PHILADELPHIA and NEW YORK,
Dec. 3, 2018 /PRNewswire/
-- FS/KKR Advisor, LLC (FS/KKR), a partnership between FS
Investments and KKR Credit Advisors (US) LLC, today announced that
the shareholders of each of FS Investment Corporation (NYSE: FSIC)
and Corporate Capital Trust, Inc. (NYSE: CCT) have voted to approve
the proposals related to the merger of FSIC and CCT at FSIC's and
CCT's respective annual meetings of shareholders held on
December 3, 2018.
Subject to the satisfaction of certain other closing conditions,
FS/KKR currently expects the merger to close on or around
December 19, 2018. Upon closing of
the merger, FS Investment Corporation will be renamed FS KKR
Capital Corp. On the day following the closing of the merger,
FS KKR Capital Corp. will begin trading on the New York Stock
Exchange under the ticker symbol "FSK."
In addition, on November 29, 2018,
CCT's board of directors declared a conditional special cash
distribution that, subject to the closing of the merger, will be
payable on or about December 27,
2018. The amount of the special cash distribution, which
will be announced following the closing of the merger, will equal
$0.40 per share plus any remaining
estimated undistributed net investment income and net realized
gains of CCT prior to the closing of the merger after giving effect
to the $0.40 per share amount.
Notwithstanding the record date, CCT shareholders must remain
holders until the closing of the merger to retain rights to the
payment of the special cash distribution.
The record date of the special cash distribution will be the
close of business on December 18,
2018 but because CCT's special cash distribution is
conditioned on the closing of the merger, shares of CCT's common
stock will trade with a "due bill". The holder of a share of CCT
common stock that receives shares of FSIC in the merger will also
receive the special cash distribution for that CCT share. A
holder that sells shares of CCT common stock following the record
date will not receive the special cash distribution for the CCT
shares that are sold.
About FSIC
FS Investment Corporation (NYSE: FSIC) is a
publicly traded business development company (BDC) focused on
providing customized credit solutions to private middle market U.S.
companies. FSIC seeks to invest primarily in the senior secured
debt and, to a lesser extent, the subordinated debt of private
middle market companies to achieve the best risk-adjusted returns
for its investors. FSIC is advised by FS/KKR Advisor, LLC. For more
information, please visit www.fsinvestmentcorp.com.
About CCT
Corporate Capital Trust is a BDC that
provides investors an opportunity to access middle market direct
lending investments. CCT is externally managed by FS/KKR Advisor,
LLC, and its investment objective is to provide shareholders with
current income and, to a lesser extent, long-term capital
appreciation. For additional information, please visit
www.corporatecapitaltrust.com.
About FS/KKR Advisor, LLC
FS/KKR Advisor, LLC is a
partnership between FS Investments and KKR Credit that serves as
the investment adviser to six BDCs with approximately $17 billion in assets under management as of
September 30, 2018. The BDCs managed
by FS/KKR include FSIC, FS Investment Corporation II, FS Investment
Corporation III, FS Investment Corporation IV, CCT and Corporate
Capital Trust II.
FS Investments is a leading asset manager dedicated to helping
individuals, financial professionals and institutions design better
portfolios. The firm provides access to alternative sources of
income and growth, and focuses on setting industry standards for
investor protection, education and transparency.
FS Investments is headquartered in Philadelphia, PA with offices in New York, NY, Orlando, FL and Washington, DC. Visit fsinvestments.com to
learn more.
KKR Credit is a subsidiary of KKR & Co. Inc., a leading
global investment firm that manages multiple alternative asset
classes, including private equity, energy, infrastructure, real
estate and credit, with strategic manager partnerships that manage
hedge funds. KKR aims to generate attractive investment returns for
its fund investors by following a patient and disciplined
investment approach, employing world-class people, and driving
growth and value creation with KKR portfolio companies. KKR invests
its own capital alongside the capital it manages for fund investors
and provides financing solutions and investment opportunities
through its capital markets business. References to KKR's
investments may include the activities of its sponsored funds. For
additional information about KKR & Co. Inc. (NYSE: KKR), please
visit KKR's website at www.kkr.com and on Twitter @KKR_Co.
