OFS Capital Corp
For the period ended Dec 31, 2023. Filed Mar 5, 2024.
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FY2023 · Filed Mar 5, 2024
OFS$3.59-6.5%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
a. Documents Filed as Part of this Report
Financial Statements: See “Part II, Item 8. Financial Statements and Supplementary Data” of this report for a list of financial statements.
Financial Statement Schedules: Schedule 12-14 Investments in and Advances to Affiliates—See“Part II, Item 8. Financial Statements and Supplementary Data—Note 11.” of this report.
Exhibits required to be filed by Item 601 of Regulation S-K: See Item 15b. below.
b. Exhibits
The following table lists exhibits filed as part of this report, according to the number assigned to them in Item 601 of Regulation S-K. All exhibits listed in the following table are incorporated by reference except for those exhibits denoted in the last column. Please note that the agreements included as exhibits to this Form 10-K are included to provide information regarding their terms and are not intended to provide any other factual or disclosure information about us or the other parties to the agreements. The agreements contain representations and warranties by each of the parties to the applicable agreement that have been made solely for the benefit of the other parties to the applicable agreement and may not describe the actual state of affairs as of the date they were made or at any other time.
| Incorporated by Reference | ||||
| Exhibit Number | Description | Form and SEC File No. | Filing Date with SEC | Filed with this 10-K |
| 3.1 | Certificate of Incorporation of OFS Capital Corporation | N-2 (333-166363) | March 18, 2011 | |
| 3.2 | Certificate of Correction to Certificate of Incorporation of OFS Capital Corporation | 10-K (814-00813) | March 26, 2013 | |
| 3.3 | Bylaws of OFS Capital Corporation | N-2/A (333-166363) | March 18, 2011 | |
| 4.1 | Form of Stock Certificate of OFS Capital Corporation | N-2/A (333-166363) | March 18, 2011 | |
| 4.2 | Base Indenture | N-2 (333-200376) | November 19, 2014 | |
| 4.3 | Warrant Agreement | N-2/A (333-200376) | December 16, 2014 | |
| 4.4 | Subscription Agent Agreement | N-2/A (333-200376) | December 16, 2014 | |
| 4.5 | Subscription Certificate | N-2/A (333-200376) | December 16, 2014 | |
| 4.6 | Certificate of Designation | N-2/A (333-200376) | December 16, 2014 | |
| 4.7 | Fifth Supplemental Indenture dated as of February 10, 2021 between OFS Capital Corporation and U.S. Bank National Association, as trustee | Form 8-K(814-00813) | February 10, 2021 | |
| 4.8 | Form of 4.75% Note due 2026 (incorporated by reference to Exhibit 4.1 thereto and Exhibit A therein) | Form 8-K(814-00813) | February 10, 2021 | |
| 4.9 | Sixth Supplemental Indenture dated of October 28, 2021 between OFS Capital Corporation and U.S. Bank National Association, as trustee | Form 8-K(814-00813) | October 28, 2021 | |
| 4.10 | Form of 4.95% Notes due 2028 (incorporated by reference to Exhibit 4.1 thereto and Exhibit A therein) | Form 8-K(814-00813) | October 28, 2021 | |
| 4.11 | Description of Securities | * | ||
| 10.1 | Form of Dividend Reinvestment Plan | N-2/A (333-166363) | March 18, 2011 | |
| 10.2 | Investment Advisory and Management Agreement between OFS Capital Corporation and OFS Capital Management, LLC | 10-Q (814-00813) | November 7, 2014 | |
| 10.3 | Custody Agreement | 10-K (814-00813) | March 4, 2022 | |
| Incorporated by Reference | ||||
| Exhibit Number | Description | Form and SEC File No. | Filing Date with SEC | Filed with this 10-K |
| 10.4 | Administration Agreement between OFS Capital Corporation and OFS Capital Services, LLC | N-2/A (333-166363) | March 18, 2011 | |
| 10.5 | License Agreement between OFS Capital Corporation and Orchard First Source Asset Management, LLC | N-2/A (333-166363) | March 18, 2011 | |
| 10.6 | Form of Indemnification Agreement between OFS Capital Corporation and each of its directors and executive officers | N-2/A (333-166363) | March 18, 2011 | |
| 10.7 | Form of Registration Rights Agreement between OFS Capital Corporation and Orchard First Source Asset Management, LLC | N-2/A (333-166363) | July 24, 2012 | |
| 10.8 | Assignment and Assumption Agreement by and among Orchard First Source Asset Management, LLC, Orchard First Source Asset Management Holdings, LLC and OFS Capital Corporation, dated January 10, 2023 | 10-K (814-00813) | March 3, 2023 | |
| 10.9 | Business Loan Agreement between OFS Capital Corporation and Banc of California dated March 7, 2018 | 10-K (814-00813) | March 12, 2018 | |
| 10.10 | Promissory Note between OFS Capital Corporation and Banc of California dated November 5, 2015 | 10-Q (814-00813) | November 6, 2015 | |
| 10.11 | Change in terms to the Business Loan Agreement between OFS Capital Corporation and Banc of California dated March 7, 2018 | 10-K (814-00813) | March 12, 2018 | |
| 10.12 | Business Loan Agreement between OFS Capital Corporation and Banc of California, dated April 10, 2019 | Form 8-K(814-00813) | April 15, 2019 | |
| 10.13 | Change in terms to the Business Loan Agreement between OFS Capital Corporation and Banc of California dated April 10, 2019 | Form 8-K(814-00813) | April 15, 2019 | |
