pieces of that pool to investors, with each piece offering different levels of risk and return. Think of it like a large box of varied loans sliced into portions so investors can choose higher safety with lower yield or higher reward with more risk; CLO performance matters because it concentrates credit and interest-rate risk and affects income stability for holders.
Total investment income $30,776,925
Net investment income $7,592,987
Net investment income per share $0.47
Earnings (loss) per share -$0.42
NAV per share $23.23
Assets under management $1.126B
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FAQ

How did Saratoga Investment Corp. (SAJ) perform in fiscal Q1 2027?

Saratoga Investment reported total investment income of $30.8 million and net investment income of $7.6 million, or $0.47 per share. Unrealized depreciation of about $15.2 million led to a net loss of $6.9 million, or $0.42 per share, and reduced NAV per share.

What happened to Saratoga Investment Corp.’s NAV and AUM this quarter?

Net asset value fell to $378.5 million, or $23.23 per share, down from $24.42 last quarter. Assets under management increased 1.6% sequentially to $1.126 billion, reflecting $31 million of net originations that more than offset repayments and mark-to-market adjustments.

What dividend did Saratoga Investment Corp. (SAJ) declare for fiscal Q2 2027?

The board declared base monthly dividends of $0.25 per share for June, July, and August 2026, totaling $0.75 per share for fiscal Q2 2027. Based on a $21.42 share price, management highlights this as a 14.0% annualized yield for shareholders.

How strong is Saratoga Investment Corp.’s credit quality and non-accrual levels?

Management reports 98.3% of credits in the highest internal rating category and 81.7% of investments in first-lien debt. Two positions are on non-accrual, together representing 0.0% of fair value and 1.2% of cost, indicating limited income impact despite specific stressed names.

What drove Saratoga Investment Corp.’s unrealized losses this quarter?

The company recorded net portfolio markdowns of about $15.2 million, mainly in its non-CLO core portfolio. Over half came from a few positions, including Pepper Palace, Exigo, and Chronus, with the remainder tied to broader market multiple changes and spread movements impacting equity and debt valuations.

Did Saratoga Investment Corp. repurchase any shares during the quarter ended May 31, 2026?

The company did not repurchase shares during the quarter. Cumulatively, it has bought 1,037,698 common shares at an average price of $22.05, totaling approximately $22.9 million, under its open-market Share Repurchase Plan, which is currently authorized through January 15, 2027.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported): July 7, 2026

 

SARATOGA INVESTMENT CORP.

(Exact Name of Registrant as Specified in Charter)

 

Maryland   814-00732   20-8700615
(State or Other Jurisdiction
of Incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

535 Madison Avenue
New York, New York
  10022
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code (212) 906-7800

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

  

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading symbol(s)   Name of each exchange on which
registered
Common Stock, par value $0.001 per share   SAR   New York Stock Exchange
6.00% Notes due 2027   SAT   New York Stock Exchange
8.00% Notes due 2027   SAJ   New York Stock Exchange
8.125% Notes due 2027   SAY   New York Stock Exchange
8.50% Notes due 2028   SAZ   New York Stock Exchange
7.50% Notes due 2031   SAV   New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

Item 2.02. Results of Operations and Financial Condition.

 

On July 7, 2026, Saratoga Investment Corp. issued a press release announcing its financial results for the quarter ended May 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The information disclosed under this Item 2.02, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

The following Exhibit 99.1 is being furnished herewith to this Current Report on Form 8-K:

 

Exhibit No.   Description
99.1   Press Release dated July 7, 2026 of Saratoga Investment Corp.*
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

* The press release attached hereto as Exhibit 99.1 is “furnished” and not “filed,” as described in Item 2.02 of this Current Report on Form 8-K.

 

1

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  SARATOGA INVESTMENT CORP.
     
Date: July 7, 2026 By: /s/ Henri J. Steenkamp
  Name:  Henri J. Steenkamp
  Title: Financial Officer, Chief Compliance Officer, Treasurer and Secretary

 

2

Exhibit 99.1

 

 

Saratoga Investment Corp. Announces Fiscal First Quarter 2027 Financial Results

 

Reports Quarterly Asset Growth of 1.6% and Net Originations of $31 Million, Including Two New Portfolio Companies

 

Non-Accruals Decreased to 0.0% of Fair Value and 1.2% of Cost

 

NEW YORK, July 7, 2026 – Saratoga Investment Corp. (NYSE: SAR) (“Saratoga Investment” or “the Company”), a business development company (“BDC”), today announced financial results for its fiscal first quarter 2027 ended May 31, 2026.