Contact Information:
Institutional Investors (FSIC)
Marc Yaklofsky
marc.yaklofsky@fsinvestments.com
215-309-6763
Financial Advisors and Retail Investors (FSIC /
CCT)
877-628-8575
Institutional Investors (CCT)
Danny McMahon
CCT-IR@kkr.com
Media (FS Investments / FSIC)
Marc Yaklofsky
media@fsinvestments.com
215-495-1174
Media (KKR / CCT)
Kristi Huller or Cara Kleiman Major
media@kkr.com
212-750-8300
Forward-Looking Statements and Important Disclosure
Notice
Statements included herein may constitute
"forward-looking" statements as that term is defined in Section 27A
of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended by the Private
Securities Litigation Reform Act of 1995, including statements with
regard to future events or the future performance or operations of
FSIC and CCT (together, the "Funds"). Words such as "believes,"
"expects," "projects," and "future" or similar expressions are
intended to identify forward-looking statements. These
forward-looking statements are subject to the inherent
uncertainties in predicting future results and conditions. Certain
factors could cause actual results to differ materially from those
projected in these forward-looking statements. Factors that could
cause actual results to differ materially include changes in the
economy, risks associated with possible disruption to a Fund's
operations or the economy generally due to terrorism or natural
disasters, future changes in laws or regulations and conditions in
a Fund's operating area, failure to consummate the business
combination transaction involving the Funds, the price at which
shares of FSIC's and CCT's common stock trade on the New York Stock
Exchange, uncertainties as to the timing of the consummation of the
business combination transaction involving the Funds, unexpected
costs, charges or expenses resulting from the business combination
transaction involving the Funds, and failure to realize the
anticipated benefits of the business combination transaction
involving the Funds. Some of these factors are enumerated in the
filings the Funds made with the Securities and Exchange Commission
(the "SEC"). The inclusion of forward-looking statements should not
be regarded as a representation that any plans, estimates or
expectations will be achieved. Any forward-looking statements speak
only as of the date of this communication. Except as required by
federal securities laws, the Funds undertake no obligation to
update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise. Readers are
cautioned not to place undue reliance on any of these
forward-looking statements.
The due bill obligations referenced above are settled
customarily between the brokers representing the buyers and sellers
of CCT common stock. Neither CCT nor FSIC has any obligations for
either the amount of the due bill or the processing of the due
bill. Buyers and sellers of CCT common stock should consult
their broker before trading in CCT common stock to be sure they
understand the effect of the due- bill procedures.
ADDITIONAL INFORMATION AND WHERE TO FIND IT
This
communication relates to a proposed business combination involving
the Funds. In connection with the proposed business combination,
the Funds have filed relevant materials with the SEC, including a
registration statement on Form N-14, which includes a
prospectus of FSIC (the "Prospectus"). This communication does not
constitute an offer to sell or the solicitation of an offer to buy
any securities or a solicitation of any vote or approval. No offer
of securities shall be made except by means of a prospectus meeting
the requirements of Section 10 of the Securities Act of 1933,
as amended. SHAREHOLDERS OF THE FUNDS ARE URGED TO READ ALL
RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE PROSPECTUS, AS
WELL AS ANY AMENDMENTS OR SUPPLEMENTS THERETO, BECAUSE THEY CONTAIN
IMPORTANT INFORMATION ABOUT FSIC, CCT AND THE BUSINESS COMBINATION
TRANSACTION INVOLVING THE FUNDS. Investors and security holders are
able to obtain the documents filed with the SEC free of charge at
the SEC's website, www.sec.gov, from FSIC's website at
www.fsinvestmentcorp.com and CCT's website at
www.corporatecapitaltrust.com.
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SOURCE FS Investment Corporation
