
Bulldog Investors, holding 3% of Runway Growth Finance, demands a larger buyback as the stock trades at a 55% discount to NAV. The activist may seek board seats if management does not act.
Bulldog Investors, an activist shareholder with a 3% stake in Runway Growth Finance Corp., is calling on the business development company to materially expand its share repurchase program. The firm warned it may nominate directors if management does not act.
Runway Growth shares closed at $5.49 on July 2, a 55% discount to the last reported net asset value of $12.13. The stock has fallen from a five-year peak near $15. Chief executive David Spreng announced a $15 million buyback on May 7, when the stock traded at $6.83. He called the shares “an extremely compelling value” at the time. The decline since then widened the gap between market price and portfolio value.
Bulldog argued that issuing new loans only makes sense if the market prices them near their intrinsic value. With the stock trading at less than half of NAV, the firm said using cash to repurchase shares is a better use of capital. The buybacks would be highly accretive to net asset value, Bulldog said. The firm also wants Runway to reduce debt to keep its leverage ratio from climbing.
If management refuses to expand the buyback, Bulldog said it may seek board seats for directors who would push for a transaction to maximize shareholder value, possibly including winding up the company. That threat follows a pattern common in closed-end fund activism, where discounts to NAV become a catalyst for restructuring. Runway Growth is a business development company, a structure that already limits leverage and requires regular asset valuations.
The shareholder's demand comes as the broader market for small-cap credit funds faces pressure from elevated interest rates and muted deal flow. Runway's portfolio consists largely of secured loans to growth-stage companies, a sector that has seen slower repayment and higher defaults. The discount suggests investors are pricing in further deterioration.
For now, the ball sits with the board. The $15 million buyback program, announced in May, had no expiration or specific pace at the time. Bulldog wants that commitment enlarged and accelerated. The next catalyst could be the company's second-quarter earnings report, due in August, which will show any change in NAV and loan-loss reserves.
In similar situations, activists have succeeded in forcing tender offers or full liquidations. Runway's $473 million market cap and its $15 million buyback authority make the discount reduction a slow process at current volumes. Bulldog's 1.1 million-share position is a small fraction of the 86 million shares outstanding, the firm has a track record of pushing for change at closed-end funds and BDCs. The question is whether management sees the discount as a temporary market inefficiency or a signal to change capital allocation.
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