0001496099FALSE00014960992025-02-262025-02-260001496099us-gaap:CommonStockMember2025-02-262025-02-260001496099nmfc:EightPointTwoFivePercentageNotesDueTwoThousandTwentyEightMember2025-02-262025-02-26

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): February 26, 2025
 

New Mountain Finance Corporation
(Exact name of registrant as specified in its charter)
 
Delaware 814-00832 27-2978010
(State or other jurisdiction of
incorporation or organization)
 
(Commission
File Number)
 
(IRS Employer
Identification Number)
 
1633 Broadway, 48th Floor, New York, NY 10019
(Address of principal executive offices)(zip code)
 
Registrant’s telephone number, including area code (212) 720-0300
 
 

 
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 classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $0.01 per shareNMFCNASDAQ Global Select Market
8.250% Notes due 2028NMFCZNASDAQ Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 February 26, 2025, New Mountain Finance Corporation (“NMFC” or the “Company”) issued a press release announcing financial results for its quarter and year ended December 31, 2024. The press release is included as Exhibit 99.1 hereto and incorporated herein by reference.
The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) or otherwise subject to the liabilities of that section. The information provided herein shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, as amended, (the “Securities Act”) except as expressly set forth by specific reference in such filing.
Item 7.01.    Regulation FD Disclosure
    On February 26, 2025, NMFC issued a press release, included herewith as Exhibit 99.1, announcing the declaration of a first quarter 2025 distribution of $0.32 per share, payable on March 31, 2025 to holders of record as of March 17, 2025. Additionally, on February 26, 2025, NMFC made available on its website, http://www.newmountainfinance.com, a supplemental investor presentation with respect to the earnings release.
The information disclosed under this Item 7.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section. The information provided herein shall not be deemed incorporated by reference into any filing made under the Securities Act, except as expressly set forth by specific reference in such filing.

Item 9.01.Financial Statements and Exhibits.
d) Exhibits.
 
Exhibit
Number
  Description
  
Press Release, dated February 26, 2025
104Cover Page Interactive Data File (embedded within the Inline XBRL document)




SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
 



 
NEW MOUNTAIN FINANCE CORPORATION
Date: February 26, 2025
 By: /s/ Eric Kane
  Name: Eric Kane
  Title: Corporate Secretary


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New Mountain Finance Corporation Announces December 31, 2024 Financial Results

Reports Fourth Quarter Net Investment Income of $0.32 per Share and Declares a First Quarter Distribution of $0.32 per Share

