FS KKR Capital (FSK) issues $900M 7.500% Notes due 2031 under shelf
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
FS KKR Capital Corp. entered into an underwriting agreement on June 1, 2026 for the issuance and sale of $900,000,000 aggregate principal amount of its 7.500% Notes due 2031. The notes are being offered under the company’s effective shelf registration statement on Form N-2.
The transaction is being led by a syndicate of underwriters represented by BofA Securities, BMO Capital Markets, J.P. Morgan Securities, KKR Capital Markets, RBC Capital Markets and SMBC Nikko Securities America. Detailed terms are set out in the underwriting agreement, which is filed as an exhibit to this report.
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Insights
FS KKR raises $900M via 7.500% notes due 2031 under its shelf.
FS KKR Capital Corp. is issuing $900,000,000 of 7.500% Notes due 2031 through an underwriting syndicate. The notes are offered under an effective shelf registration on Form N-2, using preliminary and final prospectus supplements dated June 1, 2026.
This transaction adds fixed-rate debt maturing in 2031, but the excerpt does not describe covenants, ranking, or use of proceeds. Actual balance-sheet impact will depend on how the company allocates the funds and how this issuance fits with existing leverage when more detail is available.
8-K Event Classification
2 items: 1.01, 9.01
2 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Notes offering size: $900,000,000 aggregate principal amount
Coupon rate: 7.500%
Maturity year: 2031
+2 more
5 metrics
Notes offering size
$900,000,000 aggregate principal amount
7.500% Notes due 2031
Coupon rate
7.500%
Interest rate on Notes due 2031
Maturity year
2031
Stated maturity of 7.500% notes
Shelf registration number
Registration No. 333-282226
Form N-2 shelf used for the offering
Underwriting agreement date
June 1, 2026
Date underwriting agreement was entered
Key Terms
Underwriting Agreement, aggregate principal amount, shelf registration statement, Form N-2, +1 more
5 terms
Underwriting Agreement financial
"entered into an underwriting agreement (the “Underwriting Agreement”) by and among the Company"
An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.
aggregate principal amount financial
"issuance and sale of $900,000,000 aggregate principal amount of the Company’s 7.500% Notes"
The aggregate principal amount is the total amount of money borrowed through a bond or loan that the borrower promises to repay. It’s like the original price tag on a loan or bond, showing how much money is involved in the deal. This number matters because it indicates the size of the debt and helps investors understand the scale of the borrowing.
shelf registration statement regulatory
"The Offering was made pursuant to the Company’s effective shelf registration statement on Form N-2"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
Form N-2 regulatory
"effective shelf registration statement on Form N-2 (Registration No. 333-282226)"
Form N-2 is a U.S. Securities and Exchange Commission filing that investment companies use to register and describe closed-end funds and certain management companies for public investors. It lays out the fund’s purpose, fees, risks, portfolio policies and management team—like a detailed product label for a financial product—so investors can compare offerings, understand costs and risks, and make informed decisions before buying shares.
prospectus supplement financial
"as supplemented by a preliminary prospectus supplement dated June 1, 2026 and a final prospectus supplement"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
FAQ
What debt securities is FS KKR Capital Corp. (FSK) issuing in this 8-K?
FS KKR Capital Corp. is issuing $900,000,000 aggregate principal amount of 7.500% Notes due 2031. These fixed-rate notes are offered under an effective shelf registration, with detailed terms set forth in an underwriting agreement filed as an exhibit.
What is the interest rate and maturity on FS KKR Capital Corp.’s new notes?
The new FS KKR Capital Corp. notes carry a 7.500% interest rate and mature in 2031. This creates long-dated, fixed-rate funding for the company, with specific payment terms governed by the prospectus supplements and the underwriting agreement.
How large is FS KKR Capital Corp.’s 7.500% Notes due 2031 offering?
The offering totals $900,000,000 in aggregate principal amount of 7.500% Notes due 2031. This sizeable issuance is conducted through a syndicate of underwriters and uses the company’s existing Form N-2 shelf registration framework.
Under what registration statement is FS KKR Capital Corp. selling the new notes?
The notes are being sold under FS KKR Capital Corp.’s effective shelf registration statement on Form N-2, Registration No. 333-282226. The transaction is further detailed in a preliminary prospectus supplement and a final prospectus supplement, both dated June 1, 2026.
Which banks are underwriting FS KKR Capital Corp.’s $900 million notes offering?
BofA Securities, BMO Capital Markets, J.P. Morgan Securities, KKR Capital Markets, RBC Capital Markets and SMBC Nikko Securities America act as representatives of the underwriters. They are parties to the June 1, 2026 underwriting agreement with FS KKR Capital Corp. and FS/KKR Advisor.