OFS on Nasdaq
OFS Capital Corp
OFS Capital Corp is a company based in Chicago listed on Nasdaq (OFS).1
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Last updated Oct 21, 2026.
Overview
- TickerOFS on Nasdaq1
- HeadquartersChicago, Illinois1
- Business address222 West Adams Street, Suite 1850, Chicago, Il 606062
- Filer categoryNon-accelerated filer2
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Our investment strategy focuses primarily on investments in middle-market companies in the United States, including investments in senior secured loans, which are comprised of first lien, second lien and unitranche loans, as well as investments in subordinated loans and, to a lesser extent, common stock, preferred stock and other equity securities. Our investments may be directly originated or may be purchased on a secondary basis in the U.S. leveraged loan market for Broadly Syndicated Loans (as defined below). As a BDC, we must not acquire any assets other than “qualifying assets” as specified in the 1940 Act unless, at the time the acquisition is made, at least 70% of our assets, as defined by the 1940 Act, are qualifying assets (with certain limited exceptions). Qualifying assets include investments in “eligible portfolio companies.” Under the relevant SEC rules, the term “eligible p…3 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Financial statements
Every line of the income statement as filed: the last 5 fiscal years, latest first.7
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 | 2022-12-31 | 2021-12-31 |
|---|---|---|---|---|---|
| Interest income: | $37.0M | $41.7M | $53.2M | ||
| Payment-in-kind interest and dividend income: | $2.7M | $2.7M | $2.6M | ||
| Dividend income: | $546.0K | $3.0M | $659.0K | ||
| Total investment income | $40.7M | $48.0M | $56.9M | ||
| Interest expense | $16.5M | $16.6M | $19.5M | ||
| Base management fees | $5.8M | $6.0M | $7.2M | ||
| Income Incentive Fee | $1.8M | $4.2M | $5.0M | ||
| Professional fees | $1.6M | $1.6M | $1.7M | ||
| Administration fees | $1.6M | $1.5M | $1.7M | ||
| Other expenses | $1.1M | $1.3M | $1.7M | ||
| Total expenses | $28.3M | $31.3M | $36.8M | ||
| Net investment income | $12.4M | $16.7M | $20.2M | $18.4M | $13.4M |
| Net realized (loss) gain | -$12.2M | -$17.1M | -$11.4M | ||
| Income tax (expense) benefit on net realized gains on investments | $1.0K | -$9.0K | -$51.0K | ||
| Deferred tax expense on net unrealized appreciation | -$311.0K | -$510.0K | -$69.0K | ||
| Net gain (loss) on investments | -$45.0M | $11.7M | -$20.4M | ||
| Loss on extinguishment of debt | -$504.0K | $0 | -$213.0K | ||
| Net increase (decrease) in net assets resulting from operations | -$33.1M | $28.4M | -$465.0K | ||
| Net investment income per common share - basic (in usd per share) | $0.92 | $1.25 | $1.50 | $1.37 | $1.00 |
| Net investment income per common share - diluted (in usd per share) | $0.92 | $1.25 | $1.50 | ||
| Net increase (decrease) in net assets resulting from operations per common share - basic (in usd per share) | -$2.47 | $2.12 | -$0.04 | ||
| Net increase (decrease) in net assets resulting from operations per common share - diluted (in usd per share) | -$2.47 | $2.12 | -$0.04 | ||
| Distributions declared per common share (in usd per share) | $1.19 | $1.36 | $1.34 | ||
| Basic weighted-average common shares outstanding (in shares) | 13.4M shares | 13.4M shares | 13.4M shares | 13.4M shares | 13.4M shares |
| Diluted weighted-average common shares outstanding (in shares) | 13.4M shares | 13.4M shares | 13.4M shares | 13.4M shares | 13.4M shares |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 5 fiscal years (annual) or 6 quarters (quarterly), latest first.7