NEW YORK--(BUSINESS WIRE) — February 26, 2025 -- New Mountain Finance Corporation (NASDAQ: NMFC) (“New Mountain,” “New Mountain Finance” or the “Company”) today announced its financial results for the quarter and year ended December 31, 2024.
Fourth Quarter and Recent Highlights1
•Net investment income of $34.5 million, or $0.32 per weighted average share
•Net asset value of $12.55 per share compared to $12.62 per share as of September 30, 2024
•Sustained strong credit performance with approximately 97% of the portfolio rated green
•Reduced statutory debt/equity3 to 1.15x (or 1.11x net of available cash)
•Declared a first quarter 2025 distribution of $0.32 per share, payable on March 31, 2025 to holders of record as of March 17, 2025
•On February 25, 2025, NMFC partially exited its investment in UniTek Global Services, Inc. ("UniTek"). NMFC was repaid $42 million, primarily from full redemption of UniTek's PIK Second Lien Term Loan and PIK Senior Preferred II investment.
($ in millions, except per share data)Q4 2024Q4 2023
Net Investment Income per Weighted Average Share$0.32 $0.40 
Regular & Supplemental Dividends Paid per Share in Quarter$0.33 $0.36 
Annualized Dividend Yield4
10.7 %11.3 %
December 31, 2024September 30, 2024
Investment Portfolio5
$3,104.5 $3,278.8 
NAV per Share$12.55 $12.62 
Statutory Debt/Equity3
1.15x1.26x
Statutory Debt/Equity (Net of Available Cash)3
1.11x1.23x
Management Comments on Fourth Quarter Performance
"NMFC is off to a strong start in 2025," said Steven B. Klinsky, NMFC Chairman. "The partial sale of UniTek is an important milestone for NMFC. The transaction values UniTek at $370 million, above our current mark. NMFC and affiliates will retain 31% ownership in the company which we believe has very good future prospects related to fiber deployment and AI infrastructure."
John R. Kline, CEO, commented: "NMFC delivered steady results while preserving excellent credit performance in the fourth quarter of 2024. Over the course of 2024, we made meaningful progress on increasing our senior-oriented asset mix. Building on that momentum, the recently announced UniTek transaction highlighted the New Mountain team’s business building capabilities and deal execution skills. In 2025, we will remain focused on our strategic priorities which include diversifying NMFC’s top positions, optimizing the fund’s liabilities, and exiting PIK positions."
Portfolio and Investment Activity5
As of December 31, 2024, the Company’s NAV1 was $1,353.3 million and its portfolio had a fair value of $3,104.5 million of investments in 121 portfolio companies, with a weighted average YTM at Cost6 of approximately 11.0%. For the three months ended December 31, 2024, the Company generated $33.1 million of originations2, $158.9 million of cash repayments2 and realized $58.9 million of asset sales.
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Portfolio and Asset Quality
NMFC’s mandate is to primarily target businesses in the middle market that, consistent with New Mountain’s private equity platform, are high quality, defensive growth companies in industries that are well-researched by New Mountain. The Company’s focus is on defensive growth businesses that generally exhibit the following characteristics: (i) acyclicality, (ii) sustainable secular growth drivers, (iii) niche market dominance and high barriers to competitive entry, (iv) recurring revenue and strong free cash flow, (v) flexible cost structures and (vi) seasoned management teams.


Portfolio Industry Composition based on Fair Value8
SoftwareBusiness Services
ERP7.2 %Engineering & Consulting Services5.8 %
IT Infrastructure & Security5.7 %Real Estate Services4.4 %
Human Capital Management5.5 %Misc Services3.7 %
Ecommerce & Logistics4.2 %Digital Transformation2.1 %
Governance, Risk & Compliance3.7 %Insurance & Benefits Services1.8 %
Finance & Accounting3.2 %Utility Services1.0 %
Integrated Payments1.7 %Data & Information Services0.2 %
Total Software31.2 %Total Business Services19.0 %
HealthcareOther Industries
Healthcare Services10.5 %Consumer Services7.1 %
Healthcare Software5.9 %Education6.9 %
Pharma Services1.1 %Financial Services4.6 %
Tech-Enabled Healthcare0.8 %Distribution & Logistics4.4 %
Healthcare Products0.2 %Packaging2.5 %
Other5.8 %
Total Healthcare18.5 %Total Other Industries31.3 %
The Company monitors the performance and financial trends of its portfolio companies on at least a quarterly basis. The Company attempts to identify any developments within the portfolio company, the industry, or the macroeconomic environment that may alter any material element of the Company’s original investment strategy. As described more fully in the Company's Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission, the portfolio monitoring procedures are designed to provide a simple, yet comprehensive analysis of the Company’s portfolio companies based on their operating performance and underlying business characteristics, which in turn forms the basis of its Risk Rating. The Risk Rating is expressed in categories of Green, Yellow, Orange and Red with Green reflecting an investment that is in-line with or above expectations and Red reflecting an investment performing materially below expectations.

The following table shows the Risk Rating of the Company’s portfolio companies as of December 31, 2024:
(in millions)
As of December 31, 2024
Risk RatingCostPercentFair ValuePercentWeighted Average Mark
Green7
$2,951.6 94.3 %$2,996.7 96.5 %98.5 %
Yellow5
107.2 3.4 %70.3 2.3 %65.5 %
Orange73.1 2.3 %37.5 1.2 %65.1 %
Red— — — — — 
 Total$3,131.9 100.0 %$3,104.5 100.0 %

As of December 31, 2024, all investments in the Company’s portfolio had a Green Risk Rating, with the exception of five portfolio companies that had a Yellow Risk Rating and six portfolio companies that had an Orange Risk Rating. As of December 31, 2024, there were no portfolio companies that had a Red Risk Rating.

