PHILADELPHIA, April 1, 2014 /PRNewswire/ -- FS Investment
Corporation ("FSIC") today announced that it currently expects to
list its common stock on the New York Stock Exchange under the
trading symbol "FSIC" on Wednesday, April
16, 2014.
FSIC is a business development company ("BDC") that invests
primarily in the floating rate, senior secured debt of private U.S.
companies. The $4.5 billion fund is
managed by Franklin Square Capital Partners and sub-advised by an
affiliate of GSO Capital Partners, the credit platform of
Blackstone. Together, Franklin
Square and GSO / Blackstone are the world's largest manager
of BDC assets, with over $10 billion
across their four BDC funds.
Effective April 1, 2014, FSIC will
increase its monthly cash distribution amount from $0.0720 per share to $0.07425 per share, which serves to raise its
annualized distribution rate from 8.41% to 8.68% based on its last
publicly reported net asset value per share of $10.27 as of February 28,
2014.
The company's board of directors also intends to declare two
special cash distributions of $0.10
per share, one to be paid on August 15,
2014 to stockholders of record as of July 31, 2014, and a second on November 14, 2014 to stockholders of record as of
October 31, 2014.
"We are proud FSIC has generated a 16% annualized return since
inception," said FSIC Chairman and CEO, Michael C. Forman. "These distributions should
build on this record and enhance shareholder value."
FSIC also reported that GSO Capital Partners is considering the
purchase of up to $50 million in
shares of FSIC following the listing and completion of the tender
offer proposed by FSIC. FSIC previously announced that Franklin Square and members of FSIC and
Franklin Square management are
considering the purchase of up to $100
million and $25 million,
respectively, of FSIC's shares following the listing and completion
of the tender offer.
FSIC has named J.P. Morgan Securities LLC, Wells Fargo
Securities, LLC, and BofA Merrill Lynch as co-advisors of the
listing. Wells Fargo will serve as
sole dealer manager for the tender offer.
About FS Investment Corporation
FSIC, an investment fund sponsored by Franklin Square Capital
Partners ("Franklin Square"), is a
publicly registered BDC. A BDC such as FSIC is a type of investment
fund that enables investors to access investments in private U.S.
companies. FSIC focuses primarily on investing in the floating rate
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, an affiliate of Franklin Square, and is
sub-advised by GSO / Blackstone Debt Funds Management LLC, an
affiliate of GSO Capital Partners LP ("GSO"). GSO, with
approximately $65 billion in assets
under management as of December 31,
2013, is the credit platform of Blackstone. For more
information, please visit www.fsinvestmentcorp.com.
About Franklin Square Capital Partners
Franklin Square is a leading
manager of alternative investment funds designed to enhance
investors' portfolios by providing access to asset classes,
strategies and asset managers that typically have been available to
only the largest institutional investors. The firm's funds offer
"endowment-style" investment strategies that help construct
diversified portfolios and manage risk. Franklin Square strives not only to maximize
investment returns but also to set the industry standard for best
practices by focusing on transparency, investor protection and
education for investment professionals and their clients.
Founded in Philadelphia in
2007, Franklin Square quickly established itself as a leader in the
world of alternative investments by introducing innovative
credit-based income funds, including the industry's first
non-traded BDC. The firm currently manages five funds with over
$10.3 billion in assets as of
December 31, 2013.
For more information, please visit
www.franklinsquare.com.
About Blackstone and GSO Capital Partners
Blackstone is one of the world's leading investment and advisory
firms. Blackstone seeks to create positive economic impact and
long-term value for its investors, the companies it invests in, the
companies it advises and the broader global economy. The firm does
this through the commitment of its extraordinary people and
flexible capital. GSO is the global credit platform of Blackstone.
GSO, together with its affiliates, has approximately $65 billion of assets currently under management
and is one of the largest credit-focused alternative managers in
the world and a major participant in the leveraged finance
marketplace. GSO seeks to generate superior risk-adjusted returns
in its credit business by investing in a broad array of strategies
including mezzanine, distressed investing leveraged loans and other
special situation strategies. Blackstone's alternative asset
management businesses include investment vehicles focused on
private equity, hedge fund solutions, secondary funds, and multi
asset class exposures falling outside of other funds' mandates.
