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OFS Capital (OFS) posts Q4 2025 loss as NAV falls and credit marks rise

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

OFS Capital Corporation reported weaker fourth quarter 2025 results, with net investment income of $0.20 per share, down from $0.22 in the prior quarter, and a net loss of $0.81 per share driven by investment markdowns.

Net asset value per share fell to $9.19 at December 31, 2025, from $10.17 at September 30, 2025 and $12.85 a year earlier, reflecting net unrealized depreciation, including losses on current non-accrual loans and structured finance securities. Total investments at fair value were $342.0 million and total net assets were $123.2 million.

The investment portfolio remained largely senior and floating rate, with 89% of loans floating rate and 100% first or second lien, and a weighted-average performing income yield of 13.5%. Non-accrual loans had a fair value of $14.4 million, or 4.2% of total investments.

OFS Capital refinanced and extended its debt profile, adding an $80 million Natixis revolving credit facility, extending its Banc of California facility to 2028, and redeeming 4.75% notes due 2026, resulting in no debt maturities until February 2028. The board declared a first quarter 2026 distribution of $0.17 per share, payable March 31, 2026.

Positive

  • Improved funding profile: Extension of the Banc of California credit facility to February 2028, a new $80 million Natixis revolving credit facility maturing as late as February 2031, and redemption of 4.75% notes due 2026 leave no debt maturities until February 2028.

Negative

  • Material NAV and earnings decline: Q4 2025 net loss of $0.81 per share and net unrealized depreciation drove net asset value down to $9.19 from $10.17 in the prior quarter and $12.85 a year earlier, reflecting significant investment markdowns and higher non-accrual levels.

Insights

Results show pressure on NAV from credit marks despite stable income.

OFS Capital generated Q4 2025 net investment income of $0.20 per share, covering the declared first quarter 2026 distribution of $0.17 per share. However, sizable unrealized losses produced a Q4 net loss of $0.81 per share and reduced net asset value to $9.19.

Portfolio yield metrics remained strong, with a weighted-average performing income yield of 13.5% and most exposure in first- and second-lien, largely floating rate loans. At the same time, non-accrual loans reached a fair value of $14.4 million, or 4.2% of total investments at fair value, contributing to net unrealized depreciation.

On the liability side, management extended the Banc of California facility to February 2028, added an $80 million Natixis revolving facility maturing as late as February 2031, and redeemed 4.75% notes due 2026, so there are no debt maturities until February 2028. Future filings may clarify how credit performance and non-accrual resolutions affect NAV and income over the year ended December 31, 2026.

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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): February 26, 2026
 
OFS Capital Corporation
(Exact name of Registrant as Specified in its Charter)
 
Delaware814-0081346-1339639
(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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par value per shareOFSThe Nasdaq Global Select Market
4.95% Notes due 2028OFSSHThe Nasdaq Global Select Market
7.50% Notes due 2028OFSSOThe 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 2.02.Results of Operations and Financial Condition
 
On March 2, 2026, OFS Capital Corporation (the “Company”) issued a press release announcing its financial results for the quarter- and year-ended December 31, 2025. On February 26, 2026, the Company’s board of directors declared a 2026 first quarter distribution of $0.17 per common share, payable March 31, 2026 to stockholders of record as of March 20, 2026. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
 
The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made under the Securities Exchange Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01.Financial Statements and Exhibits
 
(a)Not applicable.
(b)Not applicable.
(c)Not applicable.
(d)Exhibits.
Exhibit
No.
 Description
  
99.1
 
Press Release issued by OFS Capital Corporation on March 2, 2026




SIGNATURE
 
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 2, 2026By:  /s/ Bilal Rashid
  Chief Executive Officer


