This section is long enough that the comparison stopped early. What follows is partial, and the remainder is not necessarily unchanged.
1 unchanged sentence
Index to Financial Statements
−Removed: Managements Report on Internal Control over Financial Reporting
−Removed: Reports of Independent Registered Public Accounting Firms
+Added: Managements Report on Internal Control over Financial
+Added: Reports of Independent Registered Public Accounting Firm
Consolidated Balance Sheets as of December 31, 2021 and
−Removed: Consolidated Statements of Operations for the years ended December 31, 2020, 2019 and
+Added: Consolidated Statements of Operations for the years ended December
+Added: 31, 2021, 2020 and 2019
Consolidated Statements of Changes in Net Assets for the years ended December 31,
2021, 2020 and 2019
−Removed: Consolidated Statements of Cash Flows for the years ended December 31, 2020, 2019 and
−Removed: Consolidated Schedules of Investments as of December 31, 2020 and 2019
+Added: Consolidated Statements of Cash Flows for the years ended December
+Added: 31, 2021, 2020 and 2019
+Added: Consolidated Schedules of Investments as of December
+Added: 31, 2021 and 2020
Notes to Consolidated Financial Statements
−Removed: MANAGEMENTS REPORT ON INTERNAL CONTROL OVER
−Removed: FINANCIAL REPORTING
−Removed: Our management is responsible for establishing and maintaining adequate internal control over
−Removed: financial reporting.
−Removed: In connection with the preparation of our annual financial statements, management has conducted an assessment of the effectiveness of our internal control over financial reporting based on the framework set forth in Internal
−Removed: ControlIntegrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013 (COSO).
−Removed: Managements assessment included an evaluation of the design of our internal control over financial
−Removed: reporting and testing of the operational effectiveness of those controls.
−Removed: Based on this evaluation, we have concluded that, as of December 31, 2020, our internal control over financial reporting was effective to provide reasonable assurance
−Removed: regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S.
−Removed: generally accepted accounting principles.
+Added: MANAGEMENTS REPORT ON INTERNAL CONTROL OVER FINANCIAL
+Added: Our management is responsible for establishing and maintaining adequate internal control over financial reporting.
+Added: connection with the preparation of our annual financial statements, management has conducted an assessment of the effectiveness of our internal control over financial reporting based on the framework set forth in Internal ControlIntegrated
+Added: Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013 (COSO).
+Added: Managements assessment included an evaluation of the design of our internal control over financial reporting and testing
+Added: of the operational effectiveness of those controls.
+Added: Based on this evaluation, we have concluded that, as of December 31, 2021, our internal control over financial reporting was effective to provide reasonable assurance regarding the reliability
+Added: of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America.
Our internal control over financial reporting as of
3 unchanged sentences
Opinion on Internal Control over Financial Reporting
−Removed: We have audited the
−Removed: internal control over financial reporting of FS KKR Capital Corp.
−Removed: and subsidiaries (the Company) as of December 31, 2020, based on criteria established in Internal Control Integrated Framework (2013) issued by the Committee
−Removed: of Sponsoring Organizations of the Treadway Commission (COSO).
−Removed: In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2020, based on criteria established in
−Removed: Internal Control Integrated Framework (2013) issued by COSO.
−Removed: We have also audited, in accordance with the
−Removed: standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2020, of the Company and our report dated March 1, 2021, expressed an unqualified
−Removed: opinion on those financial statements.
+Added: We have audited the internal control over financial reporting of FS KKR Capital Corp.
+Added: and subsidiaries (the Company) as of
+Added: December 31, 2021, based on criteria established in Internal Control Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
+Added: In our opinion, the Company maintained,
+Added: in all material respects, effective internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control Integrated Framework (2013) issued by COSO.
+Added: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the
+Added: consolidated financial statements as of and for the year ended December 31, 2021, of the Company and our report dated February 28, 2022, expressed an unqualified opinion on those financial statements.
Basis for Opinion
−Removed: The Companys management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting,
−Removed: included in the accompanying Managements Report on Internal Control over Financial Reporting.
+Added: The Companys
+Added: management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Managements Report on Internal
+Added: Control over Financial Reporting.
Our responsibility is to express an opinion on the Companys internal control over financial reporting based on our audit.
−Removed: We are a public
−Removed: accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S.
−Removed: federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the
+Added: We are a public accounting firm registered with the PCAOB and are required to be
+Added: independent with respect to the Company in accordance with the U.S.
+Added: federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB.
−Removed: Those standards require that we plan and perform
−Removed: the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
−Removed: Our audit included obtaining an understanding of internal control over financial reporting, assessing
−Removed: the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances.
−Removed: that our audit provides a reasonable basis for our opinion.
+Added: Those standards require that we plan and perform the audit to obtain
+Added: reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
+Added: Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a
+Added: material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances.
+Added: We believe that our audit
+Added: provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
−Removed: A companys internal control over financial reporting is a process designed to provide reasonable assurance regarding
−Removed: the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
−Removed: A companys internal control over financial reporting includes those policies
−Removed: and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
−Removed: (2) provide reasonable assurance that transactions are recorded
−Removed: as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and
−Removed: directors of the company;
+Added: A companys internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of
+Added: financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
+Added: A companys internal control over financial reporting includes those policies and procedures that
+Added: (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
+Added: (2) provide reasonable assurance that transactions are recorded as
+Added: necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors
+Added: of the company;
and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the companys assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.
−Removed: projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
+Added: Also, projections of
+Added: any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Deloitte & Touche LLP
−Removed: San Francisco, California
−Removed: March 1, 2021
+Added: Francisco, California
+Added: February 28, 2022
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
1 unchanged sentence
Opinion on the Financial Statements and Financial Highlights
−Removed: audited the accompanying consolidated balance sheets of FS KKR Capital Corp.
−Removed: and subsidiaries (the Company), including the consolidated schedules of investments, as of December 31, 2020 and 2019, the related consolidated statements of
−Removed: operations, changes in net assets, and cash flows for the years then ended, the financial highlights for the years then ended, and the related notes (collectively referred to as the financial statements).
−Removed: In our opinion, the financial
−Removed: statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and the results of its operations, changes in net assets, cash flows, and financial highlights for the years then ended, in
−Removed: conformity with accounting principles generally accepted in the United States of America.
−Removed: The consolidated financial
−Removed: statements of the Company for the year ended December 31, 2018, before the effects of the adjustments to retrospectively apply the change in accounting related to the reverse stock split discussed in Note 1 to the financial statements, were audited
−Removed: by other auditors whose report, dated February 27, 2019, expressed an unqualified opinion on those statements.
−Removed: We have also audited the adjustments to the 2018 consolidated financial statements to retrospectively apply the change in accounting for
−Removed: the reverse stock split in 2020, as discussed in Note 1 to the financial statements.
−Removed: Our procedures included (1) comparing the amounts shown in the per share disclosures for 2018 to the Companys underlying accounting analysis, (2) comparing
−Removed: the previously reported shares outstanding and the related balance sheet and income statement amounts per the Companys accounting analysis to the previously issued consolidated financial statements, and (3) recalculating the reduction of
−Removed: shares to give effect to the reverse stock split and testing the mathematical accuracy of the underlying analysis.
−Removed: In our opinion, such retrospective adjustments are appropriate and have been properly applied.
−Removed: However, we were not engaged to audit,
−Removed: review, or apply any procedures to the 2018 consolidated financial statements of the Company other than with respect to the retrospective adjustments, and accordingly, we do not express an opinion or any other form of assurance on the 2018
−Removed: consolidated financial statements taken as a whole.
−Removed: We have also audited, in accordance with the standards of the Public
−Removed: Company Accounting Oversight Board (United States) (PCAOB), the Companys internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control Integrated Framework (2013) issued by
−Removed: the Committee of Sponsoring Organizations of the Treadway Commission and our report dated March 1, 2021 expressed an unqualified opinion on the Companys internal control over financial reporting.
+Added: We have audited the accompanying consolidated balance sheets of FS KKR Capital Corp.
+Added: and subsidiaries (the Company), including the
+Added: consolidated schedules of investments, as of December 31, 2021 and 2020, the related consolidated statements of operations, changes in net assets, and cash flows for each of the three years in the period ended December 31, 2021, the financial
+Added: highlights for each of the three years in the period ended December 31, 2021, and the related notes (collectively referred to as the financial statements).
+Added: In our opinion, the financial statements present fairly, in all material
+Added: respects, the financial position of the Company as of December 31, 2021 and 2020, and the results of its operations, changes in net assets, cash flows, for each of the three years in the period ended December 31, 2021, and the financial highlights
+Added: for each of the three years in the period ended December 31, 2021, in conformity with accounting principles generally accepted in the United States of America.
+Added: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the
+Added: Companys internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway
+Added: Commission and our report dated February 28, 2022 expressed an unqualified opinion on the Companys internal control over financial reporting.
Basis for Opinion
−Removed: financial statements and financial highlights are the responsibility of the Companys management.
+Added: These financial
+Added: statements and financial highlights are the responsibility of the Companys management.
Our responsibility is to express an opinion on the Companys financial statements and financial highlights based on our audits.
−Removed: public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S.
−Removed: federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission
−Removed: and the PCAOB.
+Added: We are a public
+Added: accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S.
+Added: federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the
We conducted our audits in accordance with the standards of the PCAOB.
−Removed: Those standards require that we plan and
−Removed: perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud.
−Removed: Our audits included performing procedures to assess the risks of
−Removed: material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks.
−Removed: Such procedures included examining, on a test basis, evidence regarding the amounts and
−Removed: disclosures in the financial statements and financial highlights.
−Removed: Our audits also included evaluating the accounting
−Removed: principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights.
−Removed: Our procedures included confirmation of investments owned as of December 31, 2020 and
−Removed: 2019, by correspondence with the custodian, loan agents, and borrowers;
+Added: Those standards require that we plan and perform the audit
+Added: to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud.
+Added: Our audits included performing procedures to assess the risks of material misstatement
+Added: of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks.
+Added: Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the
+Added: financial statements and financial highlights.
+Added: Our audits also included evaluating the accounting principles used and significant
+Added: estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights.
+Added: Our procedures included confirmation of investments owned as of December 31, 2021 and 2020, by correspondence with the
+Added: custodian, loan agents, and borrowers;
when replies were not received, we performed other auditing procedures.
1 unchanged sentence
Critical Audit Matter
−Removed: The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was
−Removed: communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.
−Removed: communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below,
−Removed: providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
−Removed: Fair Value Level 3
−Removed: Investments Refer to Notes 2, 6, and 8 to the financial statements
+Added: The critical audit
+Added: matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to
+Added: the financial statements and (2) involved our especially challenging, subjective, or complex judgments.
+Added: The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not,
+Added: by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
+Added: Fair Value Level 3 Investments Refer to Notes 2, 6, and 8 to the financial statements
Critical Audit Matter Description
−Removed: The Company held investments classified as Level 3 investments under accounting principles generally accepted in the United States of
+Added: The Company held investments classified as Level 3 investments under accounting principles generally accepted in the United States of America.
These investments included illiquid corporate bonds and loans, unlisted equity securities, and derivatives that lack observable market prices.
−Removed: The valuation techniques used in estimating the fair value of these investments vary based on the
−Removed: specific characteristics of the investments and certain significant inputs used were unobservable.
+Added: The valuation techniques used in estimating the fair value of these investments vary and certain
+Added: significant inputs used were unobservable.
The fair value of the Companys Level 3 investments was $14.0 billion as of December 31, 2021.
−Removed: We identified the valuation of Level 3 investments as a critical audit matter because of the judgments necessary for management to select
−Removed: valuation techniques and to use significant unobservable inputs to estimate the fair value.
+Added: We identified the valuation of Level 3 investments as a critical audit matter because of the
+Added: judgments necessary for management to select valuation techniques and to use significant unobservable inputs, such as selected discount rates, projected future cash flows, and comparable company multiples, to estimate the fair value as of December
+Added: 31, 2021 or the fair value of investments acquired through a merger with another entity.
This required a high degree of auditor judgment and extensive audit effort, including the need to involve fair value specialists who possess significant
1 unchanged sentence
How the Critical Audit Matter Was Addressed in the Audit
−Removed: Our audit procedures related to valuation techniques and unobservable observable inputs used by management to estimate the fair value of Level 3 investments included the following, among others:
−Removed: We tested the effectiveness of controls over managements valuation of Level 3 investments, including those related to valuation techniques and
−Removed: significant unobservable inputs.
−Removed: We evaluated the appropriateness of the valuation techniques used for Level 3 investments and tested the related significant unobservable inputs by
−Removed: comparing these inputs to external sources.
−Removed: We evaluated the reasonableness of any significant changes in valuation techniques or significant unobservable inputs, including the considerations of the impact of COVID 19.
−Removed: For a selected sample of Level
−Removed: 3 investments, we performed these procedures with the assistance of our fair value specialists.
−Removed: In instances where the selection of valuation techniques or significant unobservable inputs were more subjective, with the assistance of our fair value
−Removed: specialists, we developed an independent estimate of the fair value and compared our estimates to managements estimates.
−Removed: We evaluated managements ability to reasonably estimate fair value by comparing managements historical estimates to subsequent
−Removed: transactions, taking into account changes in market or investment specific conditions, where applicable.
+Added: Our audit procedures related to valuation techniques and unobservable inputs used by management to estimate the fair value of Level 3
+Added: investments included the following, among others:
+Added: We tested the effectiveness of controls over managements valuation of Level 3 investments, including those
+Added: related to valuation techniques and significant unobservable inputs.
+Added: We evaluated the appropriateness of the valuation techniques used for Level 3 investments and tested the related
+Added: significant unobservable inputs by comparing these inputs to external sources.
+Added: We evaluated the reasonableness of any significant changes in valuation techniques or significant unobservable inputs.
+Added: For a selected sample of Level 3 investments, we
+Added: performed these procedures with the assistance of our fair value specialists.
+Added: In instances where the selection of valuation techniques or significant unobservable inputs were more subjective,
+Added: with the assistance of our fair value specialists, we developed an independent estimate of the fair value and compared our estimates to managements estimates.
+Added: We evaluated managements ability to reasonably estimate fair value by comparing managements
+Added: historical estimates to subsequent transactions, taking into account changes in market or investment specific conditions, where applicable.
+Added: Accounting for the Merger with FS KKR Capital Corp.
+Added: II (FSKR) Refer to Notes 1 and 13 to the Financial Statements
+Added: Critical Audit Matter Description
+Added: On June 16, 2021, the Company completed the merger with FSKR for the purchase price of $3.65 billion of its common stock (the FSKR
+Added: The Company accounted for the FSKR Merger as an asset acquisition under accounting principles generally accepted in the United States of America and the fair value of the consideration paid by the Company was allocated to the assets
+Added: acquired and liabilities assumed based on their respective fair values as of the date of the transaction.
+Added: We identified the accounting for
+Added: the FSKR Merger as a critical audit matter because of judgments necessary for management to apply the merger accounting.
+Added: This required a high degree of auditor judgement and extensive audit effort, when performing audit procedures to audit
+Added: managements application of the merger accounting.
+Added: How the Critical Audit Matter Were Addressed in the Audit:
+Added: Our audit procedures related to the application of the merger accounting included the following, among others:
+Added: We tested the effectiveness of managements controls over the FSKR Merger, including those related to the
+Added: determination and application of appropriate accounting policies for asset acquisition.
+Added: We evaluated the appropriateness of the merger accounting based on the significant terms of the merger agreement,
+Added: the determination of net asset value of FSKR on the merger date, and the allocation of the merger considerations to the assets acquired and liabilities assumed, including the Level 3 investments acquired through the FSKR Merger.
+Added: /s/ Deloitte & Touche LLP
San Francisco, California
−Removed: March 1, 2021
−Removed: We have served as the Companys auditor since 2019.
−Removed: REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
−Removed: To the Board of Directors and Stockholders
−Removed: FS KKR Capital Corp.
−Removed: Opinion on the Financial Statements
−Removed: We have audited the accompanying consolidated statements of operations, changes in net assets and cash flows of FS KKR Capital Corp.
−Removed: Company) for the year ended December 31, 2018, and the related notes to the consolidated financial statements (collectively, the financial statements).
−Removed: In our opinion, except for the effects of the adjustments, if any, as might have been determined
−Removed: to be necessary had we been engaged to audit the Companys restatement of share and per-share information, as described below, the financial statements present fairly, in all material respects, the results of the Companys operations and
−Removed: its cash flows for the year ended December 31, 2018, in conformity with accounting principles generally accepted in the United States of America.
−Removed: Reverse Stock Split
−Removed: We were not engaged to audit the restatement of the
−Removed: Companys disclosures about share and per-share information for the year ended December 31, 2018, as discussed in Note 3 to the financial statements.
−Removed: Basis for Opinion
−Removed: These financial statements are the responsibility of the
−Removed: Companys management.
−Removed: Our responsibility is to express an opinion on the Companys financial statements based on our audit.
−Removed: We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the
−Removed: Company in accordance with U.S.
−Removed: federal securities laws and applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
−Removed: Except as discussed above, we conducted our audit in accordance with the standards of the PCAOB.
−Removed: Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the
−Removed: financial statements are free of material misstatement, whether due to error or fraud.
−Removed: Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing
−Removed: procedures that respond to those risks.
−Removed: Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.
−Removed: Our audit also included evaluating the accounting principles used and
−Removed: significant estimates made by management, as well as evaluating the overall presentation of the financial statements.
−Removed: We believe that our audit provides a reasonable basis for our opinion.
−Removed: /s/ RSM US LLP
−Removed: We have served as the auditor of one or more FS Investments investment companies
−Removed: Blue Bell, Pennsylvania
February 28, 2022
+Added: We have served as the Companys auditor since 2019.
Part IFINANCIAL INFORMATION
1 unchanged sentence
Consolidated Balance Sheets
−Removed: (in millions, except share and per share
+Added: (in millions, except share and per share amounts)
Investments, at fair value
1 unchanged sentence
respectively)
−Removed: Non-controlled/affiliated investments (amortized cost$629 and $686,
−Removed: respectively)
+Added: Non-controlled/affiliated investments (amortized cost$860 and $629, respectively)
Controlled/affiliated investments (amortized cost$2,778 and $1,510, respectively)
12 unchanged sentences
Management and investment adviser fees payable
−Removed: Subordinated income incentive fees payable (2)
+Added: Subordinated income incentive fees
Administrative services expense payable
4 unchanged sentences
Stockholders equity
−Removed: Preferred stock, $0.001 par value, 50,000,000 shares authorized, none issued and outstanding
−Removed: Common stock, $0.001 par value, 750,000,000 shares authorized, 123,755,965 and 126,581,766 shares issued and outstanding,
−Removed: respectively (4)
+Added: Preferred stock, $0.001 par value, 50,000,000 shares authorized, none issued and
+Added: Common stock, $0.001 par value, 750,000,000 shares authorized, 284,543,091 and 123,755,965 shares
+Added: issued and outstanding, respectively
Capital in excess of par value
−Removed: Retained earnings (accumulated deficit) (5)
+Added: Retained earnings (accumulated
Total stockholders equity
Total liabilities and stockholders equity
−Removed: Net asset value per share of common stock at year end (4)
+Added: Net asset value per share of common stock at year
See Note 9 for a discussion of the Companys financing arrangements.
−Removed: See Note 2 for a discussion of the methodology employed by the Company in calculating the subordinated income incentive fees.
+Added: See Note 2 for a discussion of the methodology employed by the Company in calculating the subordinated income
+Added: incentive fees.
See Note 10 for a discussion of the Companys commitments and contingencies.
−Removed: As discussed in Notes 1 and 3, the Company completed a Reverse Stock Split, effective as of June 15, 2020.
−Removed: The outstanding shares and net
−Removed: asset value per common share reflect the Reverse Stock Split on a retroactive basis.
See Note 5 for a discussion of the sources of distributions paid by the Company.
26 unchanged sentences
Total operating expenses
−Removed: Management fee waiver (1)
+Added: Incentive fee waiver (1)
Net investment income before taxes
20 unchanged sentences
Net change in unrealized gain (loss) on foreign currency
−Removed: Change in unrealized appreciation from merger accounting (4)
Total net realized and unrealized gain (loss)
+Added: Realized loss on extinguishment of debt
Net increase (decrease) in net assets resulting from operations
2 unchanged sentences
Weighted average shares outstanding
−Removed: See Note 4 for a discussion of the waiver by FB Income Advisor, LLC, the Companys former investment adviser, of certain management fees
−Removed: to which it was otherwise entitled during the applicable period.
−Removed: See Note 2 for a discussion of the methodology employed by the Company in calculating the capital gains incentive fees and subordinated income
−Removed: incentive fees.
+Added: See Note 2 and 4 for a discussion of the methodology employed by the Company in calculating the subordinated
+Added: income incentive fees.
See Note 9 for a discussion of the Companys financing arrangements.
−Removed: See Note 13 for a discussion of the 2018 Merger.
−Removed: Includes $717 change in unrealized appreciation from merger accounting.
−Removed: Without such amount, net increase (decrease) in net assets resulting
−Removed: from operations would have been $(2.36).
−Removed: As discussed in Notes 1 and 3, the Company completed a Reverse Stock Split, effective as of June 15, 2020.
−Removed: The weighted average shares
−Removed: used in the per share computation of the net increase (decrease) in net assets resulting from operations reflect the Reverse Stock Split on a retroactive basis.
See notes to consolidated financial statements.
4 unchanged sentences
Net investment income
−Removed: Net realized gain (loss) on investments, swap contracts, secured borrowing and foreign currency
−Removed: Net change in unrealized appreciation (depreciation) on investments, swap contracts, foreign currency forward contracts and
−Removed: secured borrowing (1)
+Added: Net realized gain (loss) on investments, swap contracts, foreign currency and extinguishment of
+Added: Net change in unrealized appreciation (depreciation) on investments, swap contracts and foreign
+Added: currency forward contracts (1)
Net change in unrealized gain (loss) on foreign currency
−Removed: Change in unrealized appreciation from merger accounting
Net increase (decrease) in net assets resulting from operations
20 unchanged sentences
Net increase (decrease) in net assets resulting from operations
−Removed: Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in)
−Removed: operating activities:
+Added: Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net
+Added: cash provided by (used in) operating activities:
Purchases of investments (1)
5 unchanged sentences
Net change in unrealized (appreciation) depreciation on foreign currency forward contracts
−Removed: Change in unrealized appreciation from merger accounting
+Added: Realized loss on extinguishment of debt
Accretion of discount
1 unchanged sentence
Unrealized (gain)/loss on borrowings in foreign currency
+Added: (Increase) decrease in due from counterparty
(Increase) decrease in receivable for investments sold and repaid
8 unchanged sentences
Increase (decrease) in other accrued expenses and liabilities
−Removed: Other liabilities acquired from merger net of other assets
+Added: Cash acquired in merger
+Added: Other assets acquired from merger net of other assets
Merger costs capitalized into purchase price
+Added: Mark-to-market of merged debt
Net cash provided by (used in) operating activities
Cash flows from financing activities
−Removed: Cash purchased in merger
−Removed: Reinvestment of stockholder distributions
Repurchases of common stock
Stockholder distributions
−Removed: Borrowings under credit facilities (2)
−Removed: Borrowings under unsecured notes (2)
−Removed: Repayments of credit facilities (2)
−Removed: Repayments under unsecured notes (2)
+Added: Borrowings under financing
+Added: arrangements (3)
+Added: Repayments of financing
+Added: arrangements (3)
Deferred financing costs and discount paid
7 unchanged sentences
Local and excise taxes paid
−Removed: For the year ended December 31, 2018, excludes $4,428 of cost of investments acquired from the 2018 Merger.
−Removed: For the year ended December 31, 2018, excludes $1,928 of debt assumed from the 2018 Merger.
−Removed: See Note 9 for a discussion of the
−Removed: Companys financing arrangements.
+Added: Excludes $7,227 of cost of investments acquired from the 2021 Merger.
+Added: Excludes $11 of unrealized depreciation on unfunded commitments acquired from the 2021 Merger.
+Added: Excludes $3,794 of debt assumed from the 2021 Merger.
+Added: See Note 9 for a discussion of the Companys
+Added: financing arrangements.
During the years ended December 31, 2021, 2020 and 2019, the Company paid $194, $156 and $171, respectively, in interest expense on the credit facilities and unsecured notes.
Supplemental disclosure of non-cash operating and financing activities:
−Removed: In connection with the 2018 Merger, the Company issued common stock of $1,574 and acquired investments at fair value of $4,168 ($4,428 at cost) and other
−Removed: assets of $64 and assumed debt of $1,928 and other liabilities of $210 during the year ended December 31, 2018.
−Removed: notes to consolidated financial statements.
+Added: In connection with the 2021 Merger, the Company issued common stock of $3,650 and acquired investments at cost of $7,227 and other assets of $221 and assumed
+Added: debt of $3,794 and other liabilities of $297.
+Added: See notes to consolidated financial statements.
FS KKR Capital Corp.
4 unchanged sentences
Senior Secured LoansFirst Lien126.3%
−Removed: 5 Arch Income Fund 2 LLC
−Removed: Diversified Financials
+Added: 3Pillar Global Inc
+Added: Software & Services
+Added: 3Pillar Global Inc
+Added: Software & Services
+Added: 3Pillar Global Inc
+Added: Software & Services
5 Arch Income Fund 2 LLC
−Removed: (l)(n)(q)(v)(w)
−Removed: Diversified Financials
−Removed: A10 Capital LLC
−Removed: Diversified Financials
−Removed: A10 Capital LLC
+Added: (q)(r)(w)(y)(z)
Diversified Financials
−Removed: Abaco Systems, Inc
−Removed: Capital Goods
−Removed: ABB CONCISE Optical Group LLC
Accuride Corp
Capital Goods
−Removed: Acproducts Inc
−Removed: Consumer Durables & Apparel
−Removed: Advanced Lighting Technologies Inc
−Removed: All Systems Holding LLC
−Removed: Commercial & Professional Services
−Removed: All Systems Holding LLC
−Removed: Commercial & Professional Services
−Removed: American Tire Distributors Inc
−Removed: Automobiles & Components
+Added: Advanced Dermatology & Cosmetic Surgery
+Added: Health Care Equipment & Services
+Added: Advanced Dermatology & Cosmetic Surgery
+Added: Health Care Equipment & Services
+Added: Advanced Dermatology & Cosmetic Surgery
+Added: Health Care Equipment & Services
+Added: Advania Sverige AB
+Added: Software & Services
+Added: SR+610, 0.0% PIK (3.3% Max PIK)
+Added: Advania Sverige AB
+Added: Software & Services
+Added: R+610, 0.0% PIK (3.3% Max PIK)
+Added: Advania Sverige AB
+Added: Software & Services
+Added: SR+610, 0.0% PIK (3.3% Max PIK)
+Added: Affordable Care Inc
+Added: Health Care Equipment & Services
L+550, 0.0% PIK (1.3% Max PIK)
+Added: Affordable Care Inc
+Added: Health Care Equipment & Services
+Added: L+550, 0.0% PIK (1.3% Max PIK)
+Added: Affordable Care Inc
+Added: Health Care Equipment & Services
+Added: L+550, 0.0% PIK (1.3% Max PIK)
+Added: Alacrity Solutions Group LLC
+Added: Alacrity Solutions Group LLC
+Added: Alacrity Solutions Group LLC
+Added: Alera Group Intermediate Holdings Inc
+Added: Alera Group Intermediate Holdings Inc
+Added: American Vision Partners
+Added: Health Care Equipment & Services
+Added: American Vision Partners
+Added: Health Care Equipment & Services
+Added: American Vision Partners
+Added: Health Care Equipment & Services
Amtek Global Technology Pte Ltd
+Added: (ad)(v)(w)(y)(z)
Automobiles & Components
−Removed: Apex Group Limited
−Removed: Diversified Financials
−Removed: Apex Group Limited
−Removed: Diversified Financials
−Removed: Apex Group Limited
−Removed: Diversified Financials
−Removed: Apex Group Limited
−Removed: Diversified Financials
+Added: E+500 PIK (E+500 Max PIK)
+Added: Software & Services
+Added: Software & Services
Ardonagh Group Ltd
−Removed: L+750, 0.0% PIK (2.3% Max PIK)
Ardonagh Group Ltd
−Removed: L+750, 0.0% PIK (2.3% Max PIK)
+Added: Ardonagh Group Ltd
+Added: Arrotex Australia Group Pty Ltd
+Added: Pharmaceuticals, Biotechnology & Life Sciences
+Added: Arrotex Australia Group Pty Ltd
+Added: Pharmaceuticals, Biotechnology & Life Sciences
Aspect Software Inc
1 unchanged sentence
8.0% PIK (8.0% Max PIK)
−Removed: Aspect Software Inc
+Added: ATX Networks Corp
+Added: (ad)(s)(v)(w)
+Added: Capital Goods
+Added: 7.5% PIK (7.5% Max PIK)
Software & Services
−Removed: Berner Food & Beverage LLC
−Removed: Food & Staples Retailing
+Added: Software & Services
+Added: Software & Services
+Added: (f)(k)(l)(m)(t)(v)
+Added: Consumer Services
+Added: Consumer Services
+Added: Consumer Services
+Added: 5.0%, 8.0% PIK (8.0% Max PIK)
+Added: BGB Group LLC
+Added: (f)(i)(k)(l)(m)(t)(v)
+Added: Media & Entertainment
+Added: BGB Group LLC
+Added: Media & Entertainment
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2021
+Added: (in millions, except share amounts)
+Added: Portfolio Company (a)
Borden (New Dairy Opco)
Food, Beverage & Tobacco
+Added: L+700, 0.0% PIK (1.0% Max PIK)
Borden (New Dairy Opco)
Food, Beverage & Tobacco
−Removed: L+700, 0.0% PIK (1.0% Max PIK)
Borden Dairy Co
+Added: (ac)(v)(y)(z)
Food, Beverage & Tobacco
−Removed: Charles Taylor PLC
−Removed: Diversified Financials
+Added: Bowery Farming Inc
+Added: Food, Beverage & Tobacco
+Added: Cimarron Energy Inc
+Added: Clarience Technologies LLC
+Added: (f)(i)(k)(m)(s)(v)
Capital Goods
+Added: Clarience Technologies LLC
Capital Goods
+Added: Clarience Technologies LLC
Capital Goods
−Removed: CSM Bakery Products
−Removed: Food, Beverage & Tobacco
−Removed: CTI Foods Holding Co LLC
−Removed: Food, Beverage & Tobacco
+Added: Clarience Technologies LLC
+Added: Capital Goods
+Added: Constellis Holdings LLC
+Added: Capital Goods
+Added: Corsearch Intermediate Inc
+Added: Software & Services
+Added: Corsearch Intermediate Inc
+Added: Software & Services
+Added: (f)(i)(k)(l)(m)(t)(v)
+Added: Capital Goods
+Added: Capital Goods
+Added: Capital Goods
+Added: Capital Goods
+Added: Dental Care Alliance Inc
+Added: (f)(k)(m)(t)(v)
+Added: Health Care Equipment & Services
+Added: Dental Care Alliance Inc
+Added: Health Care Equipment & Services
+Added: Dental Care Alliance Inc
+Added: Health Care Equipment & Services
+Added: Element Materials Technology Group US Holdings Inc
+Added: Capital Goods
+Added: Encora Digital Inc
+Added: Software & Services
L+550, 0.0% PIK (2.4% Max PIK)
−Removed: Distribution International Inc
−Removed: Eagle Family Foods Inc
−Removed: Food, Beverage & Tobacco
−Removed: Eagle Family Foods Inc
−Removed: Food, Beverage & Tobacco
−Removed: Empire Today LLC
+Added: Encora Digital Inc
+Added: Software & Services
Entertainment Benefits Group LLC
2 unchanged sentences
Entertainment Benefits Group LLC
+Added: (f)(k)(l)(m)(v)
Media & Entertainment
3 unchanged sentences
L+575, 2.5% PIK (2.5% Max PIK)
−Removed: FloWorks International LLC
−Removed: Capital Goods
−Removed: FloWorks International LLC
−Removed: Capital Goods
−Removed: FloWorks International LLC
−Removed: Capital Goods
+Added: Fairway Group Holdings Corp
+Added: (ac)(v)(y)(z)
+Added: Food & Staples Retailing
+Added: 12.0% PIK (12.0% Max PIK)
+Added: Fairway Group Holdings Corp
+Added: (ac)(v)(y)(z)
+Added: Food & Staples Retailing
+Added: 10.0% PIK (10.0% Max PIK)
+Added: Follett Software Co
+Added: Software & Services
+Added: Follett Software Co
+Added: Software & Services
+Added: Foundation Consumer Brands LLC
+Added: Pharmaceuticals, Biotechnology & Life Sciences
+Added: Foundation Consumer Brands LLC
+Added: Pharmaceuticals, Biotechnology & Life Sciences
+Added: Foundation Risk Partners Corp
+Added: Foundation Risk Partners Corp
+Added: Foundation Risk Partners Corp
Frontline Technologies Group LLC
Software & Services
−Removed: notes to consolidated financial statements.
+Added: Frontline Technologies Group LLC
+Added: Software & Services
+Added: Galaxy Universal LLC
+Added: Consumer Durables & Apparel
+Added: Galaxy Universal LLC
+Added: Consumer Durables & Apparel
+Added: Galaxy Universal LLC
+Added: Consumer Durables & Apparel
+Added: Galway Partners Holdings LLC
+Added: L+525, 0.0% PIK (1.3% Max PIK)
+Added: Galway Partners Holdings LLC
+Added: L+525, 0.0% PIK (1.3% Max PIK)
+Added: Galway Partners Holdings LLC
+Added: L+525, 0.0% PIK (1.3% Max PIK)
+Added: consolidated financial statements.
FS KKR Capital Corp.
3 unchanged sentences
Portfolio Company (a)
−Removed: Frontline Technologies Group LLC
+Added: General Datatech LP
+Added: (f)(k)(l)(m)(t)(v)
Software & Services
−Removed: Greystone & Co Inc
−Removed: Diversified Financials
Greystone Equity Member Corp
3 unchanged sentences
Heniff Transportation Systems LLC
+Added: (f)(i)(k)(l)(m)(v)
Transportation
1 unchanged sentence
Transportation
+Added: Heniff Transportation Systems LLC
+Added: Transportation
+Added: (f)(k)(l)(m)(t)(v)
+Added: Commercial & Professional Services
+Added: Higginbotham Insurance Agency Inc
+Added: Higginbotham Insurance Agency Inc
+Added: Higginbotham Insurance Agency Inc
HM Dunn Co Inc
Capital Goods
−Removed: L+875 PIK (L+875 Max PIK)
HM Dunn Co Inc
Capital Goods
−Removed: 15.0% PIK (15.0% Max PIK)
Hudson Technologies Co
Commercial & Professional Services
−Removed: Commercial & Professional Services
−Removed: E+500, 2.3% PIK (2.3% Max PIK)
−Removed: Commercial & Professional Services
−Removed: L+525, 2.3% PIK (2.3% Max PIK)
Individual FoodService
8 unchanged sentences
Pharmaceuticals, Biotechnology & Life Sciences
−Removed: Industria Chimica Emiliana Srl
−Removed: Pharmaceuticals, Biotechnology & Life Sciences
Industry City TI Lessor LP
1 unchanged sentence
10.8%, 1.0% PIK (1.0% Max PIK)
+Added: Insight Global LLC
+Added: Commercial & Professional Services
+Added: Insight Global LLC
+Added: Commercial & Professional Services
+Added: Insight Global LLC
+Added: Commercial & Professional Services
+Added: Insight Global LLC
+Added: Commercial & Professional Services
+Added: Integrity Marketing Group LLC
+Added: (f)(i)(m)(s)(v)
Jarrow Formulas Inc
+Added: (f)(i)(k)(l)(m)(s)(t)(v)
Household & Personal Products
−Removed: Jo-Ann Stores Inc
+Added: Karman Space Inc
+Added: Capital Goods
+Added: Karman Space Inc
+Added: Capital Goods
+Added: Karman Space Inc
+Added: Capital Goods
+Added: KBP Investments LLC
+Added: Food & Staples Retailing
+Added: KBP Investments LLC
+Added: Food & Staples Retailing
Kellermeyer Bergensons Services LLC
+Added: (f)(i)(k)(l)(m)(s)(t)(v)
Commercial & Professional Services
1 unchanged sentence
Commercial & Professional Services
−Removed: Kodiak BP LLC
−Removed: Capital Goods
−Removed: Kodiak BP LLC
−Removed: Capital Goods
−Removed: Koosharem LLC
−Removed: Commercial & Professional Services
+Added: Lakefield Veterinary Group
+Added: Consumer Services
+Added: Lakefield Veterinary Group
+Added: Consumer Services
+Added: Lakeview Farms Inc
+Added: Food, Beverage & Tobacco
+Added: Lakeview Farms Inc
+Added: Food, Beverage & Tobacco
+Added: Lakeview Farms Inc
+Added: Food, Beverage & Tobacco
+Added: Lakeview Farms Inc
+Added: Food, Beverage & Tobacco
+Added: (i)(k)(l)(m)(v)
Commercial & Professional Services
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2021
+Added: (in millions, except share amounts)
+Added: Portfolio Company (a)
Commercial & Professional Services
Commercial & Professional Services
−Removed: Lipari Foods LLC
−Removed: Food & Staples Retailing
+Added: Lionbridge Technologies Inc
+Added: Consumer Services
Lipari Foods LLC
Food & Staples Retailing
+Added: Lloyds Register Quality Assurance Ltd
+Added: Consumer Services
+Added: SA+600, 0.0% PIK (6.3% Max PIK)
Matchesfashion Ltd
1 unchanged sentence
L+463, 3.0% PIK (3.0% Max PIK)
−Removed: Miami Beach Medical Group LLC
+Added: MB2 Dental Solutions LLC
+Added: (k)(l)(m)(t)(v)
Health Care Equipment & Services
+Added: MB2 Dental Solutions LLC
+Added: Health Care Equipment & Services
+Added: Software & Services
+Added: L+675 PIK (L+675 Max PIK)
+Added: Software & Services
+Added: Software & Services
+Added: Software & Services
Miami Beach Medical Group LLC
+Added: (k)(l)(m)(t)(v)
Health Care Equipment & Services
2 unchanged sentences
7.5% PIK (7.5% Max PIK)
+Added: Monitronics International Inc
+Added: Commercial & Professional Services
+Added: Monitronics International Inc
+Added: Commercial & Professional Services
+Added: Monitronics International Inc
+Added: Commercial & Professional Services
Motion Recruitment Partners LLC
1 unchanged sentence
Motion Recruitment Partners LLC
+Added: (f)(i)(m)(t)(v)
Commercial & Professional Services
+Added: Motion Recruitment Partners LLC
+Added: Commercial & Professional Services
Consumer Durables & Apparel
1 unchanged sentence
L+750, 0.0% PIK (2.5% Max PIK)
−Removed: notes to consolidated financial statements.
