Stephanie Prince - LHA Ed Ross - Chairman of the Board, Chief Executive Officer Cary Schaefer - Chief Financial Officer, Chief Compliance Officer, Secretary.

Bryce Rowe - Robert Baird Robert Dodd – Raymond James Vernon Plack - BB&T Chris Kotowski - Oppenheimer.

Good day, ladies and gentlemen. Welcome to the Fidus Investment Corporation's First Quarter 2014 Earnings Conference Call. At this time, all participants are in a listen-only mode. Later, we will conduct a question-and-answer session and instructions will follow at that time. (Operator Instructions) As a reminder, this conference call is being recorded.

I would now like to turn the call over to Stephanie Prince of LHA. Ma'am, you may begin..

Thank you, Candice, and good morning everyone. Thank you for joining us for Fidus Investment Corporation's first quarter 2014 earnings conference call. With me this morning are Ed Ross, Fidus Investment Corporation's Chairman and Chief Executive Officer, and Cary Schaefer, Chief Financial Officer and Chief Compliance Officer.

Fidus Investment Corporation issued a press release yesterday afternoon with details of the company's quarterly financial results. A copy of the press release is available on the Investor Relations page of the company’s website at fdus.com. I would like to remind everyone that today’s call is being recorded.

A replay of today’s call will be available by using the telephone numbers and conference ID provided in the earnings press release. In addition, an archived webcast replay will be available on the Investor Relations page of the company’s website at fdus.com following the conclusion of this conference call.

I’d also like to call your attention to the customary Safe Harbor disclosure regarding forward-looking information included in the earnings release.

The conference call today will contain certain forward-looking statements including statements regarding the goals, strategies, beliefs, future potential, operating results and cash flow of Fidus Investment Corporation.

Although management believes these statements are reasonable based on estimates, assumptions and projections as of today, May 9, 2014 these statements are not guarantees of future performance. Time-sensitive information may no longer be accurate at the time of any telephonic or webcast replay.

Actual results may differ materially as a result of risks, uncertainties, and other factors including but not limited to the factors set forth in the company’s filings with the SEC. Fidus undertakes no obligation to update or revise any of these forward-looking statements. I’d now like to turn the call over to Ed Ross.

Ed?.

Thank you, Stephanie, and good morning everyone. Welcome to our first quarter 2014 earnings call. Today I’ll begin with highlights of our results for the first quarter before discussing current market conditions investment activity and the performance of our investment portfolio.

I’ll then turn the call over to Cary who will go into more detail about our financial results and liquidity position before we open up the call for questions. After an outstanding 2013, the first quarter of 2014 was a solid start to the New Year.

Fidus' business fundamentals remained strong and we generated net investment income of $5.4 million or $0.40 per share.

Our adjusted net investment income which we define as net investment income excluding any capital gains incentive fee attributable to realized and unrealized gains and losses was $5.1 million or $0.37 per share and we realize net capital gains of approximately $1.8 million from two portfolio companies.

As of March 31 2014, net asset value was $15.22 per share. As we said on our last earnings call, the Board of Directors regularly reviews our distribution policy as they seek to balance and maintain capital allocation flexibility.

This quarter, due to our spillover income and realize capital gains, we are pleased to report that on May 5th, our board of directors declared two special cash dividends totaling $0.10 per share.

These are in addition to the regular quarterly dividend for the second quarter of $0.38 per shares which is payable on June 27, 2014 to stockholders of record on June 13, 2014. Special dividends are comprised of two equal payments of $0.05 per shares and will be payable in July and August of 2014.

Since the begin of the year, market fundamentals have remained sound, and for Fidus deal flow has been relatively strong and up on a year-over-year basis. We continue to manage our business with a focus on performing well over the long-terms. This means, we are willing to patient for the right opportunity to add to our investment portfolio.

For this reason, the number of new investments we make will vary from quarter-to-quarter. As an example, we closed on one new portfolio company investment this past quarter compared to adding five new portfolio company investments in Q4 2013.

Another result of our quality over quantity approach is that our senior secured or unitranche debt portfolio has increase from approximately 12% of our portfolio a year ago to just over 19% on a cost basis as of March 31st.