 

Summary Financial Information

 

The Company’s summarized financial information is as follows:

 

   For the three months ended and as of 
($ in thousands, except per share)  May 31,
2026
   February 28,
2026
   May 31,
2025
 
Assets Under Management (AUM)   1,126,334    1,109,134    968,318 
Net Asset Value (NAV)   378,455    396,156    396,369 
NAV per share   23.23    24.42    25.52 
Total Investment Income   30,777    31,123    32,319 
Net Investment Income (NII) per share   0.47    0.48    0.66 
Adjusted NII per share   0.47    0.53    0.66 
Earnings per share   (0.42)   (0.16)   0.91 
Dividends per share (record date)   0.75    1.00*   0.75 
Return on Equity – last twelve months   4.0%   9.1%   9.3%
– annualized quarter   (7.1)%   (2.6)%   14.1%
Originations   79,151    135,139    50,086 
Repayments   48,415    34,020    64,330 

 

*Actual dividend of $1.00 per share, includes the additional special dividend of $0.25 per share declared during fiscal 2026 third quarter

 

Christian L. Oberbeck, Chairman and Chief Executive Officer of Saratoga Investment, commented, “In a quarter defined by sector-wide pressure across private credit, Saratoga’s last twelve months return on equity of 4.0% continued to beat the BDC industry average of 2.4%, even as we grew assets under management 1.6% to $1.126 billion on $31 million of net originations. Our core BDC portfolio valuations this quarter reflected portfolio company and market adjustments, and core BDC portfolio fair value remains within 0.2% of cost, continuing to demonstrate solid overall credit quality in a challenging and volatile macroeconomic environment.”

 

 

“Continuing our track record of strong dividend distributions, we recently announced a base monthly dividend of $0.25 per share, or $0.75 per share in aggregate for the second quarter of fiscal 2027. Our annualized second quarter dividend of $0.75 per share represents a 14.0% yield based on the stock price of $21.42 as of July 6, 2026, offering strong current income. Originations and AUM growth during the quarter contributed to adjusted NII of $0.47 per share, compared to $0.53 per share last quarter. Overall, our adjusted NII continues to reflect the impact of declining short-term interest rates and tight spreads on our largely floating rate asset base, as well as the full period impact of the recent changes to our capital structure.”

 

“During the quarter, deal activity remained robust reflecting the impact of our recent business development efforts, despite persistent sector headwinds and the cautious sentiment that has taken hold across the broader private credit sector. Market dynamics continued to be very competitive. While our portfolio saw multiple debt repayments in Q1, our origination activity more than offset those exits, resulting in net originations of $30.8 million for the quarter from $79.2 million in new originations in two new portfolio companies and ten follow-ons, and including $11.0 million in six BB and BBB CLO debt investments. Our strong reputation, differentiated market positioning, and the ongoing development of sponsor relationships continue to create attractive investment opportunities from high quality sponsors. We remain prudent and discerning in our underwriting approach, particularly in light of the current volatile and uncertain environment.”

 

“Saratoga’s overall performance is reflected in our key performance indicators this past quarter and year, including: (i) LTM ROE of 4.0% beating the BDC industry average of 2.4%, (ii) NAV decrease of $17.9 million, or 4.5%, to $378.5 million from the previous year, (iii) an increase in AUM of $17.2 million, or 1.6%, to $1.126 billion from the previous quarter, and $158.0 million, or 16.3%, from the previous year, (iv) adjusted NII of $0.47 versus $0.53 per share last quarter, (v) EPS of $(0.42) per share, down from $(0.16) in the previous quarter, and (vi) total dividends of $0.75 per share, unchanged from last quarter and last year.”

 

“Sequential quarter NAV per share is down by 4.9% from $24.42 per share to $23.23 per share. Of the $1.19 per share reduction this quarter, $0.93 was due to the unrealized depreciation on investments discussed below, including both credit and equity investments, and $0.28 was due to the under-earning of the dividend.”

 

“Our total $1.126 billion portfolio was marked down $15.2 million during the quarter, including net depreciation of $18.3 million in the non-CLO core portfolio, partially offset by a write-up of $2.9 million in the JV and $0.3 million in the BB and BBB CLO debt portfolio. Of the non-CLO core portfolio depreciation, Pepper Palace, which has been written down to zero ($3.9 million), together with a handful of credits, primarily Exigo ($3.4 million) and Chronus ($1.5 million), represented $9.9 million, or 54% of the total reduction, reflecting company performance adjustments, with a further $6.0 million, or 33%, reflecting a broad market adjustment to comparable market multiples across many industries on equity positions held at or above cost, and the remaining 13% reflecting the impact of changes in market spreads across valuations. As of quarter-end, our core non-CLO portfolio was 0.2% below cost, for a total portfolio valuation at 3.6% below cost. This quarter’s results reflect a combination of portfolio company performance and market impacts on our overall portfolio, with both Pepper Palace, now carried at zero, and Exigo, carried at $17.3 million or 70% of its own total cost, on red watchlist status, indicating potential risk of loss of capital.”