−Removed: FS KKR Capital Corp.
−Removed: Consolidated Schedule of Investments (continued)
−Removed: As of December 31, 2020
−Removed: (in millions, except share amounts)
−Removed: Portfolio Company (a)
−Removed: Omnimax International Inc
−Removed: Capital Goods
+Added: Net Documents
+Added: Software & Services
+Added: Net Documents
+Added: Software & Services
+Added: Net Documents
+Added: Software & Services
+Added: Net Documents
+Added: Software & Services
+Added: New Era Technology Inc
+Added: (i)(l)(m)(t)(v)
+Added: Software & Services
+Added: New Era Technology Inc
+Added: Software & Services
+Added: New Era Technology Inc
+Added: Software & Services
+Added: New Era Technology Inc
+Added: Software & Services
Omnimax International Inc
+Added: (f)(i)(k)(l)(m)(v)
Capital Goods
1 unchanged sentence
Health Care Equipment & Services
+Added: Oxford Global Resources LLC
+Added: (f)(k)(l)(m)(t)
+Added: Commercial & Professional Services
+Added: Oxford Global Resources LLC
+Added: Commercial & Professional Services
+Added: Oxford Global Resources LLC
+Added: Commercial & Professional Services
+Added: Oxford Global Resources LLC
+Added: Commercial & Professional Services
P2 Energy Solutions Inc.
1 unchanged sentence
P2 Energy Solutions Inc.
+Added: (f)(i)(k)(m)(s)(t)(v)
Software & Services
1 unchanged sentence
Software & Services
+Added: Parata Systems
+Added: Health Care Equipment & Services
+Added: Parata Systems
+Added: Health Care Equipment & Services
+Added: Parata Systems
+Added: Health Care Equipment & Services
+Added: Parts Town LLC
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2021
+Added: (in millions, except share amounts)
+Added: Portfolio Company (a)
+Added: Parts Town LLC
+Added: PartsSource Inc
+Added: Health Care Equipment & Services
+Added: PartsSource Inc
+Added: Health Care Equipment & Services
+Added: PartsSource Inc
+Added: Health Care Equipment & Services
+Added: Capital Goods
+Added: Performance Health Holdings Inc
+Added: Health Care Equipment & Services
Petroplex Acidizing Inc
−Removed: L+900 PIK (L+900 Max PIK)
+Added: (ac)(v)(y)(z)
+Added: L+825, 1.8% PIK (1.8% Max PIK)
Polyconcept North America Inc
3 unchanged sentences
Diversified Financials
−Removed: Project Marron
−Removed: Consumer Services
+Added: Production Resource Group LLC
+Added: Media & Entertainment
+Added: L+500, 3.1% PIK (3.1% Max PIK)
+Added: Production Resource Group LLC
+Added: Media & Entertainment
+Added: L+300, 5.5% PIK (5.5% Max PIK)
+Added: Production Resource Group LLC
+Added: Media & Entertainment
+Added: L+550 PIK (L+550 Max PIK)
+Added: Production Resource Group LLC
+Added: Media & Entertainment
+Added: L+750, 0.0% PIK (3.1% Max PIK)
+Added: Production Resource Group LLC
+Added: Media & Entertainment
+Added: L+750, 0.0% PIK (3.1% Max PIK)
+Added: Propulsion Acquisition LLC
+Added: (f)(l)(s)(t)(v)
+Added: Capital Goods
+Added: (i)(l)(s)(t)(v)
Health Care Equipment & Services
2 unchanged sentences
Reliant Rehab Hospital Cincinnati LLC
+Added: (f)(i)(l)(m)(s)(v)
Health Care Equipment & Services
3 unchanged sentences
Software & Services
−Removed: Roadrunner Intermediate Acquisition Co LLC
−Removed: Health Care Equipment & Services
+Added: Revere Superior Holdings, Inc
+Added: Software & Services
+Added: Revere Superior Holdings, Inc
+Added: Software & Services
+Added: Rise Baking Company
+Added: Food, Beverage & Tobacco
+Added: Rise Baking Company
+Added: Food, Beverage & Tobacco
+Added: Rise Baking Company
+Added: Food, Beverage & Tobacco
RSC Insurance Brokerage Inc
+Added: (f)(i)(k)(l)(m)(s)(v)
RSC Insurance Brokerage Inc
RSC Insurance Brokerage Inc
+Added: RSC Insurance Brokerage Inc
Safe-Guard Products International LLC
Diversified Financials
+Added: SAMBA Safety Inc
+Added: Software & Services
+Added: SAMBA Safety Inc
+Added: Software & Services
+Added: Consumer Services
+Added: Consumer Services
+Added: Consumer Services
+Added: Capital Goods
L+675, 0.0% PIK (1.0% Max PIK)
−Removed: C+850, 0.8% PIK (0.8% Max PIK)
Capital Goods
4 unchanged sentences
Health Care Equipment & Services
−Removed: Sequential Brands Group Inc.
−Removed: Consumer Durables & Apparel
+Added: Sequel Youth & Family Services LLC
+Added: Health Care Equipment & Services
+Added: Sequel Youth & Family Services LLC
+Added: Health Care Equipment & Services
+Added: SitusAMC Holdings Corp
Sorenson Communications LLC
+Added: (aa)(ac)(f)(k)(t)(v)
Telecommunication Services
−Removed: Sound United LLC
−Removed: Consumer Durables & Apparel
−Removed: Sungard Availability Services Capital Inc
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2021
+Added: (in millions, except share amounts)
+Added: Portfolio Company (a)
+Added: Source Code LLC
Software & Services
−Removed: L+375, 3.8% PIK (3.8% Max PIK)
+Added: Source Code LLC
+Added: Software & Services
+Added: Software & Services
+Added: Software & Services
+Added: Staples Canada
+Added: Summit Interconnect Inc
+Added: (f)(k)(l)(t)(v)
+Added: Capital Goods
+Added: Summit Interconnect Inc
+Added: Capital Goods
Sungard Availability Services Capital Inc
Software & Services
−Removed: L+375, 3.8% PIK (3.8% Max PIK)
+Added: SF+375, 3.8% PIK (3.8% Max
Sweeping Corp of America Inc
4 unchanged sentences
Commercial & Professional Services
−Removed: Sweet Harvest Foods Management Co
−Removed: Food & Staples Retailing
−Removed: L+775, 1.0% PIK (1.0% Max PIK)
−Removed: Sweet Harvest Foods Management Co
−Removed: Food & Staples Retailing
−Removed: L+775, 1.0% PIK (1.0% Max PIK)
+Added: Sweeping Corp of America Inc
+Added: Commercial & Professional Services
+Added: (f)(i)(m)(s)(v)
Software & Services
ThermaSys Corp
+Added: (ac)(v)(y)(z)
Capital Goods
4 unchanged sentences
L+500, 2.5% PIK (2.5% Max PIK)
−Removed: Software & Services
+Added: Time Manufacturing Co
+Added: Capital Goods
+Added: Time Manufacturing Co
+Added: Capital Goods
+Added: Time Manufacturing Co
+Added: Capital Goods
+Added: Time Manufacturing Co
+Added: Capital Goods
+Added: Time Manufacturing Co
+Added: Capital Goods
Transaction Services Group Ltd
Software & Services
−Removed: notes to consolidated financial statements.
−Removed: FS KKR Capital Corp.
−Removed: Consolidated Schedule of Investments (continued)
−Removed: As of December 31, 2020
−Removed: (in millions, except share amounts)
−Removed: Portfolio Company (a)
Transaction Services Group Ltd
2 unchanged sentences
Software & Services
−Removed: Truck-Lite Co LLC
−Removed: Capital Goods
−Removed: Truck-Lite Co LLC
−Removed: Capital Goods
−Removed: Truck-Lite Co LLC
−Removed: Capital Goods
−Removed: Utility One Source LP
−Removed: Capital Goods
−Removed: Virgin Pulse Inc
−Removed: Software & Services
Warren Resources Inc
L+900, 1.0% PIK (1.0% Max PIK)
−Removed: Wheels Up Partners LLC
−Removed: Transportation
−Removed: Wheels Up Partners LLC
−Removed: Transportation
−Removed: Wheels Up Partners LLC
−Removed: Transportation
−Removed: Wheels Up Partners LLC
−Removed: Transportation
−Removed: Wheels Up Partners LLC
−Removed: Transportation
−Removed: Wheels Up Partners LLC
−Removed: Transportation
−Removed: Zeta Interactive Holdings Corp
−Removed: Software & Services
+Added: Wealth Enhancement Group LLC
+Added: Diversified Financials
+Added: Wealth Enhancement Group LLC
+Added: Diversified Financials
+Added: Wealth Enhancement Group LLC
+Added: Diversified Financials
+Added: Wealth Enhancement Group LLC
+Added: Diversified Financials
+Added: (f)(k)(l)(m)(t)(v)
+Added: Capital Goods
+Added: Capital Goods
Total Senior Secured LoansFirst Lien
2 unchanged sentences
Senior Secured LoansSecond Lien20.1%
−Removed: Abaco Systems, Inc
+Added: Advanced Lighting Technologies Inc
+Added: Ammeraal Beltech Holding BV
Capital Goods
Amtek Global Technology Pte Ltd
−Removed: (g)(j)(l)(n)(w)(z)
+Added: (ad)(v)(w)(y)(z)
Automobiles & Components
E+500 PIK (E+500 Max PIK)
−Removed: athenahealth Inc
−Removed: Health Care Equipment & Services
+Added: Apex Group Limited
+Added: Diversified Financials
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2021
+Added: (in millions, except share amounts)
+Added: Portfolio Company (a)
+Added: (ac)(v)(y)(z)
+Added: 10.0% PIK (10.0% Max PIK)
Byrider Finance LLC
Automobiles & Components
−Removed: L+1,000, 0.5% PIK (0.5% Max PIK)
−Removed: Culligan International Co
−Removed: Household & Personal Products
+Added: L+1,000, 0.5% PIK (0.5% Max
+Added: Constellis Holdings LLC
+Added: Capital Goods
+Added: L+1,100, 0.0% PIK (10.0% Max
Software & Services
−Removed: Gruden Acquisition Inc
−Removed: Transportation
−Removed: MedAssets Inc
−Removed: Health Care Equipment & Services
+Added: Software & Services
+Added: Fairway Group Holdings Corp
+Added: (ac)(v)(y)(z)
+Added: Food & Staples Retailing
+Added: 11.0% PIK (11.0% Max PIK)
+Added: Galaxy Universal LLC
Consumer Durables & Apparel
+Added: Software & Services
+Added: Consumer Durables & Apparel
L+1,275 PIK (L+1,275 Max PIK)
−Removed: NEP Broadcasting LLC
−Removed: Media & Entertainment
OEConnection LLC
Software & Services
−Removed: Paradigm Acquisition Corp
−Removed: Health Care Equipment & Services
−Removed: Peak 10 Holding Corp
−Removed: Telecommunication Services
+Added: OEConnection LLC
+Added: Software & Services
+Added: Capital Goods
+Added: Capital Goods
Petrochoice Holdings Inc
3 unchanged sentences
11.0% PIK (11.0% Max PIK)
−Removed: Pretium Packaging LLC
−Removed: Household & Personal Products
Pure Fishing Inc
Consumer Durables & Apparel
−Removed: Rise Baking Company
−Removed: Food, Beverage & Tobacco
Capital Goods
L+1,075, 0.0% PIK (6.8% Max PIK)
−Removed: notes to consolidated financial statements.
−Removed: FS KKR Capital Corp.
−Removed: Consolidated Schedule of Investments (continued)
−Removed: As of December 31, 2020
−Removed: (in millions, except share amounts)
−Removed: Portfolio Company (a)
−Removed: Sorenson Communications LLC
−Removed: Telecommunication Services
−Removed: L+1,150 PIK (L+1,150 Max PIK)
−Removed: Sound United LLC
−Removed: Consumer Durables & Apparel
−Removed: 13.5% PIK (13.5% Max PIK)
−Removed: Sparta Systems Inc
+Added: SIRVA Worldwide Inc
+Added: Commercial & Professional Services
Software & Services
Sungard Availability Services Capital Inc
+Added: (ac)(v)(y)(z)
Software & Services
−Removed: L+400, 2.8% PIK (2.8 % Max PIK)
−Removed: Vestcom International Inc
−Removed: Consumer Services
−Removed: WireCo WorldGroup Inc
−Removed: Capital Goods
+Added: SF+400, 2.8% PIK (2.8% Max
+Added: Valeo Foods Group Ltd
+Added: Food, Beverage & Tobacco
+Added: Valeo Foods Group Ltd
+Added: Food, Beverage & Tobacco
+Added: Vantage Specialty Chemicals Inc
Wittur Holding GmbH
2 unchanged sentences
Total Senior Secured LoansSecond Lien
+Added: Unfunded Loan Commitments
+Added: Net Senior Secured LoansSecond Lien
Other Senior Secured Debt1.6%
−Removed: Advanced Lighting Technologies Inc
−Removed: L+1,700 PIK (L+1,700 Max PIK)
Angelica Corp
1 unchanged sentence
10.0% PIK (10.0% Max PIK)
−Removed: Black Swan Energy Ltd
JW Aluminum Co
−Removed: Consumer Durables & Apparel
+Added: (aa)(ad)(s)(v)
+Added: One Call Care Management Inc
+Added: Health Care Equipment & Services
+Added: 8.5% PIK (8.5% Max PIK)
Capital Goods
−Removed: Velvet Energy Ltd
Total Other Senior Secured Debt
Subordinated Debt1.4%
−Removed: All Systems Holding LLC
−Removed: Commercial & Professional Services
−Removed: 10.0% PIK (10.0% Max PIK)
Ardonagh Group Ltd
−Removed: athenahealth Inc
−Removed: Health Care Equipment & Services
−Removed: L+1,113 PIK (L+1,113 Max PIK)
−Removed: ClubCorp Club Operations Inc
−Removed: Consumer Services
−Removed: Cornerstone (Ply Gem Holdings Inc)
+Added: 12.8% PIK (12.8% Max PIK)
+Added: ATX Networks Corp
+Added: (ad)(s)(v)(w)(y)(z)
Capital Goods
−Removed: Craftworks Rest & Breweries Group Inc
+Added: 10.0% PIK (10.0% Max PIK)
+Added: ClubCorp Club Operations Inc
Consumer Services
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2021
+Added: (in millions, except share amounts)
+Added: Portfolio Company (a)
+Added: Encora Digital Inc
+Added: Software & Services
9.8% PIK (9.8% Max PIK)
Hilding Anders
+Added: (ad)(v)(w)(y)
Consumer Durables & Apparel
Hilding Anders
+Added: (ad)(v)(w)(y)
Consumer Durables & Apparel
Hilding Anders
−Removed: (g)(l)(n)(w)(z)
+Added: (ad)(v)(w)(y)(z)
Consumer Durables & Apparel
13.0% PIK (13.0% Max PIK)
−Removed: Legends Hospitality LLC
−Removed: Consumer Services
−Removed: L+1,000 PIK (L+1,000 Max PIK)
Total Subordinated Debt
−Removed: Unfunded Debt Commitments
−Removed: Net Subordinated Debt
+Added: Portfolio Company (a)
Asset Based Finance29.1%
801 5th Ave, Seattle, Private Equity
+Added: (ad)(v)(w)(y)
801 5th Ave, Seattle, Structure Mezzanine
1 unchanged sentence
Abacus JV, Private Equity
−Removed: notes to consolidated financial statements.
−Removed: FS KKR Capital Corp.
−Removed: Consolidated Schedule of Investments (continued)
−Removed: As of December 31, 2020
−Removed: (in millions, except share amounts)
Accelerator Investments Aggregator LP, Private Equity
2 unchanged sentences
Capital Goods
−Removed: AMPLIT JV LP, Limited Partnership Interest
−Removed: Diversified Financials
Australis Maritime, Common Stock
1 unchanged sentence
Avida Holding AB, Common Stock
+Added: (ad)(v)(w)(y)
Diversified Financials
2 unchanged sentences
Automobiles & Components
−Removed: Byrider Finance LLC, Structured Mezzanine
−Removed: Automobiles & Components
−Removed: Byrider Finance LLC, Sub Note
−Removed: Automobiles & Components
−Removed: Callodine Commercial Finance LLC, 2L Term
+Added: Callodine Commercial Finance LLC, 2L Term Loan A
Diversified Financials
−Removed: Callodine Commercial Finance LLC, 2L Term
+Added: Callodine Commercial Finance LLC, 2L Term Loan B
Diversified Financials
1 unchanged sentence
Capital Automotive LP, Structured Mezzanine
−Removed: 11.0% PIK (11.0% Max PIK)
Global Jet Capital LLC, Preferred Stock
Commercial & Professional Services
−Removed: Global Jet Capital LLC, Structured Mezzanine
−Removed: Commercial & Professional Services
−Removed: 15.0% PIK (15.0% Max PIK)
−Removed: Global Jet Capital LLC, Structured Mezzanine
−Removed: Commercial & Professional Services
−Removed: 15.0% PIK (15.0% Max PIK)
−Removed: Global Jet Capital LLC, Structured Mezzanine
−Removed: Commercial & Professional Services
−Removed: 15.0% PIK (15.0% Max PIK)
−Removed: Global Jet Capital LLC, Structured Mezzanine
−Removed: Commercial & Professional Services
−Removed: 15.0% PIK (15.0% Max PIK)
−Removed: Global Jet Capital LLC, Structured Mezzanine
−Removed: Commercial & Professional Services
−Removed: 15.0% PIK (15.0% Max PIK)
−Removed: Global Jet Capital LLC, Structured Mezzanine
−Removed: Commercial & Professional Services
−Removed: 15.0% PIK (15.0% Max PIK)
−Removed: Global Jet Capital LLC, Structured Mezzanine
−Removed: Commercial & Professional Services
−Removed: 15.0% PIK (15.0% Max PIK)
−Removed: Global Jet Capital LLC, Structured Mezzanine
−Removed: Commercial & Professional Services
−Removed: 15.0% PIK (15.0% Max PIK)
−Removed: Global Jet Capital LLC, Structured Mezzanine
+Added: Global Jet Capital LLC, Preferred Stock
Commercial & Professional Services
13 unchanged sentences
Diversified Financials
−Removed: Home Partners JV, Common Stock
Home Partners JV 2, Private Equity
−Removed: (g)(l)(n)(x)(y)
+Added: (ac)(v)(w)(y)
+Added: Home Partners JV 2, Private Equity
+Added: (ac)(v)(w)(y)
Home Partners JV 2, Structured Mezzanine
2 unchanged sentences
11.0% PIK (11.0% Max PIK)
+Added: Home Partners JV, Common Stock
+Added: (ac)(v)(w)(y)
+Added: Home Partners JV, Private Equity
+Added: (ac)(v)(w)(y)
+Added: Home Partners JV, Structured Mezzanine
+Added: 11.0% PIK (11.0% Max PIK)
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2021
+Added: (in millions, except share amounts)
+Added: Portfolio Company (a)
+Added: Jet Edge International LLC, Preferred Stock
+Added: Transportation
+Added: 8.0%, 0.0% PIK (8.0% Max PIK)
+Added: Jet Edge International LLC, Term Loan
+Added: Transportation
+Added: 10.0%, 2.0% PIK (2.0% Max PIK)
+Added: Jet Edge International LLC, Term Loan
+Added: Transportation
+Added: 10.0%, 2.0% PIK (2.0% Max PIK)
+Added: Jet Edge International LLC, Warrant
+Added: Transportation
Kilter Finance, Preferred Stock
1 unchanged sentence
Kilter Finance, Private Equity
+Added: (ad)(v)(w)(y)
KKR Central Park Leasing Aggregator L.P., Partnership Interest
Capital Goods
+Added: KKR Chord IP Aggregator LP, Partnership Interest
+Added: Media & Entertainment
+Added: KKR Chord IP Aggregator LP, Structured Mezzanine
+Added: Media & Entertainment
+Added: KKR Rocket Loans Aggregator LLC, Partnership Interest
+Added: Diversified Financials
KKR Zeno Aggregator LP (K2 Aviation), Partnership Interest
Capital Goods
−Removed: notes to consolidated financial statements.
−Removed: FS KKR Capital Corp.
−Removed: Consolidated Schedule of Investments (continued)
−Removed: As of December 31, 2020
−Removed: (in millions, except share amounts)
−Removed: Portfolio Company(a)
Lenovo Group Ltd, Structured Mezzanine
2 unchanged sentences
Technology Hardware & Equipment
−Removed: Opendoor Labs Inc, 2L Term Loan
−Removed: Opendoor Labs Inc, 2L Term Loan
+Added: Lenovo Group Ltd, Structured Mezzanine
+Added: Technology Hardware & Equipment
+Added: Lenovo Group Ltd, Structured Mezzanine
+Added: Technology Hardware & Equipment
+Added: Lenovo Group Ltd, Structured Mezzanine
+Added: Technology Hardware & Equipment
+Added: Lenovo Group Ltd, Structured Mezzanine
+Added: Technology Hardware & Equipment
+Added: My Community Homes SFR PropCo 2, Private Equity
+Added: (ad)(v)(w)(y)
+Added: NewStar Clarendon 2014-1A Class D
+Added: Diversified Financials
+Added: Opendoor Labs Inc, Structured Mezzanine
+Added: Opendoor Labs Inc, Structured Mezzanine
Orchard Marine Limited, Class B Common Stock
+Added: (ac)(v)(w)(y)
Transportation
Orchard Marine Limited, Series A Preferred Stock
+Added: (ac)(v)(w)(y)
Transportation
+Added: Pretium Partners LLC P1, Structured Mezzanine
+Added: 2.8%, 5.3% PIK (5.3% Max PIK)
+Added: Pretium Partners LLC P2, Private Equity
+Added: Pretium Partners LLC P2, Term Loan
Prime ST LLC, Private Equity
+Added: (ad)(v)(w)(y)
Prime ST LLC, Structured Mezzanine
5.0%, 6.0% PIK (6.0% Max PIK)
−Removed: Rampart CLO 2007 1A Class Subord.
−Removed: Diversified Financials
−Removed: Sofi Lending Corp, Purchase Facility
−Removed: Diversified Financials
Star Mountain Diversified Credit Income Fund III, LP, Private Equity
1 unchanged sentence
Toorak Capital Funding LLC, Membership Interest
+Added: (ad)(v)(w)(y)
Toorak Capital Partners LLC, Private Equity
−Removed: Wind River CLO Ltd.
−Removed: 2012 1A Class Subord.
−Removed: Diversified Financials
+Added: Toorak Capital Partners LLC, Structured Mezzanine
+Added: L+650 PIK (L+650 Max PIK)
+Added: Toorak Capital Partners LLC, Structured Mezzanine
+Added: L+650 PIK (L+650 Max PIK)
Total Asset Based Finance
1 unchanged sentence
Net Asset Based Finance
−Removed: Strategic Credit Opportunities, LLC23.0%
−Removed: Strategic Credit Opportunities Partners, LLC
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2021
+Added: (in millions, except share amounts)
+Added: Portfolio Company (a)
+Added: Credit Opportunities Partners JV, LLC18.1%
+Added: Credit Opportunities Partners JV, LLC
Diversified Financials
−Removed: Total Strategic Credit Opportunities Partners
+Added: Total Credit Opportunities Partners JV, LLC
Portfolio Company (a)
−Removed: Equity/Other17.1% (m)
−Removed: Advanced Lighting Technologies Inc, Common Stock
−Removed: Advanced Lighting Technologies Inc, Warrant
−Removed: Alion Science & Technology Corp, Class A Membership Interest
−Removed: Capital Goods
−Removed: All Systems Holding LLC, Common Stock
−Removed: Commercial & Professional Services
+Added: Equity/Other11.7%(e)
+Added: Abaco Energy Technologies LLC, Common Stock
+Added: Abaco Energy Technologies LLC, Preferred Stock
+Added: Affordable Care Inc, Preferred Stock
+Added: Health Care Equipment & Services
+Added: 11.8% PIK (11.8% Max PIK)
+Added: American Vision Partners, Private Equity
+Added: Health Care Equipment & Services
+Added: Amtek Global Technology Pte Ltd, Common Stock
+Added: (ad)(g)(v)(w)(y)
+Added: Automobiles & Components
Amtek Global Technology Pte Ltd, Ordinary Shares
+Added: (ad)(v)(w)(y)
Automobiles & Components
1 unchanged sentence
Amtek Global Technology Pte Ltd, Private Equity
−Removed: Automobiles & Components
−Removed: Amtek Global Technology Pte Ltd, Trade Claim
+Added: (ad)(v)(w)(y)
Automobiles & Components
1 unchanged sentence
Health Care Equipment & Services
−Removed: Ap Plasman Inc, Warrant
−Removed: Capital Goods
+Added: Arcos LLC/VA, Preferred Stock
+Added: Software & Services
+Added: L+950 PIK (L+950 Max PIK)
Ardonagh Ltd, Ordinary Shares
2 unchanged sentences
Arena Energy LP, Warrants
−Removed: notes to consolidated financial statements.
−Removed: FS KKR Capital Corp.
−Removed: Consolidated Schedule of Investments (continued)
−Removed: As of December 31, 2020
−Removed: (in millions, except share amounts)
−Removed: Portfolio Company (a)
Ascent Resources Utica Holdings LLC / ARU Finance Corp, Common Stock
Ascent Resources Utica Holdings LLC / ARU Finance Corp, Trade Claim
−Removed: ASG Technologies, Common Stock
−Removed: Software & Services
−Removed: ASG Technologies, Warrant
−Removed: Software & Services
Aspect Software Inc, Common Stock
2 unchanged sentences
Software & Services
+Added: ATX Networks Corp, Common Stock
+Added: (ad)(s)(v)(w)(y)
+Added: Capital Goods
AVF Parent LLC, Trade Claim
−Removed: Belk Inc, Units
+Added: Belk Inc, Common Stock
Borden (New Dairy Opco), Common Stock
+Added: (ac)(h)(n)(y)
Food, Beverage & Tobacco
+Added: Bowery Farming Inc, Warrants
+Added: Food, Beverage & Tobacco
+Added: Catalina Marketing Corp, Common Stock
+Added: Media & Entertainment
+Added: CDS US Intermediate Holdings Inc, Warrant
+Added: Media & Entertainment
Cengage Learning, Inc, Common Stock
Media & Entertainment
−Removed: Charlotte Russe Inc, Common Stock
−Removed: Chisholm Oil & Gas Operating LLC, Series A Units
+Added: Cimarron Energy Inc, Common Stock
+Added: Cimarron Energy Inc, Participation Option
+Added: Constellis Holdings LLC, Private Equity
+Added: (ac)(f)(v)(y)
+Added: Capital Goods
CTI Foods Holding Co LLC, Common Stock
Food, Beverage & Tobacco
−Removed: Directed LLC, Warrant
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2021
+Added: (in millions, except share amounts)
+Added: Portfolio Company (a)
+Added: Cubic Corp, Preferred Stock
+Added: Software & Services
+Added: 11.0% PIK (11.0% Max PIK)
+Added: Envigo Laboratories Inc, Series A Warrant
+Added: Health Care Equipment & Services
+Added: Envigo Laboratories Inc, Series B Warrant
+Added: Health Care Equipment & Services
+Added: Fairway Group Holdings Corp, Common Stock
+Added: Food & Staples Retailing
+Added: Fox Head Inc, Common Stock
Consumer Durables & Apparel
−Removed: Empire Today LLC, Common Stock
Fronton BV, Common Stock
Consumer Services
+Added: Galaxy Universal LLC, Common Stock
+Added: Consumer Durables & Apparel
+Added: Galaxy Universal LLC, Trade Claim
+Added: Consumer Durables & Apparel
Genesys Telecommunications Laboratories Inc, Class A Shares
7 unchanged sentences
Hilding Anders, Class A Common Stock
+Added: (ad)(v)(w)(y)
Consumer Durables & Apparel
Hilding Anders, Class B Common Stock
+Added: (ad)(v)(w)(y)
Consumer Durables & Apparel
Hilding Anders, Class C Common Stock
+Added: (ad)(v)(w)(y)
Consumer Durables & Apparel
Hilding Anders, Equity Options
+Added: (ad)(v)(w)(y)
Consumer Durables & Apparel
HM Dunn Co Inc, Preferred Stock, Series A
+Added: (ad)(s)(v)(y)
Capital Goods
HM Dunn Co Inc, Preferred Stock, Series B
+Added: (ad)(s)(v)(y)
Capital Goods
−Removed: Home Partners of America Inc, Common Stock
−Removed: Home Partners of America Inc, Warrant
Imagine Communications Corp, Common Stock
3 unchanged sentences
JW Aluminum Co, Common Stock
+Added: (ad)(j)(u)(v)(y)
JW Aluminum Co, Preferred Stock
+Added: (ad)(j)(u)(v)
12.5% PIK (12.5% Max PIK)
−Removed: Maverick Natural Resources, Common Stock
+Added: Maverick Natural Resources LLC, Common Stock
MB Precision Holdings LLC, Class A2 Units
Capital Goods
+Added: Med-Metrix, Common Stock
+Added: Software & Services
+Added: Med-Metrix, Preferred Stock
+Added: Software & Services
+Added: 8.0% PIK (8.0% Max PIK)
Miami Beach Medical Group LLC, Common Stock
4 unchanged sentences
Capital Goods
−Removed: notes to consolidated financial statements.
−Removed: FS KKR Capital Corp.
−Removed: Consolidated Schedule of Investments (continued)
−Removed: As of December 31, 2020
−Removed: (in millions, except share amounts)
−Removed: Portfolio Company (a)
Micronics Filtration Holdings Inc, Preferred Stock, Series B
2 unchanged sentences
Capital Goods
−Removed: 3.0% PIK (3.0% Max PIK)
Micronics Filtration Holdings Inc, Preferred Stock, Series C PIK
Capital Goods
−Removed: 7.5% PIK (7.5% Max PIK)
+Added: Misys Ltd, Preferred Stock
+Added: Software & Services
+Added: L+1,025 PIK (L+1,025 Max PIK)
NBG Home, Common Stock
4 unchanged sentences
Health Care Equipment & Services
−Removed: 4,370,566,806
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2021
+Added: (in millions, except share amounts)
+Added: Portfolio Company (a)
One Call Care Management Inc, Preferred Stock A
4 unchanged sentences
Petroplex Acidizing Inc, Preferred Stock A
−Removed: 2.0% PIK (2.0% Max PIK)
Petroplex Acidizing Inc, Warrant
1 unchanged sentence
Household & Personal Products
+Added: PRG III LLC, Preferred Stock, Series A PIK
+Added: Media & Entertainment
+Added: PRG III LLC, Preferred Stock, Series B PIK
+Added: Media & Entertainment
Proserv Acquisition LLC, Class A Common Units
+Added: (ac)(v)(w)(y)
Proserv Acquisition LLC, Class A Preferred Units
−Removed: Quorum Health Corp, Common Stock
−Removed: Health Care Equipment & Services
+Added: (ac)(v)(w)(y)
Quorum Health Corp, Trade Claim
3 unchanged sentences
Ridgeback Resources Inc, Common Stock
−Removed: Sequential Brands Group Inc., Common Stock
−Removed: Consumer Durables & Apparel
+Added: (j)(u)(v)(w)(y)
Sorenson Communications LLC, Common Stock
+Added: (ac)(j)(u)(v)(y)
Telecommunication Services
−Removed: Sound United LLC, Class A Units
−Removed: Consumer Durables & Apparel
Sound United LLC, Common Stock
Consumer Durables & Apparel
−Removed: Sound United LLC, Series I Units
−Removed: Consumer Durables & Apparel
−Removed: Sound United LLC, Series II Units
−Removed: Consumer Durables & Apparel
−Removed: SSC (Lux) Limited S.a r.l., Common Stock
−Removed: Health Care Equipment & Services
Stuart Weitzman Inc, Common Stock
1 unchanged sentence
Sungard Availability Services Capital Inc, Common Stock
+Added: (ac)(s)(u)(v)(y)
Software & Services
−Removed: Sweet Harvest Foods Management Co, Warrant
−Removed: Food & Staples Retailing
+Added: Swift Worldwide Resources Holdco Ltd, Common Stock
ThermaSys Corp, Common Stock
+Added: (ac)(u)(v)(y)
Capital Goods
1 unchanged sentence
Capital Goods
−Removed: Trace3 Inc, Common Stock
−Removed: Software & Services
Versatile Processing Group Inc, Class A2 Units
Warren Resources Inc, Common Stock
−Removed: Zeta Interactive Holdings Corp, Preferred Stock, Series E1
−Removed: Software & Services
−Removed: Zeta Interactive Holdings Corp, Preferred Stock, Series F
−Removed: Software & Services
−Removed: Zeta Interactive Holdings Corp, Warrant
+Added: Zeta Interactive Holdings Corp, Common Stock
Software & Services
1 unchanged sentence
TOTAL INVESTMENTS208.3%
−Removed: notes to consolidated financial statements.
+Added: LIABILITIES IN EXCESS OF OTHER
+Added: ASSETS(108.3%)
+Added: NET ASSETS100%
+Added: consolidated financial statements.
FS KKR Capital Corp.
2 unchanged sentences
(in millions, except share amounts)
−Removed: Portfolio Company (a)
−Removed: LIABILITIES IN EXCESS OF OTHER ASSETS(119.0%)
−Removed: NET ASSETS100%
Foreign currency forward contracts
18 unchanged sentences
JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
Security may be an obligation of one or more entities affiliated with the named company.
−Removed: Certain variable rate securities in the Companys portfolio bear interest at a rate determined by a publicly disclosed base rate plus a
−Removed: basis point spread.
−Removed: As of December 31, 2020, the three-month London Interbank Offered Rate, or LIBOR or L, was 0.24%, the Euro Interbank Offered Rate, or EURIBOR, was (0.55)%, Canadian Dollar Offer Rate, or CDOR, was 0.48% and the
+Added: Certain variable rate securities in the Companys portfolio bear interest at a rate determined by a
+Added: publicly disclosed base rate plus a basis point spread.
+Added: As of December 31, 2021, the three-month London Interbank Offered Rate, or LIBOR or L, was 0.21%, the Euro Interbank Offered Rate, or EURIBOR, was (0.57)%, Canadian Dollar
+Added: Offer Rate, or CDOR was 0.52%, the Bank Bill Swap Bid Rate, or BBSY was 0.12%, the Reykjavik Interbank Offered Rate, or REIBOR, was 2.65%, the Stockholm Interbank Offered Rate, or STIBOR, was (0.05)%, the Sterling Overnight Index Average, or SONIA,
+Added: was .19%, the Secured Overnight Financing Rate, or SOFR, was .05%, and the U.S.
Prime Lending Rate, or Prime, was 3.25%.
PIK means paid-in-kind.
−Removed: PIK income accruals may be adjusted based on the fair value of the underlying investment.
−Removed: Denominated in U.S.
−Removed: dollars unless otherwise noted.
−Removed: Fair value determined by the Companys board of directors (see Note 8).
−Removed: Security or portion thereof held within Race Street Funding LLC and is pledged as collateral supporting the amounts outstanding under the
−Removed: revolving credit facility with ING Capital LLC (see Note 9).
−Removed: Security or portion thereof is pledged as collateral supporting the amounts outstanding under the Senior Secured Revolving Credit Facility
−Removed: (see Note 9).
−Removed: notes to consolidated financial statements.
+Added: PIK income accruals may
+Added: be adjusted based on the fair value of the underlying investment.
+Added: consolidated financial statements.
FS KKR Capital Corp.
2 unchanged sentences
(in millions, except share amounts)
−Removed: Security or portion thereof held within FS KKR MM CLO 1 LLC (see Note 9).
−Removed: Security or portion thereof was held within CCT Tokyo Funding LLC and was pledged as collateral supporting the amounts outstanding under the
−Removed: revolving credit facility with Sumitomo Mitsui Banking Corporation (see Note 9).
−Removed: Security or portion thereof was held within CCT Dublin Funding Limited
−Removed: The investment is not a qualifying asset under the Investment Company Act of 1940, as amended.
−Removed: A business development company may not acquire
−Removed: any asset other than qualifying assets, unless, at the time the acquisition is made, qualifying assets represent at least 70% of the companys total assets.
−Removed: As of December 31, 2020, 73.4% of the Companys total assets represented
−Removed: qualifying assets.
+Added: Denominated in U.S.
+Added: dollars unless otherwise noted.
+Added: Fair value determined by the Companys board of directors (see Note 8).
Listed investments may be treated as debt for GAAP or tax purposes.
−Removed: Security is non-income producing.
−Removed: Security held within IC American Energy Investments, Inc., a wholly-owned subsidiary of the Company.
+Added: Security or portion thereof held within Ambler Funding LLC and is pledged as collateral supporting the amounts
+Added: outstanding under the revolving credit facility with Ally Bank (see Note 9).
+Added: Security or portion thereof was held within CCT Dublin Funding Limited
+Added: Security held within CCT Holdings II, LLC, a wholly-owned subsidiary of the Company.
+Added: Security or portion thereof was held within CCT Tokyo Funding LLC and was pledged as collateral supporting the
+Added: amounts outstanding under the revolving credit facility with Sumitomo Mitsui Banking Corporation (see Note 9).
+Added: Security or portion thereof held within Cobbs Creek LLC and is pledged as collateral supporting the amounts
+Added: outstanding under the senior secured revolving credit facility (see Note 9).
+Added: Security or portion thereof held within Darby Creek LLC and is pledged as collateral supporting the amounts
+Added: outstanding under a revolving credit facility with Deutsche Bank AG, New York Branch (see Note 9).
+Added: Security or portion thereof held within Dunlap Funding LLC and is pledged as collateral supporting the amounts
+Added: outstanding under a revolving credit facility with Deutsche Bank AG, New York Branch (see Note 9).
+Added: Security or portion thereof was held within FSK CLO as of December 31, 2021.
+Added: Security held within FSIC II Investments, Inc., a wholly-owned subsidiary of the Company.