As many of you have heard to say before, we seek to invest in high-quality lower middle-market companies that are market leaders in their respective niches that operate in industries we know well to generate excess free cash flow for debt service and investment and have positive long-term outlooks.

From a debt structuring perspective, we look to maintain significant cushions to our borrowers' enterprise value and support of our capital preservation and income goals.

While we continue to be opportunistic in the broader lower middle-market, we also continue to be highly disciplined maintaining our focus on capital preservation and attractive risk-adjusted returns for our shareholders.

Now turning back to the first quarter, as of March 31, 2014, we had debt and equity investments in 37 portfolio companies with a total fair value of $310 million, which represented approximately 96% of cost.

Despite the high level of repayments and realizations that we experienced over the last 12 months, we increased our investment portfolio on a cost basis by approximately $42 million or 15% year-over-year. We invested $17.3 million in one new and four existing portfolio companies.

At the end of the quarter, we made an $8.7 million debt in equity investment in Far Research, a leading developer and manufacturer of specialty and fine chemicals to a diversified set of markets. We made add-on investments in four existing portfolio companies during the quarter, including $6 million in SCA packaging.

We received proceeds from repayments and realizations. They totaled approximately $13.6 million from four portfolio companies during the quarter, including net realized capital gains of approximately $1.8 million from two of those companies. First, our subordinated loan investment in Apex Microtechnology was fully repaid.

However, we continue to hold our equity and warrant investments. This repayment was driven by strong company performance, which hopefully will benefit our remaining equity investments in Apex.

Second, we successfully exited our debt and equity investments in Nobles Manufacturing in connection with a sale of the company and as a result, recognizing net realized gain on our equity investment of approximately $1.7 million.

We are extremely pleased with this outcome, which demonstrates our strategy of investing in sectors where we have a differentiated level of experience. In this case, the aerospace and defense sector. Unfortunately, due to increased risk and uncertainty of one of our portfolio companies S.B.

Restaurant Company, we have written our investments in this company down to zero, obviously, a very disappointing situation. However, I would highlight the write downs and losses are part of our business.

It is because of this business reality, and in the effort to mitigate such losses, that we have established an investment strategy to maintain a well diversified investment portfolio. We also continue to believe that creating a high-quality equity portfolio can provide not only incremental profits, but also a reasonable margin of safety.

Turning to our portfolio performance, we track several quality measures on a quarterly basis that help us monitor the overall stability, quality and performance of our investment portfolio, which we are pleased remained strong and in line with prior periods.

First, we track the portfolio's weighted average investment rating based on our internal system, under our methodology one has outperformed and five is an expected loss. As of March 31st, the weighted average investment rating for the portfolio was two on a fair value basis, which is consistent with prior periods.

The credit performance of the portfolio remains solid as well with our portfolio companies combined ratio of total net debt to Fidus' debt investments to total EBITDA of four times. We believe this is a prudent level of risk for our portfolio.

Finally, we track the combined ratio of our portfolio companies total EBITDA to total cash interest expense, which was three times in the first quarter. We believe that this level is an indicator that our portfolio of companies as a whole currently have significant cushion to meet their debt service obligations to us.

Overall, these metrics reflect our longstanding cautious and deliberate investment approach which continues to remain intensely focused on capital preservation. In summary, the first quarter was a solid start to the year.

Business fundamentals remain healthy, the market is competitive but sound and deal flow activity levels are relatively strong for Fidus. In this current stable to slow growth economic environment, we believe the deal flow levels should remain consistent with what we are seeing now.

Due to the sheer size and fragmentation of the lower middle market, our target market continues to be attractive and generally less competitive than the broader markets. To drive our business, we continue to focus on our strengths, including our relationship base, industry knowledge and ability to offer flexible capital solutions.

Looking forward, we will maintain our highly selective investment approach as we believe that our strategy of investing in high quality businesses with strong market position and positive long-term outlooks will continue to result in the generation of attractive risk adjusted returns for shareholders.

Now I will turn the call over to Cary to provide some details on our financial and operating results.

Cary?.

Thank you, Ed, good morning everyone. I will now review our first quarter results in more detail and close with comments on our liquidity position.

