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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
December 18, 2025 (December 18, 2025)
abrdn Income Credit Strategies Fund
(Exact name of registrant as specified in its
charter)
| Delaware |
|
811-22485 |
|
80-0660749 |
|
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
| |
|
|
1900 Market Street, Suite 200
Philadelphia, PA |
|
19103 |
| (Address of principal executive offices) |
|
(Zip Code) |
Registrants telephone number, including area
code (800)-522-5465
(Former name or former address, if changed since
last report.)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which
registered |
| Common Shares of Beneficial Interest |
ACP |
New York Stock Exchange |
| 5.250%
Series A Perpetual Preferred Shares (Liquidation Preference $25.00) |
ACP PRA |
New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
¨ Emerging
growth company
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with new or revised financial accounting standards provided pursuant
to Section 13(a) of the Exchange Act. ¨
| Item 1.01. |
Entry
into a Material Definitive Agreement. |
Series A
Mandatorily Redeemable Preferred Shares
On
December 18, 2025, abrdn Income Credit Strategies Fund (NYSE: ACP) (the “Fund”) entered into a securities purchase agreement
(the “Purchase Agreement”), by and among the Fund and each purchaser named therein (the “Purchasers”), in connection
with the issuance and sale of 4,000,000 shares of the Fund’s Series A Mandatorily Redeemable Preferred Shares due December 18,
2030, liquidation preference of $25.00 (the “MRP Shares”), in a transaction exempt from registration pursuant to Rule 506(c) under
the Securities Act of 1933, as amended (the “Preferred Placement”). The Fund received gross proceeds from the sale of the
MRP Shares of $100 million.
| Item 3.02. |
Unregistered
Sale of Equity Securities |
The
disclosure required by this Item and included in Item 1.01 of this Current Report is incorporated herein by reference.
| Item 5.03 |
Amendments
to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On
December 18, 2025, the Fund adopted the Statement of Preferences of Mandatorily Redeemable Preferred Shares (the “Statement
of Preferences”) establishing and fixing the rights and preferences of the MRP Shares. The Statement of Preferences authorized
4,000,000 MRP Shares, liquidation preference $25.00 per share. A copy of the Statement of Preferences is filed herewith as Exhibit 3.1
and incorporated herein by reference.
| Item 9.01 |
Financial
Statements and Exhibits. |
(d) Exhibits
| 3.1 |
|
Statement
of Preferences of Mandatorily Redeemable Preferred Shares |
| |
|
| 10.1 |
|
Securities
Purchase Agreement, dated as of December 18, 2025, between the Fund and the Purchasers |
| |
|
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| |
abrdn Income Credit Strategies Fund |
| |
|
|
| Date: December 18, 2025 |
By: |
/s/ Robert Hepp |
| |
Name: |
Robert Hepp |
| |
Title: |
Vice President |