Exhibit 99.1
ofscharacter1a.jpg
OFS CAPITAL CORPORATION ANNOUNCES FOURTH QUARTER 2025 FINANCIAL RESULTS
DECLARES FIRST QUARTER 2026 DISTRIBUTION OF $0.17 PER SHARE
Chicago, IL - March 2, 2026 - OFS Capital Corporation (Nasdaq: OFS) (“OFS Capital,” “we,” “us,” or “our”) today announced its financial results for the fiscal quarter ended December 31, 2025.
FOURTH QUARTER FINANCIAL HIGHLIGHTS
Net investment income decreased to $0.20 per common share for the quarter ended December 31, 2025 from $0.22 per common share for the quarter ended September 30, 2025.
Net loss on investments of $1.01 per common share for the quarter ended December 31, 2025, primarily comprised of net unrealized depreciation of $0.96 per common share. See additional information under “Results of Operations” below.
Net asset value per common share decreased to $9.19 at December 31, 2025 from $10.17 at September 30, 2025.
As of December 31, 2025, based on fair value, 89% of our loan portfolio consisted of floating rate loans and 100% of our loan portfolio consisted of first and second lien loans.
For the quarter ended December 31, 2025, our investment portfolio’s weighted-average performing income yield increased to 13.5% from 13.3% during the quarter ended September 30, 2025, primarily due to an increase in earned yields on our structured finance securities.
During the quarter ended December 31, 2025, we placed one loan on non-accrual status, while we removed loans to a portfolio company previously on non-accrual status following a restructuring. See additional information under “Portfolio and Investment Activities” below.
OTHER RECENT EVENTS
On January 9, 2026, we amended the Banc of California Credit Facility to extend the maturity date from February 28, 2026 to February 28, 2028.
On February 9, 2026, we redeemed the remaining $16.0 million in aggregate principal amount of our 4.75% notes due February 10, 2026.
On February 18, 2026, our indirect, wholly owned subsidiary, OFSCC-FS, LLC, entered into a revolving credit and security agreement with Natixis, New York Branch, which provides for borrowings in an aggregate principal amount up to $80,000,000. See additional information under “Liquidity and Capital Resources” below.
On February 18, 2026, in connection with the closing of the Natixis credit facility, OFSCC-FS repaid in full all outstanding obligations due, and terminated all commitments, under its credit facility with BNP Paribas. All liens securing the BNP credit facility were released upon such repayment.
On February 26, 2026, our Board of Directors declared a distribution of $0.17 per common share for the first quarter of 2026, payable on March 31, 2026 to stockholders of record as of March 20, 2026.
SELECTED FINANCIAL HIGHLIGHTSQuarter Ended
(Per common share) December 31, 2025September 30, 2025
Net Investment Income
Net investment income$0.20 $0.22 
Net Realized/Unrealized Gain (Loss)
Net realized loss on investments, net of taxes$(0.05)$(0.35)
Net unrealized depreciation on investments, net of taxes(0.96)(0.23)
Loss on extinguishment of debt(1)
— (0.04)
Net loss$(1.01)$(0.62)
Net Earnings (Loss)
Net Earnings (loss)$(0.81)$(0.40)
Net Asset Value
Net asset value$9.19 $10.17 
Distributions paid0.17 0.34 
(1) For the quarter ended December 31, 2025, loss on extinguishment of debt rounds to less than $(0.01) per common share.



