MARKET WIRE NEWS

Great Elm Capital Corp. Announces Fourth Quarter and Full Year 2025 Financial Results and New Executive Chairman of Board

MWN-AI** Summary

Great Elm Capital Corp. (NASDAQ: GECC) announced its financial results for the fourth quarter and the full year ended December 31, 2025, showcasing a challenging credit environment that affected net assets. The company revealed a GAAP net asset value (NAV) of $8.07 per share, with a pro forma NAV of $8.23 per share after accounting for waived incentive fees totaling approximately $2.3 million or $0.16 per share as of year-end. The company’s strong liquidity position was highlighted by $5 million in cash and equivalent assets alongside $50 million available from a revolving credit facility.

Jason Reese has been appointed as the new Executive Chairman of the Board, taking over from Matthew Drapkin, who will remain as Vice Chairman of Great Elm Group, Inc. Reese emphasized his commitment to enhancing shareholder value through disciplined credit underwriting and active portfolio management. Notably, net investment income (NII) surged over 50% quarter-over-quarter to $0.31 per share.

The Board has declared a distribution of $0.30 per share for the first quarter of 2026, which translates to an impressive annualized yield of 19.2%. In a strategic move to strengthen its balance sheet, GECC repurchased $18.7 million of its GECCO senior notes due June 2026, with plans to redeem an additional $20 million of these notes by the end of March 2026.

Overall, GECC reported a total investment income of $12.6 million for the fourth quarter, reflecting robust operational efforts despite the backdrop of realized and unrealized losses in select positions. The announcement was accompanied by a call and webcast scheduled for March 3, 2026, for further dissemination of insights regarding the company’s developments and performance.

MWN-AI** Analysis

Great Elm Capital Corp (GECC) has recently released its fourth-quarter and full-year financial results for 2025, highlighting both promising initiatives and challenges. A key strategic move is the appointment of Jason Reese as Executive Chairman, signaling a renewed leadership focus on credit investment and oversight. His experience, alongside the hiring of Chris Croteau as Head of Research, aims to strengthen the company’s commitment to disciplined credit underwriting and active portfolio management.

A particularly noteworthy aspect of this quarter's results is GECC's decision to waive approximately $2.3 million in accrued incentive fees, effectively enhancing the NAV from $8.07 to a pro forma level of $8.23 per share. This waiver is indicative of a shareholder-friendly approach, aiming to rebuild trust amidst challenging market conditions. The company’s net investment income showed impressive growth, with a 50% quarter-over-quarter rise to $0.31 per share, which may attract investors seeking income stability.

Moreover, with a solid liquidity position of around $5 million in cash and availability under credit facilities, GECC demonstrates a capacity to navigate through turbulent markets. The board's declaration of a $0.30 dividend per share, yielding an annualized return of 19.2%, is attractive to income-focused investors, suggesting confidence in future cash flows despite recent unrealized losses.

However, the portfolio’s exposure to high-risk investments remains a concern, as indicated by the unrealized losses recorded. Given the ongoing economic uncertainties and the company’s focus on improving credit quality, investors should monitor GECC's performance closely in the coming quarters.

In summary, while GECC is taking commendable steps to enhance performance and shareholder returns, potential investors should weigh these against the backdrop of market volatility and the company’s credit exposure before making investment decisions.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: GlobeNewswire

Company to Host Conference Call and Webcast at 8:30 AM ET on March 3, 2026

Jason Reese Appointed as Executive Chairman of the Board of Directors, Succeeding Matthew Drapkin and Fortifying the Board’s Management Oversight

Mr. Drapkin Continues to Serve as Vice Chairman of Great Elm Group, Inc. - Remaining Engaged with GECC and Great Elm Capital Management, LLC, its Investment Adviser

Platform Strengthened with Seasoned Credit Investor Chris Croteau Hired as Head of Research

GECC’s Investment Adviser Waives All Accrued Incentive Fees as of December 31, 2025, Equating to Approximately $2.3 Million, or $0.16 Per Share, and 1Q 2026 Incentive Fees Waived as Well

GAAP NAV of $8.07 Per Share as of December 31, 2025

Pro Forma NAV of $8.23 Per Share as of December 31, 2025, Reflects Waived Incentive Fees Adjustment

