| ● | Net assets of $84.3 million, or $9.29 per share, as of Nov. 30, 2009 |
| ● | Total assets of $89.5 million as of Nov. 30, 2009 |
| ● | Distributable cash flow (DCF) of $5.9 million for the fiscal year ended Nov. 30, 2009 |
| ● | First quarter distribution of $0.13 per share to be paid Mar. 1, 2010 |
| ● | Mowood, LLC (Mowood) closes on sale of its subsidiary Timberline Energy, LLC (Timberline) on Feb. 9, 2010 |
Performance Review
On Feb. 9, 2010, the company announced a first quarter 2010 distribution of $0.13 per common share to be paid on Mar. 1, 2010, the same amount paid in the preceding quarter. The company determines the amount of distributions paid to stockholders based on distributable cash flow (DCF) which is distributions received from investments less total expenses. There were no distribution increases or decreases from portfolio companies for the first quarter 2010.
Leverage
On Aug. 20, 2009, the company entered into a six-month extension of its amended credit facility through Feb. 20, 2010. The balance outstanding on the credit facility at Nov. 30, 2009 was $4.6 million. On Feb. 10, 2010, the company fully repaid the outstanding balance on its credit facility utilizing distribution proceeds it received from Mowood's sale of Timberline.
Net Asset Value
At Nov. 30, 2009, the company's net asset value was $9.29 per share compared to $8.76 per share at Aug. 31, 2009 and $9.96 per share at Nov. 30, 2008. The increase in net asset value in the fourth quarter was primarily related to an overall increase in the fair value of the private investments. The year-over-year decrease in net asset value was primarily the result of significant deleveraging to pay down the credit facility, as well as the decline of values in the broader market during the first part of 2009.
Portfolio Review
As of Nov. 30, 2009, the fair value of the company's investment portfolio (excluding short-term investments) totaled $82.5 million, including equity investments of $73.7 million and debt investments of $8.8 million. The portfolio consists of 61 percent midstream and downstream investments, 7 percent upstream investments, and 32 percent in aggregates and coal. The weighted average yield-to-cost on the investment portfolio (excluding short-term investments) as of Nov. 30, 2009 was 6.9 percent.
On Feb. 9, 2010, Mowood closed the sale of its wholly owned subsidiary, Timberline, to Landfill Energy Systems, LLC. Timberline is an owner and developer of projects that convert landfill gas to energy. Mowood will continue its ownership and operation of Omega Pipeline Company, LLC (Omega), a local distribution company which serves the natural gas and propane needs of Fort Leonard Wood and other customers in south central Missouri. The company received a partial distribution of proceeds in the amount of $3.8 million (out of an expected total of approximately $9.0 million), which it used to pay off the outstanding balance on its credit facility. The company intends to invest the remaining $5.2 million of the expected initial proceeds according to stated investment policies, which may include a potential investment in Omega to facilitate growth and investments in publicly-traded securities. Over the next two years, the company could receive additional proceeds of up to $2.4 million, based on contingent and escrow terms. The company expects the immediate impact of the transaction to be neutral to its distributable cash flow.
On Feb. 8, 2010, Quest Resource Corporation (NASDAQ: QRCP) and Quest Energy Partners, L.P. (NASDAQ: QELP) announced the Securities and Exchange Commission (SEC) declared the Registration Statement of PostRock Energy Corporation on Form S-4 effective. The Form S-4 registers with the SEC PostRock's common stock to be issued in connection with the pending merger of QRCP, QELP, and Quest Midstream Partners, L.P into PostRock, a new, publicly-traded corporation that would wholly own all three entities. Shareholders of record as of Feb. 1, 2010 of QRCP and QELP will be entitled to vote upon the merger at shareholder meetings scheduled for Mar. 5, 2010.
In Oct. 2009, Abraxas Energy Partners LP merged with its affiliate, Abraxas Petroleum Corporation (NASDAQ: AXAS). In connection with the merger, the holders of common units of Abraxas exchanged their units into publicly-traded shares of AXAS. The company received 1,946,376 shares of AXAS. These shares are subject to a staggered lock-up period which expires in February 2012.