As of
(in millions)December 31, 2025September 30, 2025
Balance Sheet Highlights
Total investments, at fair value$342.0 $370.2 
Total outstanding debt - principal220.5 239.2 
Total net assets123.2 136.3 
PORTFOLIO AND INVESTMENT ACTIVITIES
($ in millions)
Quarter Ended
Portfolio Yields(2)
December 31, 2025September 30, 2025
Average performing interest-bearing investments, at cost
$260.4 $279.0 
Weighted-average performing income yield - interest-bearing investments(3)
13.5 %13.3 %
Weighted-average realized yield - interest-bearing investments(4)
11.6 %11.5 %
(2)The weighted-average yield of our investments is not the same as a return on investment for our stockholders, but rather relates to our investment portfolio and is calculated before the payment of all of our fees and expenses.
(3)Performing income yield is calculated as (a) the actual amount earned on performing interest-bearing investments, including interest, prepayment fees and amortization of net loan fees, divided by (b) the weighted-average of total performing interest-bearing investments at amortized cost.
(4)    Realized yield is calculated as (a) the actual amount earned on interest-bearing investments, including interest, prepayment fees and amortization of net loan fees, divided by (b) the weighted-average of total interest-bearing investments at amortized cost, in each case, including debt investments on non-accrual status and non-performing structured finance securities.
Quarter Ended
Portfolio Purchase ActivityDecember 31, 2025September 30, 2025
Debt and equity investments$8.0 $9.6 
Structured finance securities1.5 8.5 
Total investment purchases and originations$9.5 $18.1 
As of December 31, 2025, based on fair value, our investment portfolio was comprised of the following:
Total investments of $342.0 million, which was equal to approximately 104% of amortized cost;
Debt investments of $179.8 million, of which 95% and 5% were first lien loans and second lien loans, respectively;
Equity investments of $100.6 million; and
Structured finance securities of $61.6 million.
During the quarter ended December 31, 2025, a loan to a portfolio company with an amortized cost and fair value of $6.8 million and $4.1 million, respectively, was placed on non-accrual status. Additionally, we restructured a loan to a portfolio company with an amortized cost and fair value of $13.5 million and $5.3 million, respectively, which had been on non-accrual status, in exchange for a combination of a new loan and equity in the portfolio company. Our existing zero-basis equity investment in the portfolio company was also extinguished upon the exchange. Following the restructuring, the loan we received with an amortized cost and fair value of $3.8 million and $3.8 million, respectively, was placed on accrual status. As of December 31, 2025, our loan portfolio had non-accrual loans with an aggregate fair value of $14.4 million, or 4.2% of our total investments at fair value.
OUTSTANDING DEBT
During the quarters ended December 31, 2025 and September 30, 2025, the average dollar borrowings and weighted-average effective interest rate for our debt were as follows ($ in millions):
Quarter endedAverage Dollar BorrowingsWeighted-Average Effective Interest Rate
December 31, 2025$239.5 7.07 %
September 30, 2025270.2 6.67 
Following the extension of our Banc of California Credit Facility executed in January 2026, and the refinancing of our BNP credit facility executed in February 2026, we do not have any debt maturities until February 2028.



RESULTS OF OPERATIONS
(in thousands)Quarter Ended
December 31, 2025September 30, 2025
Total investment income$9,369 $10,551 
Expenses:
Interest expense4,267 4,542 
Base management and incentive fees1,331 2,017 
Professional, administration and other expenses1,075 1,052 
Total expenses6,673 7,611 
Net investment income2,696 2,940 
Net loss on investments(13,532)(7,775)
Loss on extinguishment of debt(12)(492)
Net decrease in net assets resulting from operations$(10,848)$(5,327)
Investment Income
During the quarter ended December 31, 2025, total investment income decreased by $1.2 million compared to the quarter ended September 30, 2025, primarily due to a decrease in non-recurring income (cash dividends, other interest income and syndication fees), the impact of interest rate cuts, and a smaller performing interest-bearing portfolio.
Expenses
During the quarter ended December 31, 2025, total expenses decreased by $0.9 million compared to the quarter ended September 30, 2025, primarily due to decreases in the incentive fees of $0.6 million and interest expense of $0.3 million.
Net Gain (Loss) on Investments
During the quarter ended December 31, 2025, our portfolio experienced net losses of $13.5 million, primarily due to net unrealized depreciation of $8.3 million on our current non-accrual debt investments and $3.4 million on our Structured Finance Securities.
LIQUIDITY AND CAPITAL RESOURCES
As of December 31, 2025, we had $3.4 million of cash and cash equivalents.
As of December 31, 2025, we had an unused commitment of $20.5 million under our senior secured revolving credit facility with Banc of California, subject to the terms of the borrowing base and other covenants. On January 9, 2026, we amended the Banc of California Credit Facility to extend the maturity date from February 28, 2026 to February 28, 2028.
On February 18, 2026, our indirect, wholly owned subsidiary, OFSCC-FS, LLC, entered into a revolving credit and security agreement with Natixis, New York Branch, which provides for borrowings in an aggregate principal amount up to $80,000,000. Borrowings under the Natixis credit facility will bear interest at a rate based on Term SOFR for the applicable one- or three-month interest period, plus an applicable spread. Interest is payable quarterly in arrears. Any amounts borrowed under the Natixis credit facility will mature, and all accrued and unpaid interest thereunder will be due and payable, on the earlier of: (i) February 18, 2031; or (ii) upon the occurrence of certain other events that result in accelerated maturity under the Natixis credit facility.
On February 18, 2026, in connection with the closing of the Natixis credit facility, OFSCC-FS repaid in full all outstanding obligations due, and terminated all commitments, under its credit facility with BNP Paribas. All liens securing the BNP credit facility were released upon such repayment.
As of December 31, 2025, we had outstanding commitments to fund various undrawn revolvers and other credit facilities of portfolio companies totaling $13.2 million.
CONFERENCE CALL
OFS Capital will host a conference call to discuss these results on Tuesday, March 3, 2026, at 10:00 AM Eastern Time. Interested parties may participate in the call via the following:
INTERNET: Go to www.ofscapital.com at least 15 minutes prior to the start time of the call to register, download, and install any necessary audio software. A replay will be available for 90 days on OFS Capital’s website at www.ofscapital.com.
TELEPHONE: Dial 1-833-816-1364 (Domestic) or 1-412-317-5699 (International) approximately 15 minutes prior to the call. A telephone replay of the conference call will be available through March 13, 2026 and may be accessed by calling 1-855-669-9658 (Domestic) or 1-412-317-0088 (International) and utilizing conference ID #3533760.
For more detailed discussion of the financial and other information included in this press release, please refer to OFS Capital’s Form 10-K for the year ended December 31, 2025.



