FS Investment Corporation Form 8-K Summary
Business Context and Reporting Period
This Form 8-K was filed by FS Investment Corporation (FSIC) on April 18, 2011, reporting events that occurred on April 13, 2011. The filing primarily addresses changes to shareholder distributions and Board of Directors composition.
Key Financial Metrics and Distributions
The filing does not provide comprehensive financial statements, revenue, profit, or cash flow data. However, it details specific distribution actions:
- Annual Distribution Yield Increase: The Board increased the annual distribution yield from 7.18% to 7.5% based on a public offering price of $10.75 per share.
- Regular Semi-Monthly Distribution Increase: The regular semi-monthly cash distribution per share was raised from $0.032156 to $0.033594. This increase is effective for distributions declared in May 2011.
- Declared Distributions (April 2011):
- Two regular semi-monthly distributions of $0.032156 per share each, payable on April 29, 2011.
- One special one-time cash distribution of $0.04 per share, payable on April 29, 2011.
Material Changes
The primary material change is the increase in the dividend yield and per-share distribution amount. Additionally, the Board composition changed with the election of a new director to fill a vacancy created by a resignation effective November 9, 2010.
Management Commentary and Corporate Governance
Board Election: Michael J. Hagan was elected to the Board of Directors on April 13, 2011. Mr. Hagan brings significant experience in corporate finance and executive leadership, including roles as CEO of LifeShield Security, Inc. and former CEO of NutriSystem, Inc. He holds a B.S. in Accounting.
Outlook: The filing indicates a commitment to maintaining and increasing shareholder returns through the raised distribution yield. No specific risks or contingencies regarding operations were detailed in this specific report.
Investor Verification Checklist
- Verify the record dates for the April 2011 distributions (April 14 and April 28) to confirm eligibility.
- Confirm the payment date of April 29, 2011, for the regular and special distributions.
- Review the May 2011 declaration to ensure the new semi-monthly rate of $0.033594 is implemented.
- Check subsequent filings for the impact of the new Board member on corporate strategy.