 

2

 

“During the quarter, our core BDC net interest margin increased from $13.0 million last quarter to $13.4 million. The average core assets increase of 4.8% was offset by (i) the average SOFR rate used in the portfolio decreasing by 5 basis points from last quarter, (ii) spreads on originations this quarter being almost 50 basis points lower than on the repayments they replaced, and (iii) the relative timing of this quarter’s originations and repayments.”

 

“Our quarter-end cash position increased from $21.8 million last quarter to $60.8 million, available to be deployed accretively in investments.”

 

“Our overall credit quality remained solid this quarter, with 98.3% of credits rated in our highest internal category, a result we are proud of given the current headwinds in the industry, as seen in this quarter’s markdowns. Two investments are now on non-accrual status, being one, Pepper Palace, which has been on non-accrual status and fully written-off this quarter, and two, our CLO’s F-note, which was written off and placed on non-accrual last quarter, together representing 0.0% of fair value and 1.2% of cost. With 81.7% of our investments at quarter-end in first lien debt and generally supported by strong enterprise values and resilient balance sheets in industries that have historically performed well in stressed situations, we believe our portfolio composition and leverage profile are well structured to handle a wide range of economic conditions and uncertainty.”

 

Mr. Oberbeck concluded, “As we progress through fiscal year 2027, the macroeconomic environment remains complex, shaped by geopolitical tensions, elevated inflation, and continued concerns about AI and software. These dynamics, combined with an uncertain interest rate environment, have driven a measurable rise in default rates and broad valuation pressure across the sector, with industry NAVs declining and a number of BDCs reducing their dividends this past quarter. This quarter’s credit related NAV decline, discussed above, reflects credit specific situations and does not appear indicative of a broader trend in our portfolio. The recent wave of BDC bond issuance, the rebound in higher-quality loan values, and improving M&A activity point to a market that appears to be improving and differentiating among managers, and we are confident that our disciplined, senior secured, first-lien focused underwriting and conservative balance sheet position Saratoga to navigate this environment and continue delivering durable, risk-adjusted returns to our shareholders over the long term.”

 

3

 

Discussion of Financial Results for the Quarter ended May 31, 2026:

 

AUM at fair value as of May 31, 2026 was $1.126 billion, an increase of 1.6% from $1.109 billion as of February 28, 2026, and an increase of 16.3% from $968.3 million as of May 31, 2025.

 

Total investment income for the three months ended May 31, 2026, was $30.8 million, a decrease of $1.5 million, or 4.8%, from $32.3 million for the quarter ended May 31, 2025, and a decrease of $0.3 million, or 1.1%, as compared to $31.1 million for the quarter ended February 28, 2026. This quarter’s investment income decrease, as compared to prior quarters, was primarily due to lower interest earned on the period’s cash balances in addition to lower interest earned on deployed capital than in prior quarters, partially offset by interest income derived from increased AUM. Investment income reflects a weighted average interest rate on the core BDC portfolio of 10.5%, down from 10.4% as of February 28, 2026 and 11.5% as of May 31, 2025, with the yield reduction primarily reflecting SOFR base rate decreases over the past year, but also indicative of recent tight spreads experienced on new originations versus historically higher spreads on repaid assets.

 

Total expenses for the quarter ended May 31, 2026, excluding interest and debt financing expenses, base management fees and incentive fees, and income and excise taxes, were $2.7 million, a decrease of $0.1 million compared to $2.8 million for the quarter ended May 31, 2025, and an increase of $0.3 million as compared to $2.4 million for the quarter ended February 28, 2026. This represented 0.9% of average total assets on an annualized basis, up from 0.8% both last quarter and last year.

 

Adjusted NII for the quarter ended May 31, 2026, was $7.6 million, a decrease of $2.5 million, or 25.1%, from $10.1 million in the quarter ended May 31, 2025, and a decrease of $0.9 million, or 11.0% from $8.5 million in the quarter ended February 28, 2026. The decrease from comparable quarters, in addition to the abovementioned interest income and operating expense changes, primarily reflects the full-period impact of the additional interest expense on the $50 million 7.25% private bond and the $100 million 7.5% public baby bond that was issued last quarter used to repay the $175 million 4.375% institutional bond at the end of February 2026.

 

NII Yield as a percentage of average net asset value for the quarter ended May 31, 2026, was 7.8%. Adjusted NII Yield was also 7.8%, as compared to adjusted NII Yield of 10.3% last year, and 8.4% last quarter.