On Dec. 31, 2009, the company received its expected cash distribution from Lonestar Midstream Partners, LP of approximately $804,000.
Earnings Call
The company will host a conference call at 4 p.m. CDT on Tuesday, Feb. 16, 2010 to discuss its financial results for the fiscal year ended Nov. 30, 2009. Please dial-in approximately five to 10 minutes prior to the scheduled start time.
U.S./Canada: (866) 225-8754
International: (480) 629-9692
The call will also be webcast in a listen-only format. A link to the webcast will be accessible at www.tortoiseadvisors.com.
A replay of the call will be available beginning at 6:00 p.m. CDT on Feb. 16, 2010 and continuing until 11:59 p.m. CDT Feb. 23, 2010, by dialing (800) 406-7325 (U.S./Canada). The replay access code is 4187167#. A replay of the webcast will also be available on the company's Web site at www.tortoiseadvisors.com through Feb. 16, 2011.
About Tortoise Capital Resources Corp.
Tortoise Capital Resources invests primarily in privately-held and micro-cap public companies operating in the midstream and downstream segments, and to a lesser extent the upstream and coal/aggregate segments, of the U.S. energy infrastructure sector.
About Tortoise Capital Advisors
Tortoise is an investment manager specializing in listed energy infrastructure, such as pipeline and power companies. As of Jan. 31, 2010, the adviser had approximately $3.0 billion of assets under management in five NYSE-listed investment companies and private accounts. For more information, visit our Web site at www.tortoiseadvisors.com.
Safe Harbor Statement
This press release shall not constitute an offer to sell or a solicitation to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer or solicitation or sale would be unlawful prior to registration or qualification under the laws of such state or jurisdiction.
Forward-Looking Statement
This press release contains certain statements that may include "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical fact, included herein are "forward-looking statements." Although the company and Tortoise Capital Advisors believe that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the company's reports that are filed with the Securities and Exchange Commission. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Other than as required by law, the company and Tortoise Capital Advisors do not assume a duty to update this forward-looking statement. Any distribution paid in the future to our stockholders will depend on the actual performance of the company's investments, its costs of leverage and other operating expenses and will be subject to the approval of the company's Board and compliance with asset coverage requirements of the Investment Company Act of 1940 and the leverage covenants.
Contact information:
Tortoise Capital Advisors, LLC
Pam Kearney, Investor Relations, (866) 362-9331, pkearney@tortoiseadvisors.com
| Tortoise Capital Resources Corporation | | | | | | |
| STATEMENTS OF ASSETS & LIABILITIES | | | | | | |
| | | | | | | |
| | | | | | | |
| | | November 30, 2009 | | | November 30, 2008 | |
| | | | | | | |
| Assets | | | | | | |
| Investments at fair value, control (cost $28,180,070 and $30,418,802, respectively) | | $ | 33,458,046 | | | $ | 30,213,280 | |
| Investments at fair value, affiliated (cost $52,676,299 and $56,662,500, respectively) | | | 41,658,847 | | | | 48,016,925 | |
| Investments at fair value, non-affiliated (cost $9,568,566 and $49,760,304, respectively) | | | 8,865,047 | | | | 27,921,025 | |
