OFS Capital (NASDAQ: OFS) eases loan covenants and cuts revolver size

Rhea-AI Filing Summary

OFS Capital Corporation amended its senior secured revolving credit facility with Banc of California. The facility continues to fund general corporate purposes, including investment funding, but with eased financial covenants and a smaller maximum size.

The amendment lowers the minimum tangible net asset value covenant from $100.0 million to $75.0 million. It also temporarily reduces the minimum quarterly net investment income after management and incentive fees covenant from $2.0 million to $1.0 million for the quarters ending March 31, 2026, June 30, 2026 and September 30, 2026, after which it reverts to $2.0 million. The company’s maximum commitment under the revolver decreases from $25.0 million to $15.0 million, and the company incurred customary fees and expenses to close the amendment.

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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): March 27, 2026

OFS Capital Corporation

(Exact name of Registrant as specified in its charter)

Delaware			814-00813			46-1339639
(State or other jurisdiction of incorporation)			(Commission File Number)			(I.R.S. Employer Identification No.)

 

222 W. Adams Street, Suite 1850 Chicago, Illinois			60606
(Address of principal executive offices)			(Zip Code)

Registrant’s telephone number, including area code: (847) 734-2000

Not applicable

(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 Stock, $0.01 par value per share

OFS

The Nasdaq Global Select Market

4.95% Notes due 2028

OFSSH

The Nasdaq Global Select Market

7.50% Notes due 2028

OFSSO

The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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 any 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.

Amendment to Senior Secured Revolving Credit Facility

On March 27, 2026, OFS Capital Corporation, a Delaware corporation (the “Company”), executed an amendment (the “Secured Revolver Amendment”) to its Business Loan Agreement with Banc of California (formerly known as Pacific Western Bank), as lender (“Banc of California”), pursuant to which Banc of California provides the Company with a senior secured revolving credit facility for general corporate purposes including investment funding.

The Secured Revolver Amendment, among other things: (i) reduces the minimum tangible net asset value covenant from $100.0 million to $75.0 million; (ii) reduces the covenant requiring minimum quarterly net investment income after management/incentive fees from $2.0 million to $1.0 million for each of the quarters ending March 31, 2026, June 30, 2026 and September 30, 2026, after which the minimum quarterly net investment income after management/incentive fees covenant shall return to $2.0 million; and (iii) decreases the Company’s maximum commitment amount from $25.0 million to $15.0 million. The Company incurred certain customary fees, costs and expenses in connection with the closing of the Secured Revolver Amendment.

The foregoing description of the Secured Revolver Amendment is not complete and is qualified in its entirety by the full text of such amendment, which is filed as an exhibit to this Current Report on Form 8-K as Exhibit 10.1 and is incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d)     Exhibit.

Exhibit No.						Description
10.1						Amendment Nine to the Business Loan Agreement between OFS Capital Corporation and Banc of California (formerly known as Pacific Western Bank) dated March 27, 2026

*****

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			OFS CAPITAL CORPORATION
Date: March 27, 2026			By:			/s/ Bilal Rashid
						Chief Executive Officer

FAQ

What did OFS (OFS Capital Corporation) change in its credit facility?

OFS Capital Corporation amended its senior secured revolving credit facility with Banc of California, keeping it for general corporate and investment funding but easing certain financial covenants and reducing the overall commitment, which alters both its borrowing capacity and required financial performance levels.

How did OFS Capital’s minimum tangible net asset value covenant change?

The minimum tangible net asset value covenant decreased from $100.0 million to $75.0 million. This lower threshold gives OFS Capital Corporation more flexibility to operate with a smaller net asset base while remaining in compliance with its senior secured revolving credit facility requirements.

What temporary income covenant relief did OFS Capital receive in this amendment?

For the quarters ending March 31, 2026, June 30, 2026 and September 30, 2026, OFS Capital’s minimum quarterly net investment income after management and incentive fees is reduced from $2.0 million to $1.0 million, after which the covenant level returns to $2.0 million going forward.

How was the maximum commitment under OFS Capital’s revolver adjusted?

The amendment decreases OFS Capital Corporation’s maximum commitment amount under the senior secured revolving credit facility from $25.0 million to $15.0 million, meaning the total borrowing capacity available under this specific line of credit is now lower than before the amendment.

Who is the lender under OFS Capital’s amended revolving credit facility?

Banc of California, formerly known as Pacific Western Bank, is the lender providing the senior secured revolving credit facility to OFS Capital Corporation. The amendment continues this relationship while modifying key covenant levels and the maximum commitment amount available to the company.

Did OFS Capital incur costs related to the credit facility amendment?

Yes. OFS Capital Corporation incurred certain customary fees, costs and expenses in connection with closing the amendment to its senior secured revolving credit facility, which is typical when modifying terms on an existing business loan agreement with a commercial lender.

Filing Exhibits & Attachments

5 documents

Agreements & Contracts

• EX-10.1 EX-10.1 22.7 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 2.9 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE DOCUMENT 15.5 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 27.9 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 16.3 KB