Form 8-K - Current report

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): August 1, 2023

OFS Capital Corporation

(Exact name of Registrant as specified in its charter)


Delaware	814-00813	46-1339639
(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:


			¨			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 class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value per share

OFS

The Nasdaq Global Select Market

4.95% Notes due 2028

OFSSH

The 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 2.02.			Results of Operations and Financial Condition

On August 3, 2023, OFS Capital Corporation (the “Company”) issued a press release announcing its financial results for the quarter ended June 30, 2023. On August 1, 2023, the Company’s board of directors declared a 2023 third quarter distribution of $0.34 per common share, payable September 29, 2023 to shareholders of record as of September 22, 2023. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made under the Securities Exchange Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.


			Item 9.01.			Financial Statements and Exhibits

(a)Not applicable.

(b)Not applicable.

(c)Not applicable.

(d)Exhibits.


Exhibit No.						Description

99.1						Press Release issued by OFS Capital Corporation on August 3, 2023

SIGNATURES

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


	OFS Capital Corporation

Date: August 3, 2023	By:	/s/ Bilal Rashid
		Chief Executive Officer

Exhibit 99.1

OFS CAPITAL CORPORATION ANNOUNCES SECOND QUARTER 2023 FINANCIAL RESULTS

THIRD QUARTER DISTRIBUTION INCREASED TO $0.34 PER SHARE

Chicago, IL - August 3, 2023 - OFS Capital Corporation (NASDAQ: OFS) (“OFS Capital,” the “Company,” “we,” “us,” or “our”) today announced its financial results for the fiscal quarter ended June 30, 2023.

SECOND QUARTER FINANCIAL HIGHLIGHTS

•Net investment income of $0.38 per common share for the quarter ended June 30, 2023, an increase from $0.37 per common share for the quarter ended March 31, 2023.

•Net loss on investments of $0.53 per common share; no new non-accrual loans during the quarter.

•Net asset value (“NAV”) per common share of $12.94, as of June 30, 2023.

•As of June 30, 2023, based on fair value, 95% of our loan portfolio consisted of floating rate loans and approximately 99% of our loan portfolio consisted of senior secured loans.

•For the quarter ended June 30, 2023, the investment portfolio’s weighted-average performing income yield increased to 13.8% from 13.0% during the prior quarter.

•On June 30, 2023, we paid a quarterly distribution of $0.33 per common share, and, on August 1, 2023, our Board of Directors declared a distribution of $0.34 per common share for the third quarter of 2023, a 3.0% increase compared to the prior quarter distribution, payable on September 29, 2023 to stockholders of record as of September 22, 2023.


SELECTED FINANCIAL HIGHLIGHTS (unaudited)	Three Months Ended
(Per common share)	June 30, 2023		March 31, 2023
Net Investment Income
Net investment income	$	0.38	$	0.37

Net Realized/Unrealized Gain (Loss)
Net realized loss on investments(1)	$	(0.78)	$	—
Net unrealized appreciation (depreciation) on investments	0.25		(0.09)

Net loss on investments	$	(0.53)	$	(0.09)

Earnings (Loss)
Earnings (loss)	$	(0.15)	$	0.28

Net Asset Value
Net asset value	$	12.94	$	13.42
Distributions paid	$	0.33	$	0.33


	As of
(in millions)	June 30, 2023		March 31, 2023
Balance Sheet Highlights (unaudited)
Investment portfolio, at fair value	$	494.6	$	499.8
Total assets	505.9		515.5
Net assets	173.4		179.8

(1) For the quarter ended March 31, 2023, net realized loss rounds to an amount of less than $0.01 per common share.

“We are pleased to announce a distribution increase for the third quarter of 2023”, said Bilal Rashid, OFS Capital’s Chairman and Chief Executive Officer. “Today we reported another increase in our quarterly net investment income, which rose to $0.38 per common share, and was the third consecutive increase in our quarterly net investment income. We believe our balance sheet is well positioned in the current interest rate environment with the vast majority of our loan portfolio being floating rate and the majority of our debt being fixed-rate. At the end of the second quarter, approximately 86% of our outstanding debt matures in 2026 or later, and more than half of our outstanding debt is unsecured.”