Net Investment Income (“NII”) of $0.31 in 4Q 2025 Per Share Grew Over 50% Quarter-over-Quarter

Strong Liquidity Position with Approximately $5 Million of Cash and Equivalents, $50 Million of Revolving Credit Facility Availability, and Ample Liquid Assets as of December 31, 2025

Repurchased $18.7 Million of GECCO notes due June 2026 to Date Leaving $38.8 Million Outstanding as of February 27, 2026

Call Notice Issued for $20 Million of GECCO Notes to be Redeemed on March 31, 2026

Board Declares $0.30 Per Share Distribution for the First Quarter of 2026, Resulting in an Annualized Dividend Yield of 19.2% as of February 27, 2026

PALM BEACH GARDENS, Fla., March 02, 2026 (GLOBE NEWSWIRE) -- Great Elm Capital Corp. (“we,” “our,” the “Company” or “GECC”) (NASDAQ: GECC), a business development company, today announced both its financial results for the fourth quarter and full year ended December 31, 2025, and the appointment of Jason Reese as Executive Chairman of the Board of Directors.

Executive Chairman and Management Commentary

Jason Reese, Executive Chairman of the Board of Directors of the Company stated, “First, I would like to sincerely thank Matt Drapkin for his leadership and dedication to GECC during his tenure on the Board. It is important to note that Matt will continue in his role as Vice Chairman of GEG, working closely with me to create value for both GEG and GECC shareholders. His commitment to the Company has helped position GECC for its next chapter, and we appreciate his meaningful contribution and service.

I am honored to step into the role of Executive Chairman at GECC at this important time for the Company. GECC has a strong foundation, and I look forward to working closely with the Board and management team to build on that foundation with disciplined credit underwriting, active portfolio management, and a continued focus on long-term shareholder value.

The Manager's decision to waive all accrued and unpaid incentive fees through the first quarter of 2026 reflects a clear commitment to alignment with GECC shareholders. We believe this action underscores our focus on enhancing net asset value, improving earnings quality, and positioning GECC for sustainable performance going forward.

With decades of experience in credit investing and portfolio oversight, I am committed to bringing rigorous discipline, transparency, and accountability to GECC as we navigate today’s market environment and work to deliver attractive risk-adjusted returns for our investors.”

Matt Kaplan, GECC’s Chief Executive Officer, stated, “Our fourth quarter results reflected a challenging credit environment, including realized and unrealized losses in select positions. We proactively managed the portfolio during the quarter, exiting certain underperforming investments. We ended the period with ample liquidity, and less than 1% of investments on nonaccrual, positioning us to prudently deploy capital into cash-generating opportunities through our proprietary network. In addition, our portfolio had a significantly underweight allocation to software businesses, which represented approximately 6% of total investments at year end and less than 4% at February 27, with our largest software-related position representing less than 1% of the portfolio.

While capital deployment remained measured during the quarter, given historically tight spreads, we continued to expand our private credit pipeline, enhance portfolio credit quality, and further diversify the portfolio.

Finally, last week, we called $20 million of our GECCO notes for redemption on March 31, 2026. This further bolsters our balance sheet and positions us to strategically address the remaining balance of the notes.”

Recent Board Actions and Shareholder Returns

  • GECC’s Board of Directors appointed Jason Reese as Executive Chairman effective today, succeeding Matthew Drapkin, to provide seasoned credit investment experience and active management oversight.
    • Mr. Reese currently serves as Chairman and CEO of Great Elm Group, Inc. (NASDAQ: GEG), the parent of the Company’s investment adviser.
  • Great Elm Capital Management, LLC (“GECM” or the “Investment Adviser”), GECC’s external investment adviser, waived all accrued incentive fees through March 31, 2026. As of December 31, 2025, there were approximately $2.3 million, or $0.16 per share, of accrued incentive fees recorded on GECC’s balance sheet.
  • The Company’s Board of Directors approved a quarterly dividend of $0.30 per share for the first quarter of 2026, equating to a 19.2% annualized yield on GECC’s February 27, 2026, closing price of $6.26.
  • In the fourth quarter of 2025, the GECC’s Board of Directors authorized a stock repurchase program, whereby the Company may opportunistically repurchase up to an aggregate of $10 million of its outstanding common shares.

