Filed Pursuant to Rule 424(b)(3)
File No. 333-237929
FLAT ROCK OPPORTUNITY FUND
SUPPLEMENT NO. 2, DATED JUNE 10, 2022
TO THE PROSPECTUS AND STATEMENT OF ADDITIONAL INFORMATION
DATED APRIL 29, 2022
This document supplements, and should be read in conjunction with, the Fund’s prospectus and statement of additional information, each dated April 29, 2022, relating to the Fund’s offering of unlimited common shares of beneficial interest.
Terms used and not otherwise defined in this Supplement No. 2 shall have the same meanings as set forth in the Fund’s prospectus and/or statement of additional information.
The purpose of this supplement is to announce an amendment to the Fund’s Credit Agreement and the appointment of a new Chief Compliance Officer.
AMENDMENT TO THE CREDIT AGREEMENT
On May 31, 2022, the Fund entered into Amendment No. 3 to the credit agreement by and among the Fund, Eagle Point Credit Management LLC, and certain lending parties (the “Lenders”) (the “Amendment”). Under the Amendment, the Lenders agreed to increase total aggregate commitments to provide certain term loans and revolving loans to $49 million and $6.125 million, respectively.
CHIEF COMPLIANCE OFFICER
On May 24, 2022, at a meeting of the Board of Trustees of the Fund (the “Board”), the Board appointed Mr. Chica to serve as Chief Compliance Officer of the Fund. Immediately prior to Mr. Chica’s appointment, Ryan Ripp resigned his position as Chief Compliance Officer of the Fund. Mr. Ripp’s resignation was not due to any disagreements with management of the Fund or the operations, policies or practices of the Fund. Mr. Ripp remains the Chief Financial Officer of the Fund.
All references to Mr. Ripp in his capacity as Chief Compliance Officer in the prospectus and statement of additional information should be disregarded. As of the date hereof, Mr. Chica does not own any shares of the Fund.
The table entitled “Executive Officers Who are Not Trustees” under the section “Management of the Fund” in the statement of additional information is replaced in its entirety, as follows:
Executive Officers Who are Not Trustees
Name and Year
of Birth | Position(s) Held
with the Fund;
Term of Office
and Length of
Time Served(1) | Principal Occupation(s)
During the Past 5 Years | Number of
Portfolios
in Fund
Complex
Overseen
by Trustee | Other
Directorships
Held in the
Past 5 Years |
Ryan Ripp (1987) | Chief Financial Officer, Treasurer and Secretary Since January 2021 | Chief Financial Officer of Flat Rock Global, LLC and Flat Rock Core Income Fund (2021 to present); Chief Compliance Officer of Flat Rock Global, LLC and Flat Rock Core Income Fund (2021 to 2022); Consultant, Boston Consulting Group (2020 to 2021); Associate, McKinsey & Company (2017 to 2020); Senior Associate, Equity Research, Citi Group (2014 to 2016) | N/A | N/A |
Shiloh Bates (1974) | Chief Investment Officer, Since May 2018 | Managing Director of Flat Rock Global, LLC (2018 to present); Managing Director, Benefit Street Partners (2016 to 2018); Managing Director, BDCA Adviser (2012 to 2016). | N/A | N/A |
Andy Chica (1984) P.O. Box 847 Morrisville, NC 27560 | Chief Compliance Officer Since May 2022 | Chief Compliance Officer of Flat Rock Core Income Fund and Flat Rock Global LLC (2022 to present); Principal, NexTier Solutions (2022 to present); Chief Compliance Officer and Compliance Director, Cipperman Compliance Services, LLC (2019 to 2022); Chief Compliance Officer, Hatteras Funds (2007 to 2019). | N/A | N/A |
| (1) | Officers are typically elected every year, unless an officer earlier retires, resigns or is removed from office. |
The address for each Trustee and executive officer is c/o Flat Rock Opportunity Fund, 680 S. Cache Street, Suite 100, P.O. Box 7403, Jackson, WY 83001, unless otherwise noted.
The section “Biographical Information – Executive Officers Who are not Trustees” in the statement of additional information, is replaced in its entirety with the following:
Ryan Ripp. Mr. Ripp has served as Chief Financial Officer of the Fund since January 2021. Mr. Ripp has also served as Chief Financial Officer of both Flat Rock Core Income Fund and Flat Rock Global, LLC since January 2021. From January 2021 to May 2022, Mr. Ripp served as Chief Compliance Officer of the Fund, Flat Rock Core Income Fund, and Flat Rock Global LLC. Before joining Flat Rock Global LLC, he was a consultant at McKinsey & Company and the Boston Consulting Group. He focused his work in the firms’ Corporate Finance & Strategy practices, where he advised clients on topics including operating model transformation for corporate finance organizations, zero-based budgeting, and M&A due diligence and integration. Previously, he worked as a Senior Associate within the equity research departments at Citi and Barclays, where he covered the TMT sector. He began his career as an investment banking analyst at Crédit Agricole in their Securitized Products group. Mr. Ripp earned his MBA, with honors, from Columbia Business School and his Bachelors in Finance from the University of Notre Dame. He is a CFA charterholder.
Shiloh Bates. Shiloh Bates has served as Chief Investment Officer of the Fund since 2018 and has served as portfolio manager of Flat Rock Core Income Fund since January 2021. Mr. Bates also serves as a Managing Director of Flat Rock Global since May 2018. From 2012 to 2018, Mr. Bates served as a managing director for Business Development Corporation of America and its successor manager, Benefit Street Partners, where he oversaw the firm’s investments in CLOs and publicly traded BDCs and was responsible for structuring the fund’s credit facilities. Prior to this, Mr. Bates was a senior credit analyst at Canaras Capital Management, focusing on leveraged loans and mezzanine CLO structured products. He also was a senior credit analyst at Four Corners Capital Management, managing a portfolio of leveraged loans and high yield bonds financed by CLOs, private accounts and closed-end funds.
Mr. Bates received a Master of Statistics from Columbia University, a Master of Financial Mathematics from the University of Chicago, a Master of Public Policy from Harvard University, John F. Kennedy School of Government and a Bachelor of Science from Virginia Tech. He served in the U.S. Army Reserves Special Operations Command as a specialist for six years.
Andy Chica. Mr. Chica has served as Chief Compliance Officer of the Fund since May 2022. He also has served as Chief Compliance Officer of Flat Rock Core Income Fund and Flat Rock Global, LLC since May 2022. Mr. Chica is a Principal of NexTier Solutions and is responsible for the growth and development of the outsourced Chief Compliance Officer solution service offering. Mr. Chica has over 20 years of experience in the financial services industry working in dedicated compliance roles for asset managers and registered funds. From 2019 until he joined NexTier Solutions in January 2022, Mr. Chica was the Director of Compliance at a compliance consulting firm where he was responsible for serving over 15 clients with over 9 separate CCO engagements. Prior to serving as an outsourced CCO, Mr. Chica served as in-house Chief Compliance Officer of Hatteras Investment Partners from 2007 to 2019 where he was also a partner and member of the firm’s Executive Management Committee. Prior to his role at Hatteras, Mr. Chica was the Compliance Director for UMB Fund Services, Inc., and Vice President of Compliance with U.S. Bank Global Fund Services. Mr. Chica is a graduate of the University of Notre Dame with a BBA in Accounting.
