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
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Date
of Report (Date of earliest event reported)
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March
22, 2010
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FS
Investment Corporation
(Exact
name of Registrant as specified in its charter)
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Maryland
(State
or other jurisdiction
of
incorporation)
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0-53424
(Commission
File
Number)
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26-1630040
(I.R.S.
Employer
Identification
No.)
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Cira
Centre
2929
Arch Street, Suite 675
Philadelphia,
Pennsylvania
(Address
of principal executive offices)
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19104-2867
(Zip
Code)
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Registrant’s
telephone number, including area code
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(215)
495-1150
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None
(Former
name or former address, if changed since last report)
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:
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□
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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□
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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□
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
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□
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
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Item 2.02.
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Results
of Operations and Financial
Condition.
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On March
22, 2010, FS Investment Corporation issued a press release providing an
operational update for its 2009 fiscal year. The Company also provided details
on its quarterly shareholder update conference call. The text of this release is
included as an exhibit to this Form 8-K and is incorporated herein by
reference.
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Item 9.01.
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Financial
Statements and Exhibits
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(a)
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Not
Applicable.
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(b)
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Not
Applicable.
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(c)
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Not
Applicable.
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(d)
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Exhibits.
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EXHIBIT
NUMBER
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DESCRIPTION
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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FS
Investment Corporation
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||||
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Date:
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March
22, 2010
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By:
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/s/
Michael C. Forman
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Michael
C. Forman
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||||
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President
and Chief Executive Officer
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Exhibit 99.1
FOR
IMMEDIATE RELEASE
FS
Investment Corporation Provides Operational Update and Announces Quarterly
Shareholder Conference Call
PHILADELPHIA,
March 22, 2010 – FS Investment Corporation (“FSIC”), a business development
company focused on investing in the debt securities of private U.S. companies,
provides an overview of its operations for the year ended December 31, 2009 and
an update of certain items as of March 1, 2010. FSIC will hold its
quarterly shareholder update conference call at 10:00 AM EDT on March 25, 2010
to discuss these results. Investors can access FSIC’s complete Annual
Report on Form 10-K on the Securities and Exchange Commission’s website at
http://www.sec.gov/edgar.shtml as well as FSIC’s website at
http://www.fsinvestmentcorp.com/new.asp.
Financial
Highlights
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•
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FSIC
raised gross proceeds of $93.5 million through December 31, 2009, and
total gross proceeds since inception of $139.0 million through March 1,
2010.
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•
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During
the year ended December 31, 2009, FSIC’s portfolio
generated:
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•
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Total
net investment income of $2.2 million, or $0.48 per
share.
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•
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Total
gains and appreciation of approximately $9.3 million in 2009, consisting
of net realized gains of $1.0 million and net unrealized appreciation of
$8.3 million.
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•
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A
GAAP total return of 33.33%.
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•
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During
fiscal 2009, FSIC paid out cash distributions to investors totaling $0.75
per share (7.2% annualized yield based on the current $10.40 offering
price).
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•
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FSIC
paid stock distributions to investors aggregating 19.6% in 2009 and 22.6%
from January 1, 2009 through March 1,
2010.
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•
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On
March 10, 2010, Deutsche Bank AG, New York Branch, agreed to provide a
$140,000,000 revolving credit facility to Broad Street Funding LLC, our
wholly owned subsidiary. Broad Street borrows at a floating
rate based on LIBOR, and the facility is secured by a first priority
security interest on substantially all of the assets held by Broad
Street.
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•
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Our
first quarterly tender offer commenced in March 2010 and the repurchase of
a portion of our shares pursuant to the tender offer will occur in
connection with our April 1, 2010
closing.
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•
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Beginning
April 1, 2010, we will begin accepting subscriptions and admitting
stockholders at semi-monthly
closings.