| Total investments (cost $90,424,935 and $136,841,606, respectively) | | | 83,981,940 | | | | 106,151,230 | |
| Income tax receivable | | | - | | | | 212,054 | |
| Receivable for Adviser expense reimbursement | | | 49,843 | | | | 88,925 | |
| Interest receivable from control investments | | | - | | | | 76,609 | |
| Dividends receivable | | | 87 | | | | 696 | |
| Deferred tax asset, net | | | 5,429,391 | | | | 5,683,747 | |
| Prepaid expenses and other assets | | | 16,792 | | | | 107,796 | |
| Total assets | | | 89,478,053 | | | | 112,321,057 | |
| | | | | | | | | |
| Liabilities | | | | | | | | |
| Base management fees payable to Adviser | | | 299,060 | | | | 533,552 | |
| Accrued expenses and other liabilities | | | 282,408 | | | | 362,205 | |
| Short-term borrowings | | | 4,600,000 | | | | 22,200,000 | |
| Total liabilities | | | 5,181,468 | | | | 23,095,757 | |
| Net assets applicable to common stockholders | | $ | 84,296,585 | | | $ | 89,225,300 | |
| | | | | | | | | |
| Net Assets Applicable to Common Stockholders Consist of: | | | | | | | | |
| Warrants, no par value; 945,594 issued and outstanding | | | | | | | | |
| at November 30, 2009 and November 30, 2008 | | | | | | | | |
| (5,000,000 authorized) | | $ | 1,370,700 | | | $ | 1,370,700 | |
| Capital stock, $0.001 par value; 9,078,090 shares issued and | | | | | | | | |
| outstanding at November 30, 2009 and 8,962,147 issued and outstanding at | | | | | |
| November 30, 2008 (100,000,000 shares authorized) | | | 9,078 | | | | 8,962 | |
| Additional paid-in capital | | | 101,929,307 | | | | 106,869,132 | |
| Accumulated net investment loss, net of income taxes | | | (3,304,416 | ) | | | (2,544,267 | ) |
| Accumulated realized gain (loss), net of income taxes | | | (14,041,614 | ) | | | 6,364,262 | |
| Net unrealized depreciation of investments, net of income taxes | | | (1,666,470 | ) | | | (22,843,489 | ) |
| Net assets applicable to common stockholders | | $ | 84,296,585 | | | $ | 89,225,300 | |
| | | | | | | | | |
| Net Asset Value per common share outstanding (net assets applicable | | | | | |
| to common stock, divided by common shares outstanding) | | $ | 9.29 | | | $ | 9.96 | |
| | | Year Ended | | | Year Ended | | | Year Ended | |
| Distributable Cash Flow | | November 30, 2009 | | | November 30, 2008 | | | November 30, 2007 | |
| | | | | | | | | | |
| Total from Investments | | | | | | | | | |
| Distributions from investments | | $ | 7,724,577 | | | $ | 9,688,521 | | | $ | 6,520,432 | |
Distributions paid in stock (1) | | | - | | | | 2,186,767 | | | | 295,120 | |
| Interest income from investments | | | 807,848 | | | | 1,103,059 | | | | 921,978 | |
| Dividends from money market mutual funds | | | 1,986 | | | | 18,205 | | | | 624,385 | |
| Other income | | | 61,514 | | | | 28,987 | | | | - | |
| Total from Investments | | | 8,595,925 | | | | 13,025,539 | | | | 8,361,915 | |
| | | | | | | | | | | | | |
| Operating Expenses Before Leverage Costs | | | | | | | | | | | | |
| Advisory fees (net of expense reimbursement by Adviser) | | | 1,126,327 | | | | 1,928,109 | | | | 1,831,878 | |
| Other operating expenses (excluding capital gain incentive fees) | | | 911,779 | | | | 1,037,624 | | | | 1,094,677 | |
| Total Operating Expenses, before Leverage Costs | | | 2,038,106 | | | | 2,965,733 | | | | 2,926,555 | |
| Distributable cash flow before leverage costs | | | 6,557,819 | | | | 10,059,806 | | | | 5,435,360 | |
