UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

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FORM 10-Q

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(Mark One)

 

 

For the Quarterly Period Ended June 30, 2023

 

OR

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Commission file number: 001-40564

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SILVER SPIKE INVESTMENT CORP.

(Exact name of registrant as specified in its charter)

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(212) 905-4923

 (Registrant’s telephone number, including area code)

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

 

Yes ☒ No ☐

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

 

Yes ☒ No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act: ☐

 

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐          No ☒

 

As of August 11, 2023, the registrant had 6,214,672 shares of common stock ($0.01 par value per share) outstanding.

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SILVER SPIKE

INVESTMENT CORP.

FORM 10-Q

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

 

Except where the context suggests otherwise, the terms “we,” “us,” “our,” “the Company,” and “SSIC” refer to Silver Spike Investment Corp. In addition, the terms “SSC,” “Adviser,” “investment adviser” and “administrator” refer to Silver Spike Capital, LLC, our external investment adviser and administrator.

Some of the statements in this quarterly report on Form 10-Q constitute forward-looking statements because they relate to future events or our future performance or financial condition. The forward-looking statements contained in this quarterly report on Form 10-Q may include statements as to:

 

•	our future operating results and distribution projections;

 

•	the ability of Silver Spike Capital, LLC (“SSC”) to attract and retain highly talented professionals;

 

•	our business prospects and the prospects of our portfolio companies;

 

•	the impact of interest and inflation rates on our business prospects and the prospects of our portfolio companies;

 

•	the impact of the investments that we expect to make;

 

•	the ability of our portfolio companies to achieve their objectives;

 

•	our expected financings and investments and the timing of our investments in our initial portfolio;

 

•	changes in regulation impacting the cannabis industry;

 

•	the adequacy of our cash resources and working capital;

•	the current and future effects of the COVID-19 pandemic on us and our portfolio companies; and

 

•	the timing of cash flows, if any, from the operations of our portfolio companies.

In addition, words such as “anticipate,” “believe,” “expect,” “seek,” “plan,” “should,” “estimate,” “project” and “intend” indicate forward-looking statements, although not all forward-looking statements include these words. The forward-looking statements contained in this quarterly report on Form 10-Q involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth in “Item 1A. Risk Factors” in our transition report on Form 10-K for the transition period from April 1, 2022 to December 31, 2022 and elsewhere in this quarterly report on Form 10-Q. Other factors that could cause actual results to differ materially include:

 

•	our limited operating history;

•	changes or potential disruptions in our operations, the economy, financial markets or political environment;

 

•	risks associated with possible disruption in our operations or the economy generally due to terrorism, natural disasters or the COVID-19 pandemic;

 

•	future changes in laws or regulations (including the interpretation of these laws and regulations by regulatory authorities) and conditions in our operating areas, particularly with respect to business development companies (“BDCs”) or regulated investment companies (“RICs”); and

•	other considerations that may be disclosed from time to time in our publicly disseminated documents and filings.

 

We have based the forward-looking statements included in this quarterly report on Form 10-Q on information available to us on the date of this quarterly report on Form 10-Q, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we in the future may file with the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K. The forward-looking statements contained in this quarterly report on Form 10-Q are excluded from the safe harbor protection provided by Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

 

 See notes to financial statements.

		Three Months Ended								Six Months Ended
		June 30, 2023				June 30, 2022				June 30, 2023				June 30, 2022
INVESTMENT INCOME
Non-control/non-affiliate investment income
Interest income		$	2,762,449			$	399,591			$	5,220,288			$	409,664
Fee income			131,250				410,000				131,250				410,000
Total investment income			2,893,699				809,591				5,351,538				819,664
EXPENSES
Income-based incentive fees			442,673				-				646,494				-
Management fee			257,489				55,041				495,908				55,041
Legal expenses			87,256				222,982				186,016				257,051
Audit expense			87,500				83,750				185,383				93,750
Administrator fees			87,853				62,546				165,697				109,697
Insurance expense			66,393				75,542				135,475				122,030
Valuation fees			21,000				-				94,065				-
Director expenses			31,746				35,747				67,690				35,747
Professional fees			17,775				-				35,967				40,885
Custodian fees			12,000				-				24,000				24,000
Organizational expenses			-				-				-				34,168
Capital gains incentive fees			(137,602	)			-				5,000				-
Other expenses			20,204				52,738				39,708				41,581
Total expenses			994,287				588,346				2,081,403				813,950
NET INVESTMENT INCOME (LOSS)			1,899,412				221,245				3,270,135				5,714
NET REALIZED GAIN (LOSS) FROM INVESTMENTS
Non-controlled/non-affiliate investments			(210,767	)			-				(210,767	)			-
Net realized gain (loss) from investments			(210,767	)			-				(210,767	)			-
NET CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION) ON INVESTMENTS
Non-controlled/non-affiliate investments			(477,241	)			(9,508	)			509,116				(9,508	)
Net change in unrealized appreciation/(depreciation) on investments			(477,241	)			(9,508	)			509,116				(9,508	)
Net realized and unrealized gains (losses)			(688,008	)			(9,508	)			298,349				(9,508	)
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS		$	1,211,404			$	211,737			$	3,568,484			$	(3,794	)
NET INVESTMENT INCOME (LOSS) PER SHARE — BASIC AND DILUTED		$	0.31			$	0.04			$	0.53			$	-
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS PER SHARE — BASIC AND DILUTED		$	0.19			$	0.03			$	0.57			$	-
WEIGHTED AVERAGE SHARES OUTSTANDING — BASIC AND DILUTED			6,214,672				6,214,672				6,214,672				4,893,441

SILVER SPIKE INVESTMENT CORP.

Statements of Changes in Net Assets

(Unaudited)

See notes to financial statements.

SILVER SPIKE INVESTMENT CORP.

Statements of Changes in Net Assets

(Unaudited)

 

See notes to financial statements.

See notes to financial statements.