OFS Capital Corporation and Subsidiaries
Consolidated Statements of Assets and Liabilities
(Dollar amounts in thousands, except per share data)
December 31,
20252024
Assets
Total investments, at fair value (amortized cost of $328,400 and $363,547, respectively)$342,015 $409,665 
Cash and cash equivalents3,359 6,068 
Receivable for investments sold— 9,247 
Interest and dividend receivable719 1,774 
Prepaid expenses and other assets613 1,369 
Total assets$346,706 428,123 
Liabilities
Revolving lines of credit55,450 68,350 
Unsecured Notes (net of discounts and deferred debt issuance costs of $2,812 and $1,688, respectively)162,188 178,312 
Interest payable2,269 3,195 
Payable to investment adviser and affiliates2,264 3,145 
Payable for investments purchased— 1,802 
Other liabilities1,347 1,094 
Total liabilities223,518 255,898 
Net Assets
Preferred stock, par value of $0.01 per share, 2,000,000 shares authorized, 0 shares issued and outstanding as of December 31, 2025 and December 31, 2024, respectively— — 
Common stock, par value of $0.01 per share, 100,000,000 shares authorized, 13,398,078 shares issued and outstanding as of December 31, 2025 and December 31, 2024, respectively134 134 
Paid-in capital in excess of par174,195 184,912 
Total distributable earnings (accumulated losses)(51,141)(12,821)
Total net assets123,188 172,225 
Total liabilities and net assets$346,706 $428,123 
Number of common shares outstanding13,398,078 13,398,078 
Net asset value per share$9.19 $12.85 





OFS Capital Corporation and Subsidiaries
Consolidated Statements of Operations
(Dollar amounts in thousands, except per share data)
(unaudited)
Three Months EndedYear Ended December 31,
December 31, 2025September 30, 202520252024
Investment income
Interest income$8,863 $9,544 $38,395 $43,334 
Dividend income443 845 1,892 4,125 
Fee income63 162 404 505 
Total investment income9,369 10,551 40,691 47,964 
Expenses
Interest expense4,267 4,542 16,510 16,648 
Base management fees1,331 1,410 5,769 5,993 
Income Incentive Fee— 607 1,758 4,178 
Professional fees396 388 1,623 1,630 
Administration fees394 387 1,557 1,521 
Other expenses285 277 1,090 1,282 
Total expenses6,673 7,611 28,307 31,252 
Net investment income2,696 2,940 12,384 16,712 
Net realized and unrealized gain (loss) on investments
Net realized loss, net of taxes(734)(4,646)(12,158)(17,121)
Net unrealized appreciation (depreciation), net of deferred taxes(12,798)(3,129)(32,815)28,851 
Net gain (loss) on investments(13,532)(7,775)(44,973)11,730 
Loss on extinguishment of debt(12)(492)(504)— 
Net increase (decrease) in net assets resulting from operations$(10,848)$(5,327)$(33,093)$28,442 

Net investment income per common share - basic and diluted$0.20 $0.22 $0.92 $1.25 
Net increase (decrease) in net assets resulting from operations per common share - basic and diluted$(0.81)$(0.40)$(2.47)$2.12 
Distributions declared per common share$0.17 $0.34 $1.19 $1.36 
Basic and diluted weighted-average common shares outstanding13,398,07813,398,07813,398,07813,398,078




