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The following table shows the Company’s investment portfolio composition as of December 31, 2024:
(in millions)
Investment Portfolio CompositionDecember 31, 2024Percent of Total
First Lien$1,956.6 62.9 %
Senior Loan Funds (SLP III & SLP IV) & NMNLC387.2 12.5 %
Second Lien5
210.6 6.8 %
Subordinated102.0 3.3 %
Preferred Equity247.3 8.0 %
Common Equity and Other9
200.8 6.5 %
Total$3,104.5 100.0 %
Liquidity and Capital Resources
As of December 31, 2024, the Company had cash and cash equivalents of $80.3 million and total statutory debt outstanding of $1,560.9 million3. The Company's statutory debt to equity was 1.15x (or 1.11x net of available cash) as of December 31, 2024. Additionally, the Company had $300.0 million of SBA-guaranteed debentures outstanding as of December 31, 2024. As of December 31, 2024, the Company had $1,146.2 million of available capacity on its Holdings Credit Facility, NMFC Credit Facility and Unsecured Management Company Revolver.
Fourth Quarter 2024 Conference Call
New Mountain Finance Corporation will host an earnings conference call and webcast at 10:00 am Eastern Time on Thursday, February 27, 2025. To participate in the live earning conference call, please use the following dial-in numbers or visit the audio webcast link. To avoid any delays, please join at least fifteen minutes prior to the start of the call.
•United States: +1 (877) 443-9109
•International: +1 (412) 317-1082
•Live Audio Webcast
A replay of the conference call can be accessed one hour after the end of the conference call through May 27, 2025. The full webcast replay will be available through February 27, 2026. To access the earnings webcast replay please visit the New Mountain Investor Relations website.
•United States: +1 (877) 344-7529
•International: +1 (412) 317-0088
•Access Code: 1746429
For additional details related to the quarter ended December 31, 2024, please refer to the New Mountain Finance Corporation Annual Report on Form 10-K filed with the SEC and the supplemental investor presentation which can be found on the Company's website at http://www.newmountainfinance.com.
(1)Excludes non-controlling interest in New Mountain Net Lease Corporation (“NMNLC”).
(2)Originations exclude payment-in-kind (“PIK”); originations, repayments, and sales excludes revolvers, unfunded commitments, bridges, return of capital, and realized gains / losses.
(3)Excludes the Company’s United States Small Business Administration (“SBA”) guaranteed debentures.
(4)Dividend yield calculation uses the closing stock price of $11.94 on February 24, 2025 and $12.71 on February 24, 2024 and includes regular and supplemental dividends.
(5)Includes collateral for securities purchased under collateralized agreements to resell.
(6)References to “YTM at Cost” assume the accruing investments, including secured collateralized agreements, in the Company's portfolio as of a certain date, the ‘‘Portfolio Date’’, are purchased at cost on that date and held until their respective maturities with no prepayments or losses and are exited at par at maturity. This calculation excludes the impact of existing leverage. YTM at Cost uses the Sterling Overnight Interbank Average Rate ("SONIA”), Euro Interbank Offered Rate ("EURIBOR") and Secured Overnight Financing Rate (“SOFR”) curves at each quarter’s respective end date. The actual yield to maturity may be higher or lower due to the future selection of SONIA, EURIBOR and SOFR contracts by the individual companies in the Company’s portfolio or other factors.
(7)Includes investments held in NMNLC.
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(8)Excludes NMFC Senior Loan Program III LLC ("SLP III"), NMFC Senior Loan Program IV LLC ("SLP IV") and NMNLC.
(9)Includes investments classified as structured finance obligations.


