UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): April 14, 2021
Runway Growth Credit Fund Inc.
(Exact name of registrant as specified in its charter)
Maryland |
| 000-55544 |
| 47-5049745 |
(State or Other Jurisdiction | (Commission | (IRS Employer | ||
of Incorporation) | | File Number) | | Identification No.) |
205 N. Michigan Ave., Suite 4200, Chicago, Illinois |
| 60601 |
(Address of Principal Executive Offices) |
| (Zip Code) |
Registrant’s telephone number, including area code: (312) 281-6270
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:
☐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 |
None |
| N/A |
| N/A |
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 þ
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 8.01. Other Events
On April 14, 2021, Runway Growth Credit Fund Inc. issued a press release announcing its portfolio activity for the quarter ended March 31, 2021. A copy of the press release is attached hereto as Exhibit 99.1.
The information disclosed under Item 8.01, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits:
Exhibit No. |
| Description |
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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.
| Runway Growth Credit Fund Inc. | |
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Date: April 14, 2021 | By: | /s/ Thomas B. Raterman |
| Thomas B. Raterman | |
| | Chief Financial Officer, Treasurer and Secretary |
Exhibit 99.1
Runway Growth Credit Fund Provides First Quarter 2021 Portfolio Update
– $53.3 Million in Funded Loans
– Total Loan and Investment Originations Since Inception Grows To $922.7 Million and $822.8 million in Funded Investments
WOODSIDE, CA, April 14, 2021—Runway Growth Credit Fund Inc. (the “Fund” or “Runway Growth”), a leading provider of growth loans to both venture and non-venture backed companies seeking an alternative to raising equity, provided an operational and portfolio update for the first quarter ended March 31, 2021.
“Investment activity continued at pace during the first quarter. We completed $53.3 million in loans to and other investments in new and existing portfolio companies during the first quarter. We are seeing strong interest in our life sciences vertical and demand for growth loans in the technology sector is increasing,” said Runway Growth CEO, David Spreng. “In a year challenged by economic uncertainty, market volatility, and financial hardship, we are pleased with the level of investment activity during the first quarter and our continuing support of entrepreneurs and sponsors. We continue to diversify and, during the first quarter, we expanded our portfolio with $546.6 million in loan principal outstanding to 22 companies across multiple technology and life sciences sectors in North America and the United Kingdom."
Originations
Runway Growth funded seven loans during the first quarter ended March 31, 2021, including two investments in new portfolio companies and five follow-on investments in existing portfolio companies, as follows:
| ● | $25 million senior secured term loan commitment to Allurion Technologies, Inc. (“Allurion”), $15 million of which was funded at close. Founded in 2009, Allurion is a medical device company that has developed and sells an intragastric balloon and 360-degree weight loss platform: the Elipse® Program; |
| ● | $20 million senior secured term loan commitment to Bombora, Inc. (“Bombora”), the entirety of which was funded at close. Founded in 2014 and based in New York, NY, Bombora is a marketing technology and data company that aggregates and provides purchase intent data to B2B (business to business) marketers. Bombora has created a data co-operative with 4,300+ publishers to aggregate proprietary audience data; |
| ● | $15 million additional funding to existing portfolio company Vero Biotech LLC; and |
| ● | $3.3 million advance to four existing portfolio companies. |
Liquidity Events
During the first quarter ended March 31, 2021, Runway Growth experienced the following partial liquidity events totaling $15.5 million, including:
| ● | In March, 3DNA Corp. d/b/a NationBuilder prepaid its outstanding principal balance of $8.1 million including interest and fees; and |
| ● | In March, in conjunction with the Ouster, Inc. (“Ouster”) merger into special purpose acquisition company, Colonnade Acquisition Corp. (NYSE: OUST), the Fund exercised its warrant in Ouster and received approximately 1.2 million shares of OUST common stock. During the quarter, Ouster repaid its outstanding principal balance of $7.4 million including interest and fees. |
Further reflecting on the first quarter, Spreng added: “We are gradually seeing a return to normalcy in our markets. We expect loan demand to continue to grow throughout the year. During 2021, we expect that the Fund’s loan commitments originated since beginning operations in December 2016 will continue to increase. We are actively seeking new investment opportunities and are engaging with entrepreneurs and sponsors to deliver new capital to support growth and help them achieve their goals.”
About Runway Growth Capital LLC and Runway Growth Credit Fund, Inc.
Runway Growth Capital LLC is the investment advisor to Runway Growth Credit Fund Inc., a provider of growth loans to companies seeking an alternative to raising equity. Led by industry veteran David Spreng, the Fund provides senior term loans of $10 million to $50 million to fast-growing companies primarily based in the United States and Canada. The Fund is a closed-end investment fund
that has elected to be regulated as a business development company under the Investment Company Act of 1940. For more on the Fund and its manager, Runway Growth Capital LLC, please visit our website at www.runwaygrowth.com.
Forward-Looking Statements
Statements included herein may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance, condition or results and involve a number of risks and uncertainties, including the impact of COVID-19 and related changes in base interest rates and significant market volatility on our business, our portfolio companies, our industry and the global economy. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in Runway Growth’s filings with the Securities and Exchange Commission. Runway Growth 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.
Contact:
Thomas B. Raterman, Chief Financial Officer, tr@runwaygrowth.com
Jay Kolbe, Partner, Impact Partners jay@Impactpartnerspr.com