PHILADELPHIA and NEW YORK, Nov. 20,
2019 /PRNewswire/ -- FS KKR Capital Corp. (NYSE: FSK) today
announced that its previously announced cash tender offer (the
"Tender Offer") for any and all of its outstanding 4.250% Notes due
2020 (the "2020 Notes") expired at 5:00
p.m., New York City time,
on November 19, 2019. As of the
expiration of the Tender Offer, approximately $214 million or 52.9% of the $405 million outstanding aggregate principal
amount of the 2020 Notes had been validly tendered and not validly
withdrawn. No 2020 Notes were tendered pursuant to the guaranteed
delivery procedures described in the Offer to Purchase dated
November 13, 2019 (the "Offer to
Purchase"). Payment for the 2020 Notes validly tendered and
accepted for purchase was made on November
20, 2019.
Holders that validly tendered their 2020 Notes at or prior to
the expiration of the Tender Offer and did not validly withdraw
their 2020 Notes will receive the Tender Offer consideration of
$1,001.50 for each $1,000 principal amount of 2020 Notes tendered
and accepted for payment, plus accrued and unpaid interest from the
July 15, 2019 interest payment date
to, but not including, November 20,
2019 (the "Settlement Date").
The Tender Offer was made pursuant to the terms and subject to
the conditions set forth in the Offer to Purchase and the related
notice of guaranteed delivery.
On November 13, 2019, FSK issued a
notice of redemption providing for the redemption of the 2020 Notes
in full on December 16, 2019 for 100%
of the aggregate principal amount of the 2020 Notes, plus the
accrued and unpaid interest to the Redemption Date (the
"Redemption"). All of the 2020 Notes not purchased in the Tender
Offer will be redeemed in connection with the Redemption. The
redemption date for the 2020 Notes will be December 16, 2019 (the "Redemption Date"). The
redemption price for the 2020 Notes will be 100% of the aggregate
principal amount of the 2020 Notes, plus the accrued and unpaid
interest through, but excluding, the Redemption Date.
FSK used approximately $218
million of the net proceeds from its previously announced
offering (the "Offering") of $425
million aggregate principal amount of 4.125% notes due 2025
(the "New Notes") to purchase the 2020 Notes tendered pursuant to
the Tender Offer on November 20,
2019, and will use a portion of the remaining net proceeds
from the Offering to fund the Redemption, including the payment of
all accrued interest and costs and expenses in connection with the
Redemption. The remainder of the net proceeds from the Offering
will be used to repay outstanding indebtedness under FSK's
financing arrangements.
J.P. Morgan Securities LLC acted as Dealer Manager for the
Tender Offer. This press release is neither an offer to purchase
nor a solicitation of an offer to sell any of the 2020 Notes, or an
offer to sell or a solicitation of an offer to purchase the New
Notes pursuant to the Offering nor is it a solicitation for
acceptance of the Tender Offer, nor shall it constitute a notice of
redemption under the indenture governing the 2020 Notes.
About FS KKR Capital Corp.
FSK is a publicly traded
business development company (BDC) focused on providing customized
credit solutions to private middle market U.S. companies. FSK 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. FSK is
advised by FS/KKR Advisor, LLC.
About FS/KKR Advisor, LLC
FS/KKR Advisor, LLC
(FS/KKR) is a partnership between FS Investments and KKR Credit
that serves as the investment adviser to BDCs with approximately
$17 billion in assets under
management as of June 30, 2019. The BDCs managed by FS/KKR
include FSK, FS Investment Corporation II, FS Investment
Corporation III, FS Investment Corporation IV 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.
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.
Forward-Looking Statements and Important Disclosure
Notice
This announcement may contain certain
forward-looking statements, including statements with regard to
future events or the future performance or operations of FSK. 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 FSK's
operations or the economy generally due to terrorism or natural
disasters, future changes in laws or regulations and conditions in
FSK's operating area, and the price at which shares of FSK's common
stock trade on the New York Stock Exchange. Some of these factors
are enumerated in the filings FSK makes with the SEC. FSK
undertakes no obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise.
Contact Information:
Investor Relations Contact
Robert Paun
Robert.Paun@fsinvestments.com
Media Contact
Mollie Applegate
Media@fsinvestments.com
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SOURCE FS/KKR Advisor, LLC