Total investment income was $10.6 million for the three months ended March 31 2014 an increase of $0.7 million or 7.6% over the $9.8 million of total investment income for the three months ended March 31, 2013.

This increase was primarily attributable to higher average outstanding debt investments as well as investment related activity during the first quarter of 2014 compared to first quarter of 2013. Interest income increased 6% to $9.6 million compared to $9 million in the prior year.

Quarter dividend income was roughly flat with last year at just under $400,000 million.

Fee income, which fluctuates from quarter-to-quarter depending on a level of new investments or prepayment activity was $610,000 for the first quarter of 2014 compared to $406,000 million in last year's first quarter, primarily as a result of an increase in prepayment activity.

Total expenses including income tax provision or $5.1 million for the first quarter, an increased of $0.2 million or 4.6% over the $4.9 million of total expenses at the same period last year. Interest expense on our SBA debentures was approximately $1.8 million for the first quarter of 2014, in line with the first quarter of 2013.

As of March 31, 2014, the weighted average fixed interest rate on our SBA debentures remained at 4.6% before fees. The base management fee increased $0.1 million due to higher average outstanding total assets less cash during the first quarter 2014.

Incentive fees in the first quarter 2014 decreased $0.3 million, driven by a capital gains incentive fee reversal of $0.4 million in connection with a net loss on investments after realized gains of $2.1 million.

Administrative service expenses, professional fees and other general and administrative expenses totaled approximately $1.1 million for the quarter, 53% higher than the first quarter of 2013, which totaled approximately $699,000. This increase was primarily due to an increase in personnel and change in timing of audit related work.

Net investment income or NII for the three months ended March 31, 2014 increased by 10.6% to $5.4 million or $0.40 per share compared to $4.9 million or $0.38 per share for the first quarter 2013.

Adjusted NII was $5.1 million or $0.37 per share for the first three months of 2014 compared to $4.9 million or $0.38 per share for the first quarter of 2013. Adjusted NII is defined as net investment income excluding any capital gains incentive fees expense or reversal attributable to realized and unrealized gains and losses on investments.

A reconciliation of NII to adjusted NII can be found in our earnings press release that was issued yesterday afternoon and is also posted on the Investor Relations page of our website.

For the three months ended March 31, 2014, Fidus realized capital gains on investments net of taxes of $1.8 million resulting from exits on investments in two portfolio companies as Ed discussed earlier.

We recorded net unrealized depreciation on investments of $3.9 million for the first quarter of 2014, which is comprised of unrealized depreciation of $1.9 million related to the reversal of unrealized appreciation upon the exit of investments during the quarter.

Also included net unrealized depreciation of $3.4 million on debt investments, partially offset by net unrealized appreciation of $1.4 million on equity investments.

Taken together these activities resulted in a net increase in net assets resulting from operations for first quarter of 2014 of $3.4 million or $0.25 per share compared to a net increase in net assets resulting from operation of $4.6 million or $0.36 per share for the first quarter of 2013.

Per share income results for the quarter ended March 31, 2014 are based on weighted average shares outstanding of $13.8 million compared to $12.9 million weighted average shares outstanding for the first quarter of 2013.

This increase reflects the common equity offering Fidus completed in February of 2013, which was completed at a price accretive to net asset value. Our net asset value at March 31, 2014 was $15.22 per share which reflects payment of the $0.38 per share regular dividend in March.

Turning now to portfolio statistics, as of March 31, our total investment portfolio had a fair value of $310.4 million, approximately 96% of cost. Consistent with our debt oriented investment strategy, our portfolio on a cost basis was comprised of approximately 66% subordinated debt, 19% senior secured loans and 15% equity and warrants securities.

Our average portfolio of company investment on a cost basis was $8.7 million at the end of the first quarter and we had equity investments and approximately 92% of our portfolio companies with an average fully diluted equity ownership at 7.6%.

Weighted average effective yield on debt investments was 14.4% as of March 31, 2014, in part reflecting the higher mix of senior secured loans in our portfolio on a year-over-year basis and we had investments in one portfolio company on non-accrual status, which are excluded from our weighted average effective yield on debt calculation.