Fourth Quarter and Recent Operating Highlights

  • Total investment income (“TII”) for the quarter ended December 31, 2025, was $12.6 million, as compared to $10.6 million for the quarter ended September 30, 2025.
    • GECC received $4.3 million of cash distributions from the CLO Formation JV, LLC (“CLO JV”) in the quarter ended December 31, 2025, as compared to $1.5 million in the quarter ended September 30, 2025.
    • Additionally, in the first quarter through March 2, 2026, GECC received $2.5 million of cash distributions from the CLO JV.
  • Net investment income (“NII”) for the quarter ended December 31, 2025, was $4.4 million, or $0.31 per share, as compared to $2.4 million, or $0.20 per share, for the quarter ended September 30, 2025.
    • NII quarter-over-quarter growth in excess of 50% was primarily driven by increased cash income from investments.
  • Net assets were $112.9 million, or $8.07 per share, as of December 31, 2025, as compared to $140.1 million, or $10.01 per share, as of September 30, 2025.
    • Unrealized losses comprised more than half of the change in net assets.
  • Pro forma net assets, reflecting solely the impact of the incentive fee waiver as approved by the Company’s Investment Adviser, were $115.2 million, or $8.23 per share, as of December 31, 2025.
  • GECC’s asset coverage ratio was 158.1% as of December 31, 2025, as compared to 168.2% as of September 30, 2025.
    • Pro forma asset coverage ratio was approximately 166.0% as of December 31, 2025, reflecting the impact of the incentive fee waiver and called GECCO notes.

Fourth Quarter and Other Recent Capital Activity

  • In the fourth quarter of 2025, the Company repurchased approximately $18.5 million of the outstanding principal amount of its 5.875% senior notes due June 2026 (NASDAQ: GECCO) in open market transactions at prices at or below par, plus accrued interest.
  • Furthermore, in the first quarter through February 27, 2026, GECC repurchased approximately $0.2 million of the outstanding principal amount of its GECCO notes at prices at or below par, plus accrued interest.
  • Last week we issued a notice to call $20 million of GECCO notes on March 31, 2026, leaving less than $19 million outstanding as we exit 1Q 2026.


Full Year Commentary

  • During 2025, the Company took steps to improve portfolio credit quality and earnings durability by exiting higher-risk investments, reducing payment-in-kind income as a percentage of total investment income, and ending the year with non-accruals below 1% of the portfolio.
  • We also strengthened our investment platform during the year with the addition of Chris Croteau as Head of Research. Mr. Croteau brings over 25 years of credit experience and has played a key role in portfolio development and underwriting.

Financial Highlights – Per Share Data

 Q4/2024Q1/2025Q2/2025Q3/2025Q4/2025
Earnings Per Share (“EPS”)$0.17$0.04$1.02($1.79)
($1.57)
Net Investment Income (“NII”) Per Share$0.20$0.40$0.51$0.20$0.31
Pre-Incentive Net Investment Income Per Share$0.20$0.50$0.64$0.20$0.39
Net Realized and Unrealized Gains / (Losses) Per Share($0.03)
($0.36)
$0.51($1.98)
($1.88)
Net Asset Value Per Share at Period End$11.79$11.46$12.10$10.01$8.07
Distributions Paid / Declared Per Share$0.40$0.37$0.37$0.37$0.37
      

Portfolio and Investment Activity

As of December 31, 2025, GECC held total investments of $298.3 million at fair value, as follows:

  • 67 debt investments in corporate credit, totaling approximately $178.2 million, representing 59.7% of the fair market value of the Company’s total investments. Secured debt investments comprised a substantial majority of the fair market value of the Company’s debt investments.
  • An investment in Great Elm Specialty Finance, totaling approximately $38.4 million, comprised of one debt investment of $25.3 million and one equity investment of $13.1 million, representing 8.5% and 4.4%, respectively, of the fair market value of the Company’s total investments.
  • CLO investments, totaling approximately $47.9 million, representing 16.1% of the fair market value of the Company’s total investments.
  • Five dividend-paying equity investments, totaling approximately $17.7 million, representing 5.9% of the fair market value of the Company’s total investments.
  • Other equity investments, totaling approximately $16.1 million, representing 5.4% of the fair market value of the Company’s total investments.

