FS Investment Corporation 8-K Summary
Business Context and Reporting Period
This Form 8-K was filed by FS Investment Corporation (referred to in metadata as FS KKR Capital Corp) on February 5, 2014, reporting events occurring on February 3 and 4, 2014. The Company is a Maryland corporation headquartered in Philadelphia, Pennsylvania.
Key Financial Metrics and Distributions
The filing does not provide comprehensive financial statements, revenue, profit, or cash flow data for a specific period. The primary financial disclosure is the declaration of a regular monthly cash distribution:
- Distribution Amount: $0.0720 per share.
- Record Date: February 27, 2014.
- Payment Date: February 28, 2014.
- Tax Attributes: Determined annually; quarterly estimates are not representative of full-year tax characteristics.
Material Changes and Corporate Events
The filing reports two significant non-financial operational changes:
- Board Resignation: Governor Thomas J. Ridge resigned from the Board of Directors effective February 3, 2014, citing other professional commitments. The resignation was not due to any disagreement regarding Company operations.
- DRP Price Adjustment: The price for shares issued under the Distribution Reinvestment Plan (DRP) was increased from $10.20 to $10.25 per share effective February 3, 2014. This adjustment ensures the issuance price remains at or above the Net Asset Value (NAV) per share.
Outlook, Risks, and Management Commentary
Management notes that future distributions are subject to the discretion of the Board and applicable legal restrictions, with no assurance regarding the amount or timing of future payments. The Company intends to provide quarterly updates on the estimated percentage of distributions resulting from taxable ordinary income, with final tax characteristics reported annually on Form 1099-DIV.
Key Facts for Investor Verification
- Verify the exact Net Asset Value (NAV) per share as of February 3, 2014, to confirm the DRP price adjustment rationale.
- Confirm the total number of shares outstanding to calculate the aggregate cash outflow for the declared distribution.
- Review the Company's most recent 10-Q or 10-K for full-year revenue, profit, and liquidity metrics, as this 8-K does not contain them.
- Monitor future filings for the appointment of a new director to replace Governor Ridge.