As of March 31, 2014, our liquidity and capital resources included cash and equivalents of $40.7 million and unfunded SBA commitments of $30.5 million. In addition, we have access to an additional $50 million of SBA leverage. These resources provide Fidus with ample capital to support its growth and diversification goals.

Now, I will turn the call back to Ed for concluding comments.

Ed?.

Thanks, Cary. As always, I would like to thanks the outstanding team at Fidus and our shareholders for their continued support. Before turning the call back over to Candice, I have an additional announcement to make.

As you may know, last November, we disclosed a CFO transition with Cary moving back to the Senior Investment Professional role while retaining her position as Chief Compliance Officer. I am pleased to announce that we have completed our search for a new CFO, and that we are appointing (Inaudible) to the at the position effective June 2, 2014.

(Inaudible) as an accomplish financial executive from the financial services industry with the applicable set of skills in accounting and tax, public company experience and leadership capabilities that we were looking for. We are thrilled she is joining Fidus and we look forward to her contributions to our business success.

I would also like to thank Cary for ensuring a smooth transition of CFO responsibilities and for all her efforts and great contributions towards our success. Great job, Cary. Thank you very much. I will now turn the call back over to Candace for Q&A..

Thank you. (Operator Instruction) Our first question from the line of Bryce Rowe of Robert Baird. Your line is now open..

Thanks, Good morning, Ed and Cary..

Good Morning, Bryce..

Good morning..

I guess, a couple of questions here. Ed, you talked about the non-accrual having written down to zero. Just trying to understand what your thought process is in terms of how that credit ultimately gets resolved timeline, et cetera. Then if you could also comment on the status of the Avrio investment and how that is playing out today. Thanks..

Sure. Thanks, Bryce. You know with regard to S.B.

Restaurant Company, certain segments - and I think I mentioned this last call, the casual dining industry are being meaningfully impacted by a variety of issues that most importantly are, I think, competitive pressures also certain geographic regions, particular ones this company operates in are also highly competitive, so it's a situation where the level of risk has increased substantially again this quarter.

Thus the write-down and the overall uncertainty of the situation is also much higher. That's probably all I care to comment on at this point. I mean, it's a tough situation, is what I would say. With regard to Avrio, obviously this company has been investment for a while. Avrio has not performed to our expectations as you well know.

There continues to be a higher level of risk as reflected in the valuation. You know sequestration has not helped certain of these companies' end markets quite frankly.

We are very pleased with the operating improvements that the new management team has made, but having said all that the valuation reflects a very high level of risk, which is the situation..

That's helpful. Then just I guess a follow-up. You guys have quite a bit of spillover income. Obviously, you are going to distribute some of that in the third quarter, but still surplus last over and certainly understand your comments about the board maintaining some flexibility.

How do you guys think about that surplus, especially relative to how much is it actually is a good problem to have, but maybe just some commentary on how you are thinking about it. Thanks..

Sure. Well, I think I mentioned some of these before, but if you think about the board and really the management team's objectives, first and foremost it's to deliver long-term value to our shareholders in the form of stable and growing dividends. That includes making periodic special distributions over time as it makes sense to the board.

We also have a goal of growing our net asset value on a per share basis over time, as we believe that is a winning long-term strategy whereas a declining NAV is a much tougher strategy as you well know. Lastly, I'd say, we are pretty conservative budge.

We intend on managing the business with a very high margin of safety, so with regard to distributing spillover income, I think the board will continue and has, every quarter, will continue to consider our spillover position and how it will be utilized on an ongoing basis. I would say through 2014 and thereafter.

As you are aware, we may choose special distributions last year and we are obviously very pleased to announce the additional two distributions here in the third quarter. Finally I would say there is quite a bit of time left in this year.

I think, we like the idea of letting the year unfold a little bit more before we make any too bigger decisions, but at the same time I think the balance for us is balanced quite frankly.

It's balancing distributions, it's balancing growing our NAV and it's balancing periodic special distributions which we will continue to think about as we move forward..

Thanks, Ed. That was helpful..

Okay..

Thank you. Our next question Robert Dodd of Raymond James. Your line is now open..