PORTFOLIO AND INVESTMENT ACTIVITIES

($ in millions)


	As of and for the Three Months Ended
Portfolio Overview	June 30, 2023			March 31, 2023
Average performing interest-bearing investments, at cost	$	406.5		$	410.0
Weighted-average performing income yield - interest-bearing investments(2)	13.8		%	13.0		%
Weighted-average realized yield - interest-bearing investments(3)	12.5		%	11.8		%

The weighted-average yield of our investments is not the same as a return on investment for our stockholders, but rather relates to our investment portfolio and is calculated before the payment of all of our fees and expenses.

(2) Performing income yield is calculated as (a) the actual amount earned on performing interest-bearing investments, including interest, prepayment fees and amortization of net loan fees, divided by (b) the weighted-average of total performing interest-bearing investments at amortized cost.

(3) Realized yield is calculated as (a) the actual amount earned on interest-bearing investments, including interest, prepayment fees and amortization of net loan fees, divided by (b) the weighted-average of total interest-bearing investments at amortized cost, in each case, including debt investments on non-accrual status and non-income producing structured finance securities.


	Three Months Ended
Portfolio Activity	June 30, 2023		March 31, 2023
Investments in debt and equity investments	$	16.4	$	9.9
Investments in structured finance securities	—		—

As of June 30, 2023, based on fair value, our investment portfolio was comprised of the following:

•Total investments of $494.6 million, which was equal to approximately 106% of amortized cost;

•Debt investments of $313.0 million in 44 portfolio companies;

•Equity investments of $99.6 million in 16 portfolio companies;

•Structured finance securities of $81.9 million in 23 investments; and

•Unfunded commitments of $15.8 million to 10 portfolio companies.

During the quarter ended June 30, 2023, no new loans were placed on non-accrual status.

RESULTS OF OPERATIONS

Investment Income

For the quarter ended June 30, 2023, total investment income increased to $14.5 million from $14.3 million in the prior quarter, primarily due to an increase in total interest income of $0.7 million. The increase in interest income was primarily due to an increase in our portfolio’s weighted-average performing income yield to 13.8% for the quarter ended June 30, 2023 from 13.0% in the prior quarter.

Expenses

For the quarter ended June 30, 2023, total expenses increased by $0.1 million to $9.4 million compared to the prior quarter, primarily due to an increase in interest expense stemming from increasing interest rates on our variable rate revolving credit facility with BNP Paribas.

Net Gain (Loss) on Investments

For the quarter ended June 30, 2023, we recognized a net loss on investments of $7.1 million, primarily due to unrealized depreciation of $4.3 million and $2.7 million on our structured finance securities and equity securities, respectively. For the quarter ended June 30, 2023, our loan portfolio experienced net gains of $1.0 million.

During the quarter ended June 30, 2023, we wrote-off a non-accrual loan and equity investment resulting in a loss of $0.4 million, net of the reversal of previously recognized unrealized depreciation, and a gross realized loss of $10.5 million on our invested capital.

LIQUIDITY AND CAPITAL RESOURCES

As of June 30, 2023, we had $6.8 million in cash, which includes $1.4 million held by our wholly owned small business investment company, OFS SBIC I, LP (“SBIC I LP”), and $3.5 million held by OFSCC-FS, LLC (“OFSCC-FS”), an indirect wholly owned subsidiary. Our use of cash held by SBIC I LP and OFSCC-FS is restricted by regulatory and/or contractual conditions, including limitations on the amount of cash SBIC I LP and OFSCC-FS can distribute to us.

As of June 30, 2023, we had an unused commitment of $24.5 million under our senior secured revolving credit facility with Pacific Western Bank, as well as an unused commitment of $48.9 million under our revolving credit facility with BNP Paribas, both of which are subject to borrowing base requirements and other covenants. As of June 30, 2023, we had outstanding commitments to fund investments totaling $15.8 million under various undrawn revolvers and other credit facilities.

