OFS Capital Corp - FORM 8-K - February 10, 2021

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EX-99.2 - EX-99.2 - OFS Capital Corpofsccnoteredemptionex99221.htm
EX-99.1 - EX-99.1 - OFS Capital Corpofsccnoteredemptionex99121.htm

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
 
Date of Report (Date of earliest event reported): February 10, 2021 (February 10, 2021)
OFS Capital Corporation
(Exact name of Registrant as specified in its charter)
Delaware814-0081346-1339639
(State or other jurisdiction
of incorporation)		(Commission
File Number)		(I.R.S. Employer
Identification No.)
10 S. Wacker Drive, Suite 2500
Chicago, Illinois		60606
(Address of principal executive offices)(Zip Code)
 
Registrant’s telephone number, including area code: (847) 734-2000
 
Not applicable
(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 (see General Instruction A.2. below):

 
 ¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 ¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 ¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 ¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act: 

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par value per shareOFSThe Nasdaq Global Select Market
6.25% Notes due 2023OFSSGThe Nasdaq Global Select Market
6.375% Notes due 2025OFSSLThe Nasdaq Global Select Market
6.50% Notes due 2025OFSSZThe Nasdaq Global Select Market
5.95% Notes due 2026OFSSIThe Nasdaq Global Select Market


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company     ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ¨



Item 8.01.Other Events.

Redemption of 6.375% Notes due 2025

On February 10, 2021, OFS Capital Corporation (the “Company”) caused notices to be issued to the holders of its 6.375% Notes due 2025 (CUSIP No. 67103B 308; NASDAQ: OFSSL) (the “6.375% Notes”) regarding the Company’s exercise of its option to redeem all of the issued and outstanding 6.375% Notes, pursuant to Section 1101 of the Indenture dated as of April 16, 2018, between the Company and U.S. Bank National Association, as trustee, and Section 1.01(h) of the First Supplemental Indenture dated as of April 16, 2018. The Company will redeem all $50,000,000 in aggregate principal amount of the 6.375% Notes on March 12, 2021 (the “Redemption Date”). The 6.375% Notes will be redeemed at 100% of their principal amount ($25 per Note), plus the accrued and unpaid interest thereon from January 31, 2021, through, but excluding, the Redemption Date. The aggregate amount of accrued interest to be paid will be approximately $363,021 (or approximately $0.18151 on each $25 principal amount of the Notes). A copy of the notice of redemption is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

Redemption of 6.50% Notes due 2025

On February 10, 2021, the Company caused notices to be issued to the holders of its 6.50% Notes due 2025 (CUSIP No. 67103B 407; NASDAQ: OFSSZ) (the “6.50% Notes”) regarding the Company’s exercise of its option to redeem all of the issued and outstanding 6.50% Notes, pursuant to Section 1101 of the Indenture dated as of April 16, 2018, between the Company and U.S. Bank National Association, as trustee, and Section 1.01(h) of the Second Supplemental Indenture dated as of October 16, 2018. The Company will redeem all $48,525,000 in aggregate principal amount of the 6.50% Notes on the Redemption Date. The 6.50% Notes will be redeemed at 100% of their principal amount ($25 per Note), plus the accrued and unpaid interest thereon from January 31, 2021, through, but excluding, the Redemption Date. The aggregate amount accrued interest to be paid will be approximately $359,220 (or approximately $0.185069 on each $25 principal amount of the Notes). A copy of the notice of redemption is attached to this Current Report on Form 8-K as Exhibit 99.2 and is incorporated herein by reference.


Item 9.01Financial Statements and Exhibits.
 
(d) Exhibits.





SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 OFS CAPITAL CORPORATION
   
Dated: February 10, 2021By:/s/ Bilal Rashid
  Chief Executive Officer

OFS Capital Corp Reports