 

NAV was $378.5 million as of May 31, 2026, a decrease of $17.9 million from $396.4 million as of May 31, 2025, and a decrease of $17.7 million from $396.2 million as of February 28, 2026.

 

NAV per share was $23.23 as of May 31, 2026, compared to $24.42 as of February 28, 2026, and $25.52 as of May 31, 2025.

 

4

 

Return on equity (“ROE”) for the last twelve months ended May 31, 2026, was 4.0%, down from 9.3% for the comparable period last year, and down from 9.1% for the twelve months ended February 28, 2026. ROE on an annualized basis for the quarter ended May 31, 2026 was (7.1)%.

 

The weighted average common shares outstanding for the quarter ended May 31, 2026 was 16.3 million, up from 16.2 million shares last quarter and increasing from 15.3 million for the quarter ended May 31, 2025.

 

Portfolio and Investment Activity for the Quarter Ended May 31, 2026

 

Fair value of Saratoga Investment’s portfolio was $1.126 billion, excluding $60.8 million in cash and cash equivalents, principally invested in 50 portfolio companies, one collateralized loan obligation fund (the “CLO”), one joint venture fund (the “JV”), and 30 distinct BB and BBB CLO debt investments.

 

Cost of investments made during the quarter ended May 31, 2026 were $79.2 million, including two investments in new portfolio companies and ten follow-on investments.

 

Principal repayments during the quarter ended May 31, 2026, were $48.4 million, including one full debt repayment, four partial repayments, plus amortization.

 

oFor the quarter ended May 31, 2026, the fair value of the portfolio decreased by $15.0 million of net realized gains and unrealized depreciation, consisting of (i) net unrealized depreciation of $18.3 million in the Non-CLO core portfolio (ii) net unrealized appreciation of $3.2 million in the JV and BB/BBB CLO debt portfolio, and (iii) net realized gains of $0.2 million, consisting of the receipt of an escrow payment on Netreo generating $0.6m realized gains, partially offset by the write-off of TG Pressure Washing’s equity of $0.5 million.

 

oThe $18.3 million unrealized depreciation in the non-CLO core portfolio consists of three different components:

 

In addition to Pepper Palace that was written down to zero, there are primarily two other assets that showed signs of performance deterioration this quarter, being Exigo and Chronus, with all performance assets combined representing $9.9 million, or 54% of the above write-down,

 

There was also a market adjustment to comparable market multiples for many of our industries, and these have been reflected in the equity valuations of a group of assets in our portfolio that had been trading at a premium to cost and post-markdown still remain above or close to cost. This mark-down totals approx. $6.0 million, or 33% of the total write-down, and

 

The remaining 13% of the overall portfolio mark-down relates to the impact of recent market spreads on our valuations.

 

5

 

oSince taking over management of the BDC in 2010, the Company has generated $1.37 billion of repayments and sales of investments originated by Saratoga Investment, generating a gross unlevered IRR of 14.9%. Total investments originated by Saratoga are $2.60 billion in 132 portfolio companies.

 

The overall portfolio composition consisted of 81.7% of first lien term loans, 3.8% of second lien term loans, 1.4% of unsecured loans, 5.9% of structured finance securities, and 7.2% of common equity.

 

The weighted average current yield on Saratoga Investment’s portfolio based on current fair values was 9.8%, which was comprised of a weighted average current yield of 10.5% on first lien term loans, 11.9% on second lien term loans, 11.2% on unsecured loans, 11.0% on structured finance securities and 0.0% on equity interests.

 

Liquidity and Capital Resources

 

Outstanding Borrowings:

 

On April 10, 2026, we issued $25.0 million in aggregate principal amount of 7.25% fixed-rate notes due 2029 (the “7.25% 2029 Notes”) for net proceeds of approximately $24.5 million, based on an offering price of 98.00% per Note. Estimated offering costs incurred were approximately $0.2 million. Interest on the 7.25% 2029 Notes is paid quarterly on February 28, May 31, August 31 and November 30 of each year, with the first payment made on May 31, 2026. The Notes will mature on April 10, 2029, and may be extended to October 10, 2029, at Saratoga Investment’s sole discretion. The Notes may be redeemed at our option, in whole or in part at any time, or from time to time on or after April 10, 2027, at the redemption price of par, plus accrued and unpaid interest. Pursuant to the terms of the Notes Purchase Agreement, upon the mutual agreement of both parties, we may issue additional Notes for sale in subsequent offerings up to a maximum of $25.0 million by July 10, 2026.