As of December 31, 2025, the weighted average current yield on the Company’s debt portfolio was 11.7% (1). Floating rate instruments comprised approximately 74% of the fair market value of debt investments and the Company’s fixed rate debt investments had a weighted average maturity of 1.8 years.

During the quarter ended December 31, 2025, the Company deployed approximately $48.2 million into 32 investments (2) at a weighted average current yield of 8.1%.

During the quarter ended December 31, 2025, the Company monetized, in part or in full, 46 investments for approximately $49.1 million (3), at a weighted average current yield of 9.3%. Monetizations include $18.2 million of mandatory debt repayments and redemptions at a weighted average current yield of 6.9%.

Financial Review

Total investment income for the quarter ended December 31, 2025, was $12.6 million, or $0.90 per share. Total expenses for the quarter ended December 31, 2025, were approximately $8.2 million, or $0.58 per share, inclusive of excise tax expense.

Net realized and unrealized losses for the quarter ended December 31, 2025, were approximately $26.4 million, or $1.88 per share, with over 50% comprised of unrealized losses.

Liquidity and Capital Resources

As of December 31, 2025, cash and money market fund investments totaled approximately $5 million. In addition, GECC had $50.0 million of availability on its revolving line of credit (the “Revolver”) and approximately $11 million of liquid exchange-traded assets as of December 31, 2025.

As of December 31, 2025, total debt outstanding (par value) was $194.4 million, comprised of $39.0 million 5.875% senior notes due June 2026 (NASDAQ: GECCO), $56.5 million 8.50% senior notes due April 2029 (NASDAQ: GECCI), $41.4 million 8.125% senior notes due December 2029 (NASDAQ: GECCH), and $57.5 million 7.75% senior notes due December 2030 (NASDAQ: GECCG).

Distributions
The Company’s Board of Directors has approved a quarterly cash distribution of $0.30 per share for the quarter ending March 31, 2026, to be paid from distributable earnings. The first quarter distribution will be payable on March 31, 2026, to stockholders of record as of March 16, 2026.

The distribution equates to a 19.2% annualized dividend yield on the Company’s closing market price on February 27, 2026, of $6.26, and a 14.9% annualized dividend yield on the Company’s December 31, 2025, NAV of $8.07 per share. The distribution equates to a 14.6% annualized dividend yield based on the Company’s pro forma NAV as of December 31, 2025, adjusted for the impact of the incentive fee waiver.

Stock Repurchase Program
In the fourth quarter of 2025, the Company’s Board of Directors authorized a stock repurchase program, whereby the Company may opportunistically repurchase up to an aggregate of $10 million of its outstanding common shares. The authorization represents approximately 11% of the Company’s market capitalization as of February 27, 2026.

Conference Call and Webcast
GECC will discuss these results in a conference call at 8:30 a.m. ET on March 3, 2026.

Conference Call Details
  
Date/Time:    Tuesday, March 3, 2026 – 8:30 a.m. ET
  
Participant Dial-In Numbers: 
(United States):   877-407-0789
(International):   201-689-8562
  

To access the call, please dial-in approximately five minutes before the start time and, when asked, provide the operator with passcode “GECC”. An accompanying slide presentation will be available in pdf format via the “Events and Presentations” section of Great Elm Capital Corp.’s website here after the issuance of the earnings release.

Webcast

The call and presentation will also be simultaneously webcast over the internet via the “Events and Presentations” section of GECC’s website or by clicking on the webcast link here.

About Great Elm Capital Corp.

GECC is an externally managed business development company that seeks to generate current income and capital appreciation by investing in debt and income generating equity securities, including investments in specialty finance businesses and CLOs. For additional information, please visit http://www.greatelmcc.com.

