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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): September 20, 2023

 

 

FS Credit Opportunities Corp.

(Exact name of Registrant as specified in its charter)

 

 

Maryland   811-22802   46-1882356
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)

 

201 Rouse Boulevard
Philadelphia
, Pennsylvania
19112
(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (215495-1150

 

None

(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, $0.001 par value per share   FSCO   New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

¨   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.

 

On September 20, 2023, FS Energy and Power Fund (“FSEP”) entered into a share swap confirmation with Nomura Global Financial Products Inc. (“Nomura”) governing an equity total return swap (the “Equity TRS”) for common shares (“Shares”) of FS Credit Opportunities Corp. (the “Fund”). The investment adviser to FSEP is majority-owned by Franklin Square Holdings, L.P., which is also the owner of the investment adviser of the Fund. The Equity TRS with Nomura enables FSEP to obtain the economic benefit of owning up to $50 million of the common shares of the Fund, without actually owning them, in return for an interest-type payment to Nomura. The Equity TRS has a term of three years, but the Equity TRS could be terminated earlier in whole or in part following the occurrence of certain prescribed events agreed to between Nomura and FSEP.

 

 

 

 

SIGNATURE

 

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.

 

  FS Credit Opportunities Corp.
     
Date: September 21, 2023 By: /s/ Stephen Sypherd
    Stephen Sypherd
    General Counsel