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New Mountain Finance Corporation
Consolidated Statements of Assets and Liabilities
(in thousands, except shares and per share data)
 December 31, 2024December 31, 2023
Assets  
Investments at fair value  
Non-controlled/non-affiliated investments (cost of $2,298,083 and $2,283,490, respectively)
$2,277,352 $2,209,867 
Non-controlled/affiliated investments (cost of $124,254 and $107,895, respectively)
112,776 133,659 
Controlled investments (cost of $679,587 and $646,823, respectively)
700,896 667,796 
Total investments at fair value (cost of $3,101,924 and $3,038,208, respectively)
3,091,024 3,011,322 
Securities purchased under collateralized agreements to resell (cost of $30,000 and $30,000, respectively)
13,500 16,500 
Cash and cash equivalents80,320 70,090 
Interest and dividend receivable42,379 44,107 
Receivable from affiliates213 82 
Deferred tax asset— 594 
Other assets19,265 16,519 
Total assets$3,246,701 $3,159,214 
Liabilities  
Borrowings
     Unsecured Notes$978,503 $506,500 
     SBA-guaranteed debentures300,000 300,000 
     Holdings Credit Facility294,363 515,063 
     Convertible Notes260,091 260,207 
     NMFC Credit Facility27,944 36,813 
     DB Credit Facility— 186,400 
        NMNLC Credit Facility II— 2,853 
     Deferred financing costs (net of accumulated amortization of $63,971 and $54,263, respectively)
(24,191)(22,387)
Net borrowings1,836,710 1,785,449 
Interest payable17,109 20,440 
Management fee payable10,467 10,116 
Incentive fee payable8,625 8,555 
Derivative liability at fair value7,423 — 
Payable to broker3,230 — 
Deferred tax liability1,410 — 
Other liabilities2,436 2,931 
Total liabilities1,887,410 1,827,491 
Commitments and contingencies  
Net assets  
Preferred stock, par value $0.01 per share, 2,000,000 shares authorized, none issued— — 
Common stock, par value $0.01 per share, 200,000,000 shares authorized, and 107,851,415 and 102,558,859 shares issued and outstanding, respectively
1,079 1,026 
Paid in capital in excess of par1,365,852 1,331,269 
Accumulated undistributed earnings(13,592)(12,344)
Total net assets of New Mountain Finance Corporation$1,353,339 $1,319,951 
Non-controlling interest in New Mountain Net Lease Corporation5,952 11,772 
Total net assets$1,359,291 $1,331,723 
Total liabilities and net assets$3,246,701 $3,159,214 
Number of shares outstanding107,851,415 102,558,859 
Net asset value per share of New Mountain Finance Corporation$12.55 $12.87 
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New Mountain Finance Corporation
Consolidated Statements of Operations
(in thousands, except shares and per share data)
Year ended December 31,
202420232022
Investment income
From non-controlled/non-affiliated investments:
Interest income (excluding Payment-in-kind ("PIK") interest income)$232,023 $249,851 $184,367 
PIK interest income17,573 15,968 11,767 
Dividend income3,987 193 193 
Non-cash dividend income19,286 17,481 14,071 
Other income7,686 4,981 9,156 
From non-controlled/affiliated investments:
Interest income (excluding PIK interest income)1,443 1,951 1,062 
PIK interest income3,648 2,183 1,043 
Non-cash dividend income5,843 4,625 4,109 
Other income250 251 250 
From controlled investments:
Interest income (excluding PIK interest income)5,800 5,386 9,438 
PIK interest income15,649 15,443 4,516 
Dividend income48,640 45,905 43,149 
Non-cash dividend income6,446 5,303 4,363 
Other income3,392 5,315 7,146 
Total investment income371,666 374,836 294,630 
Expenses
Interest and other financing expenses136,636 124,784 92,421 
Management fee45,522 45,610 46,617 
Incentive fee36,385 38,303 29,901 
Administrative expenses4,222 4,101 4,131 
Professional fees4,379 3,771 3,433 
Other general and administrative expenses2,039 2,068 2,338 
Total expenses229,183 218,637 178,841 
Less: management fee waived(3,739)(4,117)(4,402)
Less: expenses waived and reimbursed— — (238)
Net expenses225,444 214,520 174,201 
Net investment income before income taxes146,222 160,316 120,429 
Income tax expense262 418 825 
Net investment income145,960 159,898 119,604 
Net realized (losses) gains:
Non-controlled/non-affiliated investments(45,365)(49,267)(737)
Controlled investments2,000 16,413 53,440 
New Mountain Net Lease Corporation1,533 — — 
Foreign currency420 13 827 
Net change in unrealized appreciation (depreciation):
Non-controlled/non-affiliated investments52,581 47,956 (81,197)
Non-controlled/affiliated investments(37,242)(19,052)(9,156)
Controlled investments336 (18,588)6,219 
Securities purchased under collateralized agreements to resell(3,000)(39)(4,883)
Foreign currency(606)100 (1,115)
Provision for taxes (2,114)(1,344)(8,474)
Net realized and unrealized losses(31,457)(23,808)(45,076)
Net increase in net assets resulting from operations114,503 136,090 74,528 
Less: Net (increase) decrease in net assets resulting from operations related to non-controlling interest in New Mountain Net Lease Corporation(1,060)(747)204 
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Net increase in net assets resulting from operations related to New Mountain Finance Corporation$113,443 $135,343 $74,732 
Basic earnings per share$1.06 $1.34 $0.75 
Weighted average shares of common stock outstanding - basic106,570,782 101,118,302 100,202,847 
Diluted earnings per share$1.03 $1.24 $0.74 
Weighted average shares of common stock outstanding - diluted125,463,389 123,488,882 115,426,198 
Distributions declared and paid per share$1.37 $1.49 $1.22 