Cautionary Statement Regarding Forward-Looking Statements

Statements in this communication that are not historical facts are “forward-looking” statements within the meaning of the federal securities laws. These statements include statements regarding our future business plans and expectations. These statements are often, but not always, made through the use of words or phrases such as “expect,” “anticipate,” “should,” “will,” “estimate,” “designed,” “seek,” “continue,” “upside,” “potential” and similar expressions. All such forward-looking statements involve estimates and assumptions that are subject to risks, uncertainties and other factors that could cause actual results to differ materially from the results expressed in the statements. The key factors that could cause actual results to differ materially from those projected in the forward-looking statements include, without limitation: conditions in the credit markets, our expected financings and investments, including interest rate volatility, inflationary pressure, the price of GECC common stock and the performance of GECC’s portfolio and investment manager. Information concerning these and other factors can be found in GECC’s Annual Report on Form 10-K and other reports filed with the Securities and Exchange Commission. GECC assumes no obligation to, and expressly disclaims any duty to, update any forward-looking statements contained in this communication or to conform prior statements to actual results or revised expectations except as required by law. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.

Endnotes:

(1)Weighted average current yield is based upon the stated coupon rate and fair value of outstanding debt securities at the measurement date and excludes nine non-accrual investments with a fair value of $2.7 million as of December 31, 2025.
(2)This includes new deals, additional fundings (including those on revolving credit facilities), refinancings and capitalized PIK income. Amounts included herein do not include investments in short-term securities, including United States Treasury Bills.
(3)This includes scheduled principal payments, prepayments, sales and repayments (inclusive of those on revolving credit facilities). Amounts included herein do not include investments in short-term securities, including United States Treasury Bills.
  

Media & Investor Contact: 

Investor Relations        
investorrelations@greatelmcap.com


GREAT ELM CAPITAL CORP.
CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES (unaudited)
Dollar amounts in thousands (except per share amounts)

  December 31,
2025
 December 31,
2024
Assets    
Investments    
Non-affiliated, non-controlled investments, at fair value (amortized cost of $254,313 and $244,378, respectively) $218,381  $240,958 
Non-affiliated, non-controlled short-term investments, at fair value (amortized cost of $32,803 and $8,448, respectively)  32,803   8,448 
Affiliated investments, at fair value (amortized cost of $12,379 and $12,379, respectively)  -   - 
Controlled investments, at fair value (amortized cost of $94,683 and $87,014, respectively)  79,887   83,304 
Total investments  331,071   332,710 
     
Cash and cash equivalents  1,834   - 
Receivable for investments sold  3,215   5,065 
Interest receivable  2,182   3,306 
Dividends receivable  1,046   364 
Due from portfolio company  -   32 
Due from affiliates  218   160 
Deferred financing costs  256   237 
Prepaid expenses and other assets  953   154 
Total assets $340,775  $342,028 
     
Liabilities    
Notes payable (including unamortized discount of $5,064 and $5,705, respectively) $189,319  $189,695 
Payable for investments purchased  33,652   11,194 
Interest payable  64   32 
Accrued incentive fees payable  2,267   1,712 
Distributions payable  -   577 
Due to affiliates  1,475   1,385 
Accrued expenses and other liabilities  1,052   1,320 
Total liabilities $227,829  $205,915 
     
Commitments and contingencies (Note 7)    
     
Net Assets    
Common stock, par value $0.01 per share (100,000,000 shares authorized, 13,998,168 shares issued and outstanding and 11,544,415 shares issued and outstanding, respectively) $140  $115 
Additional paid-in capital  358,778   332,111 
Accumulated losses  (245,972)  (196,113)
Total net assets $112,946  $136,113 
Total liabilities and net assets $340,775  $342,028 
Net asset value per share $8.07  $11.79 
         


GREAT ELM CAPITAL CORP.
CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
Dollar amounts in thousands (except per share amounts)

  For the Year Ended December 31,
   2025   2024   2023 
Investment Income:      
Interest income from:      
Non-affiliated, non-controlled investments $24,571  $24,619  $23,582 
Non-affiliated, non-controlled investments (PIK)  3,080   3,026   2,281 
Affiliated investments  -   64   128 
Controlled investments  3,356   3,832   2,677 
Controlled investments (PIK)  -   -   233 
Total interest income  31,007   31,541   28,901 
Dividend income from:      
Non-affiliated, non-controlled investments  2,819   2,354   1,147 
Controlled investments  13,824   4,571   2,331 
Total dividend income  16,643   6,925   3,478 
Other commitment fees from non-affiliated, non-controlled investments  -   700   3,075 
Other income from:      
Non-affiliated, non-controlled investments  2,164   157   264 
Non-affiliated, non-controlled investments (PIK)  174   -   107 
Total other income  2,338   157   371 
Total investment income $49,988  $39,323  $35,825 
       