 

As of May 31, 2026 Saratoga Investment had $817.4 million of borrowings outstanding, including $32.5 million under its $85.0 million senior secured revolving Valley Credit Facility and $37.5 million under its $75.0 million senior secured revolving Live Oak Credit Facility.

 

In addition, Saratoga Investment had $84.0 million of SBA debentures in its SBIC II license outstanding, $129.0 million of SBA debentures in its SBIC III license outstanding, $369.4 million of listed baby bonds issued, $75.0 million of unsecured unlisted institutional bond issuances, four unlisted private issuances of $90.0 million in total, and an aggregate of $60.8 million in cash and cash equivalents.

 

Undrawn Borrowing Capacity:

 

With $90.0 million available under the two credit facilities and $60.8 million of cash and cash equivalents as of May 31, 2026, Saratoga Investment has a total of $150.8 million of undrawn credit facility borrowing capacity and cash and cash equivalents to be used for new investments or to support existing portfolio companies in the BDC and the SBIC.

 

6

 

In addition, Saratoga Investment has $46.0 million in undrawn SBA debentures available from its existing SBIC III license. And in May 2026, legislation amending the Small Business Investment Act of 1958 increased the individual SBIC leverage limit from $175.0 million to $250.0 million, and the maximum leverage available for two or more SBICs under common control from $350.0 million to $475.0 million, in each case subject to SBA approvals.

 

Availability under the Valley National Bank and Live Oak credit facilities can change depending on portfolio company performance and valuation. In addition, certain follow-on investments in SBIC II and the BDC will not qualify for SBIC III funding.

 

Total Saratoga Investment undrawn borrowing capacity is therefore $196.8 million as of May 31, 2026.

 

As of May 31, 2026, Saratoga Investment had $120.1 million of committed undrawn lending commitments and $65.1 million of discretionary funding commitments.

 

Additionally:

 

Saratoga Investment has an active equity distribution agreement with Ladenburg Thalmann & Co. Inc., Raymond James and Associates, Inc, Lucid Capital Markets, LLC and Compass Point Research and Trading, LLC, through which the Company may offer for sale, from time to time, up to $300.0 million of common stock through an ATM offering.

 

oAs of May 31, 2026, Saratoga Investment has sold 8,591,915 shares for gross proceeds of $227.2 million at an average price of $26.42 for aggregate net proceeds of $225.4 million (net of transaction costs).

 

oDuring the three months ended May 31, 2026, Saratoga Investment did not sell any shares through its ATM Program.

 

7

 

Dividend

 

On June 11, 2026, Saratoga Investment announced that its Board of Directors declared a base quarterly dividend of $0.75 per share in aggregate for the second quarter of fiscal 2027, declaring the following three monthly $0.25 per share dividends:

 

Month  Amount Per
Share
   Record Date  Payment Date
June 2026  $0.25   July 6, 2026  July 23, 2026
July 2026  $0.25   August 5, 2026  August 25, 2026
August 2026  $0.25   September 3, 2026  September 23, 2026

 

Shareholders have the option to receive payment of dividends in cash or receive shares of common stock, pursuant to the Company’s DRIP. Shares issued under the Company’s DRIP are issued at a 5% discount to the average market price per share at the close of trading on the ten trading days immediately preceding (and including) the payment date.

 

The following table highlights Saratoga Investment’s monthly dividend distribution for fiscal 2027 and annual distribution over the past four years:

 

Period (Fiscal Year ends Feb)  Base
Dividend
Per Share
   Special
Dividend
Per Share
   Total
Dividend
Per Share
 
Fiscal Q2 2027 (August 2026)  $0.25    -   $0.25 
Fiscal Q2 2027 (July 2026)  $0.25    -   $0.25 
Fiscal Q2 2027 (June 2026)  $0.25    -   $0.25 
Fiscal Q1 2027 (May 2026)  $0.25    -   $0.25 
Fiscal Q1 2027 (April 2026)  $0.25    -   $0.25 
Fiscal Q1 2027 (March 2026)  $0.25    -   $0.25 
Total Declared in Fiscal 2027 YTD  $1.50    -   $1.50 
Full Year Fiscal 2026  $3.00   $0.25   $3.25 
Full Year Fiscal 2025  $2.96   $0.35   $3.31 
Full Year Fiscal 2024  $2.86    -   $2.86 
Full Year Fiscal 2023  $2.44    -   $2.44 

 

Share Repurchase Plan

 

As of May 31, 2026, the Company purchased 1,037,698 shares of common stock, at the average price of $22.05 for approximately $22.9 million pursuant to its existing Share Repurchase Plan. During the quarter ended May 31, 2026, the Company did not purchase any shares of common stock pursuant to the Share Repurchase Plan.