| 10.14 | Commercial Guaranty Agreement between OFS Capital Corporation and Banc of California dated April 10, 2019 | Form 8-K(814-00813) | April 15, 2019 | |
| 10.15 | Amendment One to the Business Loan Agreement between OFS Capital Corporation and Banc of California dated June 26, 2020 | Form 8-K(814-00813) | July 2, 2020 | |
| 10.16 | Amendment Two to the Business Loan Agreement between OFS Capital Corporation and Banc of California dated July 29, 2020 | Form 8-K(814-00813) | July 31, 2020 | |
| 10.17 | Amendment Three to the Business Loan Agreement between OFS Capital Corporation and Banc of California dated October 7, 2020 | Form 8-K(814-00813) | October 9, 2020 | |
| 10.18 | Amendment Four to the Business Loan Agreement between OFS Capital Corporation and Banc of California dated February 17, 2021 | Form 8-K(814-00813) | February 19, 2021 | |
| 10.19 | Change in Terms to the Business Loan Agreement between OFS Capital Corporation and Banc of California dated February 17, 2021 | Form 8-K(814-00813) | February 19, 2021 | |
| 10.20 | Change in Terms to the Business Loan Agreement between OFS Capital Corporation and Banc of California dated November 15, 2021 | Form 8-K(814-00813) | November 18, 2021 | |
| 10.21 | Amendment Five to the Business Loan Agreement between OFS Capital Corporation and Banc of California dated April 22, 2022 | Form 8-K(814-00813) | April 25, 2022 | |
| 10.22 | Change in Terms to the Business Loan Agreement between OFS Capital Corporation and Banc of California dated April 22, 2022 | Form 8-K(814-00813) | April 25, 2022 | |
| 10.23 | Amendment Six to the Business Loan Agreement between OFS Capital Corporation and Banc of California dated December 15, 2022 | Form 8-K(814-00813) | December 15, 2022 | |
| 10.24 | Amendment Seven to the Business Loan Agreement between OFS Capital Corporation and Banc of California dated December 15, 2023 | Form 8-K(814-00813) | December 15, 2023 | |
| 10.25 | Commercial Guaranty Agreement between among OFS Capital Corporation, OFSCC-MB, Inc., and Banc of California, dated April 10, 2019 | Form 8-K(814-00813) | April 15, 2019 | |
| Incorporated by Reference | ||||
| Exhibit Number | Description | Form and SEC File No. | Filing Date with SEC | Filed with this 10-K |
| 10.26 | Revolving Credit and Security Agreement by and among OFSCC-FS, LLC, as borrower, the lenders from time to time parties thereto, BNP Paribas, as administrative agent, OFSCC-FS Holdings LLC, as equityholder, OFS Capital Corporation, as servicer, Virtus Group LP, as collateral administrator, and Citibank, N.A., as collateral agent, dated June 20, 2019. | Form 8-K(814-00813) | June 24, 2019 | |
| 10.27 | First Amendment to the Revolving Credit and Security Agreement by and among OFSCC-FS, LLC, as borrower, the lenders from time to time parties thereto, BNP Paribas, as administrative agent, OFSCC-FS Holdings LLC, as equityholder, OFS Capital Corporation, as servicer, and Virtus Group LP, as collateral administrator, dated June 24, 2022 | Form 8-K(814-00813) | June 27, 2022 | |
| 10.28 | Second Amendment to the Revolving Credit and Security Agreement by and among OFSCC-FS, LLC, as borrower, the lenders from time to time parties thereto, BNP Paribas, as administrative agent, OFSCC-FS Holdings LLC, as equityholder, OFS Capital Corporation, as servicer, and Virtus Group, LP, as collateral administrator, dated February 2, 2023 | 10-K (814-00813) | March 3, 2023 | |
| 10.29 | Securities Account Control Agreement by and among OFSCC-FS, LLC, as pledgor, BNP Paribas, as administrative agent, and Citibank, N.A., as secured party and securities intermediary, dated June 20, 2019. | Form 8-K(814-00813) | June 24, 2019 | |
| 10.30 | Custodian and Loan Administration Agreement by and among OFSCC-FS, LLC, Citibank, N.A., as custodian, and Virtus Group, LP, as collateral administrator, dated June 20, 2019. | Form 8-K(814-00813) | June 24, 2019 | |
| 10.31 | Loan Sale and Contribution Agreement by and between OFSCC-FS, LLC, as the buyer, and OFSCC-FS Holdings, LLC, as the seller, dated June 20, 2019. | Form 8-K(814-00813) | June 24, 2019 | |
| 11.1 | Computation of Per Share Earnings | + | ||
| 14.1 | Joint Code of Ethics of OFS Capital Corporation and OFS Advisor | Form 10-Q(814-00813) | November 3, 2023 | |
| 19.1 | OFS Capital Corporation Insider Trading Policy and Procedures | * | ||
| 21.1 | List of Subsidiaries | * | ||
| 23.1 | Consent from KPMG LLP | * | ||
| 31.1 | Certification of Chief Executive Officer pursuant to Rule 13a-14 and 15d-14(a) of the Securities Exchange Act of 1934, as amended | * | ||
| 31.2 | Certification of Chief Financial Officer pursuant to Rule 13a-14 and 15d-14(a) of the Securities Exchange Act of 1934, as amended | * | ||
| 32.1 | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | † | ||
| 32.2 | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | † | ||
| 97.1 | Dodd-Frank Compensation Recoupment Policy | * | ||
| * | Filed herewith. |
|---|---|
| + | Included in the notes to the financial statements contained in this report |
| † | Furnished herewith |
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