Security held within FSIC Investments, Inc., a wholly-owned subsidiary of the Company.
+Added: Security held within IC American Energy Investments, Inc., a wholly-owned subsidiary of the Company.
Security held within IC Arches Investments LLC, a wholly-owned subsidiary of the Company.
−Removed: Security held within CCT Holdings II, LLC, a wholly-owned subsidiary of the Company.
+Added: Security held within IC II Arches Investments, LLC, a wholly-owned subsidiary of the Company.
+Added: Security or portion thereof held within Juniata River LLC and is pledged as collateral supporting the amounts
+Added: outstanding under a term loan credit facility with JPMorgan Chase Bank, N.A.
+Added: (see Note 9).
+Added: Security or portion thereof held within Meadowbrook Run LLC and is pledged as collateral supporting the amounts
+Added: outstanding under a revolving credit facility with Morgan Stanley Senior Funding, Inc.
+Added: (see Note 9).
+Added: Security or portion thereof held within Race Street Funding LLC.
+Added: Security is available as collateral supporting
+Added: the amounts outstanding under the Senior Secured Revolving Credit Facility (see Note 9).
+Added: Security or portion thereof is pledged as collateral supporting the amounts outstanding under the Senior Secured
+Added: Revolving Credit Facility (see Note 9).
+Added: The investment is not a qualifying asset under the Investment Company Act of 1940, as amended.
+Added: development company may not acquire any asset other than qualifying assets, unless, at the time the acquisition is made, qualifying assets represent at least 70% of the companys total assets.
+Added: As of December 31, 2021, 75.1% of the
+Added: Companys total assets represented qualifying assets.
Security is an unfunded commitment.
−Removed: Reflects the stated spread at the time of commitment, but may not be the actual rate received upon
−Removed: Asset is on non-accrual status.
−Removed: Security is classified as Level 1 or 2 in the Companys fair value hierarchy (see Note 8).
−Removed: notes to consolidated financial statements.
+Added: Reflects the stated spread at the time of commitment, but may not be the
+Added: actual rate received upon funding.
+Added: Security is non-income producing.
+Added: consolidated financial statements.
FS KKR Capital Corp.
2 unchanged sentences
(in millions, except share amounts)
−Removed: Under the Investment Company Act of 1940, as amended, the Company generally is deemed to be an affiliated person of a portfolio
−Removed: company if it owns 5% or more of the portfolio companys voting securities and generally is deemed to control a portfolio company if it owns more than 25% of the portfolio companys voting securities or it has the power to
−Removed: exercise control over the management or policies of such portfolio company.
−Removed: As of December 31, 2020, the Company held investments in portfolio companies of which it is deemed to be an affiliated person but is not deemed to
+Added: Asset is on non-accrual status.
+Added: Security is classified as Level 1 or 2 in the Companys fair value hierarchy (see Note 8).
+Added: Under the Investment Company Act of 1940, as amended, the Company generally is deemed to be an affiliated
+Added: person of a portfolio company if it owns 5% or more of the portfolio companys voting securities and generally is deemed to control a portfolio company if it owns more than 25% of the portfolio companys voting securities
+Added: or it has the power to exercise control over the management or policies of such portfolio company.
+Added: As of December 31, 2021, the Company held investments in portfolio companies of which it is deemed to be an affiliated person but is
+Added: not deemed to control.
The following table presents certain information with respect to investments in portfolio companies of which the Company was deemed to be an affiliated person for the year ended December 31, 2021:
7 unchanged sentences
Senior Secured LoansFirst Lien
+Added: Affordable Care Inc
+Added: Affordable Care Inc
Borden (New Dairy Opco)
1 unchanged sentence
Borden Dairy Co
+Added: Constellis Holdings LLC
+Added: Fairway Group Holdings Corp
+Added: Fairway Group Holdings Corp
HM Dunn Co Inc (5)
HM Dunn Co Inc (5)
−Removed: MB Precision Holdings LLC
Micronics Filtration Holdings Inc
1 unchanged sentence
Petroplex Acidizing Inc
−Removed: Safariland LLC
−Removed: Safariland LLC
+Added: Sorenson Communications LLC (4)
+Added: Sungard Availability Services Capital
ThermaSys Corp
−Removed: Z Gallerie LLC
Senior Secured LoansSecond Lien
−Removed: Z Gallerie LLC
+Added: Constellis Holdings LLC
+Added: Fairway Group Holdings Corp
+Added: Sorenson Communications LLC
+Added: Sungard Availability Services Capital Inc
Other Senior Secured Debt
JW Aluminum Co (5)
−Removed: Mood Media Corp
−Removed: Z Gallerie LLC
−Removed: Z Gallerie LLC
−Removed: Asset Based Finance
−Removed: Home Partners JV, Common Stock
−Removed: Home Partners JV, Private Equity
−Removed: Home Partners JV, Structured Mezzanine
−Removed: Orchard Marine Limited, Class B Common Stock
−Removed: Orchard Marine Limited, Series A Preferred Stock
−Removed: AltEn, LLC, Membership Units
−Removed: ASG Technologies, Common Stock
−Removed: ASG Technologies, Warrants
−Removed: Borden (New Dairy Opco), Common Stock
−Removed: Charlotte Russe Inc, Common Stock
−Removed: Fronton BV, Common Stock
−Removed: HM Dunn Co Inc, Preferred Stock, Series A
−Removed: notes to consolidated financial statements.
+Added: Subordinated Debt
+Added: Home Partners of America Inc
+Added: consolidated financial statements.
FS KKR Capital Corp.
9 unchanged sentences
Fair Value at
−Removed: HM Dunn Co Inc, Preferred Stock, Series B
+Added: Asset Based Finance
+Added: Home Partners JV, Structured Mezzanine
+Added: Home Partners JV, Private Equity
+Added: Home Partners JV, Private Equity
+Added: Home Partners JV, Common Stock
+Added: Home Partners JV 2, Structured Mezzanine
+Added: Home Partners JV 2, Private Equity
+Added: Home Partners JV 2, Private Equity
+Added: Jet Edge International LLC, Preferred Stock
+Added: Jet Edge International LLC, Warrant
+Added: Jet Edge International LLC, Term Loan
+Added: Orchard Marine Limited, Class B Common Stock
+Added: Orchard Marine Limited, Series A Preferred Stock
+Added: Affordable Care Inc, Common Stock
+Added: ASG Technologies, Common Stock
+Added: ASG Technologies, Warrants
+Added: Belk Inc, Common Stock
+Added: Borden (New Dairy Opco), Common Stock
+Added: Charlotte Russe Inc, Common Stock
+Added: Constellis Holdings LLC, Private Equity
+Added: Fairway Group Holdings Corp, Common Stock
+Added: Fronton BV, Common Stock
+Added: HM Dunn Co Inc, Preferred Stock, Series
+Added: HM Dunn Co Inc, Preferred Stock, Series
Home Partners of America Inc, Common Stock
2 unchanged sentences
JW Aluminum Co, Preferred Stock (5)
−Removed: MB Precision Holdings LLC, Class A2 Units
−Removed: MB Precision Holdings LLC, Preferred Stock
−Removed: Micronics Filtration Holdings Inc, Common
−Removed: Micronics Filtration Holdings Inc, Preferred Stock, Series
−Removed: Micronics Filtration Holdings Inc, Preferred Stock, Series
+Added: Micronics Filtration Holdings Inc, Common Stock
+Added: Micronics Filtration Holdings Inc, Preferred Stock, Series A
+Added: Micronics Filtration Holdings Inc, Preferred Stock, Series B
Micronics Filtration Holdings Inc, Preferred Stock, Series B PIK
Micronics Filtration Holdings Inc, Preferred Stock, Series C PIK
−Removed: Mood Media Corp, Common Stock
−Removed: Mood Media LLC, Class A Warrants
−Removed: Mood Media LLC, Class B Warrants
−Removed: Mood Media LLC, Class C Warrants
−Removed: One Call Care Management Inc, Common Stock
−Removed: One Call Care Management Inc, Preferred Stock A
−Removed: One Call Care Management Inc, Preferred Stock B
+Added: One Call Care Management Inc, Common
+Added: One Call Care Management Inc, Preferred Stock
+Added: One Call Care Management Inc, Preferred Stock
Petroplex Acidizing Inc, Preferred Stock A
2 unchanged sentences
Proserv Acquisition LLC, Class A Preferred Units
−Removed: Safariland LLC, Common Equity
−Removed: ThermaSys Corp, Common Stock
−Removed: ThermaSys Corp, Preferred Stock
−Removed: Z Gallerie LLC, Common Stock
−Removed: Gross additions include increases in the cost basis of investments resulting from new portfolio investments, PIK interest, the amortization of
−Removed: unearned income, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.
−Removed: Gross reductions include decreases in the cost basis of investments resulting from principal collections related to investment repayments or
−Removed: sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.
−Removed: Interest, PIK, fee and dividend income presented for the full year ended December 31, 2020.
−Removed: The Company held this investment as of December 31, 2019 but it was not deemed to be an affiliated person of the portfolio
−Removed: company as of December 31, 2019.
−Removed: Transfers in or out have been presented at amortized cost.
−Removed: notes to consolidated financial statements.
+Added: consolidated financial statements.
FS KKR Capital Corp.
2 unchanged sentences
(in millions, except share amounts)
−Removed: Under the Investment Company Act of 1940, as amended, the Company generally is deemed to control a portfolio company if it owns
−Removed: more than 25% of the portfolio companys voting securities or it has the power to exercise control over the management or policies of such portfolio company.
−Removed: As of December 31, 2020, the Company held investments in one portfolio company of
−Removed: which it is deemed to be an affiliated person and deemed to control.
−Removed: During the year ended December 31, 2020, the Company disposed of investments in one portfolio of which it was deemed to be an affiliated
−Removed: person and deemed to control.
−Removed: The following table presents certain information with respect to investments in portfolio companies of which the Company was deemed to be an affiliated person and deemed to control for the year ended
−Removed: December 31, 2020:
Portfolio Company
5 unchanged sentences
Fair Value at
+Added: Sorenson Communications LLC, Common
+Added: Sungard Availbaility Services Capital Inc, Common Stock (4)
+Added: ThermaSys Corp, Common Stock
+Added: ThermaSys Corp, Preferred Stock
+Added: Gross additions include increases in the cost basis of investments resulting from new portfolio investments, PIK
+Added: interest, the amortization of unearned income, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.
+Added: Gross reductions include decreases in the cost basis of investments resulting from principal collections related
+Added: to investment repayments or sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.
+Added: Interest, PIK, fee and dividend income presented for the full year ended December 31, 2021.
+Added: The Company held this investment as of December 31, 2020 but it was not deemed to be an affiliated
+Added: person of the portfolio company as of December 31, 2020.
+Added: Transfers in or out have been presented at amortized cost.
+Added: The Company held this investment as of December 31, 2021 but it was deemed to control the
+Added: portfolio company as of December 31, 2021.
+Added: Transfers in or out have been presented at amortized cost.
+Added: Under the Investment Company Act of 1940, as amended, the Company generally is deemed to control a
+Added: portfolio company if it owns more than 25% of the portfolio companys voting securities or it has the power to exercise control over the management or policies of such portfolio company.
+Added: As of December 31, 2021, the Company held
+Added: investments in one portfolio company of which it is deemed to be an affiliated person and deemed to control.
+Added: During the year ended December 31, 2021, the Company disposed of investments in one portfolio of which it was
+Added: deemed to be an affiliated person and deemed to control.
+Added: The following table presents certain information with respect to investments in portfolio companies of which the Company was deemed to be an affiliated person and
+Added: deemed to control for the year ended December 31, 2021:
+Added: Portfolio Company
+Added: Fair Value at
+Added: Additions (1)
+Added: Reductions (2)
+Added: Net Change in
+Added: (Depreciation)
+Added: Fair Value at
Senior Secured LoansFirst Lien
1 unchanged sentence
Amtek Global Technology Pte Ltd
+Added: ATX Networks Corp
+Added: HM Dunn Co Inc (4)
+Added: HM Dunn Co Inc (4)
+Added: One Call Care Management Inc
+Added: Production Resource Group LLC
+Added: Production Resource Group LLC
+Added: Production Resource Group LLC
+Added: Production Resource Group LLC
Sound United LLC
+Added: Warren Resources Inc (4)
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2021
+Added: (in millions, except share amounts)
+Added: Portfolio Company
+Added: Fair Value at
+Added: Additions (1)
+Added: Reductions (2)
+Added: Net Change in
+Added: (Depreciation)
+Added: Fair Value at
Senior Secured LoansSecond Lien
3 unchanged sentences
Advanced Lighting Technologies Inc
+Added: JW Aluminum Co (4)
+Added: One Call Care Management Inc (4)
Subordinated Debt
−Removed: Hilding Anders
−Removed: Hilding Anders
−Removed: Hilding Anders
+Added: ATX Networks Corp
Hilding Anders
7 unchanged sentences
Kilter Finance, Private Equity
+Added: KKR Rocket Loans Aggregator LLC, Partnership Interest
+Added: My Community Homes SFR PropCo 2, Private Equity
Prime St LLC, Private Equity
2 unchanged sentences
Toorak Capital Partners, LLC, Private Equity
−Removed: Strategic Credit Opportunities Partners, LLC
−Removed: Strategic Credit Opportunities Partners, LLC
−Removed: Advanced Lighting Technologies Inc, Common
−Removed: Advanced Lighting Technologies Inc,
+Added: Toorak Capital Partners LLC, Structured Mezzanine
+Added: Credit Opportunities Partners JV, LLC
+Added: Credit Opportunities Partners JV, LLC
+Added: Advanced Lighting Technologies Inc, Common Stock
+Added: Advanced Lighting Technologies Inc, Warrant
+Added: Amtek Global Technology Pte Ltd, Common Stock
Amtek Global Technology Pte Ltd, Ordinary Shares
1 unchanged sentence
Amtek Global Technology Pte Ltd, Private Equity
−Removed: Hilding Anders, ARLE PIK Interest
+Added: ATX Networks Corp, Common Stock
Hilding Anders, Class A Common Stock
−Removed: notes to consolidated financial statements.
+Added: Hilding Anders, Class B Common Stock
+Added: Hilding Anders, Class C Common Stock
+Added: Hilding Anders, Equity Options
+Added: HM Dunn Co Inc, Preferred Stock, Series
+Added: HM Dunn Co Inc, Preferred Stock, Series
+Added: consolidated financial statements.
FS KKR Capital Corp.
9 unchanged sentences
Fair Value at
−Removed: Hilding Anders, Class B Common Stock
−Removed: Hilding Anders, Class C Common Stock
−Removed: Hilding Anders, Equity Options
−Removed: KKR BPT Holdings Aggregator LLC, Membership Interest
+Added: JW Aluminum Co, Common Stock (4)
+Added: JW Aluminum Co, Preferred Stock (4)
+Added: One Call Care Management Inc, Common
+Added: One Call Care Management Inc, Preferred Stock
+Added: One Call Care Management Inc, Preferred Stock
+Added: Production Resource Group LLC, Preferred Stock, Series A PIK
+Added: Production Resource Group LLC, Preferred Stock, Series B PIK
Sound United LLC, Class A Units
2 unchanged sentences
Sound United LLC, Series II Units
−Removed: Gross additions include increases in the cost basis of investments resulting from new portfolio investments, PIK interest, the amortization of
−Removed: unearned income, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.
−Removed: Gross reductions include decreases in the cost basis of investments resulting from principal collections related to investment repayments or
−Removed: sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.
−Removed: Interest, PIK and dividend income presented for the full year ended December 31, 2020.
−Removed: notes to consolidated financial statements.
+Added: Warren Resources Inc, Common Stock
+Added: Gross additions include increases in the cost basis of investments resulting from new portfolio investments, PIK
+Added: interest, the amortization of unearned income, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.
+Added: Gross reductions include decreases in the cost basis of investments resulting from principal collections related
+Added: to investment repayments or sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.
+Added: Interest, PIK, fee and dividend income presented for the full year ended December 31, 2021.
+Added: The Company held this investment as of December 31, 2020 but it was not deemed to be an control
+Added: of the portfolio company as of December 31, 2020.
+Added: Transfers in or out have been presented at amortized cost.
+Added: consolidated financial statements.
FS KKR Capital Corp.
7 unchanged sentences
5 Arch Income Fund 2 LLC
+Added: (l)(n)(q)(v)(w)
Diversified Financials
8 unchanged sentences
Capital Goods
+Added: Acproducts Inc
+Added: Consumer Durables & Apparel
Advanced Lighting Technologies Inc
−Removed: Advantage Sales & Marketing Inc
−Removed: Commercial & Professional Services
−Removed: Alion Science & Technology Corp
−Removed: Capital Goods
All Systems Holding LLC
2 unchanged sentences
Commercial & Professional Services
−Removed: All Systems Holding LLC
−Removed: Commercial & Professional Services
−Removed: L+400 PIK (L+400 Max PIK)
−Removed: AM General LLC
−Removed: Capital Goods
American Tire Distributors Inc
Automobiles & Components
−Removed: Ammeraal Beltech Holding BV
−Removed: Capital Goods
+Added: L+750, 0.0% PIK (1.5% Max PIK)
Amtek Global Technology Pte Ltd
6 unchanged sentences
Diversified Financials
+Added: Apex Group Limited
+Added: Diversified Financials
+Added: Ardonagh Group Ltd
+Added: L+750, 0.0% PIK (2.3% Max PIK)
+Added: Ardonagh Group Ltd
+Added: L+750, 0.0% PIK (2.3% Max PIK)
Aspect Software Inc
Software & Services
+Added: 8.0% PIK (8.0% Max PIK)
Aspect Software Inc
Software & Services
−Removed: athenahealth Inc
−Removed: Health Care Equipment & Services
−Removed: AVF Parent LLC
−Removed: L+925 PIK (L+925 Max PIK)
−Removed: Bellatrix Exploration Ltd
−Removed: Bellatrix Exploration Ltd
Berner Food & Beverage LLC
Food & Staples Retailing
+Added: Borden (New Dairy Opco)
+Added: Food, Beverage & Tobacco
+Added: Borden (New Dairy Opco)
+Added: Food, Beverage & Tobacco
+Added: L+700, 0.0% PIK (1.0% Max PIK)
Borden Dairy Co
Food, Beverage & Tobacco
−Removed: Brand Energy & Infrastructure Services Inc
−Removed: Capital Goods
−Removed: Camping World Good Sam
−Removed: Consumer Durables & Apparel
−Removed: CEPSA Holdco (Matador Bidco)
−Removed: CHS/Community Health Systems, Inc.
−Removed: Health Care Equipment & Services
−Removed: Commercial Barge Line Co
−Removed: Transportation
−Removed: Compassus LLC
−Removed: Health Care Equipment & Services
−Removed: Capital Goods
+Added: Charles Taylor PLC
+Added: Diversified Financials
Capital Goods
5 unchanged sentences
Food, Beverage & Tobacco
+Added: L+577, 3.0% PIK (3.0% Max PIK)
Distribution International Inc
3 unchanged sentences
Food, Beverage & Tobacco
−Removed: Eagle Family Foods Inc
−Removed: Food, Beverage & Tobacco
−Removed: notes to consolidated financial statements.
−Removed: FS KKR Capital Corp.
−Removed: Consolidated Schedule of Investments (continued)
−Removed: As of December 31, 2019
−Removed: (in millions, except share amounts)
−Removed: Portfolio Company (a)
−Removed: Electronics For Imaging Inc
−Removed: Technology Hardware & Equipment
Empire Today LLC
1 unchanged sentence
Media & Entertainment
+Added: L+575, 2.5% PIK (2.5% Max PIK)
Entertainment Benefits Group LLC
Media & Entertainment
+Added: L+575, 2.5% PIK (2.5% Max PIK)
Entertainment Benefits Group LLC
Media & Entertainment
+Added: L+575, 2.5% PIK (2.5% Max PIK)
+Added: FloWorks International LLC
+Added: Capital Goods
+Added: FloWorks International LLC
+Added: Capital Goods
+Added: FloWorks International LLC
+Added: Capital Goods
Frontline Technologies Group LLC
Software & Services
+Added: Frontline Technologies Group LLC
+Added: Software & Services
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2020
+Added: (in millions, except share amounts)
+Added: Portfolio Company (a)
Greystone & Co Inc
2 unchanged sentences
Diversified Financials
−Removed: Greystone Equity Member Corp
−Removed: Diversified Financials
Heniff Transportation Systems LLC
4 unchanged sentences
Transportation
−Removed: Heniff Transportation Systems LLC
−Removed: Transportation
HM Dunn Co Inc
6 unchanged sentences
Commercial & Professional Services
−Removed: Hunt Mortgage
−Removed: Diversified Financials
−Removed: Icynene Group Ltd
Commercial & Professional Services
+Added: E+500, 2.3% PIK (2.3% Max PIK)
Commercial & Professional Services
−Removed: Imagine Communications Corp
−Removed: Media & Entertainment
−Removed: Imagine Communications Corp
−Removed: Media & Entertainment
+Added: L+525, 2.3% PIK (2.3% Max PIK)
+Added: Individual FoodService
+Added: Capital Goods
+Added: Individual FoodService
+Added: Capital Goods
+Added: Individual FoodService
+Added: Capital Goods
+Added: Individual FoodService
+Added: Capital Goods
Industria Chimica Emiliana Srl
5 unchanged sentences
10.8%, 1.0% PIK (1.0% Max PIK)
−Removed: JHT Holdings Inc
−Removed: Capital Goods
+Added: Jarrow Formulas Inc
+Added: Household & Personal Products
Jo-Ann Stores Inc
−Removed: Consumer Services
Kellermeyer Bergensons Services LLC
2 unchanged sentences
Commercial & Professional Services
−Removed: Kellermeyer Bergensons Services LLC
−Removed: Commercial & Professional Services
Kodiak BP LLC
4 unchanged sentences
Commercial & Professional Services
−Removed: Technology Hardware & Equipment
Commercial & Professional Services
1 unchanged sentence
Commercial & Professional Services
−Removed: Lionbridge Technologies Inc
−Removed: Consumer Services
−Removed: notes to consolidated financial statements.
−Removed: FS KKR Capital Corp.
−Removed: Consolidated Schedule of Investments (continued)
−Removed: As of December 31, 2019
−Removed: (in millions, except share amounts)
−Removed: Portfolio Company (a)
Lipari Foods LLC
2 unchanged sentences
Food & Staples Retailing
−Removed: Lipari Foods LLC
−Removed: Food & Staples Retailing
Matchesfashion Ltd
Consumer Durables & Apparel
−Removed: MB Precision Holdings LLC
−Removed: Capital Goods
−Removed: L+725, 2.3% PIK (2.3% Max
−Removed: MI Windows & Doors Inc
−Removed: Capital Goods
+Added: L+463, 1.0% PIK (1.0% Max PIK)
+Added: Miami Beach Medical Group LLC
+Added: Health Care Equipment & Services
+Added: Miami Beach Medical Group LLC
+Added: Health Care Equipment & Services
Micronics Filtration Holdings Inc
Capital Goods
−Removed: L+800, 0.5% PIK (0.5% Max PIK)
−Removed: Motion Recruitment Partners LLC
−Removed: Commercial & Professional Services
+Added: 7.5% PIK (7.5% Max PIK)
Motion Recruitment Partners LLC
2 unchanged sentences
Commercial & Professional Services
−Removed: Multi-Color Corp
−Removed: Commercial & Professional Services
Consumer Durables & Apparel
Software & Services
−Removed: North Haven Cadence Buyer Inc
−Removed: Consumer Services
−Removed: North Haven Cadence Buyer Inc
−Removed: Consumer Services
−Removed: North Haven Cadence Buyer Inc
−Removed: Consumer Services
−Removed: North Haven Cadence Buyer Inc
−Removed: Consumer Services
−Removed: One Call Care Management Inc
−Removed: Ontic Engineering & Manufacturing Inc
−Removed: Capital Goods
−Removed: Ontic Engineering & Manufacturing Inc
+Added: L+500, 2.5% PIK (2.5% Max PIK)
+Added: Omnimax International Inc
Capital Goods
−Removed: Telecommunication Services
−Removed: PAE Holding Corp
+Added: Omnimax International Inc
Capital Goods
−Removed: Peak 10 Holding Corp
−Removed: Telecommunication Services
+Added: One Call Care Management Inc
+Added: Health Care Equipment & Services
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2020
+Added: (in millions, except share amounts)
+Added: Portfolio Company (a)
+Added: P2 Energy Solutions Inc.
+Added: Software & Services
+Added: P2 Energy Solutions Inc.
+Added: Software & Services
+Added: P2 Energy Solutions Inc.
+Added: Software & Services
Petroplex Acidizing Inc
−Removed: L+725, 1.8% PIK (1.8% Max
−Removed: Power Distribution Inc
−Removed: Capital Goods
+Added: L+900 PIK (L+900 Max PIK)
+Added: Polyconcept North America Inc
+Added: Household & Personal Products
+Added: L+450 PIK (L+450 Max PIK)
+Added: Premium Credit Ltd
+Added: Diversified Financials
Project Marron
1 unchanged sentence
Health Care Equipment & Services
−Removed: Health Care Equipment & Services
−Removed: Health Care Equipment & Services
Qdoba Restaurant Corp
Consumer Services
−Removed: Quorum Health Corp
−Removed: Health Care Equipment & Services
Reliant Rehab Hospital Cincinnati LLC
Health Care Equipment & Services
+Added: Revere Superior Holdings Inc
+Added: Software & Services
+Added: Revere Superior Holdings Inc
+Added: Software & Services
Roadrunner Intermediate Acquisition Co LLC
3 unchanged sentences
RSC Insurance Brokerage Inc
−Removed: Safariland LLC
−Removed: Capital Goods
−Removed: Safariland LLC
−Removed: Capital Goods
+Added: Safe-Guard Products International LLC
+Added: Diversified Financials
L+800, 0.8% PIK (0.8% Max PIK)
−Removed: notes to consolidated financial statements.
−Removed: FS KKR Capital Corp.
−Removed: Consolidated Schedule of Investments (continued)
−Removed: As of December 31, 2019
−Removed: (in millions, except share amounts)
−Removed: Portfolio Company (a)
+Added: C+850, 0.8% PIK (0.8% Max PIK)
+Added: Capital Goods
L+675, 0.0% PIK (1.0% Max PIK)
5 unchanged sentences
Consumer Durables & Apparel
−Removed: Smart Foodservice
−Removed: Food & Staples Retailing
−Removed: SMART Global Holdings Inc
−Removed: Semiconductors & Semiconductor Equipment
Sorenson Communications LLC
Telecommunication Services
−Removed: Staples Canada
+Added: Sound United LLC
+Added: Consumer Durables & Apparel
Sungard Availability Services Capital Inc
Software & Services
+Added: L+375, 3.8% PIK (3.8% Max PIK)
Sungard Availability Services Capital Inc
Software & Services
−Removed: Sutherland Global Services Inc
−Removed: Software & Services
+Added: L+375, 3.8% PIK (3.8% Max PIK)
+Added: Sweeping Corp of America Inc
+Added: Commercial & Professional Services
+Added: Sweeping Corp of America Inc
+Added: Commercial & Professional Services
+Added: Sweeping Corp of America Inc
+Added: Commercial & Professional Services
Sweet Harvest Foods Management Co
1 unchanged sentence
L+775, 1.0% PIK (1.0% Max PIK)
−Removed: Software & Services
+Added: Sweet Harvest Foods Management Co
+Added: Food & Staples Retailing
+Added: L+775, 1.0% PIK (1.0% Max PIK)
Software & Services
−Removed: Team Health Inc
−Removed: Health Care Equipment & Services
ThermaSys Corp
Capital Goods
+Added: L+1,100 PIK (L+1,100 Max PIK)
ThreeSixty Group
+Added: L+375, 3.8% PIK (3.8% Max PIK)
ThreeSixty Group
−Removed: Total Safety US Inc
−Removed: Capital Goods
+Added: L+375, 3.8% PIK (3.8% Max PIK)
Software & Services
Transaction Services Group Ltd
−Removed: Consumer Services
+Added: Software & Services
Transaction Services Group Ltd
−Removed: Consumer Services
+Added: Software & Services
+Added: Transaction Services Group Ltd
+Added: Software & Services
Truck-Lite Co LLC
−Removed: Automobiles & Components
+Added: Capital Goods
Truck-Lite Co LLC
−Removed: Automobiles & Components
+Added: Capital Goods
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2020
+Added: (in millions, except share amounts)
+Added: Portfolio Company (a)
Truck-Lite Co LLC
−Removed: Automobiles & Components
+Added: Capital Goods
Utility One Source LP
Capital Goods
−Removed: Vertiv Group Corp
−Removed: Technology Hardware & Equipment
Virgin Pulse Inc
Software & Services
−Removed: Commercial & Professional Services
Warren Resources Inc
10 unchanged sentences
Transportation
−Removed: Yak Access LLC
−Removed: Capital Goods
−Removed: Zeta Interactive Holdings Corp
−Removed: Software & Services
+Added: Wheels Up Partners LLC
+Added: Transportation
Zeta Interactive Holdings Corp
3 unchanged sentences
Net Senior Secured LoansFirst Lien
−Removed: notes to consolidated financial statements.
−Removed: FS KKR Capital Corp.
−Removed: Consolidated Schedule of Investments (continued)
−Removed: As of December 31, 2019
−Removed: (in millions, except share amounts)
−Removed: Portfolio Company (a)
Senior Secured LoansSecond Lien28.4%
1 unchanged sentence
Capital Goods
−Removed: Access CIG LLC
−Removed: Software & Services
−Removed: Advantage Sales & Marketing Inc
−Removed: Commercial & Professional Services
−Removed: Agro Merchants Global LP
−Removed: Transportation
−Removed: Albany Molecular Research Inc
−Removed: Pharmaceuticals, Biotechnology & Life Sciences
Amtek Global Technology Pte Ltd
−Removed: Automobiles & Components
−Removed: Amtek Global Technology Pte Ltd
+Added: (g)(j)(l)(n)(w)(z)
Automobiles & Components
−Removed: Arena Energy LP
−Removed: L+900, 4.0% PIK (4.0% Max PIK)
+Added: E+500 PIK (E+500 Max PIK)
athenahealth Inc
Health Care Equipment & Services
−Removed: Bellatrix Exploration Ltd
−Removed: Bellatrix Exploration Ltd
Byrider Finance LLC
1 unchanged sentence
L+1,000, 0.5% PIK (0.5% Max PIK)
−Removed: Chisholm Oil & Gas Operating LLC
−Removed: L+550, 3.0% PIK (3.0% Max PIK)
−Removed: CommerceHub Inc
−Removed: Software & Services
Culligan International Co
Household & Personal Products
−Removed: EaglePicher Technologies LLC
−Removed: Capital Goods
−Removed: Electronics For Imaging Inc
−Removed: Technology Hardware & Equipment
−Removed: Emerald Performance Materials LLC
−Removed: Excelitas Technologies Corp
−Removed: Technology Hardware & Equipment
+Added: Software & Services
Gruden Acquisition Inc
Transportation
−Removed: LBM Borrower LLC
−Removed: Capital Goods
MedAssets Inc
Health Care Equipment & Services
−Removed: Software & Services
Consumer Durables & Apparel
+Added: L+1,275 PIK (L+1,275 Max PIK)
NEP Broadcasting LLC
2 unchanged sentences
Software & Services
−Removed: Ontic Engineering & Manufacturing Inc
−Removed: Capital Goods
−Removed: P2 Energy Solutions, Inc.
−Removed: Software & Services
Paradigm Acquisition Corp
6 unchanged sentences
Household & Personal Products
+Added: 11.0% PIK (11.0% Max PIK)
+Added: Pretium Packaging LLC
+Added: Household & Personal Products
Pure Fishing Inc
2 unchanged sentences
Food, Beverage & Tobacco
−Removed: SIRVA Worldwide Inc
−Removed: Commercial & Professional Services
+Added: Capital Goods
+Added: L+1,075, 0.0% PIK (6.8% Max PIK)
Sorenson Communications LLC
Telecommunication Services
+Added: L+1,150 PIK (L+1,150 Max PIK)
+Added: Sound United LLC
+Added: Consumer Durables & Apparel
13.5% PIK (13.5% Max PIK)
4 unchanged sentences
L+400, 2.8% PIK (2.8 % Max PIK)
−Removed: notes to consolidated financial statements.
+Added: Vestcom International Inc
+Added: Consumer Services
+Added: WireCo WorldGroup Inc
+Added: Capital Goods
+Added: consolidated financial statements.
FS KKR Capital Corp.
3 unchanged sentences
Portfolio Company (a)
−Removed: Vestcom International Inc
−Removed: Consumer Services
−Removed: WireCo WorldGroup Inc
−Removed: Capital Goods
Wittur Holding GmbH
1 unchanged sentence
E+850, 0.5% PIK (0.5% Max PIK)
−Removed: Z Gallerie LLC
Total Senior Secured LoansSecond Lien
6 unchanged sentences
Black Swan Energy Ltd
−Removed: Cleaver-Brooks Inc
−Removed: Capital Goods
−Removed: Enterprise Development Authority
−Removed: Consumer Services
−Removed: FourPoint Energy LLC
JW Aluminum Co
Consumer Durables & Apparel
−Removed: Maxim Crane Works LP / Maxim Finance Corp
Capital Goods
−Removed: Mood Media Corp
−Removed: Media & Entertainment
−Removed: L+1,400 PIK (L+1,400 Max PIK)
−Removed: MultiPlan Inc
−Removed: Health Care Equipment & Services
−Removed: Pattonair Holdings Ltd
−Removed: Capital Goods
−Removed: Rockport (Relay)
−Removed: Consumer Durables & Apparel
−Removed: 15.0% PIK (15.0% Max PIK)
−Removed: Capital Goods
Velvet Energy Ltd
−Removed: Commercial & Professional Services
−Removed: Commercial & Professional Services
−Removed: Z Gallerie LLC
Total Other Senior Secured Debt
Subordinated Debt5.5%
−Removed: Alion Science & Technology Corp
−Removed: Capital Goods
−Removed: Alion Science & Technology Corp
−Removed: Capital Goods
All Systems Holding LLC
1 unchanged sentence
10.0% PIK (10.0% Max PIK)
+Added: Ardonagh Group Ltd
athenahealth Inc
1 unchanged sentence
L+1,113 PIK (L+1,113 Max PIK)
−Removed: Byrider Finance LLC
−Removed: Automobiles & Components
−Removed: 20.0% PIK (20.0% Max PIK)
ClubCorp Club Operations Inc
Consumer Services
+Added: Cornerstone (Ply Gem Holdings Inc)
+Added: Capital Goods
Craftworks Rest & Breweries Group Inc
1 unchanged sentence
14.0% PIK (14.0% Max PIK)
−Removed: DEI Sales Inc
−Removed: Consumer Durables & Apparel
−Removed: 13.0% PIK (13.0% Max PIK)
−Removed: Diamond Resorts International Inc
−Removed: Consumer Services
−Removed: GFL Environmental Inc
−Removed: Commercial & Professional Services
Hilding Anders
−Removed: (g)(l)(n)(w)(z)
Consumer Durables & Apparel
−Removed: 13.0% PIK (13.0% Max PIK)
Hilding Anders
−Removed: (g)(l)(n)(w)(z)
Consumer Durables & Apparel
−Removed: 12.0% PIK (12.0% Max PIK)
Hilding Anders
2 unchanged sentences
13.0% PIK (13.0% Max PIK)
−Removed: Hilding Anders
−Removed: (g)(l)(n)(w)(z)
−Removed: Consumer Durables & Apparel
−Removed: 18.0% PIK (18.0% Max PIK)
−Removed: Imagine Communications Corp
−Removed: Media & Entertainment
−Removed: 12.5% PIK (12.5% Max PIK)
−Removed: notes to consolidated financial statements.
−Removed: FS KKR Capital Corp.
−Removed: Consolidated Schedule of Investments (continued)
−Removed: As of December 31, 2019
−Removed: (in millions, except share amounts)
−Removed: Portfolio Company (a)
−Removed: Kenan Advantage Group Inc
−Removed: Transportation
−Removed: LifePoint Hospitals Inc
−Removed: Health Care Equipment & Services
−Removed: Nouryon (fka Akzo Nobel Specialty Chemicals)
−Removed: PAREXEL International Corp
−Removed: Pharmaceuticals, Biotechnology & Life Sciences
−Removed: Plastipak Holdings Inc
−Removed: Ply Gem Holdings Inc
−Removed: Capital Goods
−Removed: Quorum Health Corp
−Removed: Health Care Equipment & Services
−Removed: SRS Distribution Inc
−Removed: Capital Goods
−Removed: Team Health Inc
−Removed: Health Care Equipment & Services
−Removed: Vertiv Group Corp
−Removed: Technology Hardware & Equipment
−Removed: Commercial & Professional Services
+Added: Legends Hospitality LLC
+Added: Consumer Services
+Added: L+1,000 PIK (L+1,000 Max PIK)
Total Subordinated Debt
1 unchanged sentence
Asset Based Finance30.8%
+Added: 801 5th Ave, Seattle, Private Equity
801 5th Ave, Seattle, Structure Mezzanine
8.0%, 3.0% PIK (3.0% Max PIK)
−Removed: 801 5th Ave, Seattle, Private Equity
Abacus JV, Private Equity
7 unchanged sentences
Transportation
+Added: Avida Holding AB, Common Stock
+Added: Diversified Financials
Bank of Ireland, Class B Credit Linked Floating Rate Note
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2020
+Added: (in millions, except share amounts)
+Added: Portfolio Company (a)
+Added: Byrider Finance LLC, Structured Mezzanine
+Added: Automobiles & Components
+Added: Byrider Finance LLC, Structured Mezzanine
+Added: Automobiles & Components
+Added: Byrider Finance LLC, Sub Note
+Added: Automobiles & Components
+Added: Callodine Commercial Finance LLC, 2L Term Loan A
+Added: Diversified Financials
+Added: Callodine Commercial Finance LLC, 2L Term Loan B
+Added: Diversified Financials
+Added: Capital Automotive LP, Private Equity
+Added: Capital Automotive LP, Structured Mezzanine
+Added: 11.0% PIK (11.0% MAX PIK)
+Added: Global Jet Capital LLC, Preferred Stock
+Added: Commercial & Professional Services
Global Jet Capital LLC, Structured Mezzanine
34 unchanged sentences
15.0% PIK (15.0% Max PIK)
−Removed: Global Jet Capital LLC, Preferred Stock
−Removed: Commercial & Professional Services
+Added: Global Lending Services LLC, Private Equity
+Added: Diversified Financials
+Added: Global Lending Services LLC, Private Equity
+Added: Diversified Financials
+Added: Home Partners JV, Common Stock
+Added: Home Partners JV, Private Equity
+Added: (g)(l)(n)(x)(y)
Home Partners JV, Structured Mezzanine
2 unchanged sentences
11.0% PIK (11.0% Max PIK)
−Removed: notes to consolidated financial statements.