ABOUT OFS CAPITAL
OFS Capital Corporation is an externally managed, closed-end, non-diversified management investment company that has elected to be regulated as a business development company. OFS Capital’s investment objective is to provide stockholders with both current income and capital appreciation primarily through debt investments and, to a lesser extent, equity investments. OFS Capital invests primarily in privately held middle-market companies in the United States, including lower-middle-market companies, targeting investments of $3 million to $20 million in companies with annual EBITDA between $5 million and $50 million. OFS Capital offers flexible solutions through a variety of asset classes including senior secured loans, which includes first-lien, second-lien and unitranche loans, as well as subordinated loans and, to a lesser extent, warrants and other equity securities. OFS Capital’s investment activities are managed by OFS Capital Management, LLC, an investment adviser registered under the Investment Advisers Act of 1940(5), as amended, and headquartered in Chicago, Illinois, with additional offices in New York and Los Angeles. 
FORWARD-LOOKING STATEMENTS
Statements in this press release regarding management’s future expectations, beliefs, intentions, goals, strategies, plans or prospects, including statements relating to: OFS Capital’s results of operations, including net investment income, net asset value and net investment gains and losses and the factors that may affect such results; and other factors may constitute forward-looking statements for purposes of the safe harbor protection under applicable securities laws. Forward-looking statements can be identified by terminology such as “anticipate,” “believe,” “could,” “could increase the likelihood,” “estimate,” “expect,” “intend,” “is planned,” “may,” “should,” “will,” “will enable,” “would be expected,” “look forward,” “may provide,” “would” or similar terms, variations of such terms or the negative of those terms. Such forward-looking statements involve known and unknown risks, uncertainties and other factors including those risks, uncertainties and factors referred to in OFS Capital’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the Securities and Exchange Commission under the section “Risk Factors,” as well as other documents that may be filed by OFS Capital from time to time with the Securities and Exchange Commission. As a result of such risks, uncertainties and factors, actual results may differ materially from any future results, performance or achievements discussed in or implied by the forward-looking statements contained herein. OFS Capital is providing the information in this press release as of this date and assumes no obligations to update the information included in this press release or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
 
INVESTOR RELATIONS CONTACT:
Steve Altebrando
847-734-2084
investorrelations@ofscapital.com

(5) Registration does not imply a certain level of skill or training

OFS® and OFS Capital® are registered trademarks of Orchard First Source Asset Management, LLC.
OFS Capital Management™ is a trademark of Orchard First Source Asset Management, LLC.

FAQ

How did OFS Capital (OFS) perform in the fourth quarter of 2025?

OFS Capital posted weaker Q4 2025 results with a net loss. Net investment income was $0.20 per share, but unrealized and realized losses produced a net loss of $0.81 per share and reduced net asset value to $9.19 at December 31, 2025.

What happened to OFS Capital (OFS) net asset value in 2025?

Net asset value declined sharply during 2025. NAV per share fell to $9.19 at December 31, 2025, compared with $10.17 at September 30, 2025 and $12.85 at December 31, 2024, largely due to net unrealized depreciation and realized losses on investments.

What distribution did OFS Capital (OFS) declare for the first quarter of 2026?

The board declared a $0.17 per share distribution. OFS Capital’s board approved a first quarter 2026 common share distribution of $0.17, payable March 31, 2026 to stockholders of record as of March 20, 2026, funded against net investment income of $0.20 per share in Q4 2025.

How strong are OFS Capital (OFS) portfolio yields and loan mix?

Portfolio yields remained high with a senior, floating-rate focus. For Q4 2025, the weighted-average performing income yield on interest-bearing investments was 13.5%, with 89% of loans floating rate and 100% first or second lien based on fair value at December 31, 2025.

What is the status of OFS Capital (OFS) non-accrual loans?

Non-accrual loans represent a modest portion of total investments. As of December 31, 2025, non-accrual loans had an aggregate fair value of $14.4 million, equal to 4.2% of total investments at fair value, following both a new non-accrual and a restructuring.

How has OFS Capital (OFS) managed its debt and liquidity recently?

OFS Capital extended and diversified its funding sources. It amended the Banc of California facility to February 28, 2028, closed an $80 million Natixis revolving credit facility maturing no later than February 18, 2031, and fully repaid its BNP Paribas facility and 4.75% notes due 2026.

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