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FSIC’s
Chairman and Chief Executive Officer, Michael C. Forman, commented, “We are
pleased with our performance in our initial year of operations, having generated
significant gains in our portfolio investments and income to our stockholders in
the form of cash distributions. Further, in an economically difficult
environment, we are pleased to report that we have experienced no defaults in
our portfolio and have realized a capital loss on just one position since
commencing operations nearly 15 months ago. This performance
highlights the importance we place on preserving our investors’
capital. Further, I am pleased to announce that no portion of our
distributions for Fiscal Year 2009 represented a return of
capital. This is consistent with our firm-wide focus on best
practices and transparency, and we remain committed to ensuring that none of our
distributions represent a return of capital.”
“We have
set out to a positive start with our performance in 2009. Looking
forward, we feel that our predominately variable-rate portfolio is well
positioned to perform in a period of rising interest rates. Further,
the flexibility of the business development company structure permits us to
selectively invest outside of our core asset class in unsecured debt, and also
in certain less-liquid loans which are not available to many other market
participants. This flexibility allows us to adapt our strategy to
changing market conditions. Our primary focus has been and will
continue to be seeking attractive risk-adjusted
returns.”
“Finally,
we would like to thank our shareholders and their financial advisors for
investing with us. You should know that your trust and support is
deeply appreciated. We have high expectations for the remainder of
2010, both organizationally and from an investment perspective, and we look
forward to continuing to deliver strong results for our investors in the months
and years ahead.”
“Please
join me and our team Thursday, March 25 at 10:00 AM EDT as we discuss our 2009
performance as well as our outlook for 2010.”
Investor
Update Call
FS
Investment Corporation will hold its fourth quarter investor update call on
Thursday, March 25, 2010, at 10:00 AM EDT. In order to participate,
please dial (888) 669-0687 at least 10 minutes
prior to the beginning of the conference call and enter 2016040475 as your
passcode. A live webcast will be available, as well as a subsequent archive of
the call for replay. Links for these can be found under the “Investor Relations”
section of the FS Investment Corporation website
(http://www.fsinvestmentcorp.com), and will be available for a period of 30 days
following the call.
Forward-Looking
Statements
This
press release may contain certain forward-looking statements, including
statements with regard to the future performance of FS Investment Corporation.
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, and some of these factors are enumerated in the filings FS
Investment Corporation makes with the Securities and Exchange Commission. FS
Investment Corporation undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise.
About
FS Investment Corporation
FSIC, an
investment fund sponsored by Franklin Square Capital Partners, is a publicly
registered, non-traded business development company (“BDC”). A BDC,
such as FSIC, is a type of investment fund that enables investors, including
non-accredited investors (subject to certain state-specific suitability
standards), to access the private debt asset class. FSIC focuses on investing in
the debt securities of private companies throughout the United States, with the
investment objectives of generating current income and, to a lesser extent,
long-term capital appreciation for its investors. FSIC is managed by FB Income
Advisor, LLC and is sub-advised by GSO / Blackstone Debt Funds Management LLC,
an affiliate of GSO Capital Partners LP (“GSO”). GSO, with over $24 billion in
assets under management, is the global credit platform of The Blackstone Group
L.P. For more information, please visit www.fsinvestmentcorp.com.
About
Franklin Square Capital Partners
Franklin
Square Capital Partners is a national distributor and sponsor of alternative
investment products structured for the mainstream investor. Founded
in 2007 by an experienced group of alternative investment industry
professionals, Franklin Square’s goal is to bring the benefits of an
institutional-class investment portfolio to investors through exposure to
innovative alternative investment products managed by what it deems to be
best-in-class alternative asset managers. Franklin Square believes
that institutional investment portfolios, with their access to the strong return
potential and diversifying power of alternative assets, are better-suited to
manage risk and generate above-market returns than their traditional
counterparts. Franklin Square distributes its sponsored financial
products to the broker-dealer community through its affiliated Orlando, FL-based
wholesaling broker-dealer, FS2
Capital Partners. For more information, please visit
www.franklinsquare.com.