 

Previously, in fiscal year 2015, the Company announced the approval of an open market share repurchase plan (the “Share Repurchase Plan”) that allows it to repurchase up to 200,000 shares of its common stock at prices below its NAV as reported in its then most recently published financial statements. Since then, the Share Repurchase Plan has been extended annually, and the Company has periodically increased the amount of shares of common stock that may be purchased under the Share Repurchase Plan, most recently to 1.7 million shares of common stock. On January 6, 2026, its Board of Directors extended the Share Repurchase Plan for another year to January 15, 2027.

 

8

 

Fiscal First Quarter 2027 Conference Call/Webcast Information

 

When: Wednesday, July 8, 2026
  10:00 a.m. Eastern Time (ET)
   
How: Webcast: Interested parties may access a live webcast of the call and find the Q1 2027 presentation by going to the “Events & Presentations” section of Saratoga Investment’s investor relations website https://ir.saratogainvestmentcorp.com. A replay of the webcast will also be available for a limited time at Events & Presentations page.  
   
Call: To access the call by phone, please go to this link Registration Link and you will be provided with dial in details. To avoid delays, we encourage participants to dial into the conference call fifteen minutes ahead of the scheduled start time

 

About Saratoga Investment Corp.

 

Saratoga Investment is a specialty finance company that provides customized financing solutions to U.S. middle-market businesses. The Company invests primarily in senior and unitranche leveraged loans and mezzanine debt, and, to a lesser extent, equity to provide financing for change of ownership transactions, strategic acquisitions, recapitalizations and growth initiatives in partnership with business owners, management teams and financial sponsors. Saratoga Investment’s objective is to create attractive risk-adjusted returns by generating current income and long-term capital appreciation from its debt and equity investments. Saratoga Investment has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended, and is externally managed by Saratoga Investment Advisors, LLC, an SEC-registered investment advisor focusing on credit-driven strategies. Saratoga Investment Corp. owns two active SBIC-licensed subsidiaries, having surrendered its first license after repaying all debentures for that fund following the end of its investment period and subsequent wind-down. Furthermore, it manages a $360 million collateralized loan obligation (“CLO”) fund that is in wind-down and co-manages a joint venture (“JV”) fund that owns a $400 million collateralized loan obligation (“JV CLO”) fund.  It also owns 52% of the Class F and 100% of the subordinated notes of the CLO, 87.5% of both the unsecured loans and membership interests of the JV and 87.5% of the Class E-R notes of the JV CLO. The Company’s diverse funding sources, combined with a permanent capital base, enable Saratoga Investment to provide a broad range of financing solutions.

 

9

 

Forward Looking Statements

 

This press release contains historical information and forward-looking statements with respect to the business and investments of the Company, including, but not limited to, the statements about future events or our future performance or financial condition. Forward-looking statements can be identified by the use of forward looking words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or negative versions of those words, other comparable words or other statements that do not relate to historical or factual matters. The forward-looking statements are based on our beliefs, assumptions and expectations of our future performance, taking into account all information currently available to us. These statements are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including, but not limited to: changes in the markets in which we invest; changes in the financial, capital, and lending markets; an economic downturn or a recession and its impact on the ability of our portfolio companies to operate and the investment opportunities available to us; the impact of interest rate volatility on our business and our portfolio companies; the uncertainty associated with the imposition of tariffs and trade barriers and changes in trade policy and its impact on our portfolio companies and the global economy; the impact of supply chain constraints and labor shortages on our portfolio companies; and the elevated levels of inflation and its impact on our portfolio companies and the industries in which we invests, as well as those described from time to time in our filings with the Securities and Exchange Commission.

 

Any forward-looking statement speaks only as of the date on which it is made. The Company undertakes no duty to update any forward-looking statements made herein or on the webcast/conference call, whether as a result of new information, future developments or otherwise, except as required by law. Readers should not place undue reliance on any forward-looking statements and are encouraged to review the Company’s Annual Report on Form 10-K for the fiscal year ended February 28, 2026 and subsequent filings, including the “Risk Factors” sections therein, with the Securities and Exchange Commission for a more complete discussion of the risks and other factors that could affect any forward-looking statements. 

 

Contacts:

 

Saratoga Investment Corporation

535 Madison Avenue, 4th Floor

New York, NY 10022

 

Henri Steenkamp

Chief Financial Officer

Saratoga Investment Corp.

212-906-7800

 

Lena Cati

The Equity Group Inc.

212-836-9611

 

Val Ferraro

The Equity Group Inc.

212-836-9633
 

10

 

Financials

 

Saratoga Investment Corp.