CONFERENCE CALL

OFS Capital will host a conference call to discuss these results on Friday, August 4, 2023, at 10:00 AM Eastern Time. Interested parties may participate in the call via the following:

INTERNET: Go to www.ofscapital.com at least 15 minutes prior to the start time of the call to register, download, and install any necessary audio software. A replay will be available for 90 days on OFS Capital’s website at www.ofscapital.com.

TELEPHONE: Dial (844) 763-8274 (Domestic) or (412) 717-9224 (International) approximately 15 minutes prior to the call. A telephone replay of the conference call will be available through August 18, 2023 and may be accessed by calling (877) 344-7529 (Domestic) or (412) 317-0088 (International) and utilizing conference ID #1478311.

For more detailed discussion of the financial and other information included in this press release, please refer to OFS Capital’s Form 10-Q for the second quarter ended June 30, 2023.

OFS Capital Corporation and Subsidiaries

Consolidated Statements of Assets and Liabilities

(Dollar amounts in thousands, except per share data)


	June 30, 2023		December 31, 2022
	(unaudited)
Assets




Total investments, at fair value (amortized cost of $466,684 and $474,880, respectively)	$	494,579	$	500,576
Cash	6,829		14,937
Interest receivable	2,322		2,202

Prepaid expenses and other assets	2,176		3,002
Total assets	$	505,906	$	520,717

Liabilities
Revolving lines of credit	$	101,600	$	104,700
SBA debentures (net of deferred debt issuance costs of $115 and $223, respectively)	45,805		50,697
Unsecured Notes (net of deferred debt issuance costs of $3,157 and $3,647, respectively)	176,843		176,353
Interest payable	3,928		3,947
Payable to adviser and affiliates	3,732		3,909

Accrued professional fees	344		444
Other liabilities	232		244
Total liabilities	332,484		340,294


Net assets
Preferred stock, par value of $0.01 per share, 2,000,000 shares authorized, -0- shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively	$	—	$	—
Common stock, par value of $0.01 per share, 100,000,000 shares authorized, 13,398,078 and 13,398,078 shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively	134		134
Paid-in capital in excess of par	184,841		184,841
Total distributable earnings (losses)	(11,553)		(4,552)
Total net assets	173,422		180,423

Total liabilities and net assets	$	505,906	$	520,717

Number of shares outstanding	13,398,078		13,398,078
Net asset value per share	$	12.94	$	13.47

OFS Capital Corporation and Subsidiaries

Consolidated Statements of Operations (unaudited)

(Dollar amounts in thousands, except per share data)


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Investment income




Interest income	$	14,101	$	10,345	$	27,494	$	20,188









Dividend income	334		5		1,119		763




Fee income	91		82		196		427
Total investment income	14,526		10,432		28,809		21,378
Expenses
Interest expense	5,011		3,943		9,885		7,567
Management fee	1,883		2,056		3,777		4,076
Income Incentive Fee	1,280		—		2,518		—
Capital Gains Fee	—		(2,988)		—		(1,916)
Professional fees	429		352		865		759
Administration fee	440		423		922		874
Other expenses	360		398		769		765
Total expenses	9,403		4,184		18,736		12,125
Net investment income	5,123		6,248		10,073		9,253

Net realized and unrealized gain (loss) on investments




Net realized gain (loss), net of taxes	(10,408)		(190)		(10,412)		27




Net unrealized appreciation (depreciation), net of taxes	3,321		(14,882)		2,200		(9,599)
Net loss on investments	(7,087)		(15,072)		(8,212)		(9,572)
Loss on extinguishment of debt	—		—		(19)		(144)
Net increase (decrease) in net assets resulting from operations	$	(1,964)	$	(8,824)	$	1,842	$	(463)