| Leverage costs | | | 627,707 | | | | 1,650,926 | | | | 1,076,171 | |
| Distributable Cash Flow | | $ | 5,930,112 | | | $ | 8,408,880 | | | $ | 4,359,189 | |
| | | | | | | | | | | | | |
| Distributions paid on common stock | | $ | 5,582,473 | | | $ | 9,265,351 | | | $ | 5,349,244 | |
| | | | | | | | | | | | | |
Payout percentage for period (2) | | | 94 | % | | | 110 | % | | | 123 | % |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| DCF/GAAP Reconciliation | | | | | | | | | | | | |
| Distributable Cash Flow | | $ | 5,930,112 | | | $ | 8,408,880 | | | $ | 4,359,189 | |
| Adjustments to reconcile to Net Investment Loss, before Income Taxes: | | | | | | | | | | | | |
| Distributions paid in stock | | | - | | | | (2,186,767 | ) | | | (295,120 | ) |
| Return of capital on distributions received from equity investments | | | (6,791,394 | ) | | | (7,894,819 | ) | | | (5,031,851 | ) |
| Capital gain incentive fees | | | - | | | | 307,611 | | | | (307,611 | ) |
| Loss on redemption of preferred stock | | | - | | | | - | | | | (731,713 | ) |
| Net Investment Loss, before Income Taxes | | $ | (861,282 | ) | | $ | (1,365,095 | ) | | $ | (2,007,106 | ) |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| (1) Distributions paid in stock for the year ended November 30, 2008 include paid-in-kind distributions from Lonestar Midstream, LP, | | | | | |
| High Sierra Energy, LP and High Sierra Energy GP, LLC. Distributions paid in stock for the year ended November 30, 2007 include paid-in-kind | |
| distributions from Lonestar Midstream, LP. | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| (2) Distributions paid as a percentage of Distributable Cash Flow. | | | | | | | | | | | | |
| Tortoise Capital Resources Corporation | | | | | | | | | |
| STATEMENTS OF OPERATIONS | | | | | | | | | |
| | | | | | | | | | |
| | | Year Ended November 30, 2009 | | | Year Ended November 30, 2008 | | | Year Ended November 30, 2007 | |
| Investment Income | | | | | | | | | |
| Distributions from investments | | | | | | | | | |
| Control investments | | $ | 2,270,189 | | | $ | 1,576,716 | | | $ | 389,720 | |
| Affiliated investments | | | 3,379,159 | | | | 4,699,082 | | | | 4,245,481 | |
| Non-affiliated investments | | | 2,075,229 | | | | 3,412,723 | | | | 1,885,231 | |
| Total distributions from investments | | | 7,724,577 | | | | 9,688,521 | | | | 6,520,432 | |
| Less return of capital on distributions | | | (6,791,394 | ) | | | (7,894,819 | ) | | | (5,031,851 | ) |
| Net distributions from investments | | | 933,183 | | | | 1,793,702 | | | | 1,488,581 | |
| Interest income from control investments | | | 807,848 | | | | 1,103,059 | | | | 921,978 | |
| Dividends from money market mutual funds | | | 1,986 | | | | 18,205 | | | | 624,385 | |
| Fee income | | | 61,514 | | | | - | | | | - | |
| Other income | | | - | | | | 28,987 | | | | - | |
| Total Investment Income | | | 1,804,531 | | | | 2,943,953 | | | | 3,034,944 | |
| | | | | | | | | | | | | |
| Operating Expenses | | | | | | | | | | | | |
| Base management fees | | | 1,351,593 | | | | 2,313,731 | | | | 1,926,059 | |
| Capital gain incentive fees (Note 4) | | | - | | | | (307,611 | ) | | | 307,611 | |
| Professional fees | | | 553,856 | | | | 642,615 | | | | 727,055 | |
| Administrator fees | | | 63,074 | | | | 107,325 | | | | 81,002 | |
| Directors' fees | | | 90,257 | | | | 86,406 | | | | 84,609 | |
| Reports to stockholders | | | 61,130 | | | | 58,943 | | | | 53,610 | |
| Fund accounting fees | | | 31,968 | | | | 34,546 | | | | 32,183 | |