−Removed: FS KKR Capital Corp.
−Removed: Consolidated Schedule of Investments (continued)
−Removed: As of December 31, 2019
−Removed: (in millions, except share amounts)
−Removed: Portfolio Company (a)
−Removed: Home Partners JV, Common Stock
−Removed: Home Partners JV, Private Equity
−Removed: (g)(l)(n)(x)(y)
+Added: Kilter Finance, Preferred Stock
+Added: 6.0%, 6.0% PIK (6.0% Max PIK)
+Added: Kilter Finance, Private Equity
KKR Central Park Leasing Aggregator L.P., Partnership Interest
6 unchanged sentences
Technology Hardware & Equipment
+Added: Opendoor Labs Inc, 2L Term Loan
+Added: Opendoor Labs Inc, 2L Term Loan
Orchard Marine Limited, Class B Common Stock
2 unchanged sentences
Transportation
+Added: Prime ST LLC, Private Equity
+Added: Prime ST LLC, Structured Mezzanine
+Added: 5.0%, 6.0% PIK (6.0% Max PIK)
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2020
+Added: (in millions, except share amounts)
+Added: Portfolio Company (a)
Rampart CLO 2007 1A Class Subord.
Diversified Financials
−Removed: Sofi Lending Corp, 2019-C R1
+Added: Sofi Lending Corp, Purchase Facility
Diversified Financials
2 unchanged sentences
Toorak Capital Funding LLC, Membership Interest
−Removed: Diversified Financials
−Removed: Toorak Capital LLC, Membership Interest
−Removed: Diversified Financials
+Added: Toorak Capital Partners LLC, Private Equity
Wind River CLO Ltd.
4 unchanged sentences
Net Asset Based Finance
−Removed: Strategic Credit Opportunities, LLC12.4%
Strategic Credit Opportunities Partners, LLC23.0%
+Added: Strategic Credit Opportunities Partners, LLC
Diversified Financials
−Removed: Total Strategic Credit Opportunities Partners
+Added: Total Strategic Credit Opportunities Partners, LLC
Portfolio Company (a)
6 unchanged sentences
Commercial & Professional Services
−Removed: AltEn, LLC, Membership Units
Amtek Global Technology Pte Ltd, Ordinary Shares
1 unchanged sentence
5,735,804,056
+Added: Amtek Global Technology Pte Ltd, Private Equity
+Added: Automobiles & Components
Amtek Global Technology Pte Ltd, Trade Claim
4 unchanged sentences
Capital Goods
+Added: Ardonagh Ltd, Ordinary Shares
+Added: Ardonagh Ltd, Ordinary Shares
+Added: Ardonagh Ltd, Preferred Stock
+Added: Arena Energy LP, Warrants
Ascent Resources Utica Holdings LLC / ARU Finance Corp, Common Stock
−Removed: notes to consolidated financial statements.
−Removed: FS KKR Capital Corp.
−Removed: Consolidated Schedule of Investments (continued)
−Removed: As of December 31, 2019
−Removed: (in millions, except share amounts)
−Removed: Portfolio Company (a)
Ascent Resources Utica Holdings LLC / ARU Finance Corp, Trade Claim
5 unchanged sentences
Software & Services
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2020
+Added: (in millions, except share amounts)
+Added: Portfolio Company (a)
Aspect Software Inc, Warrant
Software & Services
+Added: AVF Parent LLC, Trade Claim
Belk Inc, Units
−Removed: Bellatrix Exploration Ltd, Warrant
−Removed: Byrider Finance LLC, Common Stock
−Removed: Automobiles & Components
+Added: Borden (New Dairy Opco), Common Stock
+Added: Food, Beverage & Tobacco
Cengage Learning, Inc, Common Stock
2 unchanged sentences
Chisholm Oil & Gas Operating LLC, Series A Units
−Removed: CSafe Global, Common Stock
−Removed: Capital Goods
CTI Foods Holding Co LLC, Common Stock
Food, Beverage & Tobacco
−Removed: DEI Sales Inc, Class A Units
−Removed: Consumer Durables & Apparel
−Removed: DEI Sales Inc, Series I Units
−Removed: Consumer Durables & Apparel
−Removed: DEI Sales Inc, Series II Units
−Removed: Consumer Durables & Apparel
Directed LLC, Warrant
1 unchanged sentence
Empire Today LLC, Common Stock
−Removed: FourPoint Energy LLC, Common Stock, Class CIIA Units
−Removed: FourPoint Energy LLC, Common Stock, Class D Units
−Removed: FourPoint Energy LLC, Common Stock, Class EII Units
−Removed: FourPoint Energy LLC, Common Stock, Class EIII Units
Fronton BV, Common Stock
2 unchanged sentences
Technology Hardware & Equipment
−Removed: Genesys Telecommunications Laboratories Inc, Class A1A5 Shares
−Removed: Technology Hardware & Equipment
Genesys Telecommunications Laboratories Inc, Ordinary Shares
Technology Hardware & Equipment
−Removed: Genesys Telecommunications Laboratories Inc, Ordinary Shares
−Removed: Technology Hardware & Equipment
Genesys Telecommunications Laboratories Inc, Preferred Stock
2 unchanged sentences
Capital Goods
−Removed: Hilding Anders, ARLE PIK Interest
−Removed: (g)(l)(n)(w)(z)
−Removed: Consumer Durables & Apparel
−Removed: 12.0% PIK (12.0% Max PIK)
Hilding Anders, Class A Common Stock
Consumer Durables & Apparel
−Removed: notes to consolidated financial statements.
−Removed: FS KKR Capital Corp.
−Removed: Consolidated Schedule of Investments (continued)
−Removed: As of December 31, 2019
−Removed: (in millions, except share amounts)
−Removed: Portfolio Company (a)
Hilding Anders, Class B Common Stock
12 unchanged sentences
Media & Entertainment
−Removed: JHC Acquisition LLC, Common Stock
−Removed: Capital Goods
Jones Apparel Holdings, Inc., Common Stock
Consumer Durables & Apparel
−Removed: JSS Holdings Ltd, Net Profits Interest
−Removed: Capital Goods
JW Aluminum Co, Common Stock
JW Aluminum Co, Preferred Stock
−Removed: Keystone Australia Holdings Pty Limited, Residual Claim
−Removed: Consumer Services
−Removed: KKR BPT Holdings Aggregator LLC, Membership Interest
−Removed: Diversified Financials
−Removed: MB Precision Holdings LLC, Preferred Stock
−Removed: Capital Goods
+Added: 12.5% PIK (12.5% Max PIK)
+Added: Maverick Natural Resources, Common Stock
MB Precision Holdings LLC, Class A - 2 Units
Capital Goods
+Added: Miami Beach Medical Group LLC, Common Stock
+Added: Health Care Equipment & Services
Micronics Filtration Holdings Inc, Common Stock
4 unchanged sentences
Capital Goods
−Removed: Mood Media Corp, Common Stock
−Removed: Media & Entertainment
+Added: Micronics Filtration Holdings Inc, Preferred Stock, Series B PIK
+Added: Capital Goods
+Added: 3.0% PIK (3.0% Max PIK)
+Added: Micronics Filtration Holdings Inc, Preferred Stock, Series C PIK
+Added: Capital Goods
+Added: 7.5% PIK (7.5% Max PIK)
NBG Home, Common Stock
Consumer Durables & Apparel
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2020
+Added: (in millions, except share amounts)
+Added: Portfolio Company (a)
Nine West Holdings Inc, Common Stock
Consumer Durables & Apparel
−Removed: North Haven Cadence Buyer Inc, Common Stock
−Removed: Consumer Services
One Call Care Management Inc, Common Stock
+Added: Health Care Equipment & Services
4,370,566,806
One Call Care Management Inc, Preferred Stock A
+Added: Health Care Equipment & Services
One Call Care Management Inc, Preferred Stock B
+Added: Health Care Equipment & Services
9.0% PIK (9.0% Max PIK)
4 unchanged sentences
Household & Personal Products
−Removed: Power Distribution Inc, Common Stock
−Removed: Capital Goods
Proserv Acquisition LLC, Class A Common Units
Proserv Acquisition LLC, Class A Preferred Units
+Added: Quorum Health Corp, Common Stock
+Added: Health Care Equipment & Services
+Added: Quorum Health Corp, Trade Claim
+Added: Health Care Equipment & Services
+Added: Quorum Health Corp, Trust Initial Funding Units
+Added: Health Care Equipment & Services
Ridgeback Resources Inc, Common Stock
−Removed: Rockport (Relay), Warrant
−Removed: Consumer Durables & Apparel
−Removed: Safariland LLC, Common Equity
−Removed: Capital Goods
Sequential Brands Group Inc., Common Stock
2 unchanged sentences
Telecommunication Services
−Removed: notes to consolidated financial statements.
−Removed: FS KKR Capital Corp.
−Removed: Consolidated Schedule of Investments (continued)
−Removed: As of December 31, 2019
−Removed: (in millions, except share amounts)
−Removed: Portfolio Company (a)
+Added: Sound United LLC, Class A Units
+Added: Consumer Durables & Apparel
+Added: Sound United LLC, Common Stock
+Added: Consumer Durables & Apparel
+Added: Sound United LLC, Series I Units
+Added: Consumer Durables & Apparel
+Added: Sound United LLC, Series II Units
+Added: Consumer Durables & Apparel
SSC (Lux) Limited S.a r.l., Common Stock
4 unchanged sentences
Software & Services
−Removed: Sunnova Energy International Inc, Common Stock
+Added: Sweet Harvest Foods Management Co, Warrant
+Added: Food & Staples Retailing
ThermaSys Corp, Common Stock
−Removed: (e)(f)(g)(n)(y)
Capital Goods
1 unchanged sentence
Capital Goods
−Removed: Towergate, Preferred Stock
−Removed: Towergate, Ordinary Shares
−Removed: Towergate, Ordinary Shares
Trace3 Inc, Common Stock
2 unchanged sentences
Warren Resources Inc, Common Stock
−Removed: Z Gallerie LLC, Common Stock
Zeta Interactive Holdings Corp, Preferred Stock, Series E - 1
6 unchanged sentences
TOTAL INVESTMENTS - 219.0%
−Removed: LIABILITIES IN EXCESS OF OTHER
−Removed: ASSETS(90.3%)
+Added: LIABILITIES IN EXCESS OF OTHER ASSETS(119.0%)
NET ASSETS 100%
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2020
+Added: (in millions, except share amounts)
Foreign currency forward contracts
1 unchanged sentence
Settlement Date
+Added: December 31, 2020
Unrealized Appreciation
7 unchanged sentences
JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
+Added: JP Morgan Chase Bank
Security may be an obligation of one or more entities affiliated with the named company.
−Removed: notes to consolidated financial statements.
−Removed: FS KKR Capital Corp.
−Removed: Consolidated Schedule of Investments (continued)
−Removed: As of December 31, 2019
−Removed: (in millions, except share amounts)
−Removed: Certain variable rate securities in the Companys portfolio bear interest at a rate determined by a publicly disclosed base rate plus a
−Removed: basis point spread.
−Removed: As of December 31, 2019, the three-month London Interbank Offered Rate, or LIBOR or L, was 1.91%, the Euro Interbank Offered Rate, or EURIBOR, was (0.38)% and the U.S.
+Added: Certain variable rate securities in the Companys portfolio bear interest at a rate determined by a
+Added: publicly disclosed base rate plus a basis point spread.
+Added: As of December 31, 2020, the three-month London Interbank Offered Rate, or LIBOR or L, was 0.24%, the Euro Interbank Offered Rate, or EURIBOR, was (0.55)%, Canadian Dollar
+Added: Offer Rate, or CDOR, was 0.48% and the U.S.
Prime Lending Rate, or Prime, was 3.25%.
−Removed: means paid-in-kind.
−Removed: PIK income accruals may be adjusted based on the fair value of the underlying investment.
+Added: PIK means paid-in-kind.
+Added: PIK income accruals may be adjusted based on the fair value
+Added: of the underlying investment.
Denominated in U.S.
1 unchanged sentence
Fair value determined by the Companys board of directors (see Note 8).
−Removed: Security or portion thereof held within Locust Street Funding LLC and is pledged as collateral supporting the amounts outstanding under the
−Removed: term loan facility with JPMorgan Chase Bank, N.A.
−Removed: (see Note 9).
−Removed: Security or portion thereof held within Race Street Funding LLC and is pledged as collateral supporting the amounts outstanding under the
−Removed: revolving credit facility with ING Capital LLC (see Note 9).
−Removed: Security or portion thereof is pledged as collateral supporting the amounts outstanding under the Senior Secured Revolving Credit Facility
−Removed: (see Note 9).
+Added: Security or portion thereof held within Race Street Funding LLC and is pledged as collateral supporting the
+Added: amounts outstanding under the revolving credit facility with ING Capital LLC (see Note 9).
+Added: Security or portion thereof is pledged as collateral supporting the amounts outstanding under the Senior Secured
+Added: Revolving Credit Facility (see Note 9).
Security or portion thereof held within FS KKR MM CLO 1 LLC (see Note 9).
−Removed: Security or portion thereof was held within CCT Tokyo Funding LLC and was pledged as collateral supporting the amounts outstanding under the
−Removed: revolving credit facility with Sumitomo Mitsui Banking Corporation (see Note 9).
+Added: Security or portion thereof was held within CCT Tokyo Funding LLC and was pledged as collateral supporting the
+Added: amounts outstanding under the revolving credit facility with Sumitomo Mitsui Banking Corporation (see Note 9).
Security or portion thereof was held within CCT Dublin Funding Limited
−Removed: Position or portion thereof unsettled as of December 31, 2019.
+Added: consolidated financial statements.
+Added: FS KKR Capital Corp.
+Added: Consolidated Schedule of Investments (continued)
+Added: As of December 31, 2020
+Added: (in millions, except share amounts)
The investment is not a qualifying asset under the Investment Company Act of 1940, as amended.
−Removed: A business development company may not acquire
−Removed: any asset other than qualifying assets, unless, at the time the acquisition is made, qualifying assets represent at least 70% of the companys total assets.
−Removed: As of December 31, 2019, 82.8% of the Companys total assets represented
−Removed: qualifying assets.
+Added: development company may not acquire any asset other than qualifying assets, unless, at the time the acquisition is made, qualifying assets represent at least 70% of the companys total assets.
+Added: As of December 31, 2020, 73.4% of the
+Added: Companys total assets represented qualifying assets.
Listed investments may be treated as debt for GAAP or tax purposes.
3 unchanged sentences
Security held within IC Arches Investments LLC, a wholly-owned subsidiary of the Company.
−Removed: Security held within IC Altus Investments, LLC, a wholly-owned subsidiary of the Company.
−Removed: Security held within CCT Holdings, LLC, a wholly-owned subsidiary of the Company.
Security held within CCT Holdings II, LLC, a wholly-owned subsidiary of the Company.
−Removed: Security held within FCF, LLC, a wholly-owned subsidiary of the Company.
Security is an unfunded commitment.
−Removed: Reflects the stated spread at the time of commitment, but may not be the actual rate received upon
+Added: Reflects the stated spread at the time of commitment, but may not be the
+Added: actual rate received upon funding.
Asset is on non-accrual status.
Security is classified as Level 1 or 2 in the Companys fair value hierarchy (see Note 8).
−Removed: notes to consolidated financial statements.
+Added: Under the Investment Company Act of 1940, as amended, the Company generally is deemed to be an affiliated
+Added: person of a portfolio company if it owns 5% or more of the portfolio companys voting securities and generally is deemed to control a portfolio company if it owns more than 25% of the portfolio companys voting securities
+Added: or it has the power to exercise control over the management or policies of such portfolio company.
+Added: As of December 31, 2020, the Company held investments in portfolio companies of which it is deemed to be an affiliated person but is
+Added: not deemed to control.
+Added: The following table presents certain information with respect to investments in portfolio companies of which the Company was deemed to be an affiliated person as of December 31, 2020:
+Added: Portfolio Company
+Added: Fair Value at
+Added: Additions (1)
+Added: Reductions (2)
+Added: Net Change in
+Added: (Depreciation)
+Added: Fair Value at
+Added: Senior Secured LoansFirst Lien
+Added: Borden (New Dairy Opco)
+Added: Borden (New Dairy Opco)
+Added: Borden Dairy Co (4)
+Added: HM Dunn Co Inc
+Added: HM Dunn Co Inc
+Added: consolidated financial statements.
FS KKR Capital Corp.
2 unchanged sentences
(in millions, except share amounts)
−Removed: Under the Investment Company Act of 1940, as amended, the Company generally is deemed to be an affiliated person of a portfolio
−Removed: company if it owns 5% or more of the portfolio companys voting securities and generally is deemed to control a portfolio company if it owns more than 25% of the portfolio companys voting securities or it has the power to
−Removed: exercise control over the management or policies of such portfolio company.
−Removed: As of December 31, 2019, the Company held investments in portfolio companies of which it is deemed to be an affiliated person but is not deemed to
−Removed: The following table presents certain information with respect to investments in portfolio companies of which the Company was deemed to be an affiliated person for the year ended December 31, 2019:
Portfolio Company
5 unchanged sentences
Fair Value at
−Removed: Senior Secured LoansFirst Lien
−Removed: Aspect Software Inc (4)
−Removed: Aspect Software Inc (4)
−Removed: Charlotte Russe Inc
−Removed: HM Dunn Co Inc
−Removed: HM Dunn Co Inc
MB Precision Holdings LLC
+Added: Micronics Filtration Holdings
One Call Care Management Inc
3 unchanged sentences
ThermaSys Corp
+Added: Z Gallerie LLC
Senior Secured LoansSecond Lien
3 unchanged sentences
Mood Media Corp
−Removed: Rockport (Relay) (4)
Z Gallerie LLC
+Added: Z Gallerie LLC
Asset Based Finance
−Removed: Home Partners JV, Structured Mezzanine
Home Partners JV, Common Stock
Home Partners JV, Private Equity
+Added: Home Partners JV, Structured Mezzanine
Orchard Marine Limited, Class B Common Stock
3 unchanged sentences
ASG Technologies, Warrants
−Removed: Aspect Software Inc, Common Stock (4)
+Added: Borden (New Dairy Opco), Common Stock
Charlotte Russe Inc, Common Stock
Fronton BV, Common Stock
−Removed: notes to consolidated financial statements.
+Added: HM Dunn Co Inc, Preferred Stock, Series A
+Added: HM Dunn Co Inc, Preferred Stock, Series B
+Added: Home Partners of America Inc, Common Stock
+Added: Home Partners of America Inc, Warrant
+Added: JW Aluminum Co, Common Stock
+Added: JW Aluminum Co, Preferred Stock
+Added: MB Precision Holdings LLC, Class A - 2 Units
+Added: MB Precision Holdings LLC, Preferred Stock
+Added: Micronics Filtration Holdings Inc, Common
+Added: Micronics Filtration Holdings Inc, Preferred Stock, Series A (4)
+Added: Micronics Filtration Holdings Inc, Preferred Stock, Series B (4)
+Added: Micronics Filtration Holdings Inc, Preferred Stock, Series B PIK (4)
+Added: Micronics Filtration Holdings Inc, Preferred Stock, Series C PIK (4)
+Added: consolidated financial statements.
FS KKR Capital Corp.
9 unchanged sentences
Fair Value at
−Removed: HM Dunn Co Inc, Preferred Stock, Series A
−Removed: HM Dunn Co Inc, Preferred Stock, Series B
−Removed: Home Partners of America Inc, Common Stock
−Removed: Home Partners of America Inc, Warrant
−Removed: JW Aluminum Co, Common Stock (5)
−Removed: JW Aluminum Co, Preferred Stock (5)
−Removed: MB Precision Holdings LLC, Class A2 Units
−Removed: MB Precision Holdings LLC, Preferred Stock
Mood Media Corp, Common Stock
+Added: Mood Media LLC, Class A Warrants
+Added: Mood Media LLC, Class B Warrants
+Added: Mood Media LLC, Class C Warrants
One Call Care Management Inc, Common Stock
5 unchanged sentences
Proserv Acquisition LLC, Class A Preferred Units
−Removed: Rockport (Relay), Class A
Safariland LLC, Common Equity
2 unchanged sentences
Z Gallerie LLC, Common Stock
−Removed: Gross additions include increases in the cost basis of investments resulting from new portfolio investments, PIK interest, the amortization of
−Removed: unearned income, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.
−Removed: Gross reductions include decreases in the cost basis of investments resulting from principal collections related to investment repayments or
−Removed: sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.
−Removed: Interest and PIK income presented for the full year ended December 31, 2019.
−Removed: The Company held this investment as of December 31, 2019 but it was not deemed to be an affiliated person of the portfolio
−Removed: company or deemed to control the portfolio company as of December 31, 2019.
−Removed: Transfers in or out have been presented at amortized cost.
−Removed: The Company held this investment as of December 31, 2018 but it was deemed to control the portfolio company as of
−Removed: December 31, 2018.
−Removed: Transfers in or out have been presented at amortized cost.
−Removed: The Company held this investment as of December 31, 2018 but it was not deemed to be an affiliated person of the portfolio
−Removed: company or deemed to control the portfolio company as of December 31, 2018.
+Added: Gross additions include increases in the cost basis of investments resulting from new portfolio investments, PIK
+Added: interest, the amortization of unearned income, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.
+Added: Gross reductions include decreases in the cost basis of investments resulting from principal collections related
+Added: to investment repayments or sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.
+Added: Interest, PIK, fee and dividend income presented for the full year ended December 31, 2020.
+Added: The Company held this investment as of December 31, 2019 but it was not deemed to be an affiliated
+Added: person of the portfolio company as of December 31, 2019.
Transfers in or out have been presented at amortized cost.
−Removed: notes to consolidated financial statements.
+Added: Under the Investment Company Act of 1940, as amended, the Company generally is deemed to control a
+Added: portfolio company if it owns more than 25% of the portfolio companys voting securities or it has the power to exercise control over the management or policies of such portfolio company.
+Added: As of December 31, 2020, the Company held
+Added: investments in one portfolio company of which it is deemed to be an affiliated person and deemed to control.
+Added: During the year ended December 31, 2020, the Company disposed of investments in one portfolio of which it was
+Added: deemed to be an affiliated person and deemed to control.
+Added: The following table presents certain information with respect to investments in portfolio companies of which the Company was deemed to be an affiliated person and
+Added: deemed to control as of December 31, 2020:
+Added: Portfolio Company
+Added: Fair Value at
+Added: Additions (1)
+Added: Reductions (2)
+Added: Net Change in
+Added: (Depreciation)
+Added: Fair Value at
+Added: Senior Secured LoansFirst Lien
+Added: Advanced Lighting Technologies Inc
+Added: Amtek Global Technology Pte Ltd
+Added: Sound United LLC
+Added: consolidated financial statements.
FS KKR Capital Corp.
2 unchanged sentences
(in millions, except share amounts)
−Removed: Under the Investment Company Act of 1940, as amended, the Company generally is deemed to control a portfolio company if it owns
−Removed: more than 25% of the portfolio companys voting securities or it has the power to exercise control over the management or policies of such portfolio company.
−Removed: As of December 31, 2019, the Company held investments in one portfolio company of
−Removed: which it is deemed to be an affiliated person and deemed to control.
−Removed: During the year ended December 31, 2019, the Company disposed of investments in one portfolio of which it was deemed to be an affiliated
−Removed: person and deemed to control.
−Removed: The following table presents certain information with respect to investments in portfolio companies of which the Company was deemed to be an affiliated person and deemed to control for the year ended
−Removed: December 31, 2019:
Portfolio Company
2 unchanged sentences
Reductions (2)
+Added: Net Change in
(Depreciation)
Fair Value at
−Removed: Senior Secured LoansFirst Lien
−Removed: Advanced Lighting Technologies Inc
−Removed: Amtek Global Technology Pte Ltd
Senior Secured LoansSecond Lien
Amtek Global Technology Pte Ltd
−Removed: Amtek Global Technology Pte Ltd
+Added: Sound United LLC
Other Senior Secured Debt
Advanced Lighting Technologies Inc
−Removed: JW Aluminum Co (4)
Subordinated Debt
3 unchanged sentences
Hilding Anders
+Added: Hilding Anders
+Added: Hilding Anders
Asset Based Finance
1 unchanged sentence
801 5th Ave, Seattle, Private Equity
−Removed: Comet Aircraft S.a.r.l., Common Stock
−Removed: Toorak Capital LLC, Membership Interest
−Removed: Toorak Capital LLC, Membership Interest
+Added: Avida Holding AB, Common Stock
+Added: Kilter Finance, Preferred Stock
+Added: Kilter Finance, Private Equity
+Added: Prime ST LLC, Private Equity
+Added: Prime ST LLC, Structured Mezzanine
+Added: Toorak Capital Funding LLC, Membership Interest
+Added: Toorak Capital Partners LLC, Private Equity
Strategic Credit Opportunities Partners, LLC
Strategic Credit Opportunities Partners, LLC
−Removed: Advanced Lighting Technologies Inc, Common
−Removed: Advanced Lighting Technologies Inc,
+Added: Advanced Lighting Technologies Inc, Common Stock
+Added: Advanced Lighting Technologies Inc, Warrant
Amtek Global Technology Pte Ltd, Ordinary Shares
Amtek Global Technology Pte Ltd, Trade Claim
+Added: Amtek Global Technology Pte Ltd, Private Equity
Hilding Anders, ARLE PIK Interest
3 unchanged sentences
Hilding Anders, Equity Options
−Removed: JW Aluminum Co, Common Stock (4)
−Removed: notes to consolidated financial statements.
+Added: KKR BPT Holdings Aggregator LLC, Membership Interest
+Added: Sound United LLC, Class A Units
+Added: Sound United LLC, Common Stock
+Added: consolidated financial statements.
FS KKR Capital Corp.
6 unchanged sentences
Reductions (2)
+Added: Net Change in
(Depreciation)
Fair Value at
−Removed: JW Aluminum Co, Preferred Stock (4)
−Removed: KKR BPT Holdings Aggregator LLC, Membership Interest
−Removed: Gross additions include increases in the cost basis of investments resulting from new portfolio investments, PIK interest, the amortization of
−Removed: unearned income, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.
−Removed: Gross reductions include decreases in the cost basis of investments resulting from principal collections related to investment repayments or
−Removed: sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.
+Added: Sound United LLC, Series I Units
+Added: Sound United LLC, Series II Units
+Added: Gross additions include increases in the cost basis of investments resulting from new portfolio investments, PIK
+Added: interest, the amortization of unearned income, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.
+Added: Gross reductions include decreases in the cost basis of investments resulting from principal collections related
+Added: to investment repayments or sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.
Interest, PIK and dividend income presented for the full year ended December 31, 2020.
−Removed: The Company held this investment as of December 31, 2019 but it was not deemed to control the portfolio company as of
−Removed: December 31, 2019.
−Removed: Transfers in or out have been presented at amortized cost.
−Removed: notes to consolidated financial statements.
+Added: consolidated financial statements.
FS KKR Capital Corp.
3 unchanged sentences
FS KKR Capital Corp.
−Removed: FSK), or the Company, was incorporated under the general corporation laws of the State of
−Removed: Maryland on December 21, 2007 and formally commenced investment operations on January 2, 2009.
−Removed: The Company is an externally managed, non-diversified,
−Removed: closed-end management investment company that has elected to be regulated as a business development company, or BDC, under the Investment Company Act of 1940, as amended, or the 1940 Act.
−Removed: In addition, the
−Removed: Company has elected to be treated for U.S.
−Removed: federal income tax purposes, and intends to qualify annually, as a regulated investment company, or RIC, as defined under Subchapter M of the Internal Revenue Code of 1986, as amended, or the Code.
−Removed: December 31, 2020, the Company had various wholly-owned subsidiaries, including special-purpose financing subsidiaries and subsidiaries through which it holds interests in portfolio companies.
−Removed: The consolidated financial statements include both
−Removed: the Companys accounts and the accounts of its wholly-owned subsidiaries as of December 31, 2020.
+Added: FSK), or the Company, was incorporated under the general corporation laws of the State of Maryland on
+Added: December 21, 2007 and formally commenced investment operations on January 2, 2009.
+Added: The Company is an externally managed, non-diversified, closed-end management
+Added: investment company that has elected to be regulated as a business development company, or BDC, under the Investment Company Act of 1940, as amended, or the 1940 Act.
+Added: In addition, the Company has elected to be treated for U.S.
+Added: federal income tax
+Added: purposes, and intends to qualify annually, as a regulated investment company, or RIC, as defined under Subchapter M of the Internal Revenue Code of 1986, as amended, or the Code.
+Added: As of December 31, 2021, the Company had various wholly-owned
+Added: subsidiaries, including special-purpose financing subsidiaries and subsidiaries through which it holds interests in portfolio companies.
+Added: The consolidated financial statements include both the Companys accounts and the accounts of its
+Added: wholly-owned subsidiaries as of December 31, 2021.
All intercompany transactions have been eliminated in consolidation.
−Removed: Certain of the Companys consolidated subsidiaries are subject to
+Added: Certain of the Companys consolidated subsidiaries are subject to U.S.
federal and state income taxes.
−Removed: The Companys investment objectives are to generate current income and, to a lesser
−Removed: extent, long-term capital appreciation.
−Removed: The Companys portfolio is comprised primarily of investments in senior secured loans and second lien secured loans of private middle-market U.S.
−Removed: companies and, to a lesser extent, subordinated loans and
−Removed: certain asset-based financing loans of private U.S.
−Removed: In addition, a portion of the Companys portfolio may be comprised of equity and equity-related securities, corporate bonds, structured products, other debt securities and
−Removed: derivatives, including total return swaps and credit default swaps.
−Removed: The Company is externally managed by FS/KKR Advisor, LLC,
−Removed: or the Advisor, pursuant to an investment advisory agreement, dated as of December 20, 2018, or the investment advisory agreement.
−Removed: On April 9, 2018, GSO / Blackstone Debt Funds Management LLC, or GDFM, resigned as the investment sub-adviser to the Company and terminated the investment sub-advisory agreement, or the investment sub-advisory agreement, between FB
−Removed: Income Advisor, LLC, or FB Advisor, and GDFM, effective April 9, 2018.
−Removed: In connection with GDFMs resignation as the investment sub-adviser to the Company, on April 9, 2018, the Company entered
−Removed: into an investment advisory agreement, or the prior investment advisory agreement, with the Advisor.
−Removed: The prior investment advisory agreement replaced the amended and restated investment advisory agreement, dated July 17, 2014, or the FB Advisor
−Removed: investment advisory agreement, by and between the Company and FB Advisor.
−Removed: On December 19, 2018, the Company completed its
−Removed: acquisition, or the 2018 Merger, of Corporate Capital Trust, Inc., or CCT, pursuant to that certain Agreement and Plan of Merger, or the 2018 Merger Agreement, dated as of July 22, 2018, by and among the Company, CCT, IC Acquisition, Inc., a
−Removed: former wholly-owned subsidiary of the Company, or Merger Sub, and the Advisor.
−Removed: See Note 13 for a discussion of the 2018 Merger.
−Removed: On June 15, 2020, the Company filed Articles of Amendment to its Articles of Incorporation, or the Reverse Stock Split Amendment,
−Removed: with the State Department of Assessments and Taxation of the State of Maryland to effect a 4 to 1 reverse split of the Companys shares of common stock, or the Reverse Stock Split.
−Removed: The Reverse Stock Split became effective in accordance with the
−Removed: terms of the Reverse Stock Split Amendment on June 15, 2020.
−Removed: FS KKR Capital Corp.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (in millions, except share and per share amounts)
−Removed: Principal Business and
−Removed: Organization (continued)
−Removed: The Reverse Stock Split affected all shareholders uniformly and did not alter any
−Removed: shareholders percentage interest in the Companys equity, except to the extent that the Reverse Stock Split resulted in some shareholders owning a fractional share.
−Removed: In that regard, no fractional shares were issued in connection with the
−Removed: Reverse Stock Split.
−Removed: Shareholders of record who would have otherwise been entitled to receive a fractional share instead received a cash payment based on the closing price of the Companys common stock as reported on the NYSE as of
−Removed: June 15, 2020.
−Removed: A summary of the Companys weighted average number of shares of common stock outstanding and earnings per share after adjusting for the Reverse Stock Split is as follows:
−Removed: Weighted average number of shares of common stock outstanding (as previously reported)
−Removed: Weighted average number of shares of common stock outstanding (as adjusted)
−Removed: Net investment income per share (as previously reported)
−Removed: Net investment income per share (as adjusted)
−Removed: Earnings per share (as previously reported)
−Removed: Earnings per share (as adjusted)
−Removed: On November 23, 2020, the Company entered into an Agreement and Plan of Merger, or the 2020 Merger
−Removed: Agreement, with FS KKR Capital Corp II., a Maryland corporation, or FSKR and, together with the Company, the Funds, Rocky Merger Sub, Inc., a Maryland corporation and wholly-owned subsidiary of the Company, or Merger Sub, and the Advisor.
−Removed: Merger Agreement provides that, subject to the conditions set forth in the 2020 Merger Agreement, Merger Sub will merge with and into FSKR, with FSKR continuing as the surviving company and as a wholly-owned subsidiary of the Company, or the First
−Removed: Merger, and, immediately thereafter, FSKR will merge with and into the Company, with the Company continuing as the surviving company or, together with the First Merger, the 2021 Merger.
−Removed: See Note 14 for additional information.
+Added: The Companys investment objectives are to generate current income and, to a lesser extent, long-term capital appreciation.
+Added: Companys portfolio is comprised primarily of investments in senior secured loans and second lien secured loans of private middle-market U.S.
+Added: companies and, to a lesser extent, subordinated loans and certain asset-based financing loans of
+Added: In addition, a portion of the Companys portfolio may be comprised of equity and equity-related securities, corporate bonds, structured products, other debt securities and derivatives, including total return swaps and
+Added: credit default swaps.
+Added: The Company is externally managed by FS/KKR Advisor, LLC, or the Advisor, pursuant to an investment advisory
+Added: agreement, dated as of June 16, 2021, or the investment advisory agreement.
+Added: Prior to entering into the investment advisory agreement, the Company was a party to an investment advisory agreement, dated as of December 20, 2018, with the
+Added: Advisor, or the prior investment advisory agreement, which remained in effect until June 16, 2021.
+Added: On June 15, 2020, the Company
+Added: filed Articles of Amendment to its Articles of Incorporation, or the Reverse Stock Split Amendment, with the State Department of Assessments and Taxation of the State of Maryland to effect a 4 to 1 reverse split of the Companys shares of
+Added: common stock, or the Reverse Stock Split.
+Added: The Reverse Stock Split became effective in accordance with the terms of the Reverse Stock Split Amendment on June 15, 2020.
+Added: The Reverse Stock Split affected all shareholders uniformly and did not alter any shareholders percentage interest in the Companys
+Added: equity, except to the extent that the Reverse Stock Split resulted in some shareholders owning a fractional share.
+Added: In that regard, no fractional shares were issued in connection with the Reverse Stock Split.
+Added: Shareholders of record who would have
+Added: otherwise been entitled to receive a fractional share instead received a cash payment based on the closing price of the Companys common stock as reported on the NYSE as of June 15, 2020.
+Added: On June 16, 2021, the Company completed its acquisition, or the 2021 Merger, of FS KKR Capital Corp.
+Added: II, or FSKR, pursuant to that certain
+Added: Agreement and Plan of Merger, or the 2020 Merger Agreement, dated as of November 23, 2020, by and among the Company, FSKR, Rocky Merger Sub, Inc., a former wholly-owned subsidiary of the Company, or Merger Sub, and the Advisor.
+Added: See Note 13 for
+Added: a discussion of the 2021 Merger.
Summary of Significant Accounting Policies
Basis of Presentation:
−Removed: The accompanying audited consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States
−Removed: of America, or GAAP.
−Removed: The Company is considered an investment company under GAAP and follows the accounting and reporting guidance applicable to investment companies under Financial Accounting Standards Board, or the FASB, Accounting Standards
−Removed: Codification Topic 946, Financial ServicesInvestment Companies .
−Removed: The Company has evaluated the impact of subsequent events through the date the consolidated financial statements were issued and filed with the U.S.
−Removed: Securities and Exchange
−Removed: Commission, or the SEC.
+Added: The accompanying audited consolidated financial statements of the Company have been prepared in accordance with
+Added: accounting principles generally accepted in the United States of America, or GAAP.
+Added: The Company is considered an investment company under GAAP and follows the accounting and reporting guidance applicable to investment companies under Financial
+Added: Accounting Standards Board, or the FASB, Accounting Standards Codification Topic 946, Financial ServicesInvestment Companies .
+Added: The Company has evaluated the impact of subsequent events through the date the consolidated financial
+Added: statements were issued and filed with the U.S.
+Added: Securities and Exchange Commission, or the SEC.
Use of Estimates:
−Removed: The preparation of the consolidated financial statements in conformity with
−Removed: GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues
−Removed: and expenses during the reporting period.
+Added: The preparation of
+Added: the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the
+Added: financial statements and the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
−Removed: Cash and Cash Equivalents:
−Removed: The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents.
−Removed: All cash balances are maintained with high credit quality financial institutions, which are members of the Federal Deposit
−Removed: Insurance Corporation.
−Removed: Valuation of Portfolio Investments:
−Removed: The Company determines the net asset value of its investment
−Removed: portfolio each quarter.
−Removed: Securities are valued at fair value as determined in good faith by the Companys board of directors.
−Removed: In connection with that determination, the Advisor provides the Companys board of directors with portfolio
−Removed: company valuations which are based on relevant inputs, including, but not limited to, indicative dealer quotes, values of like securities, recent portfolio company financial statements and forecasts, and valuations prepared by independent
−Removed: third-party valuation services.
−Removed: Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosure , or
−Removed: ASC Topic 820, issued by the FASB clarifies the definition of fair value and requires companies to expand their disclosure about the use of fair value to measure assets and liabilities in interim and annual periods subsequent to initial recognition.