Net investment income per common share – basic and diluted	$	0.38	$	0.47	$	0.75	$	0.69
Net increase (decrease) in net assets resulting from operations per common share – basic and diluted	$	(0.15)	$	(0.66)	$	0.13	$	(0.03)
Distributions declared per common share	$	0.33	$	0.29	$	0.66	$	0.57
Basic and diluted weighted average shares outstanding	13,398,078		13,425,477		13,398,078		13,423,970

ABOUT OFS CAPITAL

The Company is an externally managed, closed-end, non-diversified management investment company that has elected to be regulated as a business development company. The Company's investment objective is to provide stockholders with both current income and capital appreciation primarily through debt investments and, to a lesser extent, equity investments. The Company invests primarily in privately held middle-market companies in the United States, including lower-middle-market companies, targeting investments of $3 million to $20 million in companies with annual EBITDA between $5 million and $50 million. The Company offers flexible solutions through a variety of asset classes including senior secured loans, which includes first-lien, second-lien and unitranche loans, as well as subordinated loans and, to a lesser extent, warrants and other equity securities. The Company's investment activities are managed by OFS Capital Management, LLC, an investment adviser registered under the Investment Advisers Act of 1940(4), as amended, and headquartered in Chicago, Illinois, with additional offices in New York and Los Angeles.

FORWARD-LOOKING STATEMENTS

Statements in this press release regarding management's future expectations, beliefs, intentions, goals, strategies, plans or prospects, including statements relating to: OFS Capital’s results of operations, including net investment income, net asset value and net investment gains and losses and the factors that may affect such results; management's belief that the Company’s balance sheet is well positioned in the current interest rate environment due to a high percentage of floating rate loans in the portfolio and a majority of liabilities that have a fixed rate of interest, when there can be no assurance that such a composition will lead to future success; and other factors may constitute forward-looking statements for purposes of the safe harbor protection under applicable securities laws. Forward-looking statements can be identified by terminology such as “anticipate,” “believe,” “could,” “could increase the likelihood,” “estimate,” “expect,” “intend,” “is planned,” “may,” “should,” “will,” “will enable,” “would be expected,” “look forward,” “may provide,” “would” or similar terms, variations of such terms or the negative of those terms. Such forward-looking statements involve known and unknown risks, uncertainties and other factors including those risks, uncertainties and factors referred to in OFS Capital’s Annual Report on Form 10-K for the year ended December 31, 2022 filed with the Securities and Exchange Commission under the section “Risk Factors,” and in “Part II, Item 1A. Risk Factors” in the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, as well as other documents that may be filed by OFS Capital from time to time with the Securities and Exchange Commission. As a result of such risks, uncertainties and factors, actual results may differ materially from any future results, performance or achievements discussed in or implied by the forward-looking statements contained herein. OFS Capital is providing the information in this press release as of this date and assumes no obligations to update the information included in this press release or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

INVESTOR RELATIONS CONTACT:

Steve Altebrando

646-652-8473

saltebrando@ofsmanagement.com

(4) Registration does not imply a certain level of skill or training

Cover	Aug. 01, 2023
Document Information [Line Items]
Document Type	8-K
Document Period End Date	Aug. 01, 2023
Entity Registrant Name	OFS Capital Corporation
Entity Incorporation, State or Country Code	DE
Entity File Number	814-00813
Entity Tax Identification Number	46-1339639
Entity Address, Address Line One	10 S. Wacker Drive, Suite 2500
Entity Address, City or Town	Chicago
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60606
City Area Code	847
Local Phone Number	734-2000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0001487918
Amendment Flag	false
Common Stock, $0.01 par value per share
Document Information [Line Items]
Title of 12(b) Security	Common Stock, $0.01 par value per share
Trading Symbol	OFS
Security Exchange Name	NASDAQ
4.95% Notes due 2028
Document Information [Line Items]
Title of 12(b) Security	4.95% Notes due 2028
Trading Symbol	OFSSH
Security Exchange Name	NASDAQ