| Registration fees | | | 31,306 | | | | 29,668 | | | | 40,660 | |
| Custodian fees and expenses | | | 16,928 | | | | 17,426 | | | | 10,174 | |
| Stock transfer agent fees | | | 13,506 | | | | 13,538 | | | | 13,600 | |
| Other expenses | | | 49,754 | | | | 47,157 | | | | 51,784 | |
| Total Operating Expenses | | | 2,263,372 | | | | 3,043,744 | | | | 3,328,347 | |
| Interest expense | | | 627,707 | | | | 1,650,926 | | | | 847,421 | |
| Loss on redemption of preferred stock | | | - | | | | - | | | | 228,750 | |
| Preferred stock distributions | | | - | | | | - | | | | 731,713 | |
| Total Interest Expense, Loss on Redemption of Preferred Stock | | | | | | | | | |
| and Preferred Stock Distributions | | | 627,707 | | | | 1,650,926 | | | | 1,807,884 | |
| Total Expenses | | | 2,891,079 | | | | 4,694,670 | | | | 5,136,231 | |
| Less expense reimbursement by Adviser | | | (225,266 | ) | | | (385,622 | ) | | | (94,181 | ) |
| Net Expenses | | | 2,665,813 | | | | 4,309,048 | | | | 5,042,050 | |
| Net Investment Loss, before Income Taxes | | | (861,282 | ) | | | (1,365,095 | ) | | | (2,007,106 | ) |
Current tax benefit (expense) | | | - | | | | (6,881 | ) | | | 261,667 | |
Deferred tax benefit | | | 101,133 | | | | 393,483 | | | | 179,665 | |
| Income tax benefit , net | | | 101,133 | | | | 386,602 | | | | 441,332 | |
| Net Investment Loss | | | (760,149 | ) | | | (978,493 | ) | | | (1,565,774 | ) |
| | | | | | | | | | | | | |
| Realized and Unrealized Gain (Loss) on Investments | | | | | | | | | | | | |
| Net realized gain (loss) on investments, before income taxes | | | (23,120,748 | ) | | | 8,716,197 | | | | 260,290 | |
| Deferred tax benefit (expense) | | | 2,714,872 | | | | (2,512,409 | ) | | | (98,910 | ) |
| Net realized gain (loss) on investments | | | (20,405,876 | ) | | | 6,203,788 | | | | 161,380 | |
| Net unrealized appreciation (depreciation) of control investments | | | 5,483,497 | | | | (2,976,609 | ) | | | 2,771,088 | |
| Net unrealized appreciation (depreciation) of affiliated investments | | | (2,371,877 | ) | | | (11,145,652 | ) | | | 2,262,736 | |
| Net unrealized appreciation (depreciation) of non-affiliated investments | | | 21,135,760 | | | | (27,458,859 | ) | | | 5,528,064 | |
| Net unrealized appreciation (depreciation), before income taxes | | | 24,247,380 | | | | (41,581,120 | ) | | | 10,561,888 | |
| Deferred tax benefit (expense) | | | (3,070,361 | ) | | | 11,985,592 | | | | (4,013,518 | ) |
| Net unrealized appreciation (depreciation) of investments | | | 21,177,019 | | | | (29,595,528 | ) | | | 6,548,370 | |
| Net Realized and Unrealized Gain (Loss) on Investments | | | 771,143 | | | | (23,391,740 | ) | | | 6,709,750 | |
| | | | | | | | | | | | | |
| Net Increase (Decrease) in Net Assets Applicable to Common Stockholders | | | | | | | | | |
| Resulting from Operations | | $ | 10,994 | | | $ | (24,370,233 | ) | | $ | 5,143,976 | |
| | | | | | | | | | | | | |
| Net Increase (Decrease) in Net Assets Applicable to Common Stockholders | | | | | | | | | |
| Resulting from Operations Per Common Share: | | | | | | | | | | | | |
| Basic and Diluted | | $ | 0.00 | (1) | | $ | (2.74 | ) | | $ | 0.66 | |
| | | | | | | | | | | | | |
| Weighted Average Shares of Common Stock Outstanding: | | | | | | | | | | | | |
| Basic and Diluted | | | 8,997,145 | | | | 8,887,085 | | | | 7,751,591 | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
(1) Less than $0.01 per share. | | | | | | | | | | | | |
| | | | | | | | | | | | | |