Hello, everybody. A couple of questions, specifically on the numbers. I mean, on the OpEx levels, Cary, you mentioned some of that was to do with timing of kind of continual that's the year end Q1 tends to be high.

Can you give us any color on how much of the total OpEx was kind of one-time or another way of looking at I mean, what's the recurring run rate you would expect from the combination of those line items given an average period of activity. Obviously, it varies with the originations as well..

Sure. No. It's a good question. I think, obviously, one of the drivers of the expense increase is the admin fee itself.

I think, when you look at it on a year-over-year basis it did increase between Q1 of '13 and '14, but it is relatively consistent with our Q4 levels, which just reflects the hires that we made during the back half of the year, so I think that kind of it's one part of the increase. With respect to the timing, I think, we did several things.

Some of the audit work got pushed into Q1. We also had moved up some of our shelf registration amendments and other related work. I would look at that as probably in the $100,000 range is what that dollar amount shift is. Then, I think, the other thing.

We obviously have other expenses that come periodically throughout the year, but I do think something in the range would make sense..

Okay. Got it. In the top line were there any reversals or any unusual items, because frankly when I look at it, stripping out all the three, the upfront as well as the transaction fees which you have now split out in the press release.

You know looking at the fact that your Q1 average portfolio, obviously ending portfolio is relatively comparable, but it grew a lot during the fourth quarter and applying the average throughput below the ending value, Q1 average significantly higher than Q4, yet adjusted for fees, the interest income was actually down sequentially, so were there reversals, was there a lot of amendments during the quarter that drove down coupons.

I mean, can you give us more color on why that interest income dropped with a larger average portfolio?.

All right. Well, you should answer first and then I will comment..

I think, I mean, I guess with the breakout of the fee that you exclude the fees from our investment income for the quarter, we are really up just about $600,000 quarter-over-quarter on a total interest income line kind of combined with the dividend income and there is not anything I would say unusual in there.

I do think, we are seeing - if you look back at a year ago, the yields have come on the portfolio relative to where we were Q1 of 2013 and I think as we highlighted some of that has to do with the increase in the mix of senior secured loans as well as just kind of just ongoing market conditions. I think on an overall basis, we are up.

I guess, I mentioned $600,000 or so. Then there isn't anything unusual in there..

Just if can interrupt there, because I mean, just to clarify those numbers exactly. I mean, the total fee income up and transaction fees in the fourth quarter was $1.2 million to $1.4 million, so the interest income axe all those fees was 9.5 in the first quarter taking out upfront and transaction fees, which were just over $700,000.

That's 9.4, 9.5, so that's certainly doesn't look out $600,000 to me, so am I missing something there?.

No. Apologies, I was comparing Q1 of '13. I did not, I missed that you were comparing Q4. I apologize. I think that the increase in the portfolio.

I mean, we did make the investment increase in Q1 came at the very end of the year end of the quarter, so it is up slightly, but it hasn't kind of had its full chance to contribute to the portfolio - to the income for the quarter..

We also had one repayment on June 2nd, so that was early on. I think, Robert, I will just add one other comment back to yields. Obviously our yield went down and the debt portfolio went down from 14.5 to 14.4 for year end.

If you go back to the third quarter, and I'm going through memory here's no one hold me to this, so I think we are more like - I think, there was a decline in the yield, During that quarter which was kind of like 14.8 to 14.5, but I think those are the only comments that I would make relative to the discussion..

Then just kind of the outlook for the year, I mean, some of your comments anytime the management team start to say we are willing to be patient for the opportunities. I mean, A, that's good, because obviously investors don't want to lose NAV and capital. I mean, does sound that perhaps you are seeing the quality of opportunities that you hope to see.

Is there anything more you could add to that? Maybe the deployment ramp is going to take longer than you had previously thought. Is that kind of a quality of deals or any more color would be helpful there..

Sure. It's a great question, Robert. I think for, I mean, as we mentioned in our prepared remarks, we have mentioned this a couple of times.

We have made a concerted effort as management team to drive an increased origination and I think we have done a nice job that, so then a natural question would be okay what's the hit ratio and hit ratio has probably gone down a little bit I would say.