Consolidated Statements of Assets and Liabilities

 

   May 31,
2026
   February 28,
2026
 
ASSETS        
Investments at fair value        
Non-control/Non-affiliate investments (amortized cost of $1,042,264,577 and $1,011,840,007, respectively)  $1,034,744,952   $1,016,247,566 
Affiliate investments (amortized cost of $49,462,297 and $49,429,192, respectively)   50,325,404    52,710,911 
Control investments (amortized cost of $77,038,261 and $75,118,675, respectively)   41,263,586    40,175,335 
Total investments at fair value (amortized cost of $1,168,765,135 and $1,136,387,874, respectively)   1,126,333,942    1,109,133,812 
Cash and cash equivalents   46,140,915    1,680,070 
Cash and cash equivalents, reserve accounts   14,667,902    20,105,683 
Interest receivable (net of reserve of $863,908 and $470,751, respectively)   9,048,860    7,314,053 
Management fee receivable   232,837    249,720 
Other assets   999,726    781,766 
Total assets  $1,197,424,182   $1,139,265,104 
           
LIABILITIES          
Revolving credit facilities  $70,000,000   $70,000,000 
Deferred debt financing costs, revolving credit facilities   (1,453,760)   (1,670,816)
SBA debentures payable   213,000,000    160,000,000 
Deferred debt financing costs, SBA debentures payable   (4,997,638)   (3,888,087)
4.35% Notes Payable 2027   75,000,000    75,000,000 
Discount on 4.35% notes payable 2027   (74,697)   (108,898)
Deferred debt financing costs, 4.35% notes payable 2027   (257,587)   (344,393)
6.25% Notes Payable 2027   15,000,000    15,000,000 
Deferred debt financing costs, 6.25% notes payable 2027   (112,867)   (130,839)
6.00% Notes Payable 2027   105,500,000    105,500,000 
Discount on 6.00% notes payable 2027   (38,226)   (48,361)
Deferred debt financing costs, 6.00% notes payable 2027   (647,257)   (823,774)
8.00% Notes Payable 2027   46,000,000    46,000,000 
Deferred debt financing costs, 8.00% notes payable 2027   (493,059)   (580,514)
8.125% Notes Payable 2027   60,375,000    60,375,000 
Deferred debt financing costs, 8.125% notes payable 2027   (646,196)   (748,873)
8.50% Notes Payable 2028   57,500,000    57,500,000 
Deferred debt financing costs, 8.50% notes payable 2028   (763,667)   (866,230)
7.25% Notes Payable 2029   25,000,000    - 
Discount on 7.25% notes payable 2029   (480,024)   - 
Deferred debt financing costs, 7.25% notes payable 2029   (71,445)   - 
7.25% Notes Payable 2030   50,000,000    50,000,000 
Discount on 7.25% notes payable 2030   (417,283)   (435,318)
Deferred debt financing costs, 7.25% notes payable 2030   (830,833)   (775,165)
7.50% Notes Payable 2031   100,000,000    100,000,000 
Deferred debt financing costs, 7.50% notes payable 2031   (3,351,883)   (3,298,905)
Base management and incentive fees payable   6,862,113    6,602,819 
Deferred tax liability   4,027,990    4,579,522 
Accounts payable and accrued expenses   1,334,109    1,771,915 
Interest and debt fees payable   3,405,852    3,904,143 
Directors fees payable   -    5,500 
Due to Manager   600,582    590,624 
Total liabilities   818,969,224    743,109,350 
Commitments and contingencies (See Note 9)          
           
NET ASSETS          
Common stock, par value $0.001, 100,000,000 common shares authorized, 16,289,025 and 16,224,198 common shares issued and outstanding, respectively   16,289    16,224 
Capital in excess of par value   440,588,956    439,202,477 
Total distributable deficit   (62,150,287)   (43,062,947)
Total net assets   378,454,958    396,155,754 
Total liabilities and net assets  $1,197,424,182   $1,139,265,104 
NET ASSET VALUE PER SHARE  $23.23   $24.42 
           
Asset Coverage Ratio   162.6%   168.4%

 

11

 

Saratoga Investment Corp.