Expenses:      
Management fees $4,987  $4,456  $3,539 
Incentive fees  3,742   2,580   3,132 
Administration fees  1,619   1,376   1,522 
Custody fees  134   147   81 
Directors’ fees  213   211   205 
Professional services  2,023   1,816   1,772 
Interest expense  18,405   14,882   11,742 
Other expenses  967   1,054   1,003 
Total expenses $32,090  $26,522  $22,996 
Net investment income before taxes $17,898  $12,801  $12,829 
Excise tax $579  $348  $287 
Net investment income $17,319  $12,453  $12,542 
       
Net realized and unrealized gains (losses):      
Net realized gain (loss) on investment transactions from:      
Non-affiliated, non-controlled investments $(5,285) $2,500  $(1,246)
Affiliated investments  -   (626)  - 
Controlled investments  -   -   (3,461)
Realized loss on repurchase of debt  (222)  (3)  - 
Total net realized gain (loss)  (5,507)  1,871   (4,707)
Net change in unrealized appreciation (depreciation) on investment transactions from:    
Non-affiliated, non-controlled investments  (32,515)  (7,129)  15,040 
Affiliated investments  -   (22)  (226)
Controlled investments  (11,086)  (3,620)  2,684 
Total net change in unrealized appreciation (depreciation)  (43,601)  (10,771)  17,498 
Net realized and unrealized gains (losses) $(49,108) $(8,900) $12,791 
Net increase (decrease) in net assets resulting from operations $(31,789) $3,553  $25,333 
       
Earnings per share (basic and diluted): $(2.57) $0.36  $3.33 
Weighted average shares outstanding (basic and diluted):  12,360,314   9,844,014   7,601,958 

FAQ**

How does the appointment of Jason Reese as Executive Chairman influence the strategic direction of Great Elm Capital Corp., particularly concerning the management of the Great Elm Capital Corp. 7.75% Notes Due 2030 GECCG?

The appointment of Jason Reese as Executive Chairman likely enhances Great Elm Capital Corp.'s strategic direction by leveraging his expertise to optimize the management and performance of the Great Elm Capital Corp. 7.75% Notes Due 2030, potentially improving investor confidence and enhancing financial stability.

Can you provide insights on the financial implications of waiving the accrued incentive fees on the performance and NAV of Great Elm Capital Corp. 7.75% Notes Due 2030 GECCG in the upcoming quarters?

Waiving the accrued incentive fees could enhance Great Elm Capital Corp.'s cash flow and net asset value (NAV) in the upcoming quarters, potentially improving investor sentiment and market perception, but it may also decrease long-term profitability depending on incentive alignment.

With the recent repurchase of GECCO notes, what is the Company's strategy moving forward regarding its capital structure and the Great Elm Capital Corp. 7.75% Notes Due 20GECCG?

The recent repurchase of GECCO notes indicates that the company aims to optimize its capital structure and reduce debt costs while potentially leveraging the opportunity to strengthen its financial position related to the Great Elm Capital Corp. 7.75% Notes Due 2030.

How does GECC plan to enhance earnings potential while managing risks associated with credit markets affecting the Great Elm Capital Corp. 7.75% Notes Due 2030 GECCG?

GECC plans to enhance earnings potential by strategically diversifying its portfolio, optimizing its capital structure, and employing risk management practices to mitigate credit market fluctuations affecting the Great Elm Capital Corp. 7.75% Notes Due 2030 (GECCG).

**MWN-AI FAQ is based on asking OpenAI questions about Great Elm Capital Corp. 5.875% Notes due 2026 (NASDAQ: GECCO).

Great Elm Capital Corp. 5.875% Notes due 2026

NASDAQ: GECCO

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