Exhibit 99.1
FS/KKR Announces Shareholder Approval of Mergers ofNon-Traded BDCs
Combined company to be renamed FS KKR Capital Corp. II
PHILADELPHIA and NEW YORK – November 22, 2019 – FS/KKR Advisor, LLC (FS/KKR), a partnership between FS Investments and KKR Credit Advisors (US) LLC, today announced that the shareholders of each of four business development companies under its advisement – FS Investment Corporation II (FSIC II), FS Investment Corporation III (FSIC III), FS Investment Corporation IV (FSIC IV) and Corporate Capital Trust II (CCT II) (together, the BDCs) – have voted to approve all necessary proposals related to the mergers of FSIC III, FSIC IV and CCT II with and into FSIC II. The mergers will create the second largest business development company, with approximately $9 billion in assets on a pro forma basis as of September 30, 2019.
Subject to the satisfaction of certain other closing conditions, FS/KKR currently expects the mergers to close on or around December 18, 2019.
“We appreciate the support we have received from our shareholders, as this is an important step in maximizing value for them,” said Michael Forman, Chairman and CEO of FS Investments. “We continue to believe this combination will enhance portfolio diversification, reduce operating expenses and add further flexibility to the capital structure, all of which we expect will drive value.”
Upon closing of the mergers, shareholders of FSIC III, FSIC IV and CCT II will receive a number of FSIC II shares with a net asset value (NAV) equal to the NAV of the shares they hold in each respective BDC being merged with FSIC II, with NAV determined shortly before closing. At that time, FSIC II will be renamed FS KKR Capital Corp. II (FSK II). The common equity of FSK II is currently expected to be listed on the New York Stock Exchange in the first half of 2020, subject to final board approval and market conditions.
Shareholders of FSIC II, FSIC III, FSIC IV and CCT II will be paid their regular distribution, as well as any remaining undistributed net investment income and capital gains in the case of FSIC III, FSIC IV and CCT II, on or around December 18, 2019. This will be an all cash distribution that is not eligible for reinvestment as FSIC II, FSIC III, FSIC IV and CCT II’s distribution reinvestment plans have been suspended for December in preparation for the closing of the mergers. Post-merger, FSK II intends to pay distributions on a quarterly basis, with the first distribution payment expected to be declared in March 2020 and paid in early April 2020.
Following the closing of the mergers and prior to public listing of its common equity, FSK II intends to issue 5.50% perpetual preferred equity, representing approximately 20% of FSK II’s NAV, pro rata to all holders of FSK II common equity, subject to final board approval.
About FS/KKR Advisor, LLC
FS/KKR is a partnership between FS Investments and KKR Credit that serves as the investment adviser to business development companies with approximately $17 billion in assets under management as of September 30, 2019. The business development companies managed by FS/KKR include FS KKR Capital Corp., FSIC II, FSIC III, FSIC IV and CCT II.