8-KAccepted Oct 26, 4:30 PM ET
Fidus Investment Corp: closes exchange offer for $120,000,000 notes
Accepted (ET)
4:30 PM
Oct 26, 2026
Filed
Oct 26, 2026
Documents
11
Size
496.5 KB
Summary
Fidus Investment Corp: closes exchange offer for $120,000,000 notes
What happened
- The filing reports that Fidus Investment Corp announced the closing of an exchange offer on Oct 20, 2026. The company issued $120,000,000 in aggregate principal amount of 6.625% notes due Jun 1, 2029 in a private offering on May 29, 2026 (the "Restricted Notes"), and the holders exchanged those Restricted Notes for a like principal amount of registered 6.625% notes due 2029 (the "Exchange Notes").
- The company and U.S. Bank Trust Company, National Association (successor in interest to U.S. Bank National Association), as trustee, entered into a seventh supplemental indenture to the base indenture on Oct 20, 2026 that governs the Exchange Notes.
Key details
- Interest rate: 6.625% per year, payable semi-annually on Jun 1 and Dec 1, beginning Dec 1, 2026; maturity date: Jun 1, 2029.
- The Exchange Notes were registered under the Securities Act on Form N-14 (File No. 333-297156) and issued under the indenture and a final prospectus dated Sep 16, 2026.
- Ranking: direct unsecured obligations, pari passu with existing and future unsecured, unsubordinated indebtedness (including the company's 6.750% notes due 2030); senior to any future preferred stock; effectively subordinated to secured indebtedness and structurally subordinated to subsidiaries' obligations.
- Redemption and repurchase: make-whole redemption pricing applies prior to Mar 1, 2029 (the par call date); on or after Mar 1, 2029 redemption at 100% of principal plus accrued interest; change of control repurchase required at 100% of principal plus accrued interest if a change of control repurchase event occurs.
Why it may matter
- Item 1.01 (entry into a material definitive agreement) is reported through the seventh supplemental indenture to the base indenture governing the Exchange Notes. Item 2.03 (creation of a direct financial obligation) is reported through the issuance of the Exchange Notes and their terms.
- The filing describes the terms, ranking, payment schedule, redemption and repurchase provisions, and certain covenants, including compliance with the asset coverage ratio under the Investment Company Act of 1940, as set forth in the indenture.
This filing does not show why the insider traded or why the company acted.