−Removed: ASC Topic 820 defines fair value as
FS KKR Capital Corp.
3 unchanged sentences
Policies (continued)
−Removed: the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
−Removed: ASC Topic 820 also
−Removed: establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value.
+Added: Cash and Cash Equivalents:
+Added: The Company considers all highly liquid investments with
+Added: original maturities of three months or less to be cash equivalents.
+Added: All cash balances are maintained with high credit quality financial institutions, which are members of the Federal Deposit Insurance Corporation.
+Added: Valuation of Portfolio Investments:
+Added: The Company determines the net asset value of its investment portfolio each quarter.
+Added: Securities are
+Added: valued at fair value as determined in good faith by the Companys board of directors.
+Added: In connection with that determination, the Advisor provides the Companys board of directors with portfolio company valuations which are based on
+Added: relevant inputs, including, but not limited to, indicative dealer quotes, values of like securities, recent portfolio company financial statements and forecasts, and valuations prepared by independent third-party valuation services.
+Added: Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosure , or ASC Topic 820, issued by the FASB clarifies the
+Added: definition of fair value and requires companies to expand their disclosure about the use of fair value to measure assets and liabilities in interim and annual periods subsequent to initial recognition.
+Added: ASC Topic 820 defines fair value as the price
+Added: that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
+Added: ASC Topic 820 also establishes a three-tier fair value hierarchy, which prioritizes the
+Added: inputs used in measuring fair value.
These tiers include:
Level 1, defined as observable inputs such as quoted prices in active markets;
−Removed: Level 2, which includes inputs
−Removed: such as quoted prices for similar securities in active markets and quoted prices for identical securities where there is little or no activity in the market;
−Removed: and Level 3, defined as unobservable inputs for which little or no market data exists,
−Removed: therefore requiring an entity to develop its own assumptions.
−Removed: With respect to investments for which market quotations are not
−Removed: readily available, the Company undertakes a multi-step valuation process each quarter, as described below:
−Removed: the Companys quarterly fair valuation process begins by the Advisor providing financial and operating information with respect to each portfolio
−Removed: company or investment to the Companys independent third-party valuation service providers;
−Removed: the Companys independent third-party valuation service providers review this information, along with other public and private information, and
−Removed: provide the Advisor with a valuation range for each portfolio company or investment;
−Removed: the Advisor then discusses the independent third-party valuation service providers valuation ranges and provides the valuation committee of the
−Removed: board of directors, or the valuation committee, with a valuation recommendation for each investment, along with supporting materials;
+Added: Level 2, which includes inputs such as quoted prices for similar securities in active markets and
+Added: quoted prices for identical securities where there is little or no activity in the market;
+Added: and Level 3, defined as unobservable inputs for which little or no market data exists, therefore requiring an entity to develop its own assumptions.
+Added: With respect to investments for which market quotations are not readily available, the Company undertakes a multi-step valuation process each
+Added: quarter, as described below:
+Added: the Companys quarterly fair valuation process begins by the Advisor providing financial and operating
+Added: information with respect to each portfolio company or investment to the Companys independent third-party valuation service providers;
+Added: the Companys independent third-party valuation service providers review this information, along with other
+Added: public and private information, and provide the Advisor with a valuation range for each portfolio company or investment;
+Added: the Advisor then discusses the independent third-party valuation service providers valuation ranges and
+Added: provides the valuation committee of the board of directors, or the valuation committee, with a valuation recommendation for each investment, along with supporting materials;
preliminary valuations are then discussed with the valuation committee;
−Removed: the Companys valuation committee reviews the preliminary valuations and the Advisor, together with the Companys independent third-party
−Removed: valuation service providers and, if applicable, supplements the preliminary valuations to reflect any comments provided by the valuation committee;
−Removed: following the completion of its review, the Companys valuation committee recommends that the Companys board of directors approves the fair
−Removed: valuations determined by the valuation committee;
−Removed: the Companys board of directors discusses the valuations and determines the fair value of each such investment in the Companys portfolio in
−Removed: good faith based on various statistical and other factors, including the input and recommendation of the Advisor, the valuation committee and the Companys independent third-party valuation service providers.
+Added: the Companys valuation committee reviews the preliminary valuations and the Advisor, together with the
+Added: Companys independent third-party valuation service providers and, if applicable, supplements the preliminary valuations to reflect any comments provided by the valuation committee;
+Added: following the completion of its review, the Companys valuation committee recommends that the Companys
+Added: board of directors approves the fair valuations determined by the valuation committee;
+Added: the Companys board of directors discusses the valuations and determines the fair value of each such
+Added: investment in the Companys portfolio in good faith based on various statistical and other factors, including the input and recommendation of the Advisor, the valuation committee and the Companys independent third-party valuation service
Determination of fair value involves subjective judgments and estimates.
−Removed: Accordingly, these notes to the Companys audited
−Removed: consolidated financial statements refer to the uncertainty with respect to the possible effect of such valuations and any change in such valuations on the Companys consolidated financial statements.
−Removed: In making its determination of fair value,
−Removed: the Companys board of directors may use any approved independent third-party pricing or valuation services.
−Removed: However, the Companys board of directors is not required to determine fair value in accordance with the valuation provided by any
−Removed: single source, and may use any relevant data, including information obtained from the Advisor or any approved independent third-party valuation or pricing service that the Companys board of directors deems to be reliable in determining fair
−Removed: value under the circumstances.
−Removed: Below is a description of factors that the Advisor, any approved independent third-party valuation services and the Companys board of directors may consider when determining the fair value of the Companys
−Removed: Valuation of fixed income investments, such as loans and debt securities, depends upon a number of factors,
−Removed: including prevailing interest rates for like securities, expected volatility in future interest rates, call features, put features and other relevant terms of the debt.
−Removed: For investments without readily available market prices, the Company may
−Removed: incorporate these factors into discounted cash flow models to arrive at fair value.
−Removed: Other factors that may be considered include the borrowers ability to adequately service its debt, the fair market value of the borrower in relation to the
−Removed: face amount of its outstanding debt and the quality of collateral securing the Companys debt investments.
+Added: Accordingly, these notes to the
+Added: Companys audited consolidated financial statements refer to the uncertainty with respect to the possible effect of such valuations and any change in such valuations on the Companys consolidated financial statements.
+Added: In making its
+Added: determination of fair value, the Companys board of directors may use any approved independent third-party pricing or valuation services.
+Added: However, the Companys board of directors is not required to determine fair value in accordance with
+Added: the valuation provided by any single
FS KKR Capital Corp.
3 unchanged sentences
Policies (continued)
−Removed: For convertible debt securities, fair value generally approximates the fair value of the
−Removed: debt plus the fair value of an option to purchase the underlying security (i.e., the security into which the debt may convert) at the conversion price.
+Added: source, and may use any relevant data, including information obtained from the Advisor or any approved independent third-party valuation or pricing service that the Companys board of
+Added: directors deems to be reliable in determining fair value under the circumstances.
+Added: Below is a description of factors that the Advisor, any approved independent third-party valuation services and the Companys board of directors may consider when
+Added: determining the fair value of the Companys investments.
+Added: Valuation of fixed income investments, such as loans and debt securities,
+Added: depends upon a number of factors, including prevailing interest rates for like securities, expected volatility in future interest rates, call features, put features and other relevant terms of the debt.
+Added: For investments without readily available
+Added: market prices, the Company may incorporate these factors into discounted cash flow models to arrive at fair value.
+Added: Other factors that may be considered include the borrowers ability to adequately service its debt, the fair market value of the
+Added: borrower in relation to the face amount of its outstanding debt and the quality of collateral securing the Companys debt investments.
+Added: For convertible debt securities, fair value generally approximates the fair value of the debt plus the fair value of an option to purchase the
+Added: underlying security (i.e., the security into which the debt may convert) at the conversion price.
To value such an option, a standard option pricing model may be used.
5 unchanged sentences
take into account compensation to previous owners or acquisition, recapitalization, restructuring or other related items.
−Removed: Advisor, any approved independent third-party valuation services and the Companys board of directors may also consider private merger and acquisition statistics, public trading multiples discounted for illiquidity and other factors, valuations
−Removed: implied by third-party investments in the portfolio companies or industry practices in determining fair value.
−Removed: The Advisor, any approved independent third-party valuation services and the Companys board of directors may also consider the size
−Removed: and scope of a portfolio company and its specific strengths and weaknesses, and may apply discounts or premiums, where and as appropriate, due to the higher (or lower) financial risk and/or the smaller size of portfolio companies relative to
−Removed: comparable firms, as well as such other factors as the Companys board of directors, in consultation with the Advisor and any approved independent third-party valuation services, if applicable, may consider relevant in assessing fair value.
−Removed: Generally, the value of the Companys equity interests in public companies for which market quotations are readily available is based upon the most recent closing public market price.
−Removed: Portfolio securities that carry certain restrictions on sale
−Removed: are typically valued at a discount from the public market value of the security.
−Removed: When the Company receives warrants or other
−Removed: equity securities at nominal or no additional cost in connection with an investment in a debt security, the cost basis in the investment will be allocated between the debt securities and any such warrants or other equity securities received at the
−Removed: time of origination.
−Removed: The Companys board of directors subsequently values these warrants or other equity securities received at their fair value.
−Removed: The Company values certain investments at their net asset value in accordance with practical expedient under ASC Topic 820.
−Removed: The fair values of the Companys investments are determined in good faith by the Companys board of directors.
−Removed: The Companys board of directors is responsible for the valuation of the
−Removed: Companys portfolio investments at fair value as determined in good faith pursuant to the Companys valuation policy and consistently applied valuation process.
−Removed: The Companys board of directors has delegated day-to-day responsibility for implementing its valuation policy to the Advisor, and has authorized the Advisor to utilize independent third-party valuation and pricing
−Removed: services that have been approved by the Companys board of directors.
−Removed: The valuation committee is responsible for overseeing the Advisors implementation of the valuation process.
−Removed: Revenue Recognition:
−Removed: Security transactions are accounted for on the trade date.
−Removed: The Company records interest income on an accrual
−Removed: basis to the extent that it expects to collect such amounts.
−Removed: The Company records dividend income on the ex-dividend date.
−Removed: Distributions received from limited liability company (LLC) and limited
−Removed: partnership (LP) investments are evaluated to determine if the distribution should be recorded as dividend income or a return of capital.
−Removed: The Company does not accrue as a receivable interest or dividends on loans and securities if it has
−Removed: reason to doubt its ability to collect such income.
−Removed: The Companys policy is to place investments on non-accrual status when there is reasonable doubt that interest income will be collected.
−Removed: considers many factors relevant to an investment when placing it on or removing it from non-accrual status including, but not limited to, the delinquency status of the investment, economic and business
−Removed: conditions, the overall financial condition of the underlying investment, the value of the underlying collateral, bankruptcy status, if any, and any other facts or circumstances relevant to the investment.
−Removed: If there is reasonable doubt that the
−Removed: Company will receive any previously accrued interest, then the accrued interest will be written-off.
−Removed: Payments received on non-accrual investments may be recognized as
−Removed: income or applied to principal depending upon the collectability of the remaining principal and interest.
−Removed: Non-accrual investments may be restored to accrual status when principal and interest become current
−Removed: and are likely to remain current based on the Companys judgment.
+Added: The Advisor, any
+Added: approved independent third-party valuation services and the Companys board of directors may also consider private merger and acquisition statistics, public trading multiples discounted for illiquidity and other factors, valuations implied by
+Added: third-party investments in the portfolio companies or industry practices in determining fair value.
+Added: The Advisor, any approved independent third-party valuation services and the Companys board of directors may also consider the size and scope
+Added: of a portfolio company and its specific strengths and weaknesses, and may apply discounts or premiums, where and as appropriate, due to the higher (or lower) financial risk and/or the smaller size of portfolio companies relative to comparable firms,
+Added: as well as such other factors as the Companys board of directors, in consultation with the Advisor and any approved independent third-party valuation services, if applicable, may consider relevant in assessing fair value.
+Added: Generally, the value
+Added: of the Companys equity interests in public companies for which market quotations are readily available is based upon the most recent closing public market price.
+Added: Portfolio securities that carry certain restrictions on sale are typically valued
+Added: at a discount from the public market value of the security.
+Added: When the Company receives warrants or other equity securities at nominal or no
+Added: additional cost in connection with an investment in a debt security, the cost basis in the investment will be allocated between the debt securities and any such warrants or other equity securities received at the time of origination.
+Added: Companys board of directors subsequently values these warrants or other equity securities received at their fair value.
+Added: values certain investments at their net asset value in accordance with practical expedient under ASC Topic 820.
+Added: The fair values of the
+Added: Companys investments are determined in good faith by the Companys board of directors.
+Added: The Companys board of directors is responsible for the valuation of the Companys portfolio investments at fair value as determined in good
+Added: faith pursuant to the Companys valuation policy and consistently applied valuation process.
+Added: The Companys board of directors has delegated day-to-day
+Added: responsibility for implementing its valuation policy to the Advisor, and has authorized the Advisor to utilize independent third-party valuation and pricing services that have been approved by the Companys board of directors.
+Added: The valuation
+Added: committee is responsible for overseeing the Advisors implementation of the valuation process.
+Added: Derivative Instruments:
+Added: Companys derivative instruments include foreign currency forward contracts and cross currency swaps.
+Added: The Company recognizes all derivative instruments as assets or liabilities at fair value in its consolidated
FS KKR Capital Corp.
3 unchanged sentences
Policies (continued)
−Removed: Loan origination fees, original issue discount and market discount are capitalized and
−Removed: the Company amortizes such amounts as interest income over the respective term of the loan or security.
−Removed: Upon the prepayment of a loan or security, any unamortized loan origination fees and original issue discount are recorded as interest income.
+Added: financial statements.
+Added: Derivative contracts entered into by the Company are not designated as hedging instruments, and as a result, the Company presents changes in fair value through net change in
+Added: unrealized appreciation (depreciation) on derivative instruments in the consolidated statements of operations.
+Added: Realized gains and losses of the derivative instruments are included in net realized gains (losses) on derivative instruments in the
+Added: consolidated statements of operations.
+Added: Revenue Recognition:
+Added: Security transactions are accounted for on the trade date.
+Added: records interest income on an accrual basis to the extent that it expects to collect such amounts.
+Added: The Company records dividend income on the ex-dividend date.
+Added: Distributions received from limited liability
+Added: company (LLC) and limited partnership (LP) investments are evaluated to determine if the distribution should be recorded as dividend income or a return of capital.
+Added: The Company does not accrue as a receivable interest or
+Added: dividends on loans and securities if it has reason to doubt its ability to collect such income.
+Added: The Companys policy is to place investments on non-accrual status when there is reasonable doubt that
+Added: interest income will be collected.
+Added: The Company considers many factors relevant to an investment when placing it on or removing it from non-accrual status including, but not limited to, the delinquency status
+Added: of the investment, economic and business conditions, the overall financial condition of the underlying investment, the value of the underlying collateral, bankruptcy status, if any, and any other facts or circumstances relevant to the investment.
+Added: there is reasonable doubt that the Company will receive any previously accrued interest, then the accrued interest will be written-off.
+Added: Payments received on non-accrual
+Added: investments may be recognized as income or applied to principal depending upon the collectability of the remaining principal and interest.
+Added: Non-accrual investments may be restored to accrual status when
+Added: principal and interest become current and are likely to remain current based on the Companys judgment.
+Added: Loan origination fees,
+Added: original issue discount and market discount are capitalized and the Company amortizes such amounts as interest income over the respective term of the loan or security.
+Added: Upon the prepayment of a loan or security, any unamortized loan origination fees
+Added: and original issue discount are recorded as interest income.
Structuring and other non-recurring upfront fees are recorded as fee income when earned.
−Removed: The Company records prepayment premiums on loans and securities as fee income when it receives such amounts.
−Removed: For the years ended December 31, 2020 and 2019, the Company recognized $16 and $20, respectively, in structuring fee revenue and
−Removed: included such revenue in the fee income line item on its consolidated statement of operations.
−Removed: Net Realized Gains or
−Removed: Losses, Net Change in Unrealized Appreciation or Depreciation and Net Change in Unrealized Gains or Losses on Foreign Currency:
+Added: The Company records prepayment premiums on loans and
+Added: securities as fee income when it receives such amounts.
+Added: For the years ended December 31, 2021, 2020 and 2019, the Company recognized
+Added: $55, $16 and $20, respectively, in structuring fee revenue and included such revenue in the fee income line item on its consolidated statement of operations.
+Added: Net Realized Gains or Losses, Net Change in Unrealized Appreciation or Depreciation and Net Change in Unrealized Gains or Losses on Foreign
Gains or losses on the sale of investments are calculated by using the specific identification method.
−Removed: measures realized gains or losses by the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment, without regard to unrealized appreciation or depreciation previously recognized, but considering
−Removed: unamortized fees.
−Removed: Net change in unrealized appreciation or depreciation reflects the change in portfolio investment values during the reporting period, including any reversal of previously recorded unrealized gains or losses when gains or losses are
−Removed: Net change in unrealized gains or losses on foreign currency reflects the change in the value of receivables or accruals during the reporting period due to the impact of foreign currency fluctuations.
+Added: The Company measures realized gains or losses by the difference between the net proceeds from the repayment or sale and the
+Added: amortized cost basis of the investment, without regard to unrealized appreciation or depreciation previously recognized, but considering unamortized fees.
+Added: Net change in unrealized appreciation or depreciation reflects the change in portfolio
+Added: investment values during the reporting period, including any reversal of previously recorded unrealized gains or losses when gains or losses are realized.
+Added: Net change in unrealized gains or losses on foreign currency reflects the change in the value
+Added: of receivables or accruals during the reporting period due to the impact of foreign currency fluctuations.
+Added: Capital Gains Incentive
+Added: Pursuant to the terms of the investment advisory agreement, the incentive fee on capital gains is determined and payable in arrears as of the end of each calendar year (or upon termination of the investment advisory agreement).
+Added: This fee equals 20.0% of the Companys incentive fee capital gains, which shall equal the realized capital gains of Corporate Capital Trust, Inc., or CCT, (as
+Added: predecessor-by-merger to the Company), FSKR (as predecessor-by-merger to the Company) and
+Added: the Company (without duplication) on a cumulative basis from inception, calculated as of the end of each calendar year, computed net of all realized capital losses and unrealized capital depreciation (without duplication) on a cumulative basis, less
+Added: the aggregate amount of any capital gain incentive fees previously paid by CCT, FSKR and the Company.
+Added: On a quarterly basis, the Company accrues for the capital gains incentive fee by calculating such fee as if it were due and payable as of the end
+Added: of such period.
+Added: The Company includes unrealized gains in the calculation of the capital gains incentive fee expense and related accrued
capital gains incentive fee.
−Removed: Pursuant to the terms of the investment advisory agreement, the incentive fee on capital gains is
−Removed: determined and payable in arrears as of the end of each calendar year (or upon termination of the investment advisory agreement).
−Removed: This fee equals 20.0% of the Companys incentive fee capital gains, which shall equal both CCTs and the
−Removed: Companys realized capital gains (without duplication) on a cumulative basis from inception, calculated as of the end of each calendar year, computed net of all realized capital losses and unrealized capital depreciation (without duplication)
−Removed: on a cumulative basis, less the aggregate amount of any capital gain incentive fees previously paid by CCT and the Company.
−Removed: On a quarterly basis, the Company accrues for the capital gains incentive fee by calculating such fee as if it were due and
−Removed: payable as of the end of such period.
−Removed: The Company includes unrealized gains in the calculation of the capital gains incentive
−Removed: fee expense and related accrued capital gains incentive fee.
−Removed: This accrual reflects the incentive fees that would be payable to the Advisor if the Companys entire portfolio was liquidated at its fair value as of the balance sheet date even
−Removed: though the Advisor is not entitled to an incentive fee with respect to unrealized gains unless and until such gains are actually realized.
−Removed: Subordinated Income Incentive Fee:
−Removed: Pursuant to the terms of the investment advisory agreement, the Advisor may also be entitled to receive a subordinated incentive fee on income.
−Removed: subordinated incentive fee on income under the investment advisory agreement, which is calculated and payable quarterly in arrears, equals 20.0% of the Companys pre-incentive fee net
−Removed: investment income for the immediately preceding quarter and is subject to a hurdle rate, expressed as a rate of return on the value of the Companys net assets, equal to 1.75% per quarter, or an annualized hurdle rate of
−Removed: As a result, the Advisor will not earn this incentive fee for any quarter until the Companys pre-incentive fee net investment income for such quarter exceeds the hurdle rate of
−Removed: Once the Companys pre-incentive fee net investment income in any quarter exceeds the hurdle rate, the Advisor will be entitled to
−Removed: a catch-up fee equal to the amount of the pre-incentive fee net investment income in excess of the hurdle rate, until the Companys pre-incentive fee net investment income for such quarter equals 2.1875%, or 8.75% annually, of net assets.
−Removed: Thereafter, the Advisor will be entitled to receive 20.0% of pre-incentive fee net investment income.
−Removed: The subordinated incentive fee on
−Removed: income is subject to a cap equal to (i) 20.0% of the per share pre-incentive fee return for the then-current and eleven preceding calendar quarters minus the cumulative
−Removed: per share incentive fees accrued and/or payable for the eleven preceding calendar quarters multiplied by (ii) the weighted average number of shares outstanding during the calendar quarter (or any portion thereof) for which
−Removed: the subordinated incentive fee on income is being calculated.
−Removed: The definitions of per share pre-incentive fee return and per share incentive fees under the investment advisory
−Removed: agreement take into account the historic per share pre-incentive fee return of both the Company and CCT, together with the historic per share incentive fees paid by both the Company and CCT.
−Removed: purpose of calculating the per share pre-incentive fee return, any unrealized appreciation or depreciation recognized as a result of the purchase accounting for the 2018 Merger is
+Added: This accrual reflects the incentive fees that would be payable to the Advisor if the Companys entire portfolio was liquidated at its fair value as of the balance sheet date even though the Advisor is not entitled
+Added: to an incentive fee with respect to unrealized gains unless and until such gains are actually realized.
FS KKR Capital Corp.
3 unchanged sentences
Policies (continued)
+Added: Subordinated Income Incentive Fee:
+Added: Pursuant to the terms of the investment
+Added: advisory agreement, the Advisor may also be entitled to receive a subordinated incentive fee on income.
+Added: The subordinated incentive fee on income under the investment advisory agreement, which is calculated and payable quarterly in arrears, equals
+Added: 17.5% of the Companys pre-incentive fee net investment income for the immediately preceding quarter and is subject to a hurdle rate, expressed as a rate of return on the value of
+Added: the Companys net assets, equal to 1.75% per quarter, or an annualized hurdle rate of 7.0%.
+Added: As a result, the Advisor will not earn this incentive fee for any quarter until the
+Added: Companys pre-incentive fee net investment income for such quarter exceeds the hurdle rate of 1.75%.
+Added: Once the Companys pre-incentive fee
+Added: net investment income in any quarter exceeds the hurdle rate, the Advisor will be entitled to a catch-up fee equal to the amount of
+Added: the pre-incentive fee net investment income in excess of the hurdle rate, until the Companys pre-incentive fee net investment income for such
+Added: quarter equals 2.12%, or 8.48% annually, of net assets.
+Added: Thereafter, the Advisor will be entitled to receive 17.5% of pre-incentive fee net investment income.
+Added: See Note 4 for a discussion of the
+Added: subordinated incentive fee on income under the prior investment advisory agreement.
Income Taxes:
−Removed: The Company has elected to be treated for U.S.
−Removed: federal income tax
−Removed: purposes, and intends to qualify annually, as a RIC under Subchapter M of the Code.
−Removed: To qualify for and maintain qualification as a RIC, the Company must, among other things, meet certain source-of-income and asset diversification requirements, as well as distribute to its stockholders, for each tax year, at least 90% of its investment company taxable income, which is generally the
−Removed: Companys net ordinary income plus the excess, if any, of realized net short-term capital gains over realized net long-term capital losses, determined without regard to any deduction for distributions paid.
−Removed: As a RIC, the Company will not have
−Removed: to pay corporate-level U.S.
+Added: The Company has elected to be
+Added: treated for U.S.
+Added: federal income tax purposes, and intends to qualify annually, as a RIC under Subchapter M of the Code.
+Added: To qualify for and maintain qualification as a RIC, the Company must, among other things, meet certain source-of-income and asset diversification requirements, as well as distribute to its stockholders, for each tax year, at least 90% of its investment company taxable
+Added: income, which is generally the Companys net ordinary income plus the excess, if any, of realized net short-term capital gains over realized net long-term capital losses, determined without regard to any deduction for distributions paid.
+Added: As a RIC, the Company will not have to pay corporate-level U.S.
federal income taxes on any income that it distributes to its stockholders.
−Removed: The Company intends to make distributions in an amount sufficient to qualify for and maintain its RIC tax status each tax year and to not pay any
+Added: The Company intends to make distributions in an amount sufficient to qualify for and maintain its RIC tax
+Added: status each tax year and to not pay any U.S.
federal income taxes on income so distributed.
−Removed: The Company is also subject to nondeductible federal excise taxes if it does not distribute in respect of each calendar year an amount at least equal to the sum of 98% of net ordinary income, 98.2%
−Removed: of any capital gain net income, if any, and any recognized and undistributed income from prior years for which it paid no U.S.
+Added: The Company is also subject to nondeductible federal excise taxes if it does not distribute in respect of each calendar year an amount at least equal to the
+Added: sum of 98% of net ordinary income, 98.2% of any capital gain net income, if any, and any recognized and undistributed income from prior years for which it paid no U.S.
federal income taxes.
−Removed: The Company accrued $10, $7 and $7 in estimated excise taxes payable in respect of income received
−Removed: during the years ended December 31, 2020, 2019 and 2018, respectively.
−Removed: During the years ended December 31, 2020, 2019, and 2018, the Company paid $7, $9 and $6, respectively, in excise and other taxes.
−Removed: The Company evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with
−Removed: accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax benefits or liabilities in the Companys consolidated financial statements.
−Removed: Recognition of a tax benefit or
−Removed: liability with respect to an uncertain tax position is required only when the position is more likely than not to be sustained assuming examination by taxing authorities.
−Removed: The Company recognizes interest and penalties, if any, related to
−Removed: unrecognized tax liabilities as income tax expense in its consolidated statements of operations.
+Added: The Company accrued $12, $10 and $7 in estimated excise
+Added: taxes payable in respect of income received during the years ended December 31, 2021, 2020 and 2019, respectively.
+Added: During the years ended December 31, 2021, 2020, and 2019, the Company paid $9, $7 and $9, respectively, in excise and other
+Added: The Company evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold in
+Added: connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax benefits or liabilities in the Companys consolidated financial statements.
+Added: Recognition of a
+Added: tax benefit or liability with respect to an uncertain tax position is required only when the position is more likely than not to be sustained assuming examination by taxing authorities.
+Added: The Company recognizes interest and penalties, if
+Added: any, related to unrecognized tax liabilities as income tax expense in its consolidated statements of operations.
During the years ended December 31, 2021, 2020 and 2019, the Company did not incur any interest or penalties.
5 unchanged sentences
Distributions to the Companys stockholders are recorded as of the record date.
−Removed: Subject to the discretion of
−Removed: the Companys board of directors and applicable legal restrictions, the Company intends to declare and pay such distributions on a quarterly basis.
+Added: Subject to the discretion of the Companys board of directors and applicable legal restrictions, the Company intends to declare and pay such distributions on a
+Added: quarterly basis.
Net realized capital gains, if any, are distributed or deemed distributed at least annually.
Reclassifications:
−Removed: Certain amounts in the consolidated financial statements as of and for the years ended
−Removed: December 31, 2019 and 2018 have been reclassified to conform to the classifications used to prepare the consolidated financial statements for the year ended December 31, 2020.
+Added: Certain amounts in the consolidated financial statements as of and for the years ended December 31, 2020 and 2019 have been reclassified to conform to the classifications used to prepare the consolidated financial statements for the year
+Added: ended December 31, 2021.
Recent Accounting Pronouncements:
−Removed: In August 2018, the FASB issued Accounting Standards Update
−Removed: 2018-13, Fair Value MeasurementDisclosures FrameworkChanges to Disclosure Requirements of Fair Value Measurement (Topic 820), or ASU 2018-13.
−Removed: ASU 2018-13 introduces new fair value disclosure requirements and eliminates and modifies certain existing fair value disclosure requirements.
−Removed: ASU 2018-13 is effective for fiscal
−Removed: years, and interim periods within those fiscal years, beginning after December 15, 2019.
−Removed: The Company implemented ASU 2018-13 during the year ended December 31, 2020, and it did not have a significant
−Removed: impact on the Companys disclosure over fair value.
In March 2020, the FASB issued ASU
1 unchanged sentence
by reference rate reform if certain criteria are met.
−Removed: The amendments apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform.
−Removed: ASU 2020-04 is effective for all entities as of March 12, 2020 through December 31, 2022.
−Removed: The expedients and exceptions provided by the amendments do not apply to contract modifications and hedging
−Removed: relationships entered into or evaluated after December 31, 2022, except for hedging transactions as of December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging
−Removed: relationship.
−Removed: The Company is currently evaluating the impact of adopting ASU 2020-04 on its consolidated financial statements.
+Added: The amendments apply only to contracts, hedging
FS KKR Capital Corp.
3 unchanged sentences
Policies (continued)
−Removed: Derivative Instruments:
−Removed: The Companys derivative instruments include foreign
−Removed: currency forward contracts and cross currency swaps.
−Removed: The Company recognizes all derivative instruments as assets or liabilities at fair value in its consolidated financial statements.
−Removed: Derivative contracts entered into by the Company are not
−Removed: designated as hedging instruments, and as a result, the Company presents changes in fair value through net change in unrealized appreciation (depreciation) on derivative instruments in the consolidated statements of operations.
−Removed: Realized gains and
−Removed: losses of the derivative instruments are included in net realized gains (losses) on derivative instruments in the consolidated statements of operations.
+Added: relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform.
+Added: 2020-04 is effective for all entities as of March 12, 2020 through December 31, 2022.
+Added: The expedients and exceptions provided by the amendments do not apply to contract modifications and hedging
+Added: relationships entered into or evaluated after December 31, 2022, except for hedging transactions as of December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging
+Added: relationship.
+Added: The Company is currently evaluating the impact of adopting ASU 2020-04 on its consolidated financial statements.
Share Transactions
−Removed: Below is a summary of transactions with respect
−Removed: to shares of the Companys common stock during the years ended December 31, 2020, 2019 and 2018:
+Added: summary of transactions with respect to shares of the Companys common stock during the years ended December 31, 2021, 2020 and 2019:
Year Ended December 31,
5 unchanged sentences
The number of shares repurchased has been adjusted to reflect the Reverse Stock Split as discussed below.
−Removed: During the year ended December 31, 2020, the administrator for the Companys distribution reinvestment plan, or DRP, purchased
−Removed: 1,504,389 shares of common stock in the open market at an average price per share of $15.84 (totaling $24) pursuant to the DRP, and distributed such shares to participants in the DRP.
−Removed: During the year ended December 31, 2019, the administrator
−Removed: for the DRP purchased 1,069,720 shares of common stock in the open market at an average price per share of $23.90 (totaling $26) pursuant to the DRP, and distributed such shares to participants in the DRP.
−Removed: During the period from January 1, 2021
−Removed: to February 26, 2021, the administrator for the DRP purchased 275,642 shares of common stock in the open market at an average price per share of $17.21 (totaling $5) pursuant to the DRP, and distributed such shares to participants in the DRP.
+Added: Issuance of common stock for the 2021 Merger.
+Added: Shares were issued at fair value of FSK common stock at the merger
+Added: During the year ended December 31, 2021, the administrator for the Companys distribution reinvestment
+Added: plan, or DRP, purchased 1,321,614 shares of common stock in the open market at an average price per share of $21.08 (totaling $28) pursuant to the DRP, and distributed such shares to participants in the DRP.
+Added: During the year ended December 31,
+Added: 2020, the administrator for the DRP purchased 1,504,389 shares of common stock in the open market at an average price per share of $15.84 (totaling $24) pursuant to the DRP, and distributed such shares to participants in the DRP.
+Added: During the period
+Added: from January 1, 2022 to February 25, 2022, the administrator for the DRP purchased 595,933 shares of common stock in the open market at an average price per share of $21.68 (totaling $13) pursuant to the DRP, and distributed such shares to
+Added: participants in the DRP.
For additional information regarding the terms of the DRP, see Note 5.
+Added: Acquisition of FSKR
In accordance with the terms of the 2020 Merger Agreement, at the time of the transactions contemplated by the 2020 Merger Agreement, each
−Removed: outstanding share of CCT common stock was converted into the right to receive 2.3552 shares of the Companys common stock (with CCT stockholders receiving cash in lieu of fractional shares of the Companys common
−Removed: As a result, the Company issued an aggregate of 292,324,670 shares of its common stock to former CCT stockholders.
−Removed: Share and exchange ratio amounts in the foregoing do not reflect the Reverse Stock Split as discussed below.
−Removed: February 2018 Share Repurchase Program
−Removed: In February 2018, the Companys board of directors authorized a stock repurchase program.
−Removed: Under the program, the Company was permitted to repurchase up to $50 in the aggregate of its outstanding
−Removed: common stock in the open market at prices below the then-current net asset value per share.
−Removed: During the year ended December 31, 2018, the Company repurchased 1,642,837 shares of common stock pursuant to the share repurchase program at an
−Removed: average price per share (inclusive of commissions paid) of $30.44 (totaling $50).
−Removed: The program has concluded since the aggregate repurchase amount that was approved by the Companys board of directors has been expended.
−Removed: FS Investment Corporation
+Added: outstanding share of FSKR common stock was converted into the right to receive 0.9498 shares of the Companys common stock.
+Added: As a result, the Company issued an aggregate of approximately 161,374,028 shares of its common stock to former FSKR
+Added: stockholders.
+Added: September 2021 Share Repurchase Program
+Added: In November 2020, the Companys board of directors authorized a stock repurchase program, which went into effect in September 2021
+Added: following the consummation of the 2021 Merger.
+Added: Under the program, the Company may repurchase up to $100 in the aggregate of its outstanding common stock in the open market at prices below the then-current net asset value per share.
+Added: manner, price and amount of any share repurchases was determined by the Company based upon the evaluation of economic and market conditions, the Companys stock price, applicable legal and regulatory requirements and other factors.
+Added: is expected to be in effect for one year from the effective date, unless extended, or until the aggregate repurchase amount that has been approved by the Companys board of directors has been expended, or the plan otherwise terminates pursuant
+Added: to its terms.
+Added: The program does not require the Company to repurchase any specific number of shares and the Company cannot assure stockholders that any shares will be repurchased under the program.
+Added: The program may be suspended, extended, modified or
+Added: discontinued at any time.
+Added: FS KKR Capital Corp.
Notes to Consolidated Financial Statements (continued)
−Removed: (in thousands, except share and per share amounts)
+Added: (in millions, except share and per share amounts)
Share Transactions (continued)
+Added: During the year ended December 31, 2021, the Company repurchased 586,902 shares of
+Added: common stock pursuant to the share repurchase program at an average price per share (inclusive of commissions paid) of $21.44 (totaling $12).
+Added: During the period from January 1, 2022 to February 24, 2022, the Company repurchased 268,457 shares of common stock pursuant to the share
+Added: repurchase program at an average price per share (inclusive of commissions paid) of $21.79 (totaling $6).
December 2018 Share Repurchase Program
2 unchanged sentences
permitted to repurchase up to $200 in the aggregate of its outstanding common stock in the open market at prices below the then-current net asset value per share.
−Removed: During the year ended December 31, 2020, the Company repurchased 2,823,750 shares of common stock pursuant to the share repurchase program at an average price per share (inclusive of commissions
−Removed: paid) of $16.71 (totaling $47).
−Removed: During the year ended December 31, 2019, the Company repurchased 6,287,919 shares of common stock pursuant to the share repurchase program at an average price per share (inclusive of commissions paid) of $24.30
−Removed: (totaling $153).
+Added: During the year ended December 31, 2020, the Company repurchased 2,823,750 shares of common stock pursuant to the share repurchase program
+Added: at an average price per share (inclusive of commissions paid) of $16.71 (totaling $47).
+Added: During the year ended December 31, 2019, the Company repurchased 6,287,919 shares of common stock pursuant to the share repurchase program at an average
+Added: price per share (inclusive of commissions paid) of $24.30 (totaling $153).
The program has concluded since the aggregate repurchase amount that was approved by the Companys board of directors has been expended.
Reverse Stock Split and Fractional Shares
−Removed: As a result of the Reverse Stock
−Removed: Split, which was effective on June 15, 2020, every four shares of the Companys common stock issued and outstanding were automatically combined into one share of the Companys common stock, and the number of outstanding shares of the
−Removed: Companys common stock was reduced from approximately 495.0 million to approximately 123.75 million as of June 15, 2020.
+Added: As a result of the Reverse Stock Split, which was effective on June 15, 2020, every four shares of the Companys common stock issued
+Added: and outstanding were automatically combined into one share of the Companys common stock, and the number of outstanding shares of the Companys common stock was reduced from approximately 495.0 million to approximately
+Added: 123.75 million as of June 15, 2020.
The Reverse Stock Split did not modify the rights or preferences of the Companys common stock.
−Removed: Company also filed a separate Articles of Amendment to Articles of Incorporation with the State Department of Assessments and Taxation of the State of Maryland to provide that there would be no change in the par value of $0.001 per share as a result
−Removed: of the Reverse Stock Split.
−Removed: The Reverse Stock Split affected all shareholders uniformly and did not alter any
−Removed: shareholders percentage interest in the Companys equity, except to the extent that the Reverse Stock Split resulted in some shareholders owning a fractional share.
−Removed: In that regard, no fractional shares were issued in connection with the
−Removed: Reverse Stock Split.
−Removed: Shareholders of record who would have otherwise been entitled to receive a fractional share instead received a cash payment based on the closing price of the Companys common stock as reported on the NYSE as of
−Removed: June 15, 2020.
+Added: The Company also filed a separate Articles of Amendment to Articles of Incorporation with the State
+Added: Department of Assessments and Taxation of the State of Maryland to provide that there would be no change in the par value of $0.001 per share as a result of the Reverse Stock Split.
+Added: The Reverse Stock Split affected all shareholders uniformly and did not alter any shareholders percentage interest in the Companys
+Added: equity, except to the extent that the Reverse Stock Split resulted in some shareholders owning a fractional share.