Consolidated Statements of Operations

(unaudited)

 

   For the three months ended 
   May 31,
2026
   May 31,
2025
 
INVESTMENT INCOME        
Interest from investments        
Interest income:        
Non-control/Non-affiliate investments  $26,005,778   $25,464,663 
Affiliate investments   726,094    595,624 
Control investments   686,716    1,190,661 
Payment in kind interest income:          
Non-control/Non-affiliate investments   173,291    168,229 
Affiliate investments   503,610    584,749 
Control investments   19,586    - 
Total interest from investments   28,115,075    28,003,926 
Interest from cash and cash equivalents   554,386    2,027,211 
Management fee income   544,988    705,175 
Dividend income:          
Non-control/Non-affiliate investments   -    562,183 
Control investments   778,852    436,418 
Total dividend from investments   778,852    998,601 
Structuring and advisory fee income   656,363    264,375 
Other income   127,261    319,329 
Total investment income   30,776,925    32,318,617 
           
OPERATING EXPENSES          
Interest and debt financing expenses   13,650,283    12,451,865 
Base management fees   4,970,053    4,333,332 
Incentive management fees expense (benefit)   1,892,061    2,536,513 
Professional fees   531,236    699,200 
Administrator expenses   1,350,000    1,250,000 
Insurance   80,598    74,310 
Directors fees and expenses   126,000    131,500 
General and administrative   600,266    645,411 
Income tax expense (benefit)   (16,559)   54,454 
Total operating expenses   23,183,938    22,176,585 
NET INVESTMENT INCOME   7,592,987    10,142,032 
           
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS          
Net realized gain (loss) from investments:          
Non-control/Non-affiliate investments   (488,148)   2,262,984 
Control investments   638,355    638,355 
Net realized gain (loss) from investments   150,207    2,901,339 
Net change in unrealized appreciation (depreciation) on investments:          
Non-control/Non-affiliate investments   (11,927,184)   372,148 
Affiliate investments   (2,418,612)   (45,944)
Control investments   (831,335)   617,773 
Net change in unrealized appreciation (depreciation) on investments   (15,177,131)   943,977 
Net change in provision for deferred taxes on unrealized (appreciation) depreciation on investments   530,824    (55,085)
Net realized and unrealized gain (loss) on investments   (14,496,100)   3,790,231 
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS  $(6,903,113)  $13,932,263 
           
WEIGHTED AVERAGE - BASIC AND DILUTED EARNINGS (LOSS) PER COMMON SHARE  $(0.42)  $0.91 
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - BASIC AND DILUTED   16,252,548    15,344,510 

 

12

 

Supplemental Information Regarding Adjusted Net Investment Income, Adjusted Net Investment Income Yield and Adjusted Net Investment Income per Share

 

On a supplemental basis, Saratoga Investment provides information relating to adjusted net investment income, adjusted net investment income yield and adjusted net investment income per share, which are non-GAAP measures. These measures are provided in addition to, but not as a substitute for, net investment income, net investment income yield and net investment income per share, respectively. These non-GAAP measures should only be used to evaluate the Company’s results of operations in conjunction with their corresponding GAAP measures. Adjusted net investment income represents net investment income excluding any capital gains incentive fee expense or reversal attributable to realized and unrealized gains. The management agreement with the Company’s advisor provides that a capital gains incentive fee is determined and paid annually with respect to cumulative realized capital gains (but not unrealized capital gains) to the extent such realized capital gains exceed realized and unrealized losses for such year. In addition, Saratoga Investment accrues, but does not pay, a capital gains incentive fee in connection with any unrealized capital appreciation, as appropriate. All capital gains incentive fees are presented within net investment income within the Consolidated Statements of Operations, but the associated realized and unrealized gains and losses that these incentive fees relate to, are excluded. As such, Saratoga Investment believes that adjusted net investment income, adjusted net investment income yield and adjusted net investment income per share is a useful indicator of operations exclusive of any capital gains incentive fee expense or reversal attributable to gains. 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, and may be different from non-GAAP measures used by other companies. In addition, these non-GAAP measures are not based on any comprehensive set of accounting rules or principles.  Pursuant to the requirements of Item 10(e) of Regulation S-K, the following table provides a reconciliation of net investment income to adjusted net investment income, net investment income yield to adjusted net investment income yield and net investment income per share to adjusted net investment income per share for the three months ended May 31, 2026 and 2025.

 

   For the Three Months Ended 
   May 31,
2026
   May 31,
2025
 
         
Net Investment Income  $7,592,987   $10,142,032 
Changes in accrued capital gains incentive fee expense/ (reversal)   -    - 
Adjusted net investment income  $7,592,987   $10,142,032 
           
Net investment income yield   7.8%   10.3%
Changes in accrued capital gains incentive fee expense/ (reversal)   -    - 
Adjusted net investment income yield (1)   7.8%   10.3%
           
Net investment income per share  $0.47   $0.66 
Changes in accrued capital gains incentive fee expense/ (reversal)   -    - 
Adjusted net investment income per share (2)  $0.47   $0.66 

 

(1)Adjusted net investment income yield is calculated as adjusted net investment income divided by average net asset value.

 

(2)Adjusted net investment income per share is calculated as adjusted net investment income divided by weighted average common shares outstanding.

 

13

 

Filing Exhibits & Attachments

5 documents