Your comment of it, the quality as good I would probably suggest not materially worse, but definitely we are being very careful right now. If the quality is not there, we are shying away and I do think there probably is an overall mix of the quality. On an overall mix basis, the quality has may be gone down a little bit.

The other piece is, there is competition out there, right, so I think you got to add those two elements together and what I would tell you is again that environment is stable, deal flow is pretty good.

I think, we are being patient in now we kind of proceed and we really are trying to manage the business and we mentioned these in our comments as well is very much on a long-term basis.

What we want to do is try to add the highest quality investments and are focused on risk-adjusted returns, which also gets to the fact we have our unitranche or secured debt portfolio and that's primarily on the low end of the market, but we are seeing on a relative basis very attractive risk-adjusted returns in that segment, so it's a balanced approach quality probably is down just a little, but I think you got to combine that also with there is competition out there and that's operating in what I would say is a very deliberate manner..

All right. Thank you for the color..

Sure. Absolutely. Good talking to you, Robert..

Okay. Good talking to you..

Thank you. Our next question comes from the line of Vernon Plack of BB&T. Your line is now open..

Thank you. Ed, I was looking for just a little more clarification. I know that you touched on the origination activity and how maybe this past quarters indicative of what you are expecting going forward? I am just trying to get sense as I look just in terms of recent past.

I think for the past five quarters, your originations averaged around $33 million a quarter and last quarter was roughly half of that, so just in terms of new business obviously it's very lumpy.

I mean, in the fourth quarter you did $70 million and in the first quarter did $17 million, so it does move around, but I am trying to get a sense for just what you hope to originate this year. Last year's total, I think, was $149 million in new investments.

Are you expecting that type of investment activity for 2014 or is it going to be closer to sort of that $17 million a quarter number?.

Sure. Good morning, Vernon. It's a great question. I think, what we were trying to articulate, there's a couple of things. One is, it is a lumpy business and that's actually the way we are obviously the managing the business.

I think, originations going forward, if you go back actually a couple of years when we spent a lot of time talking about this, our goals when we first were a public company we would invest, call it, $15 million to $25 million per quarter knowing that we could be on either side of that at any point in time.

I think, we are continuing to try to grow the portfolio in a very methodical basis and that is what we would expect going forward, but it is hard to predict originations and it's also hard to predict repayments, so as I think about it last quarter was a light quarter for us and I will tell you we will have more light quarters, but that would not be in my opinion as I look here today, the expectation for every quarter or the expectation going forward.

We are going to have quarters like this, but at the same time I think deal flow is robust enough to also have quarters that are greater than this quarter. I'm being a little careful with my words..

That's okay..

It's hard to predict..

I completely understand how difficult that is. I do know that what we are hearing from some others as well is that prepayment activity is actually expected to be, no guarantees, expected to be probably less than it was 2013.

I know 2013 was a fairly high year for you in terms of exits, in fact net growth for the year was just $18 million, so the feel is though that repayment activity probably would be less than it was last year..

Yes. I think so. I mean, I think, there's a couple of things, when you look at last year, we had a couple or several companies where they were actually almost reduce, where there were repayments as well as new investments, so recapitalizations. Those numbers are a little high.

I would say repayments this year, our view is we have a pretty mature portfolio at this point. It will continue to be a part of the business. We do believe it will be less than 2013, very much so, but at the same time we will continue to have repayments every quarter or something close to that I would suggest..

Okay. Well, that's helpful. Thank you..

Absolutely. Good talking to, Vernon..

Thank you. Our next question comes from the line of Chris Kotowski of Oppenheimer. Your line is now open..

I am sorry. My questions were asked and answered. Thank you..

Okay. Thanks, Chris..

And I am showing now further questions at this time. I would now like to turn the call back over to Mr. Ed Ross for any closing remarks..

Thank you, Candice, and thank you everyone for joining us this morning. We look forward to speaking with you on our second quarter call in early August. Have a great day and have a great weekend. Thank you..

Ladies and gentlemen, thank you for participating in today's conference. This does conclude the program and you may all disconnect. Have a great day, everyone..