Blackstone also provides various financial advisory services,
including mergers and acquisitions advisory, restructuring and
reorganization advisory and fund placement services. Further
information is available at www.blackstone.com.
Certain Information about Distributions
The determination of the tax attributes of FSIC's distributions
is made annually as of the end of its fiscal year based upon its
taxable income and distributions paid, in each case, for the full
year. Therefore, a determination as to the tax attributes of the
distributions made on a quarterly basis may not be representative
of the actual tax attributes for a full year. FSIC intends to
update stockholders quarterly with an estimated percentage of its
distributions that resulted from taxable ordinary income. The
actual tax characteristics of distributions to stockholders will be
reported to stockholders annually on Form 1099-DIV.
The payment of future distributions on FSIC's shares of common
stock is subject to the discretion of its board of directors and
applicable legal restrictions, and therefore, there can be no
assurance as to the amount or timing of any such future
distributions.
FSIC may fund its cash distributions to stockholders from any
sources of funds available to it, including expense reimbursements
from Franklin Square, as well as
offering proceeds, borrowings, net investment income from
operations, capital gains proceeds from the sale of assets,
non-capital gains proceeds from the sale of assets and dividends or
other distributions paid to it on account of preferred and common
equity investments in portfolio companies. FSIC has not established
limits on the amount of funds it may use from available sources to
make distributions. There can be no assurance that FSIC will be
able to pay distributions at a specific rate or at all.
The payment of any special cash distribution is subject to
applicable legal restrictions and the sole discretion of FSIC's
board of directors, and therefore, there can be no assurance as to
the amount or timing of any such future distribution. The special
cash distributions described herein are contingent upon the
completion of FSIC's listing.
Forward-Looking Statements
This press release may contain certain forward-looking
statements, including statements with regard to future events or
the future performance or operation of FSIC. 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 in FSIC's
operations or the economy generally due to terrorism or natural
disasters, future changes in laws or regulations and conditions in
FSIC's operating area, the ability of FSIC to complete the listing
of its shares of common stock on the New York Stock Exchange LLC
("NYSE"), the ability to complete the tender offer, the price at
which shares of common stock may trade on the NYSE, which may be
higher or lower than the purchase price in the tender offer, and
some of these factors are enumerated in the filings FSIC makes with
the Securities and Exchange Commission ("SEC"). FSIC undertakes no
obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise.
Other Information
There can be no assurance that Franklin Square, any members of FSIC's or
Franklin Square's management or GSO
or any their respective affiliates will purchase any shares of
FSIC's common stock, and any such purchases will be subject
to restrictions under applicable law. Franklin Square
Holdings, members of Franklin Square Holdings' and FSIC's
management, and GSO and its affiliates do not intend to participate
in the proposed tender offer.
This press release is for informational purposes only and is
not an offer to buy or the solicitation of an offer to sell any
securities of the Company. The tender offer will be made only
pursuant to an offer to purchase, letter of transmittal and related
materials (the "Tender Materials") that the Company intends to
distribute to its stockholders and file with the SEC upon the
commencement of the tender offer. The full details of the tender
offer, including complete instructions on how to tender Shares,
will be included in the Tender Materials. Stockholders are urged to
carefully read the Tender Materials when they become available
because they will contain important information, including the
terms and conditions of the tender offer. Stockholders may obtain
free copies of the Tender Materials that the Company files with the
SEC at the SEC's website at: www.sec.gov or by calling the
information agent who will be identified in the Tender Materials.
In addition, stockholders may obtain free copies of the Company's
filings with the SEC from the Company's website at:
www.fsinvestmentcorp.com or by contacting the Company
at Cira Centre, 2929 Arch Street, Suite 675, Philadelphia, PA 19104 or by phone (877)
628-8575.
CONTACT:
Franklin Square Media Team
215-495-1174
media@franklinsquare.com
SOURCE FS Investment Corporation