+Added: In that regard, no fractional shares were issued in connection with the Reverse Stock Split.
+Added: Shareholders of record who would have
+Added: otherwise been entitled to receive a fractional share instead received a cash payment based on the closing price of the Companys common stock as reported on the NYSE as of June 15, 2020.
Related Party Transactions
−Removed: Compensation of the Investment Adviser
−Removed: Pursuant to the investment advisory
−Removed: agreement, the Advisor is entitled to a base management fee calculated at an annual rate of 1.50% of the average weekly value of the Companys gross assets excluding cash and cash equivalents (gross assets equal the total assets of the Company
−Removed: as set forth on the Companys consolidated balance sheets) and an incentive fee based on the Companys performance.
−Removed: Effective June 15, 2019, in connection with stockholder approval of the modification of the asset coverage requirement
−Removed: applicable to senior securities from 200% to 150%, the Advisor reduced (by permanent waiver) the annual base management fee payable under the investment advisory agreement from 1.5% to 1.0% on all assets financed using leverage over 1.0x debt-to-equity.
+Added: Compensation of the
+Added: Investment Adviser
+Added: Pursuant to the investment advisory agreement, the Advisor is entitled to a base management fee calculated at an
+Added: annual rate of 1.50% of the average weekly value of the Companys gross assets excluding cash and cash equivalents (gross assets equal the total assets of the Company as set forth on the Companys consolidated balance sheets) and an
+Added: incentive fee based on the Companys performance.
+Added: Effective June 15, 2019, in connection with stockholder approval of the modification of the asset coverage requirement applicable to senior securities from 200% to 150%, the Advisor reduced
+Added: (by permanent waiver) the annual base management fee payable under the investment advisory agreement from 1.5% to 1.0% on all assets financed using leverage over 1.0x
+Added: debt-to-equity.
The base management fee is payable quarterly in arrears.
1 unchanged sentence
interest and may be taken in such other quarter as the Advisor determines.
−Removed: The prior investment advisory agreement had substantially similar terms, except that cash and cash equivalents were not excluded from gross assets.
−Removed: See Note 2 for a
−Removed: discussion of the capital gains and subordinated income incentive fees that the Advisor may be entitled to under the investment advisory agreement.
−Removed: Pursuant to the FB Advisor investment advisory agreement, which was in effect until April 9, 2018, FB Advisor was entitled to an annual base management fee equal to 1.75% of the average value of
−Removed: the Companys gross assets (gross assets equal the total assets of the Company as set forth on the Companys consolidated balance sheets) and an incentive fee based on the Companys performance.
−Removed: FB Advisor had agreed, effective
−Removed: October 1, 2017, to (a) waive a portion of the base management fee to which it was entitled under the FB Advisor investment advisory agreement so that the fee received equaled 1.50% of the average value of the Companys gross assets
−Removed: and (b) continue to calculate the subordinated incentive fee on income to which it was entitled under the FB Advisor investment advisory agreement as if the base management fee was 1.75% of the average value of the Companys gross
+Added: The prior investment advisory agreement had substantially similar terms as the investment advisory agreement, except that the investment advisory agreement amended the prior
+Added: investment advisory agreement to (i) reduce the Companys income incentive fee rate from 20% to 17.5%;
+Added: and (ii) remove the total return lookback provision applicable to the subordinated incentive fee on income from the prior
+Added: investment advisory agreement.
+Added: Under the prior investment advisory agreement, the subordinated incentive fee on income was subject to a cap equal to (i) 20.0% of the per share pre-incentive fee
+Added: return for the then-current and eleven preceding calendar quarters minus the cumulative per share incentive fees accrued and/or payable for the eleven preceding
FS KKR Capital Corp.
3 unchanged sentences
Transactions (continued)
−Removed: Pursuant to the investment sub-advisory agreement, GDFM was entitled to receive 50% of all management and incentive fees payable to FB
−Removed: Advisor under the FB Advisor investment advisory agreement with respect to each year.
−Removed: On April 9, 2018, the Company
−Removed: entered into an administration agreement with the Advisor, or the administration agreement, which replaced an administration agreement with FB Advisor, or the FB Advisor administration agreement.
−Removed: Pursuant to the administration agreement, the Advisor
−Removed: oversees the Companys day-to-day operations, including the provision of general ledger accounting, fund accounting, legal services, investor relations,
−Removed: certain government and regulatory affairs activities, and other administrative services.
+Added: calendar quarters multiplied by (ii) the weighted average number of shares outstanding during the calendar quarter (or any portion thereof) for which the subordinated incentive fee on income
+Added: was being calculated.
+Added: The definitions of per share pre-incentive fee return and per share incentive fees under the prior investment advisory agreement took into account the historic per
+Added: share pre-incentive fee return of both the Company and CCT, together with the historic per share incentive fees paid by both the Company and CCT.
+Added: For the purpose of calculating the per share pre-incentive fee return, any unrealized appreciation or depreciation recognized as a result of the purchase accounting for the Companys acquisition of CCT was excluded.
+Added: See Note 2 for a discussion of
+Added: the capital gains and subordinated income incentive fees that the Advisor may be entitled to under the investment advisory agreement.
+Added: connection with the entry into the investment advisory agreement, the Advisor has agreed to waive income incentive fees in the amount of $15 per quarter for the first six full fiscal quarters of operations following the closing of the 2021 Merger,
+Added: commencing on July 1, 2021, for a total waiver of $90.
+Added: In addition, the Advisor has agreed to exclude from the calculation of the subordinated incentive fee on income and the incentive fee on capital gains any changes to the fair value recorded
+Added: for the assets and liabilities of FSKR resulting solely from the new cost basis of the acquired FSKR investments determined in accordance with Accounting Standards Codification Topic 805-50, Business
+Added: CombinationsRelated Issues as a result of the 2021 Merger.
+Added: On April 9, 2018, the Company entered into an administration
+Added: agreement with the Advisor, or the administration agreement.
+Added: Pursuant to the administration agreement, the Advisor oversees the
+Added: Companys day-to-day operations, including the provision of general ledger accounting, fund accounting, legal services, investor relations, certain
+Added: government and regulatory affairs activities, and other administrative services.
The Advisor also performs, or oversees the performance of, the Companys corporate operations and required administrative services, which includes being
3 unchanged sentences
professional services rendered to the Company by others.
−Removed: Pursuant to the administration agreement, the Company reimburses the
−Removed: Advisor for expenses necessary to perform services related to its administration and operations, including the Advisors allocable portion of the compensation and related expenses of certain personnel of Franklin Square Holdings, L.P., which
−Removed: does business as FS Investments, or FS Investments, and KKR Credit Advisors (US), LLC, or KKR Credit, providing administrative services to the Company on behalf of the Advisor.
−Removed: The Company reimburses the Advisor no less than quarterly for all costs
−Removed: and expenses incurred by the Advisor in performing its obligations and providing personnel and facilities under the administration agreement.
−Removed: The Advisor allocates the cost of such services to the Company based on factors such as total assets,
−Removed: revenues, time allocations and/or other reasonable metrics.
−Removed: The Companys board of directors reviews the methodology employed in determining how the expenses are allocated to the Company and the proposed allocation of administrative expenses
−Removed: among the Company and certain affiliates of the Advisor.
−Removed: The Companys board of directors then assesses the reasonableness of such reimbursements for expenses allocated to it based on the breadth, depth and quality of such services as compared
−Removed: to the estimated cost to the Company of obtaining similar services from third-party service providers known to be available.
−Removed: In addition, the Companys board of directors considers whether any single third-party service provider would be
−Removed: capable of providing all such services at comparable cost and quality.
−Removed: Finally, the Companys board of directors compares the total amount paid to the Advisor for such services as a percentage of the Companys net assets to the same ratio
−Removed: as reported by other comparable BDCs.
+Added: Pursuant to the administration agreement, the Company reimburses the Advisor for
+Added: expenses necessary to perform services related to its administration and operations, including the Advisors allocable portion of the compensation and related expenses of certain personnel of Franklin Square Holdings, L.P., which does business
+Added: as FS Investments, or FS Investments, and KKR Credit Advisors (US), LLC, or KKR Credit, providing administrative services to the Company on behalf of the Advisor.
+Added: The Company reimburses the Advisor no less than quarterly for all costs and expenses
+Added: incurred by the Advisor in performing its obligations and providing personnel and facilities under the administration agreement.
+Added: The Advisor allocates the cost of such services to the Company based on factors such as total assets, revenues, time
+Added: allocations and/or other reasonable metrics.
+Added: The Companys board of directors reviews the methodology employed in determining how the expenses are allocated to the Company and the proposed allocation of administrative expenses among the Company
+Added: and certain affiliates of the Advisor.
+Added: The Companys board of directors then assesses the reasonableness of such reimbursements for expenses allocated to it based on the breadth, depth and quality of such services as compared to the estimated
+Added: cost to the Company of obtaining similar services from third-party service providers known to be available.
+Added: In addition, the Companys board of directors considers whether any single third-party service provider would be capable of providing
+Added: all such services at comparable cost and quality.
+Added: Finally, the Companys board of directors compares the total amount paid to the Advisor for such services as a percentage of the Companys net assets to the same ratio as reported by other
+Added: comparable BDCs.
The FB Advisor administration agreement was substantially similar to the administration agreement.
−Removed: The following table describes the fees and expenses accrued under the investment advisory agreement, the prior investment advisory agreement, the FB Advisor investment advisory agreement, the
−Removed: administration agreement and the FB Advisor administration agreement, as applicable, during the years ended December 31, 2020, 2019 and 2018:
+Added: FS KKR Capital Corp.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (in millions, except share and per share amounts)
+Added: Related Party
+Added: Transactions (continued)
+Added: The following table describes the fees and expenses accrued under the investment advisory
+Added: agreement, the prior investment advisory agreement, and the administration agreement, as applicable, during the years ended December 31, 2021, 2020 and 2019:
Year Ended December 31,
1 unchanged sentence
Source Agreement
−Removed: FB Advisor and the Advisor
−Removed: Investment advisory agreement, prior investment advisory agreement and FB Advisor investment advisory agreement
+Added: Investment advisory agreement and prior investment advisory agreement
Base Management Fee (1)
−Removed: FB Advisor and the Advisor
−Removed: Investment advisory agreement, prior investment advisory agreement and FB Advisor investment advisory agreement
−Removed: Subordinated Incentive Fee on
−Removed: FB Advisor and the Advisor
−Removed: Administration agreement and FB Advisor administration agreement
+Added: Investment advisory agreement and prior investment advisory agreement
+Added: Subordinated Incentive Fee on Income (2)
+Added: Administration agreement
Administrative Services Expenses (3)
−Removed: For the year ended December 31, 2018 , the amount shown is net of waivers of $3.
−Removed: During the years ended December 31, 2020, 2019 and
−Removed: 2018, $111, $105, and $59, respectively, in base management fees were paid to the Advisor and/or FB Advisor.
+Added: During the years ended December 31, 2021, 2020 and 2019, $162, $111, and $105, respectively, in base
+Added: management fees were paid to the Advisor.
As of December 31, 2021, $60 in base management fees were payable to the Advisor.
−Removed: During the year ended December 31, 2020 and 2019, $0 and $71, respectively, of subordinated incentive fees on income were paid to the
+Added: The Advisor agreed, effective July 1, 2021, to waive up to $15 per quarter of the subordinated incentive
+Added: fee on income to which it is entitled to under the investment advisory agreement.
+Added: During the year ended December 31, 2021, the amount shown is net of waivers of $30.
+Added: During the years ended December 31, 2021, 2020 and 2019, $49, $0 and $71,
+Added: respectively, of subordinated incentive fees on income were paid to the Advisor.
+Added: As of December 31, 2021, $19 in subordinated incentive fees on income were payable to the Advisor.
+Added: During the years ended December 31, 2021, 2020 and 2019, $10, $6 and $6, respectively, of administrative
+Added: services expenses related to the allocation of costs of administrative personnel for services rendered to the Company by the Advisor and the remainder related to other reimbursable expenses, including reimbursement of fees related to transactional
+Added: expenses for prospective investments, such as fees and expenses associated with performing due diligence reviews of investments that do not close, often referred to as broken deal costs.
+Added: Broken deal costs were $1.3 for the year ended
+Added: December 31, 2021.
+Added: The Company paid $11, $8 and $7, respectively, in administrative services expenses to the Advisor during the years ended December 31, 2021, 2020 and 2019.
+Added: Potential Conflicts of Interest
+Added: members of the senior management and investment teams of the Advisor serve or may serve as officers, directors or principals of entities that operate in the same or a related line of business as the Company does, or of investment vehicles managed by
+Added: the same personnel.
+Added: The officers, managers and other personnel of the Advisor may serve in similar or other capacities for the investment advisers to future investment vehicles affiliated with FS Investments or KKR Credit.
+Added: In serving in these
+Added: multiple and other capacities, they may have obligations to other clients or investors in those entities, the fulfillment of which may not be in the Companys best interests or in the best interest of the Companys stockholders.
+Added: Companys investment objectives may overlap with the investment objectives of such investment funds, accounts or other investment vehicles.
+Added: Exemptive Relief
+Added: As a BDC, the Company is
+Added: subject to certain regulatory restrictions in making its investments.
+Added: For example, BDCs generally are not permitted to co-invest with certain affiliated entities in transactions originated by the BDC or its
+Added: affiliates in the absence of an exemptive order from the SEC.
+Added: However, BDCs are permitted to, and may, simultaneously co-invest in transactions where price is the only negotiated term.
+Added: In an order dated June 4, 2013, or the FS Order, the SEC granted exemptive relief permitting the Company, subject to the satisfaction of
+Added: certain conditions, to co-invest in certain privately negotiated investment transactions with certain affiliates of its former investment adviser, including FS Energy and Power Fund and any
+Added: future BDCs that are advised by its former investment adviser or its affiliated investment advisers.
+Added: However, in connection with the investment advisory relationship with the Advisor, and in an effort to mitigate potential future conflicts of
+Added: interest, the Companys board of directors authorized and directed that the Company (i) withdraw from the FS Order, except with respect to any transaction in which the Company participated in reliance on the FS Order prior to April 9,
+Added: 2018, and (ii) rely on an exemptive relief order, dated January 5, 2021, that permits the
FS KKR Capital Corp.
3 unchanged sentences
Transactions (continued)
−Removed: During the years ended December 31, 2020, 2019 and 2018, $6, $6 and $3, respectively, of administrative services expenses related to the
−Removed: allocation of costs of administrative personnel for services rendered to the Company by FB Advisor and the Advisor and the remainder related to other reimbursable expenses, including reimbursement of fees related to transactional expenses for
−Removed: prospective investments, including fees and expenses associated with performing due diligence reviews of investments that do not close, often referred to as broken deal costs.
−Removed: Broken deal costs were $0.8 for the year ended
−Removed: December 31, 2020.
−Removed: The Company paid $8, $7 and $3, respectively, in administrative services expenses to the Advisor and/or FB Advisor during the years ended December 31, 2020, 2019 and 2018.
−Removed: Potential Conflicts of Interest
−Removed: The members of the senior management and investment teams of the Advisor serve or may serve as officers, directors or principals of entities that operate in the same or a related line of business as the
−Removed: Company does, or of investment vehicles managed by the same personnel.
−Removed: For example, the Advisor is the investment adviser to FSKR, and the officers, managers and other personnel of the Advisor may serve in similar or other capacities for the
−Removed: investment advisers to future investment vehicles affiliated with FS Investments or KKR Credit.
−Removed: In serving in these multiple and other capacities, they may have obligations to other clients or investors in those entities, the fulfillment of which
−Removed: may not be in the Companys best interests or in the best interest of the Companys stockholders.
−Removed: The Companys investment objectives may overlap with the investment objectives of such investment funds, accounts or other investment
−Removed: Exemptive Relief
−Removed: As a BDC, the Company is subject to certain regulatory restrictions in making its investments.
−Removed: For example, BDCs generally are not permitted to co-invest with
−Removed: certain affiliated entities in transactions originated by the BDC or its affiliates in the absence of an exemptive order from the SEC.
−Removed: However, BDCs are permitted to, and may, simultaneously co-invest in
−Removed: transactions where price is the only negotiated term.
−Removed: In an order dated June 4, 2013, or the FS Order, the SEC granted
−Removed: exemptive relief permitting the Company, subject to the satisfaction of certain conditions, to co-invest in certain privately negotiated investment transactions with certain affiliates of
−Removed: FB Advisor, including FS Energy and Power Fund, FSKR and any future BDCs that are advised by FB Advisor or its affiliated investment advisers.
−Removed: However, in connection with the investment advisory relationship with the Advisor, and in an effort to
−Removed: mitigate potential future conflicts of interest, the Companys board of directors authorized and directed that the Company (i) withdraw from the FS Order, except with respect to any transaction in which the Company participated in reliance
−Removed: on the FS Order prior to April 9, 2018, and (ii) rely on an exemptive relief order, dated January 5, 2021, that permits the Company, subject to the satisfaction of certain
−Removed: conditions, to co-invest in certain privately negotiated investment transactions, including investments originated and directly negotiated by the Advisor or KKR Credit, with certain
−Removed: affiliates of the Advisor.
−Removed: Affiliated Purchaser Program
−Removed: As previously disclosed, certain affiliates of the owners of the Advisor committed $100 to a $350 investment vehicle that may invest from time to time in shares of the Company.
−Removed: In June 2020, that
−Removed: investment vehicle entered into a written trading plan with a third party broker in accordance with Rule 10b5-1 and Rule 10b-18 promulgated under the Exchange Act to
−Removed: facilitate the purchase of shares of the Companys common stock pursuant to the terms and conditions of such plan.
−Removed: The Company is not a party to the plan or any transaction with the investment vehicle.
+Added: Company, subject to the satisfaction of certain conditions, to co-invest in certain privately negotiated investment transactions,
+Added: including investments originated and directly negotiated by the Advisor or KKR Credit, with certain affiliates of the Advisor.
+Added: Affiliated Purchaser
+Added: As previously disclosed, certain affiliates of the owners of the Advisor committed $100 to a $350 investment vehicle that may
+Added: invest from time to time in shares of the Company.
+Added: In September 2021 and December 2021, that investment vehicle entered into a written trading plan with a third party broker in accordance with Rule 10b5-1 and
+Added: Rule 10b-18 promulgated under the Exchange Act to facilitate the purchase of shares of the Companys common stock pursuant to the terms and conditions of such plan.
+Added: The Company is not a party to any
+Added: transaction with the investment vehicle.
Distributions
3 unchanged sentences
Per Share (1)
−Removed: The amount of each per share distribution has been retroactively adjusted to reflect the Reverse Stock Split as discussed above in Note 3.
+Added: The amount of each per share distribution has been retroactively adjusted to reflect the Reverse Stock Split as
+Added: discussed above in Note 3.
+Added: On February 23, 2022, the Companys board of directors declared a regular quarterly cash
+Added: distribution of $0.63 per share, which will be paid on or about April 4, 2022 to stockholders of record as of the close of business on March 16, 2022.
+Added: The timing and amount of any future distributions to stockholders are subject to applicable legal
+Added: restrictions and the sole discretion of the Companys board of directors.
+Added: Pursuant to the DRP, the Company will reinvest all cash
+Added: dividends or distributions declared by the Companys board of directors on behalf of stockholders who do not elect to receive their distributions in cash.
+Added: As a result, if the Companys board of directors declares a distribution, then
+Added: stockholders who have not elected to opt out of the DRP will have their distributions automatically reinvested in additional shares of the Companys common stock.
+Added: With respect to each distribution pursuant to the DRP, the Company reserves the right to either issue new shares of common stock or purchase
+Added: shares of common stock in the open market in connection with implementation of the DRP.
+Added: Unless the Company, in its sole discretion, otherwise directs the plan administrator, (A) if the per share market price (as defined in the DRP) is equal to
+Added: or greater than the estimated net asset value per share (rounded up to the nearest whole cent) of the Companys common stock on the payment date for the distribution, then the Company will issue shares of common stock at the greater of
+Added: (i) net asset value per share of common stock or (ii) 95% of the market price;
+Added: or (B) if the market price is less than the net asset value per share, then, in the sole discretion of the Company, (i) shares of common stock will be
+Added: purchased in open market transactions for the accounts of participants to the extent practicable, or (ii) the Company will issue shares of common stock at net asset value per share.
+Added: Pursuant to the terms of the DRP, the number of shares of
+Added: common stock to be issued to a participant will be determined by dividing the total dollar amount of the distribution payable to a participant by the price per share at which the Company issues such shares;
+Added: provided, however, that shares purchased
+Added: in open market transactions by the plan administrator will be allocated to a participant based on the average purchase price, excluding any brokerage charges or other charges, of all shares of common stock purchased in the open market.
+Added: If a stockholder receives distributions in the form of common stock pursuant to the DRP, such stockholder generally will be subject to the same
+Added: federal, state and local tax consequences as if it elected to receive distributions in cash.
+Added: If the Companys common stock is trading at or below net asset value, a stockholder receiving distributions in the form of additional common stock will
+Added: be treated as receiving a distribution in the amount of cash that they would have received if they had elected to receive the distribution in cash.
+Added: If the Companys common stock is trading above net asset value, a stockholder receiving
+Added: distributions in the
FS KKR Capital Corp.
2 unchanged sentences
Distributions (continued)
−Removed: Includes a $0.36 per share special cash distribution that was paid on December 3, 2018.
−Removed: On February 18, 2021, the Companys board of directors declared a regular quarterly cash distribution of $0.60 per share, which
−Removed: will be paid on or about April 2, 2021 to stockholders of record as of the close of business on March 17, 2021.
−Removed: The timing and amount of any future distributions to stockholders are subject to applicable legal restrictions and the sole
−Removed: discretion of the Companys board of directors.
−Removed: Pursuant to the DRP, the Company will reinvest all cash dividends or
−Removed: distributions declared by the Companys board of directors on behalf of stockholders who do not elect to receive their distributions in cash.
−Removed: As a result, if the Companys board of directors declares a distribution, then stockholders who
−Removed: have not elected to opt out of the DRP will have their distributions automatically reinvested in additional shares of the Companys common stock.
−Removed: With respect to each distribution pursuant to the DRP, the Company reserves the right to either issue new shares of common stock or purchase shares of common stock in the open market in connection with
−Removed: implementation of the DRP.
−Removed: Unless the Company, in its sole discretion, otherwise directs the plan administrator, (A) if the per share market price (as defined in the DRP) is equal to or greater than the estimated net asset value per share
−Removed: (rounded up to the nearest whole cent) of the Companys common stock on the payment date for the distribution, then the Company will issue shares of common stock at the greater of (i) net asset value per share of common stock or (ii) 95%
−Removed: of the market price;
−Removed: or (B) if the market price is less than the net asset value per share, then, in the sole discretion of the Company, (i) shares of common stock will be purchased in open market transactions for the accounts of
−Removed: participants to the extent practicable, or (ii) the Company will issue shares of common stock at net asset value per share.
−Removed: Pursuant to the terms of the DRP, the number of shares of common stock to be issued to a participant will be determined
−Removed: by dividing the total dollar amount of the distribution payable to a participant by the price per share at which the Company issues such shares;
−Removed: provided, however, that shares purchased in open market transactions by the plan administrator will be
−Removed: allocated to a participant based on the average purchase price, excluding any brokerage charges or other charges, of all shares of common stock purchased in the open market.
−Removed: If a stockholder receives distributions in the form of common stock pursuant to the DRP, such stockholder generally will be subject to the same federal, state and local tax consequences as if it elected
−Removed: to receive distributions in cash.
−Removed: If the Companys common stock is trading at or below net asset value, a stockholder receiving distributions in the form of additional common stock will be treated as receiving a distribution in the amount of
−Removed: cash that they would have received if they had elected to receive the distribution in cash.
−Removed: If the Companys common stock is trading above net asset value, a stockholder receiving distributions in the form of additional common stock will be
−Removed: treated as receiving a distribution in the amount of the fair market value of the Companys common stock.
−Removed: The stockholders basis for determining gain or loss upon the sale of common stock received in a distribution will be equal to the
−Removed: total dollar amount of the distribution payable to the stockholder.
−Removed: Any stock received in a distribution will have a holding period for tax purposes commencing on the day following the day on which the shares of common stock are credited to the
−Removed: stockholders account.
−Removed: The Company may fund its cash distributions to stockholders from any sources of funds legally
−Removed: available to it, including proceeds from the sale of shares of the Companys common stock, borrowings, net investment income from operations, capital gains proceeds from the sale of assets, non-capital
−Removed: gains proceeds from the sale of assets, and dividends or other distributions paid to the Company on account of preferred and common equity investments in portfolio companies.
−Removed: The Company has not established limits on the amount of funds it may use
−Removed: from available sources to make distributions.
+Added: form of additional common stock will be treated as receiving a distribution in the amount of the fair market value of the Companys common stock.
+Added: The stockholders basis for determining
+Added: gain or loss upon the sale of common stock received in a distribution will be equal to the total dollar amount of the distribution payable to the stockholder.
+Added: Any stock received in a distribution will have a holding period for tax purposes
+Added: commencing on the day following the day on which the shares of common stock are credited to the stockholders account.
+Added: may fund its cash distributions to stockholders from any sources of funds legally available to it, including proceeds from the sale of shares of the Companys common stock, borrowings, net investment income from operations, capital gains
+Added: proceeds from the sale of assets, non-capital gains proceeds from the sale of assets, and dividends or other distributions paid to the Company on account of preferred and common equity investments in portfolio
+Added: The Company has not established limits on the amount of funds it may use from available sources to make distributions.
During certain periods, the Companys distributions may exceed its earnings.
−Removed: As a result, it is possible that a portion of the distributions the Company makes may represent a return of capital.
−Removed: return of capital generally is a return of a stockholders investment rather than a return of earnings or gains derived from the Companys investment activities.
−Removed: Each year a statement on Form
−Removed: 1099-DIV identifying the sources of the distributions (i.e., paid from ordinary income, paid from net capital gains on the sale of securities, and/or a return of capital, which is a nontaxable distribution)
−Removed: will be mailed to the Companys stockholders.
+Added: As a result, it is possible that a
+Added: portion of the distributions the Company makes may represent a return of capital.
+Added: A return of capital generally is a return of a stockholders investment rather than a return of earnings or gains derived from the Companys investment
+Added: Each year a statement on Form 1099-DIV identifying the sources of the distributions (i.e., paid from ordinary income, paid from net capital gains on the sale of securities, and/or a return of
+Added: capital, which is a nontaxable distribution) will be mailed to the Companys stockholders.
There can be no assurance that the Company will be able to pay distributions at a specific rate or at all.
−Removed: FS KKR Capital Corp.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (in millions, except share and per share amounts)
−Removed: Distributions (continued)
−Removed: The following table reflects the sources of the cash distributions on a tax basis that
−Removed: the Company has declared on its common stock during the years ended December 31, 2020, 2019 and 2018:
+Added: The following table reflects the sources of the cash distributions on a tax basis that the Company has paid on its common stock during the
+Added: years ended December 31, 2021, 2020 and 2019:
Year Ended December 31,
4 unchanged sentences
Long-term capital gains proceeds from the sale of assets
−Removed: Non-capital gains proceeds from the sale of assets
+Added: Non-capital gains proceeds from the sale of
Distributions on account of preferred and common equity
−Removed: During the years ended December 31, 2020, 2019 and 2018, 88.1%, 90.5% and 84.3%, respectively, of the Companys gross investment
−Removed: income was attributable to cash income earned, 1.6%, 1.8% and 1.8%, respectively, was attributable to non-cash accretion of discount and 10.3%, 7.7% and 13.9%, respectively, was attributable to paid-in-kind, or PIK, interest.
+Added: During the years ended December 31, 2021, 2020 and 2019, 84.6%, 88.1% and 90.5%, respectively, of the
+Added: Companys gross investment income was attributable to cash income earned, 5.5%, 1.6% and 1.8%, respectively, was attributable to non-cash accretion of discount and 9.9%, 10.3% and 7.7%, respectively, was
+Added: attributable to paid-in-kind, or PIK, interest.
The Companys net investment income on a tax basis for the years ended December 31, 2021, 2020 and 2019 was $557, $357 and $422,
1 unchanged sentence
As of December 31, 2021, 2020 and 2019, the Company had $284, $244 and $220, respectively, of undistributed net investment income and $1,705, $855 and $480, respectively, of accumulated capital losses on a tax basis.
−Removed: The Companys undistributed net investment income on a tax basis may be adjusted following the filing of the Companys tax
−Removed: The adjustment is in general due to tax-basis income received by the Company differing from GAAP-basis income on account of certain collateralized securities and interests in partnerships, and the reclassification of realized gains and
−Removed: losses upon the sale of certain collateralized securities held in its investment portfolio during such period.
−Removed: The difference
−Removed: between the Companys GAAP-basis net investment income and its tax-basis net investment income is primarily due to the reclassification of unamortized original issue discount and prepayment fees
−Removed: recognized upon prepayment of loans from income for GAAP purposes to realized gains or deferred to future periods for tax purposes, the impact of consolidating certain subsidiaries for purposes of computing GAAP-basis net investment income but not
−Removed: for purposes of computing tax-basis net investment income, the reversal of non-deductible excise taxes and income recognized for tax purposes on certain transactions but
−Removed: not recognized for GAAP purposes.
−Removed: The following table sets forth a reconciliation between GAAP-basis net investment income and
−Removed: tax-basis net investment income during the years ended December 31, 2020, 2019 and 2018:
+Added: The Companys undistributed net investment income on a tax basis may be adjusted following the filing of the Companys tax returns.
+Added: The adjustment is in general due to tax-basis income received by the Company differing from GAAP-basis income on account of certain collateralized securities and interests in partnerships, and the
+Added: reclassification of realized gains and losses upon the sale of certain collateralized securities held in its investment portfolio during such period.
+Added: The difference between the Companys GAAP-basis net investment income and its tax-basis net
+Added: investment income is primarily due to the reclassification of unamortized original issue discount and prepayment fees recognized upon prepayment of
+Added: FS KKR Capital Corp.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (in millions, except share and per share amounts)
+Added: Distributions (continued)
+Added: loans from income for GAAP purposes to realized gains or deferred to future periods for tax purposes, the impact of consolidating certain subsidiaries for purposes of computing GAAP-basis net
+Added: investment income but not for purposes of computing tax-basis net investment income, the reversal of non-deductible excise taxes and income recognized for tax purposes
+Added: on certain transactions but not recognized for GAAP purposes.
+Added: The following table sets forth a reconciliation between GAAP-basis net
+Added: investment income and tax-basis net investment income during the years ended December 31, 2021, 2020 and 2019:
Year Ended December 31,
1 unchanged sentence
Income subject to tax not recorded for GAAP
−Removed: GAAP versus tax-basis impact of consolidation of certain subsidiaries
+Added: GAAP accretion from merger not recognized for tax
+Added: GAAP versus tax-basis impact of consolidation of certain
Reclassification of unamortized original issue discount and prepayment fees
1 unchanged sentence
Tax-basis net investment income
−Removed: FS KKR Capital Corp.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (in millions, except share and per share amounts)
−Removed: Distributions (continued)
−Removed: The Company may make certain adjustments to the classification of stockholders
−Removed: equity as a result of permanent book-to-tax differences.
−Removed: During the year ended December 31, 2020, the Company increased accumulated undistributed (distributions in
−Removed: excess of) net investment income and accumulated undistributed net realized gain (loss) on investments and gain (loss) on foreign currency by $10 and $119, respectively, and decreased capital in excess of par value by $129.
+Added: The Company may make certain adjustments to the classification of stockholders equity as a result of
+Added: permanent book-to-tax differences.
+Added: During the year ended December 31, 2021, the Company decreased accumulated undistributed (distributions in excess of) net
+Added: investment income and accumulated undistributed net realized gain (loss) on investments and gain (loss) on foreign currency by $47 and $2,115, respectively, and increased capital in excess of par value by $2,162.
During the year ended
1 unchanged sentence
respectively, and decreased capital in excess of par value by $129.
−Removed: The determination of the tax attributes of the
−Removed: Companys distributions is made annually as of the end of the Companys fiscal year based upon the Companys taxable income for the full year and distributions paid for the full year.
−Removed: The actual tax characteristics of distributions to
−Removed: stockholders are reported to stockholders annually on Form 1099-DIV.
−Removed: December 31, 2020 and 2019, the components of accumulated earnings on a tax basis were as follows:
+Added: The determination of the tax attributes of the Companys
+Added: distributions is made annually as of the end of the Companys fiscal year based upon the Companys taxable income for the full year and distributions paid for the full year.
+Added: The actual tax characteristics of distributions to stockholders
+Added: are reported to stockholders annually on Form 1099-DIV.
+Added: As of December 31, 2021 and 2020, the
+Added: components of accumulated earnings on a tax basis were as follows:
Year Ended December 31,
2 unchanged sentences
Other temporary differences
−Removed: Net unrealized appreciation (depreciation) (2)
−Removed: Net capital losses may be carried forward indefinitely, and their character is retained as short-term or long-term losses.
−Removed: December 31, 2020, the Company had short-term and long-term capital loss carryforwards available to offset future realized capital gains of $34 and $821, respectively.
−Removed: $85 of such losses were carried over from CCT due to the 2018 Merger, and
−Removed: $177 of such losses were carried over from losses generated by the Company prior to the 2018 Merger.
−Removed: Because of the loss limitation rules of the Code, some of the tax basis losses may be limited in their use.
−Removed: Any unused balances resulting from such
−Removed: limitations may be carried forward into future years indefinitely.
+Added: Net unrealized appreciation
+Added: (depreciation) (2)
+Added: Net capital losses may be carried forward indefinitely, and their character is retained as short-term or
+Added: long-term losses.
+Added: As of December 31, 2021, the Company had capital loss carryforwards available to offset future realized capital gains of approximately $1,900.
+Added: $85 of such losses were carried over from CCT due to the 2018 Merger, $1,212 were
+Added: carried over from FSKR due to the 2021 Merger, and $177 of such losses were carried over from losses generated by the Company prior to the 2018 Merger.
+Added: Because of the loss limitation rules of the Code, some of the tax basis losses may be limited in
+Added: Any unused balances resulting from such limitations may be carried forward into future years indefinitely.
As of December 31, 2021 and 2020, the gross unrealized appreciation was $1,665 and $1,121, respectively.
−Removed: As of December 31, 2020 and
−Removed: 2019, the gross unrealized depreciation was $1,280 and $1,002, respectively.
−Removed: The aggregate cost of the
−Removed: Companys investments for U.S.
+Added: of December 31, 2021 and 2020, the gross unrealized depreciation was $1,995 and $1,280, respectively.
+Added: The aggregate
+Added: cost of the Companys investments for U.S.
federal income tax purposes totaled $17,167 and $7,622 as of December 31, 2021 and 2020, respectively.
−Removed: The aggregate net unrealized appreciation (depreciation) on a tax basis was $(842) and $(616) as of
−Removed: December 31, 2020 and 2019, respectively.
−Removed: The aggregate net unrealized appreciation (depreciation) on investments on a tax basis excludes net unrealized appreciation (depreciation) from merger accounting, cross currency swaps, foreign currency
−Removed: forward contracts and foreign currency transactions.
−Removed: As of December 31, 2020, the Company had a deferred tax liability of
−Removed: $5 resulting from unrealized appreciation on investments held by the Companys wholly-owned taxable subsidiaries and a deferred tax asset of $56 resulting from a combination of unrealized depreciation on investments held by and net operating
−Removed: losses and other tax attributes of the Companys wholly-owned taxable subsidiaries.
−Removed: As of December 31, 2020, certain wholly-owned taxable subsidiaries anticipated that they would be unable to fully utilize their generated net operating
−Removed: losses, therefore the deferred tax asset was offset by a valuation allowance of $51.
−Removed: For the year ended December 31, 2020, the Company did not record a provision for taxes related to wholly-owned taxable subsidiaries.
+Added: The aggregate net unrealized appreciation (depreciation) on a tax basis was $(1,066)
FS KKR Capital Corp.
1 unchanged sentence
(in millions, except share and per share amounts)
+Added: Distributions (continued)
+Added: and $(842) as of December 31, 2021 and 2020, respectively.
+Added: The aggregate net unrealized appreciation (depreciation) on investments on a tax basis excludes net unrealized appreciation
+Added: (depreciation) from merger accounting, cross currency swaps, foreign currency forward contracts and foreign currency transactions.
+Added: December 31, 2021, the Company had a deferred tax liability of $4 resulting from unrealized appreciation on investments held by the Companys wholly-owned taxable subsidiaries and a deferred tax asset of $79 resulting from a combination of
+Added: unrealized depreciation on investments held by and net operating losses and other tax attributes of the Companys wholly-owned taxable subsidiaries.
+Added: As of December 31, 2021, certain wholly-owned taxable subsidiaries anticipated that they
+Added: would be unable to fully utilize their generated net operating losses, therefore the deferred tax asset was offset by a valuation allowance of $75.
+Added: For the year ended December 31, 2021, the Company did not record a provision for taxes related
+Added: to wholly-owned taxable subsidiaries.
Investment Portfolio
The following table summarizes the composition of the Companys investment portfolio at cost and fair value as of December 31, 2021
−Removed: 2020 and 2019:
December 31, 2021
5 unchanged sentences
Asset Based Finance
−Removed: Strategic Credit Opportunities Partners, LLC
−Removed: Amortized cost represents the original cost adjusted for the amortization of premiums and/or accretion of discounts, as applicable, on
−Removed: In general, under the 1940 Act, the Company would be presumed to control a
−Removed: portfolio company if it owned more than 25% of its voting securities or it had the power to exercise control over the management or policies of such portfolio company, and would be an affiliated person of a portfolio company if it owned
−Removed: 5% or more of its voting securities.
−Removed: As of December 31, 2020, the Company held investments in ten portfolio companies of
−Removed: which it is deemed to control. As of December 31, 2020, the Company held investments in thirteen portfolio companies of which it is deemed to be an affiliated person but is not deemed to control. For
−Removed: additional information with respect to such portfolio companies, see footnotes (y) and (z) to the consolidated schedule of investments as of December 31, 2020.
−Removed: As of December 31, 2019, the Company held investments in seven portfolio companies of which it is deemed to control. As of December 31, 2019, the Company held investments in sixteen
−Removed: portfolio companies of which it is deemed to be an affiliated person but is not deemed to control. For additional information with respect to such portfolio companies, see footnotes (y) and (z) to the consolidated
−Removed: schedule of investments as of December 31, 2019.