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ABOUT NEW MOUNTAIN FINANCE CORPORATION
New Mountain Finance Corporation (NASDAQ: NMFC) is a leading business development company (BDC) focused on providing direct lending solutions to U.S. middle market companies backed by top private equity sponsors. Our portfolio consists primarily of senior secured loans, and select junior capital positions, to growing businesses in defensive industries that offer attractive risk-adjusted returns. Our differentiated investment approach leverages the deep sector knowledge and operating resources of New Mountain Capital, a global investment firm with over $55 billion of assets under management.
ABOUT NEW MOUNTAIN CAPITAL
New Mountain Capital ("NMC") is a New York-based investment firm that emphasizes business building and growth, rather than debt, as it pursues long-term capital appreciation. The firm currently manages private equity, credit and net lease investment strategies with over $55 billion in assets under management. New Mountain seeks out what it believes to be the highest quality growth leaders in carefully selected industry sectors and then works intensively with management to build the value of these companies. For more information on New Mountain Capital, please visit http://www.newmountaincapital.com.
FORWARD-LOOKING STATEMENTS
Statements included herein may contain “forward-looking statements”, which relate to our future operations, future performance or our financial condition. Forward-looking statements are not guarantees of future performance, condition or results and involve a number of risks and uncertainties, including changes in base interest rates and significant volatility on our business, portfolio companies, our industry and the global economy. Actual results and outcomes may differ materially from those anticipated in the forward-looking statements as a result of a variety of factors, including those described from time to time in our filings with the Securities and Exchange Commission or factors that are beyond our control. New Mountain Finance Corporation undertakes no obligation to publicly update or revise any forward-looking statements made herein, except as may be required by law. All forward-looking statements speak only as of the time of this press release.
CONTACT
New Mountain Finance Corporation
Investor Relations
Laura C. Holson, Authorized Representative
NMFCIR@newmountaincapital.com
(212) 220-3505

8

v3.25.0.1
Cover
Feb. 26, 2025
Entity Listings [Line Items]  
Document Type 8-K
Document Period End Date Feb. 26, 2025
Entity Registrant Name New Mountain Finance Corporation
Entity Incorporation, State or Country Code DE
Entity File Number 814-00832
Entity Tax Identification Number 27-2978010
Entity Address, Address Line One 1633 Broadway, 48th Floor
Entity Address, City or Town New York
Entity Address, State or Province NY
Entity Address, Postal Zip Code 10019
City Area Code 212
Local Phone Number 720-0300
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0001496099
Amendment Flag false
Common Stock  
Entity Listings [Line Items]  
Title of 12(b) Security Common stock, par value $0.01 per share
Trading Symbol NMFC
Security Exchange Name NASDAQ
8.250% Notes due 2028  
Entity Listings [Line Items]  
Title of 12(b) Security 8.250% Notes due 2028
Trading Symbol NMFCZ
Security Exchange Name NASDAQ
New Mountain Finance (NASDAQ:NMFCZ)
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