−Removed: The Companys investment portfolio may contain loans and other
−Removed: unfunded arrangements that are in the form of lines of credit, revolving credit facilities, delayed draw credit facilities or other investments, which require the Company to provide funding when requested by portfolio companies in accordance with
−Removed: the terms of the underlying agreements.
−Removed: As of December 31, 2020, the Company had unfunded debt investments with aggregate unfunded commitments of $228.4, unfunded equity/other commitments of $142.9 and unfunded commitments of $65.8 of Strategic
−Removed: Credit Opportunities Partners, LLC.
−Removed: As of December 31, 2019, the Company had unfunded debt investments with aggregate unfunded commitments of $438.0, unfunded equity/other commitments of $240.1 and unfunded commitments of $385.2 of Strategic
−Removed: Credit Opportunities Partners, LLC.
−Removed: The Company maintains sufficient cash on hand and available borrowings to fund such unfunded commitments should the need arise.
−Removed: For additional details regarding the Companys unfunded debt investments, see
−Removed: the Companys consolidated schedule of investments as of December 31, 2020 and 2019.
+Added: Credit Opportunities Partners JV, LLC
+Added: Amortized cost represents the original cost adjusted for the amortization of premiums and/or accretion of
+Added: discounts, as applicable, on investments.
+Added: In general, under the 1940 Act, the Company would be presumed to
+Added: control a portfolio company if it owned more than 25% of its voting securities or it had the power to exercise control over the management or policies of such portfolio company, and would be an affiliated person of a
+Added: portfolio company if it owned 5% or more of its voting securities.
+Added: As of December 31, 2021, the Company held investments in seventeen
+Added: portfolio companies of which it is deemed to control. As of December 31, 2021, the Company held investments in sixteen portfolio companies of which it is deemed to be an affiliated person but is not deemed to
+Added: control. For additional information with respect to such portfolio companies, see footnotes (ac) and (ad) to the consolidated schedule of investments as of December 31, 2021.
+Added: As of December 31, 2020, the Company held investments in ten portfolio companies of which it is deemed to control. As of
+Added: December 31, 2020, the Company held investments in thirteen portfolio companies of which it is deemed to be an affiliated person but is not deemed to control. For additional information with respect to such portfolio
+Added: companies, see footnotes (y) and (z) to the consolidated schedule of investments as of December 31, 2020.
+Added: Companys investment portfolio may contain loans and other unfunded arrangements that are in the form of lines of credit, revolving credit facilities, delayed draw credit facilities or other investments, which require the Company to provide
+Added: funding when requested by portfolio companies in accordance with the terms of the underlying agreements.
+Added: As of December 31, 2021, the Company had unfunded debt investments with aggregate unfunded commitments of $1,724.1, unfunded equity/other
+Added: commitments of $576.9 and unfunded commitments of $350.2 to Credit Opportunities Partners JV, LLC.
+Added: As of December 31,
FS KKR Capital Corp.
2 unchanged sentences
Investment Portfolio (continued)
−Removed: The table below describes investments by industry classification and enumerates the
−Removed: percentage, by fair value, of the total portfolio assets in such industries as of December 31, 2020 and 2019:
+Added: 2020, the Company had unfunded debt investments with aggregate unfunded commitments of $228.4, unfunded equity/other commitments of $142.9 and unfunded commitments of $65.8 to Credit
+Added: Opportunities Partners JV, LLC.
+Added: The Company maintains sufficient cash on hand and available borrowings to fund such unfunded commitments should the need arise.
+Added: For additional details regarding the Companys unfunded debt investments, see the
+Added: Companys consolidated schedule of investments as of December 31, 2021 and 2020.
+Added: The table below describes investments by
+Added: industry classification and enumerates the percentage, by fair value, of the total portfolio assets in such industries as of December 31, 2021 and 2020:
December 31, 2021
1 unchanged sentence
Industry Classification
+Added: Percentage of
+Added: Percentage of
Automobiles & Components
3 unchanged sentences
Consumer Services
+Added: Credit Opportunities Partners JV, LLC
Diversified Financials
5 unchanged sentences
Pharmaceuticals, Biotechnology & Life Sciences
−Removed: Semiconductors & Semiconductor Equipment
Software & Services
−Removed: Strategic Credit Opportunities Partners, LLC
Technology Hardware & Equipment
1 unchanged sentence
Transportation
−Removed: Strategic Credit Opportunities Partners, LLC
−Removed: Strategic Credit Opportunities Partners, LLC, or SCJV, is a joint venture between the Company and South Carolina Retirement Systems Group
−Removed: Trust, or SCRS.
−Removed: SCRS purchased its interests in SCJV from Conway Capital, LLC, an affiliate of Guggenheim Life and Annuity Company and Delaware Life Insurance Company, in June 2019, which had no impact on the significant terms governing SCJV other
−Removed: than an increase in the aggregate capital commitment (but not the percentage of the aggregate capital committed by each member) to SCJV.
−Removed: SCJVs amended and restated limited liability company agreement, or the SCJV Agreement, requires the
−Removed: Company and SCRS to provide capital to SCJV of up to $1,000 in the aggregate where the Company and SCRS would provide 87.5% and 12.5%, respectively, of the committed capital.
−Removed: Pursuant to the terms of the SCJV Agreement, the Company and SCRS each
−Removed: have 50% voting control of SCJV and are required to agree on all investment decisions as well as certain other significant actions for SCJV.
−Removed: SCJV invests its capital in a range of investments, including senior secured loans (both first lien and
−Removed: second lien) to middle market companies, broadly syndicated loans, equity, warrants and other investments.
−Removed: As administrative agent of SCJV, the Company performs
−Removed: certain day-to-day management responsibilities on behalf of SCJV and is entitled to a fee of 0.25% of SCJVs assets under administration, calculated and
−Removed: payable quarterly in arrears.
−Removed: As of December 31, 2020, the Company and SCRS have funded approximately $924.8 to SCJV, of which $809.2 was from the Company.
−Removed: Jersey City Funding LLC, or Jersey City Funding, a wholly-owned subsidiary of SCJV, has a revolving credit facility with Goldman Sachs Bank, or as amended, the Jersey City Funding Credit Facility, which
−Removed: provides for up to $350 of borrowings as of
+Added: Credit Opportunities Partners JV, LLC
+Added: Credit Opportunities Partners JV, LLC (formerly known as Strategic Credit Opportunities Partners, LLC), or COPJV, is a joint venture between
+Added: the Company and South Carolina Retirement Systems Group Trust, or SCRS.
+Added: SCRS purchased its interests in COPJV from Conway Capital, LLC, an affiliate of Guggenheim Life and Annuity Company and Delaware Life Insurance Company, in June 2019, which had
+Added: no impact on the significant terms governing COPJV other than an increase in the aggregate capital commitment (but not the percentage of the aggregate capital committed by each member) to COPJV.
+Added: Effective as of June 18, 2021, Credit
+Added: Opportunities Partners, LLC, or COP, merged with and into COPJV, with COPJV surviving the merger, or the COPJV Merger.
+Added: As of June 18, 2021, COPJV assumed all of COPs obligations under its credit facilities, and COPs wholly- owned
+Added: special purpose financing subsidiaries became wholly-owned special purpose financing subsidiaries of COPJV, in each case, as a result of the consummation of the COPJV Merger.
+Added: COPJVs second amended and restated limited liability company
+Added: agreement, or the COPJV Agreement, requires the Company and SCRS to provide capital to COPJV of up to $2,000 in the aggregate where the Company and SCRS would provide 87.5% and 12.5%, respectively, of the committed capital.
+Added: Pursuant to the
FS KKR Capital Corp.
2 unchanged sentences
Investment Portfolio (continued)
−Removed: December 31, 2020.
−Removed: The Jersey City Funding Credit Facility provides loans in U.S.
−Removed: dollars, Australian dollars, Euros, pounds sterling and Canadian dollars.
−Removed: dollar loans bear
−Removed: interest at the rate of LIBOR plus 2.25%.
−Removed: Foreign currency loans bear interest at the floating rate plus the spread applicable to the specified currency.
−Removed: Jersey City Funding also pays a commitment fee of up to 0.50% on undrawn commitments.
−Removed: Jersey City Funding Credit Facility matures on September 29, 2021.
−Removed: As of December 31, 2020, total outstanding borrowings under the Jersey City Funding Credit Facility were $341.9.
−Removed: Borrowings under the Jersey City Funding Credit Facility
−Removed: are secured by substantially all of the assets of Jersey City Funding.
−Removed: Chestnut Street Funding LLC, or Chestnut Street
−Removed: Funding, a wholly-owned subsidiary of SCJV, has a revolving credit facility with Citibank, N.A., or as amended, the Chestnut Street Funding Credit Facility, which provides for up to $400 of borrowings as of December 31, 2020.
−Removed: Street Funding Credit Facility provides loans in U.S.
+Added: terms of the COPJV Agreement, the Company and SCRS each have 50% voting control of COPJV and are required to agree on all investment decisions as well as certain other significant actions for
+Added: COPJV invests its capital in a range of investments, including senior secured loans (both first lien and second lien) to middle market companies, broadly syndicated loans, equity, warrants and other investments.
+Added: As administrative agent of
+Added: COPJV, the Company performs certain day-to-day management responsibilities on behalf of COPJV and is entitled to a fee of 0.25% of COPJVs assets under
+Added: administration, calculated and payable quarterly in arrears.
+Added: As of December 31, 2021, the Company and SCRS have funded approximately $1,599.8 to COPJV, of which $1,399.8 was from the Company.
+Added: Big Cedar Creek LLC, or Big Cedar Creek Funding, a wholly-owned subsidiary of COPJV, has a revolving credit facility with BNP Paribas, or as
+Added: amended, the Big Cedar Creek Funding Credit Facility, which provides for up to $300 of borrowings as of December 31, 2021.
+Added: The Big Cedar Creek Funding Credit Facility provides loans in U.S.
+Added: dollars, Australian dollars, Canadian dollars, New
+Added: Zealand dollars, Euros and pounds sterling.
+Added: dollar loans bear interest at the rate of LIBOR (subject to a 0% floor) plus a spread of 1.85% to 2.55% during the reinvestment period and 2.00% to 2.65% thereafter.
+Added: Foreign currency loans bear
+Added: interest at the applicable floating rate (subject to a 0% floor) plus a spread of 1.85% to 2.55% during the reinvestment period and 2.00% to 2.65% thereafter.
+Added: Big Cedar Creek Funding also pays a commitment fee of up to 1.00% on undrawn commitments.
+Added: The Big Cedar Creek Funding Credit Facility matures on March 11, 2025.
+Added: As of December 31, 2021, total outstanding borrowings under the Big Cedar Creek Funding Credit Facility were $193.5.
+Added: Borrowings under the Big Cedar Creek Funding Credit
+Added: Facility are secured by substantially all of the assets of Big Cedar Creek.
+Added: Boxwood Drive Funding LLC, or Boxwood Drive Funding, a
+Added: wholly-owned subsidiary of COPJV, has a revolving credit facility with BNP Paribas, or as amended, the Boxwood Drive Funding Credit Facility, which provides for up to $300 of borrowings as of December 31, 2021.
+Added: The Boxwood Drive Funding Credit
+Added: Facility provides for loans in U.S.
+Added: dollars, Australian dollars, Canadian dollars, New Zealand dollars, Euros and pounds sterling.
+Added: dollar loans bear interest at the rate of LIBOR (subject to a 0% floor) plus a spread of 2.05% to 3.15% during
+Added: the reinvestment period and 2.50% to 3.25% thereafter.
+Added: Foreign currency loans bear interest at the applicable floating rate (subject to 0% floor) plus the spread applicable to the specified currency.
+Added: Boxwood Drive Funding also pays a commitment fee
+Added: of up to 1.00% on undrawn commitments.
+Added: The Boxwood Drive Funding Credit Facility matures on April 15, 2025.
+Added: As of December 31, 2021, total outstanding borrowings under the Boxwood Drive Funding Credit Facility were $207.8.
+Added: Borrowings under
+Added: the Boxwood Drive Funding Credit Facility are secured by substantially all of the assets of Boxwood Drive Funding.
+Added: Chestnut Street Funding
+Added: LLC, or Chestnut Street Funding, a wholly-owned subsidiary of COPJV, has a revolving credit facility with Citibank, N.A., or as amended, the Chestnut Street Funding Credit Facility, which provides for up to $400 of borrowings as of December 31,
+Added: The Chestnut Street Funding Credit Facility provides loans in U.S.
dollars, Australian dollars, Canadian dollars, Euros and pounds sterling.
−Removed: dollar loans bear interest at the rate of three-month LIBOR plus 2.25%.
−Removed: Foreign currency loans bear interest at the
−Removed: applicable floating rate plus 2.25%.
+Added: dollar loans bear interest at the rate of LIBOR (subject to a 0% floor) plus 2.25%.
+Added: currency loans bear interest at the applicable floating rate (subject to a 0% floor) plus 2.25%.
Chestnut Street Funding also pays a commitment fee of up to 0.50% on undrawn commitments.
−Removed: The Chestnut Street Funding Credit Facility matures on September 18, 2024.
−Removed: As of December 31, 2020, total
−Removed: outstanding borrowings under the Chestnut Street Funding Credit Facility were $294.2.
−Removed: Borrowings under the Chestnut Street Funding Credit Facility are secured by substantially all of the assets of Chestnut Street Funding.
−Removed: Boxwood Drive Funding LLC, or Boxwood Drive Funding, a wholly-owned subsidiary of SCJV, has a revolving credit facility with BNP Paribas,
−Removed: or the Boxwood Drive Funding Credit Facility, which provides for up to $300 of borrowings as of December 31, 2020.
−Removed: The Boxwood Drive Funding Credit Facility provides for loans in U.S.
−Removed: dollars, Australian dollars, Canadian dollars, New Zealand
−Removed: dollars, Euros and pounds sterling.
−Removed: dollar loans bear interest at the rate of LIBOR plus a spread of 2.05% to 3.15% during the reinvestment period and 2.50% to 3.25% thereafter.
−Removed: Foreign currency of loans bear interest at the applicable floating
−Removed: rate plus the applicable spread.
−Removed: Boxwood Drive Funding also pays a commitment fee of up to 1.00% on undrawn commitments.
−Removed: The Boxwood Drive Funding Credit Facility matures on April 15, 2025.
−Removed: As of December 31, 2020, total outstanding
−Removed: borrowings under the Boxwood Drive Funding Credit Facility were $85.9.
−Removed: Borrowings under the Boxwood Drive Funding Credit Facility are secured by substantially all of the assets of Boxwood Drive Funding.
−Removed: SCOP was in compliance with all covenants required by its financing arrangements as of December 31, 2020 and December 31, 2019.
−Removed: During the year ended December 31, 2020, the Company sold investments with a cost of $450.7 for proceeds of $416.4 to
−Removed: SCJV and recognized a net realized gain (loss) of $(34.3) in connection with the transactions.
−Removed: As of December 31, 2020, $163.2 of these sales to SCJV are included in receivable for investments sold in the consolidated statements of assets and
−Removed: As of December 31, 2020, SCJV had total investments with a fair value of $1,544.3.
−Removed: As of December 31,
−Removed: 2020, SCJV had two investments on non-accrual status.
−Removed: Below is a summary of
−Removed: SCJVs portfolio, followed by a listing of the individual loans in SCJVs portfolio as of December 31, 2020 and 2019:
+Added: The Chestnut Street Funding Credit Facility matures on
+Added: September 18, 2024.
+Added: As of December 31, 2021, total outstanding borrowings under the Chestnut Street Funding Credit Facility were $175.0.
+Added: Borrowings under the Chestnut Street Funding Credit Facility are secured by substantially all of the
+Added: assets of Chestnut Street Funding.
+Added: Green Creek LLC, or Green Creek Funding, a wholly-owned subsidiary of COPJV, has a revolving credit
+Added: facility with Goldman Sachs Bank, or as amended, the Green Creek Funding Credit Facility, which provides for up to $400 of borrowings as of December 31, 2021.
+Added: The Green Creek Credit Facility provides for loans in U.S.
+Added: dollars, Canadian dollars,
+Added: Euros and pounds sterling.
+Added: dollar loans bear interest at the rate of LIBOR (subject to a 0% floor) plus 2.25%.
+Added: Foreign currency loans bear interest at the rate of the applicable floating rate (subject to a 0% floor) plus the spread applicable
+Added: to the specified currency.
+Added: Green Creek Funding also pays a commitment fee of up to 2.25% on undrawn commitments.
+Added: The Green Creek Funding Credit Facility matures on January 30, 2027.
+Added: As of December 31, 2021, total outstanding borrowings
+Added: under the Green Creek Funding Credit Facility were $345.8.
+Added: Borrowings under the Green Creek Funding Credit Facility are secured by substantially all of the assets of Green Creek Funding.
+Added: FS KKR Capital Corp.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (in millions, except share and per share amounts)
+Added: Investment Portfolio (continued)
+Added: On September 2, 2021, Jersey City Funding LLC, or Jersey City Funding, a wholly-owned
+Added: subsidiary of COPJV, prepaid all outstanding borrowings under, and terminated, its revolving credit facility with Goldman Sachs Bank.
+Added: March 31, 2021, COPJV sold in a private placement $300 of aggregate principal amount of unsecured notes, or the April COPJV Notes, to qualified institutional buyers in reliance on Section 4(a)(2) of the Securities Act.
+Added: Interest of the
+Added: April COPJV Notes is payable quarterly on the 1st of each of January, April, July and October, at a fixed annual rate of 4.25%, commencing July 1, 2021.
+Added: This interest rate is subject to increase up to 4.75% in the event that the April COPJV
+Added: Notes cease to be rated investment grade, and the April COPJV Notes will be subject to an additional 2.0% of default interest during the continuance of an event of default.
+Added: The April COPJV Notes mature on April 1, 2026, unless redeemed,
+Added: purchased or prepaid prior to such date by COPJV in accordance with their terms.
+Added: On August 17, 2021, COPJV sold in a private
+Added: placement $225 of aggregate principal amount of Series B senior unsecured notes, or the August COPJV Notes and together with the April COPJV Notes, the COPJV Notes, to qualified institutional buyers in reliance on Section 4(a)(2) of the
+Added: Securities Act.
+Added: Interest of the August COPJV Notes is payable semi-annually on the 17th of each of February and August, at a fixed annual rate of 3.62%, commencing February 17, 2022.
+Added: This interest rate is subject to increase up to 4.12% in the
+Added: event that the COPJV Notes cease to be rated investment grade, and the August COPJV Notes will be subject to an additional 2.0% of default interest during the continuance of an event of default.
+Added: The August COPJV Notes mature on August 17, 2026,
+Added: unless redeemed, purchased or prepaid prior to such date by COPJV in accordance with their terms.
+Added: The COPJV Notes are general unsecured
+Added: obligations that rank pari passu with all outstanding and future unsecured and unsubordinated indebtedness that COPJV may issue.
+Added: COPJV used the net proceeds from the COPJV Notes for general corporate purposes, including to make investments,
+Added: repay existing debt and make permitted distributions.
+Added: During the year ended December 31, 2021, the Company sold investments with a
+Added: cost of $1,570.6 for proceeds of $1,620.8 to COPJV and recognized a net realized gain (loss) of $50.2 in connection with the transactions.
+Added: As of December 31, 2021, $560.3 of these sales to COPJV are included in receivable for investments sold
+Added: in the consolidated statements of assets and liabilities.
+Added: As of December 31, 2021 and December 31, 2020, COPJV had total
+Added: investments with a fair value of $3,260.0 and $1,544.3, respectively.
+Added: As of December 31, 2021 and December 31, 2020, COPJV had zero and two investments on non-accrual status, respectively.
+Added: Below is a summary of COPJVs portfolio, followed by a listing of the individual loans in COPJVs portfolio as of December 31,
+Added: 2021 and 2020:
Total debt investments (1)
Weighted average current interest rate on debt investments (2)
−Removed: Number of portfolio companies in SCJV
−Removed: Largest investment in a single portfolio company (1)
+Added: Number of portfolio companies in COPJV
+Added: Largest investment in a single portfolio
Unfunded commitments (1)
−Removed: Computed as the (a) annual stated interest rate on accruing debt, divided by (b) total debt at par amount.
+Added: Debt Investments means investments that pay or are expected to pay a stated interest rate, stated
+Added: dividend rate or other similar stated return.
+Added: The Weighted Average Annual Yield on Accruing Debt Investments is computed as (i) the sum of (a) the
+Added: stated annual interest rate, dividend rate or other similar stated return of each accruing Debt Investment, multiplied by its par amount, adjusted to U.S.
+Added: dollars and for any partial income accrual when necessary, as of the end of the applicable
+Added: reporting period, plus (b) the annual amortization of the purchase or original issue discount or premium of each accruing Debt Investment;
+Added: divided by (ii) the total amortized cost of Debt Investments included in the calculated group as of
+Added: the end of the applicable reporting period.
FS KKR Capital Corp.
2 unchanged sentences
Investment Portfolio (continued)
−Removed: Strategic Credit Opportunities Partners, LLC Portfolio
+Added: Credit Opportunities Partners JV, LLC Portfolio
As of December 31, 2021 (in millions)
1 unchanged sentence
Senior Secured LoansFirst Lien135.2%
−Removed: A10 Capital LLC
−Removed: Diversified Financials
ABB CONCISE Optical Group LLC
−Removed: Apex Group Limited
−Removed: Diversified Financials
+Added: Accuride Corp
+Added: Capital Goods
+Added: Advania Sverige AB
+Added: Software & Services
+Added: Advania Sverige AB
+Added: Software & Services
+Added: Affordable Care Inc
+Added: Health Care Equipment & Services
+Added: Alera Group Intermediate Holdings Inc
+Added: Transportation
+Added: Ammeraal Beltech Holding BV
+Added: Capital Goods
Apex Group Limited
2 unchanged sentences
Diversified Financials
+Added: Software & Services
Ardonagh Group Ltd
Ardonagh Group Ltd
+Added: Ardonagh Group Ltd
Arrotex Australia Group Pty Ltd
2 unchanged sentences
Pharmaceuticals, Biotechnology & Life Sciences
+Added: FS KKR Capital Corp.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (in millions, except share and per share amounts)
+Added: Investment Portfolio (continued)
+Added: Interest Rate (b)
+Added: Consumer Services
BearCom Acquisition Corp
4 unchanged sentences
Technology Hardware & Equipment
+Added: BGB Group LLC
+Added: Media & Entertainment
Big Bus Tours Ltd
4 unchanged sentences
Consumer Durables & Apparel
−Removed: Cambium Learning Group Inc
−Removed: Consumer Services
−Removed: Catapult Learning LLC
−Removed: Consumer Services
+Added: Caprock Midstream LLC
+Added: Capital Goods
+Added: Capital Goods
+Added: Software & Services
+Added: Eagleclaw Midstream Ventures LLC
+Added: EIF Van Hook Holdings LLC
+Added: Entertainment Benefits Group LLC
+Added: Media & Entertainment
+Added: Follett Software Co
+Added: Software & Services
+Added: Frontline Technologies Group LLC
+Added: Software & Services
+Added: Galway Partners Holdings LLC
+Added: General Datatech LP
+Added: Software & Services
+Added: Greystone Equity Member Corp
+Added: Diversified Financials
FS KKR Capital Corp.
3 unchanged sentences
Interest Rate (b)
−Removed: Catapult Learning LLC
−Removed: Consumer Services
−Removed: Catapult Learning LLC
−Removed: Consumer Services
−Removed: Catapult Learning LLC
−Removed: Consumer Services
−Removed: Catapult Learning LLC
−Removed: Consumer Services
−Removed: Catapult Learning LLC
−Removed: Consumer Services
−Removed: Child Development Schools Inc
−Removed: Consumer Services
−Removed: Child Development Schools Inc
−Removed: Consumer Services
−Removed: CSM Bakery Products
−Removed: Food, Beverage & Tobacco
−Removed: Diamond Resorts International Inc
−Removed: Consumer Services
−Removed: Eacom Timber Corp
−Removed: Frontline Technologies Group LLC
−Removed: Software & Services
HealthChannels LLC
Health Care Equipment & Services
−Removed: Huws Gray Ltd
−Removed: Huws Gray Ltd
−Removed: Commercial & Professional Services
−Removed: PIK (2.3% Max
−Removed: Commercial & Professional Services
−Removed: PIK (2.3% Max
−Removed: Commercial & Professional Services
−Removed: PIK (2.3% Max
−Removed: Commercial & Professional Services
−Removed: PIK (2.3% Max
+Added: Hermes UK Ltd
+Added: Transportation
+Added: Higginbotham Insurance Agency Inc
Industria Chimica Emiliana Srl
Pharmaceuticals, Biotechnology & Life Sciences
+Added: Insight Global LLC
+Added: Commercial & Professional Services
+Added: KBP Investments LLC
+Added: Food & Staples Retailing
Kellermeyer Bergensons Services LLC
Commercial & Professional Services
−Removed: FS KKR Capital Corp.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (in millions, except share and per share amounts)
−Removed: Investment Portfolio (continued)
−Removed: Interest Rate (b)
Kettle Cuisine LLC
Food, Beverage & Tobacco
−Removed: Koosharem LLC
+Added: Lakeview Farms Inc
+Added: Food, Beverage & Tobacco
Commercial & Professional Services
+Added: Commercial & Professional Services
Lionbridge Technologies Inc
Consumer Services
−Removed: MedAssets Inc
+Added: Lipari Foods LLC
+Added: Food & Staples Retailing
+Added: Lloyds Register Quality Assurance Ltd
+Added: Consumer Services
+Added: Monitronics International Inc
+Added: Commercial & Professional Services
+Added: Motion Recruitment Partners LLC
+Added: Commercial & Professional Services
+Added: New Era Technology Inc
+Added: Software & Services
+Added: One Call Care Management Inc
Health Care Equipment & Services
−Removed: Parts Town LLC
+Added: Ontic Engineering & Manufacturing Inc
+Added: Capital Goods
+Added: Parata Systems
+Added: Health Care Equipment & Services
+Added: FS KKR Capital Corp.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (in millions, except share and per share amounts)
+Added: Investment Portfolio (continued)
+Added: Interest Rate (b)
Precision Global Corp
1 unchanged sentence
Diversified Financials
+Added: Pretium Packaging LLC
+Added: Household & Personal Products
Project Marron
2 unchanged sentences
Consumer Services
+Added: Project Marron
+Added: Consumer Services
+Added: Pure Fishing Inc
+Added: Consumer Durables & Apparel
Qdoba Restaurant Corp
2 unchanged sentences
Health Care Equipment & Services
−Removed: Roadrunner Intermediate Acquisition Co LLC
−Removed: Health Care Equipment & Services
+Added: Revere Superior Holdings Inc
+Added: Software & Services
+Added: Rise Baking Company
+Added: Food, Beverage & Tobacco
+Added: Rise Baking Company
+Added: Food, Beverage & Tobacco
+Added: Rise Baking Company
+Added: Food, Beverage & Tobacco
+Added: RSC Insurance Brokerage Inc
Safe-Guard Products International LLC
Diversified Financials
+Added: SAMBA Safety Inc
+Added: Software & Services
+Added: Consumer Services
Capital Goods
−Removed: L+675, 0.0% PIK
−Removed: (1.0% Max PIK)
−Removed: Smart & Final Stores LLC
−Removed: Food & Staples Retailing
+Added: SIRVA Worldwide Inc
+Added: Commercial & Professional Services
Staples Canada
−Removed: Technimark LLC
+Added: (e)(h)(i)(j)(k)(n)
+Added: Summit Interconnect Inc
+Added: Capital Goods
+Added: FS KKR Capital Corp.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (in millions, except share and per share amounts)
+Added: Investment Portfolio (continued)
+Added: Interest Rate (b)
+Added: Time Manufacturing Co
+Added: Capital Goods
Total Safety US Inc
2 unchanged sentences
Software & Services
−Removed: Virgin Pulse Inc
Software & Services
+Added: Software & Services
+Added: Capital Goods
Yak Access LLC
1 unchanged sentence
Total Senior Secured LoansFirst Lien
−Removed: FS KKR Capital Corp.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (in millions, except share and per share amounts)
−Removed: Investment Portfolio (continued)
Unfunded Loan Commitments
5 unchanged sentences
Capital Goods
−Removed: BCA Marketplace PLC
+Added: Apex Group Limited
+Added: Diversified Financials
+Added: EaglePicher Technologies LLC
+Added: Capital Goods
Excelitas Technologies Corp
1 unchanged sentence
Software & Services
−Removed: Resource Label Group LLC
+Added: NEP Broadcasting LLC
+Added: Media & Entertainment
+Added: OEConnection LLC
+Added: Software & Services
+Added: Paradigm Acquisition Corp
+Added: Health Care Equipment & Services
+Added: Pretium Packaging LLC
+Added: Household & Personal Products
+Added: FS KKR Capital Corp.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (in millions, except share and per share amounts)
+Added: Investment Portfolio (continued)
+Added: Interest Rate (b)
+Added: Pure Fishing Inc
+Added: Consumer Durables & Apparel
Capital Goods
−Removed: L+1,075, 0.0% PIK
−Removed: (6.8% Max PIK)
+Added: L+1,075, 0.0%
SIRVA Worldwide Inc
2 unchanged sentences
Technology Hardware & Equipment
−Removed: WireCo WorldGroup Inc
−Removed: Capital Goods
Wittur Holding GmbH
Capital Goods
−Removed: E+850, 0.5% PIK
−Removed: (0.5% Max PIK)
Total Senior Secured LoansSecond Lien
Other Senior Secured Debt1.5%
−Removed: Cleaver-Brooks Inc
−Removed: Capital Goods
+Added: One Call Care Management Inc
+Added: Health Care Equipment & Services
Total Other Senior Secured Debt
−Removed: Subordinated Debt5.3%
−Removed: Home Partners of America Inc
−Removed: Total Subordinated Debt
−Removed: FS KKR Capital Corp.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (in millions, except share and per share amounts)
−Removed: Investment Portfolio (continued)
−Removed: Interest Rate (b)
Asset Based Finance31.0%
−Removed: Comet Aircraft S.a.r.l., Common Stock
+Added: Abacus JV, Private Equity
+Added: Altavair AirFinance, Private Equity
Capital Goods
3 unchanged sentences
Diversified Financials
+Added: Home Partners JV, Common Stock
+Added: Home Partners JV, Structured Mezzanine
+Added: FS KKR Capital Corp.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (in millions, except share and per share amounts)
+Added: Investment Portfolio (continued)
+Added: Interest Rate (b)
KKR Zeno Aggregator LP (K2 Aviation), Partnership Interest
4 unchanged sentences
Technology Hardware & Equipment
+Added: Lenovo Group Ltd, Structured Mezzanine
+Added: Technology Hardware & Equipment
+Added: Lenovo Group Ltd, Structured Mezzanine
+Added: Technology Hardware & Equipment
+Added: Lenovo Group Ltd, Structured Mezzanine
+Added: Technology Hardware & Equipment
+Added: Lenovo Group Ltd, Structured Mezzanine
+Added: Technology Hardware & Equipment
Luxembourg Life Fund - Absolute Return Fund I, 1L Term Loan
−Removed: Luxembourg Life FundLong Term Growth Fund, 1L Term Loan
−Removed: MP4 2013-2A Class Subord.
−Removed: Diversified Financials
+Added: Luxembourg Life Fund - Absolute Return Fund III, Term Loan
+Added: Luxembourg Life Fund - Long Term Growth Fund, Term Loan
+Added: (e)(h)(i)(k)(n)
NewStar Clarendon 2014-1A Class D
1 unchanged sentence
Pretium Partners LLC P1, Structured Mezzanine
−Removed: 2.8%, 5.3% PIK
−Removed: (5.3% Max PIK)
−Removed: Pretium Partners LLC P2, Structured Mezzanine
−Removed: 2.0%, 7.5% PIK
−Removed: (7.5% Max PIK)
+Added: Sealane Trade Finance
FS KKR Capital Corp.
4 unchanged sentences
Sealane Trade Finance
−Removed: Sealane Trade Finance
+Added: Toorak Capital Partners LLC, Private Equity
Total Asset Based Finance
Equity/Other5.1%
−Removed: ASG Technologies, Common Stock
+Added: Ascent Resources Utica Holdings LLC / ARU Finance Corp, Common Stock
+Added: Ascent Resources Utica Holdings LLC / ARU Finance Corp, Trade Claim
+Added: Belk Inc, Common Stock
+Added: One Call Care Management Inc, Common Stock
+Added: Health Care Equipment & Services
+Added: One Call Care Management Inc, Preferred Stock A
+Added: Health Care Equipment & Services
+Added: One Call Care Management Inc, Preferred Stock B
+Added: Health Care Equipment & Services
+Added: Zeta Interactive Holdings Corp, Common Stock
Software & Services
−Removed: Home Partners of America Inc, Common Stock
Total Equity/Other
3 unchanged sentences
Security may be an obligation of one or more entities affiliated with the named company.
−Removed: Certain variable rate securities in the Companys portfolio bear interest at a rate determined by a publicly disclosed base rate plus a
−Removed: basis point spread.
−Removed: As of December 31, 2020, the three-month London Interbank Offered Rate, or LIBOR or L, was 0.24% and the Euro Interbank Offered Rate, or EURIBOR, was (0.55)%, Canadian Dollar Offer Rate, or CDOR, was 0.48% and
−Removed: the Australian Interbank Rate, or BBSY or B, was 0.06%.
+Added: Certain variable rate securities in the Companys portfolio bear interest at a rate determined by a
+Added: publicly disclosed base rate plus a basis point spread.
+Added: As of December 31, 2021, the three-month London Interbank Offered Rate, or LIBOR or L, was 0.21%, the Euro Interbank Offered Rate, or EURIBOR, was (0.57)%, Canadian Dollar
+Added: Offer Rate, or CDOR was 0.52%, the Bank Bill Swap Bid Rate, or BBSY was
+Added: FS KKR Capital Corp.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (in millions, except share and per share amounts)
+Added: Investment Portfolio (continued)
+Added: 0.12%, the Reykjavik Interbank Offered Rate, or REIBOR, was 2.65%, the Stockholm Interbank Offered Rate, or STIBOR, was (0.05)%, the Sterling Overnight Index Average, or SONIA, was 0.19%, and the
+Added: Prime Lending Rate, or Prime, was 3.25%.
PIK means paid-in-kind.
−Removed: PIK income accruals may be adjusted based on the fair value of the underlying
+Added: PIK income accruals may be adjusted based on the fair value of the underlying investment.
Denominated in U.S.
dollars unless otherwise noted.
−Removed: Fair value determined by the Companys board of directors.
+Added: Fair value determined by the Companys board of directors (see Note 8).
Investments classified as Level 3.
Security is an unfunded commitment.
−Removed: The stated rate reflects the spread disclosed at the time of commitment and may not indicate the actual
−Removed: rate received upon funding.
−Removed: Asset is on non-accrual status.
−Removed: Security or portion thereof held within Jersey City Funding LLC and is pledged as collateral supporting the amounts outstanding under the
−Removed: revolving credit facility with Goldman Sachs.
−Removed: Security or portion thereof held within Chestnut Street Funding LLC and is pledged as collateral supporting the amounts outstanding under the
−Removed: revolving credit facility with Citibank, N.A.
−Removed: FS KKR Capital Corp.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (in millions, except share and per share amounts)
−Removed: Investment Portfolio (continued)
−Removed: Security or portion thereof held within JCF Cayman Ltd and is pledged as collateral supporting the amounts outstanding under the revolving
−Removed: credit facility with Goldman Sachs.
−Removed: Security or portion thereof held within Boxwood Drive Funding LLC and is pledged as collateral supporting the amounts outstanding under the
−Removed: revolving credit facility with BNP Paribas.
+Added: The stated rate reflects the spread disclosed at the time of commitment and
+Added: may not indicate the actual rate received upon funding.
+Added: Security or portion thereof held within Big Cedar Creek LLC and is pledged as collateral supporting the amounts
+Added: outstanding under the revolving credit facility with BNP Paribas.
+Added: Security or portion thereof held within Boxwood Drive Funding and is pledged as collateral supporting the
+Added: amounts outstanding under the revolving credit facility with BNP Paribas
+Added: Security or portion thereof held within Chestnut Street Funding LLC and is pledged as collateral supporting the
+Added: amounts outstanding under the revolving credit facility with Citibank, N.A.
+Added: Security or portion thereof held within Green Creek LLC and is pledged as collateral supporting the amounts
+Added: outstanding under the revolving credit facility with Goldman Sachs Bank.
+Added: Security or portion thereof held within IC II American Energy Investment, Inc., a wholly-owned subsidiary of the
+Added: Security or portion thereof held within JCF Cayman Ltd and is pledged as collateral supporting the amounts
+Added: outstanding under the revolving credit facility with Goldman Sachs.
+Added: Security or portion thereof held within Jersey City Funding LLC and is pledged as collateral supporting the
+Added: amounts outstanding under the revolving credit facility with Goldman Sachs.
Security is non-income producing.
−Removed: Strategic Credit Opportunities Partners, LLC Portfolio
+Added: Credit Opportunities Partners JV, LLC Portfolio
As of December 31, 2020 (in millions)
1 unchanged sentence
Senior Secured LoansFirst Lien124.6%
−Removed: 1a Smart Start LLC
−Removed: Technology Hardware & Equipment
−Removed: 1a Smart Start LLC
−Removed: Technology Hardware & Equipment
+Added: A10 Capital LLC
+Added: Diversified Financials
+Added: ABB CONCISE Optical Group LLC
Apex Group Limited
2 unchanged sentences
Diversified Financials
+Added: Apex Group Limited
+Added: Diversified Financials
+Added: Ardonagh Group Ltd
+Added: PIK (2.3% Max
+Added: FS KKR Capital Corp.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (in millions, except share and per share amounts)
+Added: Investment Portfolio (continued)
+Added: Interest Rate (b)
+Added: Ardonagh Group Ltd
Arrotex Australia Group Pty Ltd
Pharmaceuticals, Biotechnology & Life Sciences
−Removed: BearCom Acquisition Corp
−Removed: Technology Hardware & Equipment
+Added: Arrotex Australia Group Pty Ltd
+Added: Pharmaceuticals, Biotechnology & Life Sciences
BearCom Acquisition Corp
8 unchanged sentences
Consumer Services
−Removed: Brand Energy & Infrastructure Services Inc
−Removed: Capital Goods
Bugaboo International BV
Consumer Durables & Apparel
−Removed: (7.8% Max PIK)
−Removed: Casual Dining Group Ltd
−Removed: Consumer Services
−Removed: L+725, 0.8% PIK
−Removed: (0.8% Max PIK)
−Removed: FS KKR Capital Corp.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (in millions, except share and per share amounts)
−Removed: Investment Portfolio (continued)
−Removed: Interest Rate (b)
−Removed: Casual Dining Group Ltd
−Removed: Consumer Services
−Removed: Casual Dining Group Ltd
+Added: Cambium Learning Group Inc
Consumer Services
15 unchanged sentences
Consumer Services
−Removed: CommerceHub Inc
−Removed: Software & Services
−Removed: Commercial Barge Line Co
−Removed: Transportation
−Removed: DB Datacenter Holdings Inc
−Removed: Software & Services
−Removed: Health Care Equipment & Services
−Removed: PIK (1.8% Max
−Removed: Health Care Equipment & Services
−Removed: PIK (1.8% Max
+Added: CSM Bakery Products
+Added: Food, Beverage & Tobacco
+Added: FS KKR Capital Corp.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (in millions, except share and per share amounts)
+Added: Investment Portfolio (continued)
+Added: Interest Rate (b)
Diamond Resorts International Inc
1 unchanged sentence
Eacom Timber Corp
+Added: Frontline Technologies Group LLC
+Added: Software & Services
HealthChannels LLC
Health Care Equipment & Services
−Removed: Highline Aftermarket Acquisition LLC
−Removed: Automobiles & Components
Huws Gray Ltd
Huws Gray Ltd
−Removed: FS KKR Capital Corp.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (in millions, except share and per share amounts)
−Removed: Investment Portfolio (continued)
−Removed: Interest Rate (b)
−Removed: Huws Gray Ltd
Commercial & Professional Services
2 unchanged sentences
Commercial & Professional Services
−Removed: Imagine Communications Corp
−Removed: Media & Entertainment
−Removed: Imagine Communications Corp
−Removed: Media & Entertainment
−Removed: Print Solutions Inc
−Removed: Media & Entertainment
Industria Chimica Emiliana Srl
Pharmaceuticals, Biotechnology & Life Sciences
+Added: Kellermeyer Bergensons Services LLC
+Added: Commercial & Professional Services
Kettle Cuisine LLC
2 unchanged sentences
Commercial & Professional Services
+Added: Lionbridge Technologies Inc
+Added: Consumer Services
MedAssets Inc
Health Care Equipment & Services
−Removed: P2 Energy Solutions, Inc.
−Removed: Software & Services
−Removed: Parts Authority Inc
−Removed: Automobiles & Components
−Removed: Parts Authority Inc
−Removed: Automobiles & Components
−Removed: Parts Authority Inc
−Removed: Automobiles & Components
Parts Town LLC
Precision Global Corp
−Removed: Precision Global Corp
+Added: Premium Credit Ltd
+Added: Diversified Financials
Project Marron
2 unchanged sentences
Consumer Services
−Removed: Quirch Foods Co
−Removed: Food & Staples Retailing
−Removed: Sentry Data Systems Inc
−Removed: Health Care Equipment & Services
FS KKR Capital Corp.
3 unchanged sentences
Interest Rate (b)
−Removed: Sentry Data Systems Inc
+Added: Qdoba Restaurant Corp
+Added: Consumer Services
+Added: Reliant Rehab Hospital Cincinnati LLC
Health Care Equipment & Services
−Removed: Sentry Data Systems Inc
+Added: Roadrunner Intermediate Acquisition Co LLC
Health Care Equipment & Services
+Added: Safe-Guard Products International LLC
+Added: Diversified Financials
+Added: Capital Goods
Smart & Final Stores LLC
Food & Staples Retailing
−Removed: SMART Global Holdings Inc
−Removed: Semiconductors & Semiconductor Equipment
−Removed: SMART Global Holdings Inc
−Removed: Semiconductors & Semiconductor Equipment
Staples Canada
Technimark LLC
+Added: Total Safety US Inc
+Added: Capital Goods
Transaction Services Group Ltd
−Removed: Consumer Services
−Removed: Weld North Education LLC
Software & Services
+Added: Virgin Pulse Inc
+Added: Software & Services
+Added: Yak Access LLC
+Added: Capital Goods
Total Senior Secured LoansFirst Lien
2 unchanged sentences
Senior Secured LoansSecond Lien28.9%
+Added: Access CIG LLC
+Added: Commercial & Professional Services
Ammeraal Beltech Holding BV
1 unchanged sentence
BCA Marketplace PLC
−Removed: Casual Dining Group Ltd
−Removed: Consumer Services
−Removed: (11.5% Max PIK)
−Removed: Resource Label Group LLC
−Removed: Watchfire Enterprises Inc
+Added: Excelitas Technologies Corp
Technology Hardware & Equipment
−Removed: Wittur Holding GmbH
−Removed: Capital Goods
−Removed: PIK (0.5% Max
FS KKR Capital Corp.
3 unchanged sentences
Interest Rate (b)
+Added: Software & Services
+Added: Resource Label Group LLC
+Added: Capital Goods
+Added: L+1,075, 0.0%
+Added: SIRVA Worldwide Inc
+Added: Commercial & Professional Services
+Added: Watchfire Enterprises Inc
+Added: Technology Hardware & Equipment
+Added: WireCo WorldGroup Inc
+Added: Capital Goods
+Added: Wittur Holding GmbH
+Added: Capital Goods
Total Senior Secured LoansSecond Lien
+Added: Other Senior Secured Debt1.0%
+Added: Cleaver-Brooks Inc
+Added: Capital Goods
+Added: Total Other Senior Secured Debt
Subordinated Debt5.3%
Home Partners of America Inc
−Removed: Kenan Advantage Group Inc
−Removed: Transportation
−Removed: Software & Services
Total Subordinated Debt
2 unchanged sentences
Capital Goods
+Added: FS KKR Capital Corp.
+Added: Notes to Consolidated Financial Statements (continued)
+Added: (in millions, except share and per share amounts)
+Added: Investment Portfolio (continued)
+Added: Interest Rate (b)
GA Capital Specialty Lending Fund, Limited Partnership Interest
2 unchanged sentences
Diversified Financials
−Removed: KKR Zeno Aggregator LP (K2 Aviation)
+Added: KKR Zeno Aggregator LP (K2 Aviation), Partnership Interest
Capital Goods
3 unchanged sentences
Technology Hardware & Equipment
+Added: Luxembourg Life Fund - Absolute Return Fund I, 1L Term Loan
+Added: Luxembourg Life Fund - Long Term Growth Fund, 1L Term Loan
MP4 2013-2A Class Subord.
Diversified Financials
−Removed: NewStar Clarendon 2014-1A
+Added: NewStar Clarendon 2014-1A Class D
Diversified Financials
Pretium Partners LLC P1, Structured Mezzanine
−Removed: 2.8%, 5.3% PIK
−Removed: (5.3% Max PIK)
Pretium Partners LLC P2, Structured Mezzanine
−Removed: 2.0%, 7.5% PIK
−Removed: (7.5% Max PIK)
Sealane Trade Finance
9 unchanged sentences
Software & Services
−Removed: Casual Dining Group Ltd, Common Stock
−Removed: Consumer Services
Home Partners of America Inc, Common Stock
4 unchanged sentences
Security may be an obligation of one or more entities affiliated with the named company.
−Removed: Certain variable rate securities in the Companys portfolio bear interest at a rate determined by a publicly disclosed base rate plus a
−Removed: basis point spread.
−Removed: As of December 31, 2019, the three-month London Interbank Offered Rate, or LIBOR or L, was 1.91% and the Euro Interbank Offered Rate, or EURIBOR, was (0.38)% and the Australian Interbank Rate, or BBSY or
−Removed: B, was 0.92%.
+Added: Certain variable rate securities in the Companys portfolio bear interest at a rate determined by a
+Added: publicly disclosed base rate plus a basis point spread.
+Added: As of December 31, 2020, the three-month London Interbank Offered Rate, or LIBOR or L, was 0.24% and the Euro Interbank Offered Rate, or EURIBOR, was (0.55)%, Canadian Dollar
+Added: Offer Rate, or CDOR, was 0.48% and the Australian Interbank Rate, or BBSY or B, was 0.06%.
PIK means paid-in-kind.
−Removed: PIK income accruals may be adjusted based on the fair value of the underlying investment.
+Added: PIK income accruals may be adjusted based
+Added: on the fair value of the underlying investment.
Denominated in U.S.
3 unchanged sentences
Security is an unfunded commitment.
−Removed: The stated rate reflects the spread disclosed at the time of commitment and may not indicate the actual
−Removed: rate received upon funding.
−Removed: Security or portion thereof held within Jersey City Funding LLC and is pledged as collateral supporting the amounts outstanding under the
−Removed: revolving credit facility with Goldman Sachs.
−Removed: Security or portion thereof held within Chestnut Street Funding LLC and is pledged as collateral supporting the amounts outstanding under the
−Removed: revolving credit facility with Citibank, N.A.
+Added: The stated rate reflects the spread disclosed at the time of commitment and
+Added: may not indicate the actual rate received upon funding.
+Added: Asset is on non-accrual status.
+Added: Security or portion thereof held within Jersey City Funding LLC and is pledged as collateral supporting the
+Added: amounts outstanding under the revolving credit facility with Goldman Sachs.
+Added: Security or portion thereof held within Chestnut Street Funding LLC and is pledged as collateral supporting the
+Added: amounts outstanding under the revolving credit facility with Citibank, N.A.
+Added: Security or portion thereof held within JCF Cayman Ltd and is pledged as collateral supporting the amounts
+Added: outstanding under the revolving credit facility with Goldman Sachs.
+Added: Security or portion thereof held within Boxwood Drive Funding LLC and is pledged as collateral supporting the
+Added: amounts outstanding under the revolving credit facility with BNP Paribas.
+Added: Security is non-income producing.
FS KKR Capital Corp.
2 unchanged sentences
Investment Portfolio (continued)
−Removed: Below is selected balance sheet information for SCJV as of December 31, 2020 and
+Added: Below is selected balance sheet information for COPJV as of December 31, 2021 and 2020:
Selected Balance Sheet Information
4 unchanged sentences
Members equity
−Removed: Below is selected statement of operations information for SCJV for
+Added: Below is selected statement of operations information for COPJV for
the years ended December 31, 2021 and 2020:
10 unchanged sentences
Financial Instruments
−Removed: The following is a summary of the fair value and location of the Companys derivative instruments in the consolidated balance sheets held as of December 31, 2020 and 2019:
+Added: The following is a summary of the fair value and location of the Companys derivative instruments in the consolidated balance sheets held
+Added: as of December 31, 2021 and 2020:
Derivative Instrument
13 unchanged sentences
Statement Location
−Removed: Cross currency swaps
−Removed: Net realized gain (loss) on swap contracts
Foreign currency forward contracts
3 unchanged sentences
Statement Location
−Removed: Cross currency swaps
−Removed: Net change in unrealized appreciation (depreciation) on swap contracts
Foreign currency forward contracts
2 unchanged sentences
The Company has derivative instruments that are subject to master netting agreements.
−Removed: These agreements include provisions to offset positions with the same counterparty in the event of default by one of
−Removed: The Companys unrealized appreciation and depreciation on derivative instruments are reported as gross assets and liabilities, respectively, in the condensed consolidated statements of assets and liabilities.
−Removed: The following tables
−Removed: present the Companys assets and liabilities related to derivatives by counterparty, net of amounts available for offset under a master netting arrangement and net of any collateral received or pledged by the Company for such assets and
−Removed: liabilities as of December 31, 2020 and 2019:
+Added: These agreements include provisions to offset positions
+Added: with the same counterparty in the event of default by one of the parties.
+Added: The Companys unrealized appreciation and depreciation on derivative instruments are reported as gross assets and liabilities, respectively, in the condensed consolidated
+Added: statements of assets and liabilities.
+Added: The following tables present the Companys assets and liabilities related to derivatives by counterparty, net of amounts available for offset under a master netting arrangement and net of any collateral
+Added: received or pledged by the Company for such assets and liabilities as of December 31, 2021 and 2020:
December 31, 2021
−Removed: Assets Subject
+Added: Assets Subject to
Master Netting
Available for
+Added: Cash Collateral
Net Amount of
2 unchanged sentences
Available for
+Added: Cash Collateral
+Added: Net Amount of
Liabilities (3)
7 unchanged sentences
Liabilities (3)
−Removed: JP Morgan Chase Bank
−Removed: In some instances, the actual amount of the collateral received and/or pledged may be more than the amount shown due to overcollateralization.
−Removed: Net amount of derivative assets represents the net amount due from the counterparty to the Company.
−Removed: Net amount of derivative liabilities represents the net amount due from the Company to the counterparty.
−Removed: Foreign Currency Forward Contracts and Cross Currency Swaps:
−Removed: The Company may enter into foreign currency forward contracts and cross currency swaps from time to time to facilitate settlement of purchases and sales of investments denominated in foreign currencies
−Removed: and to economically hedge the impact that an adverse change in foreign exchange rates would have on the value of the Companys investments denominated in foreign currencies.
−Removed: A foreign currency forward contract is a commitment to purchase or
−Removed: sell a foreign currency at a future date at a negotiated forward rate.
−Removed: These contracts are marked-to-market by recognizing the difference between the contract forward
−Removed: exchange rate and the forward market exchange rate on the last day of the period presented as unrealized appreciation or depreciation.
−Removed: Realized gains or losses are recognized when forward contracts are settled.
−Removed: Risks arise as a result of the
−Removed: potential inability of the counterparties to meet the terms of their contracts.
−Removed: The Company attempts to limit counterparty risk by only dealing with well-known counterparties.
−Removed: Cross currency swaps are interest rate swaps in which interest cash flows are exchanged between two parties based on the notional amounts of two different currencies.
−Removed: These swaps are marked-to-market by recognizing the difference between the present value of cash flows of each leg of the swaps as unrealized appreciation or depreciation.
−Removed: Realized gain or
−Removed: loss is recognized when periodic payments are received or paid and the swaps are terminated.
−Removed: The entire notional value of a cross currency swap is subject to the risk that the counterparty to the swap will default on its contractual delivery
−Removed: The Company attempts to limit counterparty risk by only dealing with well-known counterparties.
−Removed: The Company utilizes cross currency swaps from time to time in order to hedge a portion of its investments in foreign currency.
−Removed: The average notional balance for cross currency swaps during the year ended December 31, 2019 was $103.6.
−Removed: The average notional
−Removed: balance for foreign currency forward contracts during the year ended December 31, 2020 and 2019 was $41.2 and $198.6, respectively.
−Removed: See consolidated schedule of investments for the Companys open foreign currency forward contracts.
−Removed: Fair Value of Financial Instruments
−Removed: Under existing accounting guidance, fair value is defined as the price that the Company would receive upon selling an investment or pay to transfer a liability in an orderly transaction to a market
−Removed: participant in the principal or most advantageous
−Removed: FS KKR Capital Corp.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (in millions, except share and per share amounts)
−Removed: Fair Value of Financial
−Removed: Instruments (continued)
−Removed: market for the investment.
−Removed: This accounting guidance emphasizes valuation techniques that maximize the use of observable market inputs and minimize the use of unobservable inputs.
−Removed: broadly to the assumptions that market participants would use in pricing an asset or liability, including assumptions about risk.
−Removed: Inputs may be observable or unobservable.
−Removed: Observable inputs are inputs that reflect the assumptions market participants
−Removed: would use in pricing an asset or liability developed based on market data obtained from sources independent of the Company.
−Removed: Unobservable inputs are inputs that reflect the assumptions market participants would use in pricing an asset or liability
−Removed: developed based on the best information available in the circumstances.
−Removed: The Company classifies the inputs used to measure these fair values into the following hierarchy as defined by current accounting guidance:
−Removed: Inputs that are quoted prices (unadjusted) in active markets for identical assets or liabilities.
−Removed: Inputs that are quoted prices for similar assets or liabilities in active markets.
−Removed: Inputs that are unobservable for an asset or liability.
−Removed: A financial instruments categorization within the valuation hierarchy is based upon the lowest level of input that is significant to
−Removed: the fair value measurement.
−Removed: As of December 31, 2020 and 2019, the Companys investments and secured borrowing were
−Removed: categorized as follows in the fair value hierarchy:
−Removed: Valuation Inputs
−Removed: December 31, 2020
−Removed: December 31, 2019
−Removed: Level 1Price quotations in active markets
−Removed: Level 2Significant other observable inputs
−Removed: Level 3Significant unobservable inputs
−Removed: Investments measured at net asset value (1)
−Removed: Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been
−Removed: categorized in the fair value hierarchy.
−Removed: The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the consolidated balance sheet.
−Removed: The Companys investments consist primarily of debt investments that were acquired directly from the issuer.
−Removed: Debt investments, for
−Removed: which broker quotes are not available, are valued by independent valuation firms, which determine the fair value of such investments by considering, among other factors, the borrowers ability to adequately service its debt, prevailing interest
−Removed: rates for like investments, expected cash flows, call features, anticipated repayments and other relevant terms of the investments.
−Removed: Except as described below, all of the Companys equity/other investments are also valued by independent
−Removed: valuation firms, which determine the fair value of such investments by considering, among other factors, contractual rights ascribed to such investments, as well as various income scenarios and multiples of earnings before interest, taxes,
−Removed: depreciation and amortization, or EBITDA, cash flows, net income, revenues or, in limited instances, book value or liquidation value.
−Removed: An investment that is newly issued and purchased near the date of the financial statements is valued at cost
−Removed: if the Companys board of directors determines that the cost of such investment is the best indication of its fair value.
−Removed: Such investments described above are typically classified as Level 3 within the fair value hierarchy.
−Removed: that are traded on an active public market are valued at their closing price as of the date of the financial statements and are classified as Level 1 within the fair value hierarchy.
−Removed: Except as described above, the Company typically values its
−Removed: other investments by using the midpoint of the prevailing bid and ask prices from dealers on the date of the relevant period end, which are provided by independent third-party pricing services and screened for validity by such services and are
−Removed: typically classified as Level 2 within the fair value hierarchy.
−Removed: The Company periodically benchmarks the bid and ask
−Removed: prices it receives from the third-party pricing services and/or dealers and independent valuation firms, as applicable, against the actual prices at which the Company purchases and sells its investments.
−Removed: Based on the results of the benchmark
−Removed: analysis and the experience of the Companys management in purchasing and selling these investments, the Company believes that these prices are reliable indicators of fair value.
−Removed: The valuation committee of the Companys board of directors
−Removed: and the board of directors reviewed and approved the valuation determinations made with respect to these investments in a manner consistent with the Companys valuation policy.
−Removed: FS KKR Capital Corp.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (in millions, except share and per share amounts)
−Removed: Fair Value of Financial
−Removed: Instruments (continued)
−Removed: The following is a reconciliation for the years ended December 31, 2020 and 2019 of
−Removed: investments for which significant unobservable inputs (Level 3) were used in determining fair value:
−Removed: For the Year Ended December 31, 2020
−Removed: Fair value at beginning of period
−Removed: Accretion of discount (amortization of premium)
−Removed: Net realized gain (loss)
−Removed: Net change in unrealized appreciation (depreciation)
−Removed: Paid-in-kind interest
−Removed: Sales and repayments
−Removed: Net transfers in or out of Level 3
−Removed: Fair value at end of period
−Removed: The amount of total gains or losses for the period included in changes in net assets attributable to the change in unrealized
−Removed: gains or losses relating to investments still held at the reporting date
−Removed: For the Year Ended December 31, 2019
−Removed: Fair value at beginning of period
−Removed: Accretion of discount (amortization of premium)
−Removed: Net realized gain (loss)
−Removed: Net change in unrealized appreciation (depreciation)
−Removed: Paid-in-kind interest
−Removed: Sales and repayments
−Removed: Net transfers in or out of Level 3
−Removed: Fair value at end of period
−Removed: The amount of total gains or losses for the period included in changes in net assets attributable to the change in unrealized
−Removed: gains or losses relating to investments still held at the reporting date
−Removed: The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value
−Removed: measurements as of December 31, 2020 and 2019 were as follows:
−Removed: Type of Investment
−Removed: December 31, 2020
−Removed: Technique (1)
−Removed: Discounted Cash Flow
−Removed: Discount Rate
−Removed: 5.7% - 18.6% (9.0%)
−Removed: EBITDA Multiple
−Removed: 0.1x - 12.7x (7.2x)
−Removed: Subordinated Debt
−Removed: Discounted Cash Flow
−Removed: Discount Rate
−Removed: 12.3% - 12.3% (12.3%)
−Removed: EBITDA Multiple
−Removed: 7.8x - 11.5x (7.8x)
−Removed: FS KKR Capital Corp.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (in millions, except share and per share amounts)
−Removed: Fair Value of Financial
−Removed: Instruments (continued)
−Removed: Type of Investment
−Removed: December 31, 2020
−Removed: Technique (1)
−Removed: Asset Based Finance
−Removed: EBITDA Multiple
−Removed: 1.0x - 12.0x (3.6x)
−Removed: Discounted Cash Flow
−Removed: Discount Rate
−Removed: 4.2% - 15.2% (9.9%)
−Removed: EBITDA Multiple
−Removed: 0.1x - 12.5x (7.4x)
−Removed: Option Pricing Model
−Removed: Equity Illiquidity Discount
−Removed: 11.0% - 50.0% (11.9%)
−Removed: Type of Investment
−Removed: December 31, 2019
−Removed: Technique (1)
−Removed: an Increase in
−Removed: Discounted Cash Flow
−Removed: Discount Rate
−Removed: 6.30% - 19.10% (9.79%)
−Removed: EBITDA Multiple
−Removed: 2.05x - 21.05x (6.98x)
−Removed: Subordinated Debt
−Removed: Discounted Cash Flow
−Removed: Discount Rate
−Removed: 11.20% - 20.80% (14.80%)
−Removed: EBITDA Multiple
−Removed: 8.15x - 10.40x (8.89x)
−Removed: Option Pricing Model
−Removed: Equity Illiquidity Discount
−Removed: 25.00% - 25.00% (25.00%)
−Removed: Asset Based Finance
−Removed: EBITDA Multiple
−Removed: 1.00x - 13.00x (4.37x)
−Removed: Discounted Cash Flow
−Removed: Discount Rate
−Removed: 7.80% - 16.00% (12.16%)
−Removed: Indicative Dealer Quotes
−Removed: 4.73% - 32.70% (32.36%)
−Removed: EBITDA Multiple
−Removed: 0.18x - 15.60x (7.77x)
−Removed: Option Pricing Model
−Removed: Equity Illiquidity Discount
−Removed: 20.00% - 30.00% (20.13%)
−Removed: Investments using a market quotes valuation technique were primarily valued by using the midpoint of the prevailing bid and ask prices from
−Removed: dealers on the date of the relevant period end, which were provided by independent third-party pricing services and screened for validity by such services.
−Removed: Investments valued using an EBITDA multiple or a revenue multiple pursuant to the market
−Removed: comparables valuation technique may be conducted using an enterprise valuation waterfall analysis.
−Removed: Represents the directional change in the fair value of the Level 3 investments that would result from an increase to the corresponding
−Removed: unobservable input.
−Removed: A decrease to the input would have the opposite effect.
−Removed: Significant changes in these inputs in isolation could result in significantly higher or lower fair value measurements.
−Removed: Fair value based on expected outcome of proposed corporate transactions and/or other factors.
−Removed: Financing Arrangements
−Removed: Prior to June 14, 2019, in accordance with the 1940 Act, the Company was allowed to borrow amounts such that its asset coverage, calculated pursuant to the 1940 Act, was at least 200% after such
−Removed: Effective June 15, 2019, the Companys asset coverage requirement applicable to senior securities was reduced from 200% to 150%.
−Removed: As of December 31, 2020, the aggregate amount outstanding of senior securities issued by
−Removed: the Company was $4,042.
−Removed: As of December 31, 2020, the Companys asset coverage was 177%.
−Removed: FS KKR Capital Corp.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (in millions, except share and per share amounts)
−Removed: Financing Arrangements (continued)
−Removed: The following tables present summary information with respect to the Companys
−Removed: outstanding financing arrangements as of December 31, 2020 and 2019:
−Removed: As of December 31, 2020
−Removed: Type of Arrangement
−Removed: Maturity Date
−Removed: CCT Tokyo Funding Credit Facility (2)
−Removed: Revolving Credit Facility
−Removed: L+1.75% - 2.00% (1)(3)
−Removed: December 2, 2023
−Removed: Senior Secured Revolving Credit Facility (2)
−Removed: Revolving Credit Facility
−Removed: December 23, 2025
−Removed: 4.750% Notes due 2022 (6)
−Removed: Unsecured Notes
−Removed: 5.000% Notes due 2022 (6)
−Removed: Unsecured Notes
−Removed: June 28, 2022
−Removed: 4.625% Notes due 2024 (6)
−Removed: Unsecured Notes
−Removed: July 15, 2024
−Removed: 4.125% Notes due 2025 (6)
−Removed: Unsecured Notes
−Removed: February 1, 2025
−Removed: 8.625% Notes due 2025 (6)
−Removed: Unsecured Notes
−Removed: 3.400% Notes due 2026 (6)
−Removed: Unsecured Notes
−Removed: January 15, 2026
−Removed: CLO-1 Notes (2)(7)
−Removed: Collateralized Loan Obligation
−Removed: L+1.85% - 3.01% (1)
−Removed: January 15, 2031
−Removed: LIBOR is subject to a 0% floor.
−Removed: The carrying amount outstanding under the facility approximates its fair value.
−Removed: The spread over LIBOR is determined by reference to the amount outstanding under the facility.
−Removed: The spread over LIBOR is determined by reference to the ratio of the value of the borrowing base to the aggregate amount of certain
−Removed: outstanding indebtedness of the Company.
−Removed: Amount includes borrowing in Euros, Canadian dollars, pounds sterling and Australian dollars.
−Removed: Euro balance outstanding of 164 has been
−Removed: converted to U.S.
−Removed: dollars at an exchange rate of 1.00 to $1.22 as of December 31, 2020 to reflect total amount outstanding in U.S.
−Removed: Canadian dollar balance outstanding of CAD $63 has been converted to U.S dollars at an exchange
−Removed: rate of CAD $1.00 to $0.78 as of December 31, 2020 to reflect total amount outstanding in U.S.
−Removed: Pounds sterling balance outstanding of £111 has been converted to U.S dollars at an exchange rate of £1.00 to $1.37 as of
−Removed: December 31, 2020 to reflect total amount outstanding in U.S.
−Removed: Australian dollar balance outstanding of A$6 has been converted to U.S dollars at an exchange rate of A$1.00 to $0.77 as of December 31, 2020 to reflect total amount
−Removed: outstanding in U.S.
−Removed: As of December 31, 2020, the fair value of the 4.750% notes, the 5.000% notes, the 4.625% notes, the 4.125% notes, the 8.625% notes and
−Removed: the 3.400% notes was approximately $468, $245, $422, $490, $285 and $994 respectively.
−Removed: These valuations are considered Level 2 valuations within the fair value hierarchy.
−Removed: As of December 31, 2020, there were $281.4 of Class A-1R notes outstanding at L+1.85%, $20.5 of Class A-2R notes outstanding at
−Removed: L+2.25%, $32.4 of Class B-1R notes outstanding at L+2.60% and $17.4 of Class B-2R notes outstanding at 3.011%.
−Removed: As of December 31, 2019
−Removed: Type of Arrangement
−Removed: Maturity Date
−Removed: CCT Tokyo Funding Credit Facility (2)
−Removed: Revolving Credit Facility
−Removed: Locust Street Credit Facility (2)
−Removed: Revolving Credit Facility
−Removed: September 28, 2022
−Removed: Senior Secured Revolving Credit Facility (2)
−Removed: Revolving Credit Facility
−Removed: L+1.75% - 2.00% (1)(4)
−Removed: November 7, 2024
−Removed: 4.750% Notes due 2022 (6)
−Removed: Unsecured Notes
−Removed: 5.000% Notes due 2022 (6)
−Removed: Unsecured Notes
−Removed: June 28, 2022
−Removed: 4.625% Notes due 2024 (6)
−Removed: Unsecured Notes
−Removed: July 15, 2024
−Removed: 4.125% Notes due 2025 (6)
−Removed: Unsecured Notes
−Removed: February 1, 2025
−Removed: CLO-1 Notes (2)(7)
−Removed: Collateralized Loan Obligation
−Removed: L+1.70% - 2.50% (1)
−Removed: July 15, 2030
−Removed: LIBOR is subject to a 0% floor.
−Removed: The carrying amount outstanding under the facility approximates its fair value.
−Removed: FS KKR Capital Corp.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (in millions, except share and per share amounts)
−Removed: Financing Arrangements (continued)
−Removed: The spread over LIBOR is determined by reference to the amount outstanding under the facility.
−Removed: The spread over LIBOR is determined by reference to the ratio of the value of the borrowing base to the aggregate amount of certain
−Removed: outstanding indebtedness of the Company.
−Removed: Amount includes borrowing in Euros, Canadian dollars, pounds sterling and Australian dollars.
−Removed: Euro balance outstanding of 291 has been
−Removed: converted to U.S.
−Removed: dollars at an exchange rate of 1.00 to $1.12 as of December 31, 2019 to reflect total amount outstanding in U.S.
−Removed: Canadian dollar balance outstanding of CAD $69 has been converted to U.S dollars at an exchange
−Removed: rate of CAD $1.00 to $0.77 as of December 31, 2019 to reflect total amount outstanding in U.S.
−Removed: Pounds sterling balance outstanding of £100 has been converted to U.S dollars at an exchange rate of £1.00 to $1.33 as of
−Removed: December 31, 2019 to reflect total amount outstanding in U.S.
−Removed: Australian dollar balance outstanding of A$173 has been converted to U.S dollars at an exchange rate of A$1.00 to $0.70 as of December 31, 2019 to reflect total amount
−Removed: outstanding in U.S.
−Removed: As of December 31, 2019, the fair value of the 4.750% notes, the 5.000% notes, the 4.625% notes and the 4.125% notes was approximately
−Removed: $467, $250, $416 and $478, respectively.
−Removed: These valuations are considered Level 2 valuations within the fair value hierarchy.
−Removed: As of December 31, 2019, there were $299.4 of Class A-1 notes outstanding at L+1.70% and
−Removed: $52.3 of Class A-2 notes outstanding at L+2.50%.
−Removed: For the years
−Removed: ended December 31, 2020, 2019 and 2018, the components of total interest expense for the Companys financing arrangements were as follows:
−Removed: Year Ended December 31,
−Removed: Arrangement (1)
−Removed: CCT New York Funding Credit Facility (2)
−Removed: CCT Tokyo Funding Credit Facility (2)
−Removed: Hamilton Street Funding Credit Facility (2)
−Removed: ING Credit Facility (2)
−Removed: Locust Street Funding Credit Facility (2)
−Removed: Senior Secured Revolving Credit Facility (2)
−Removed: 4.000% Notes due 2019
−Removed: 4.250% Notes due 2020
−Removed: 4.750% Notes due 2022
−Removed: 5.000% Notes due 2022
−Removed: 4.625% Notes due 2024
−Removed: 4.125% Notes due 2025
−Removed: 8.625% Notes due 2025
−Removed: 3.400% Notes due 2026
−Removed: Borrowings of each of the Companys wholly-owned, special-purpose financing subsidiaries are considered borrowings of the Company for
−Removed: purposes of complying with the asset coverage requirements applicable to BDCs under the 1940 Act.
−Removed: Direct interest expense includes the effect of non-usage fees.
−Removed: The Companys average borrowings and weighted average interest rate, including the
−Removed: effect of non-usage fees, for the year ended December 31, 2020 were $4,240 and 3.71%, respectively.
−Removed: As of December 31, 2020, the Companys weighted average effective interest
−Removed: rate on borrowings, including the effect of non-usage fees, was 3.88%.
−Removed: The Companys average borrowings and weighted average interest rate, including the effect of non-usage fees, for the year ended
−Removed: December 31, 2019 were $3,642 and 4.49%, respectively.
−Removed: As of December 31, 2019, the Companys weighted average effective interest rate on borrowings, including the
−Removed: effect of non-usage fees, was 4.01%.
−Removed: FS KKR Capital Corp.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (in millions, except share and per share amounts)
−Removed: Financing Arrangements (continued)
−Removed: Under its financing arrangements, the Company has made certain representations and
−Removed: warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar financing arrangements.
−Removed: The Company was in compliance with all covenants required by its financing arrangements as of
−Removed: December 31, 2020 and December 31, 2019.
−Removed: CCT New York Funding Credit Facility
−Removed: On November 29, 2016, CCT New York Funding LLC, or CCT New York Funding, a wholly owned special purpose financing subsidiary of the
−Removed: Company, entered into a revolving credit facility, or the CCT New York Funding Credit Facility, pursuant to a loan and security agreement, or the CCT New York Funding Loan Agreement, with JPMorgan Chase Bank, National Association, or JPMorgan, as
−Removed: administrative agent and lender, any additional lenders from time to time party thereto, the collateral administrator, collateral agent and securities intermediary party thereto, and the Company, which succeeded CCT as the portfolio manager.
−Removed: The CCT New York Funding Credit Facility provided for borrowings in an aggregate principal amount up to $300.
−Removed: In connection with amending and restating the Locust Street Loan Agreement, the Company repaid and terminated the CCT New York Funding
−Removed: Credit Facility.
−Removed: CCT Tokyo Funding Credit Facility
−Removed: On December 2, 2015, CCT Tokyo Funding LLC, or CCT Tokyo Funding, a wholly owned special purpose financing subsidiary of the Company, entered into a revolving credit facility, or as amended the CCT
−Removed: Tokyo Funding Credit Facility, pursuant to a loan and servicing agreement with Sumitomo Mitsui Banking Corporation, or SMBC, as the administrative agent, collateral agent, and lender, and the Company, which succeeded CCT as the servicer and
−Removed: The CCT Tokyo Funding Credit Facility provides for borrowings in an aggregate principal amount up to $300.
−Removed: The end of the reinvestment period and the maturity date for the CCT Tokyo Funding Credit Facility are June 2, 2021 and December 2, 2023, respectively.
−Removed: CCT Tokyo Funding may elect to extend both the reinvestment period and maturity date by
−Removed: an additional six months to December 2, 2021 and June 2, 2024, respectively, subject to satisfaction of certain conditions.
−Removed: Advances under the CCT Tokyo Funding Credit Facility are subject to a borrowing base test.
−Removed: Advances outstanding under the CCT Tokyo Funding Credit Facility bear interest at a rate equal to (i) for loans for which CCT Tokyo
−Removed: Funding elects the base rate option, the higher of (A) the Prime Rate (as defined in the CCT Tokyo Funding loan and servicing agreement) or (B) the federal funds effective rate plus 0.50%, plus a spread of 0.75% per annum, or
−Removed: (ii) for loans for which CCT Tokyo Funding elects the LIBOR rate option, three-month LIBOR plus a spread of 1.75% per annum.
−Removed: In each case, the spread increases by 0.25% per annum if the average daily amount of advances outstanding during the
−Removed: relevant remittance period does not exceed $150.
−Removed: Effective June 2, 2016, CCT Tokyo Funding began paying a quarterly non-usage fee of 0.35% per annum on any unborrowed amounts up to a threshold amount
−Removed: equal to the lesser of (i) 50% of the borrowing base during the relevant remittance period and (ii) $150, and 0.875% per annum on any unborrowed amounts above such threshold amount.
−Removed: In connection with the CCT Tokyo Funding Credit Facility, CCT Tokyo Funding has made certain representations and warranties and is
−Removed: required to comply with various covenants, reporting requirements and other customary requirements for similar facilities.
−Removed: The CCT Tokyo Funding Credit Facility contains customary events of default for similar financing transactions.
−Removed: occurrence and during the continuance of an event of default, the administrative agent may declare the outstanding advances and all other obligations under the CCT Tokyo Funding Credit Facility immediately due and payable.
−Removed: CCT Tokyo Fundings obligations to SMBC under the CCT Tokyo Funding Credit Facility are secured by a first priority security interest
−Removed: in substantially all of the assets of CCT Tokyo Funding, including its portfolio of assets.
−Removed: The obligations of CCT Tokyo Funding under the CCT Tokyo Credit Facility are non-recourse to the Company.
−Removed: FS KKR Capital Corp.
−Removed: Notes to Consolidated Financial Statements (continued)
−Removed: (in millions, except share and per share amounts)
−Removed: Financing Arrangements (continued)
−Removed: Locust Street Credit Facility
−Removed: On November 1, 2016, Locust Street Funding, LLC, or Locust Street, a wholly owned special purpose financing subsidiary of the
−Removed: Company, entered into a loan agreement, or the Locust Street Loan Agreement and, together with the related transaction documents as subsequently amended and restated, the Locust Street Credit Facility, with JPMorgan, as lender and administrative
−Removed: agent, Citibank, N.A., as collateral agent and securities intermediary, and Virtus Group, LP, as collateral administrator, pursuant to which JPMorgan advanced a $625 term loan to Locust Street.
−Removed: Borrowings outstanding under the Locust Street Credit
−Removed: Facility equally beared interest at a rate equal to three-month LIBOR plus a spread of 2.6833% per annum.
−Removed: Interest was payable quarterly in arrears.
−Removed: Under the Locust Street Loan Agreement, Locust Street agreed to repay $200 of the aggregate
−Removed: principal amount of the advances on or before January 31, 2017, which repayment was satisfied in full in December 2016.
−Removed: All remaining outstanding advances under the Locust Street Loan Agreement were scheduled to mature, and all accrued
−Removed: and unpaid interest thereunder, was due and payable, on November 1, 2020.
−Removed: On March 4, 2019, CCT New York Funding
−Removed: merged with and into Locust Street, and concurrently, Locust Street entered into an Amended and Restated Loan and Security Agreement, or the Locust Street Amended and Restated Loan Agreement, with JPMorgan, as administrative agent, each of the
−Removed: lenders party thereto, and Wells Fargo Bank, National Association, as collateral agent, securities intermediary, and collateral administrator, amending and restating the Locust Street Loan Agreement.
−Removed: Locust Street used a portion of the proceeds of
−Removed: additional borrowings under the Locust Street Amended and Restated Loan Agreement to repay and terminate the CCT New York Funding Credit Facility.
−Removed: The Locust Street Credit Facility provided for revolving borrowings in U.S.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.