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 | 2022-12-31 | 2021-12-31 |
|---|---|---|---|---|---|
| Investments, at fair value | $342.0M | $409.7M | |||
| Cash and cash equivalents | $3.4M | $6.1M | |||
| Receivable for investments sold | $0 | $9.2M | |||
| Interest and dividend receivable | $719.0K | $1.8M | |||
| Prepaid expenses and other assets | $613.0K | $1.4M | |||
| Total assets | $346.7M | $428.1M | |||
| Revolving lines of credit | $55.5M | $68.3M | |||
| Unsecured Notes (net of discounts and deferred debt issuance costs of $2,812 and $1,688, respectively) | $162.2M | $178.3M | |||
| Interest payable | $2.3M | $3.2M | |||
| Payable for investments purchased | $0 | $1.8M | |||
| Total liabilities | $223.5M | $255.9M | |||
| 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 | $0 | $0 | |||
| 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, respectively | $134.0K | $134.0K | |||
| Paid-in capital in excess of par | $174.2M | $184.9M | |||
| Total distributable earnings (accumulated losses) | -$51.1M | -$12.8M | |||
| Total net assets | $123.2M | $172.2M | $162.0M | $180.4M | $203.7M |
| Total liabilities and net assets | $346.7M | $428.1M | |||
| Net asset value per share (in usd per share) | $9.19 | $12.85 | $12.09 | $13.47 | $15.18 |
| Investments, amortized cost | $328.4M | $363.5M | |||
| Preferred stock, par value (in usd per share) | $0.01 | $0.01 | |||
| Preferred stock, authorized (in shares) | 2.0M shares | 2.0M shares | |||
| Preferred stock, issued (in shares) | 0 shares | 0 shares | |||
| Preferred stock, outstanding (in shares) | 0 shares | 0 shares | |||
| Common stock, par value (in usd per share) | $0.01 | $0.01 | |||
| Common stock, authorized (in shares) | 100.0M shares | 100.0M shares | |||
| Common stock, issued (in shares) | 13.4M shares | 13.4M shares | |||
| Common stock, outstanding (in shares) | 13.4M shares | 13.4M shares | 13.4M shares | 13.4M shares | 13.4M shares |
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 | 2022-12-31 | 2021-12-31 | 2020-12-31 |
|---|---|---|---|---|---|---|
| Investments, at fair value | $342.0M | $409.7M | ||||
| Cash and cash equivalents | $3.4M | $6.1M | ||||
| Receivable for investments sold | $0 | $9.2M | ||||
| Interest and dividend receivable | $719.0K | $1.8M | ||||
| Prepaid expenses and other assets | $613.0K | $1.4M | ||||
| Total assets | $346.7M | $428.1M | ||||
| Revolving lines of credit | $55.5M | $68.3M | ||||
| Unsecured Notes (net of discounts and deferred debt issuance costs of $2,812 and $1,688, respectively) | $162.2M | $178.3M | ||||
| Interest payable | $2.3M | $3.2M | ||||
| Payable for investments purchased | $0 | $1.8M | ||||
| Total liabilities | $223.5M | $255.9M | ||||
| 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 | $0 | $0 | ||||
| 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, respectively | $134.0K | $134.0K | ||||
| Paid-in capital in excess of par | $174.2M | $184.9M | ||||
| Total distributable earnings (accumulated losses) | -$51.1M | -$12.8M | ||||
| Total net assets | $123.2M | $172.2M | $162.0M | $180.4M | $203.7M | |
| Total liabilities and net assets | $346.7M | $428.1M | ||||
| Net asset value per share (in usd per share) | $9.19 | $12.85 | $12.09 | $13.47 | $15.18 | $11.85 |
| Investments, amortized cost | $328.4M | $363.5M | ||||
| Preferred stock, par value (in usd per share) | $0.01 | $0.01 | ||||
| Preferred stock, authorized (in shares) | 2.0M shares | 2.0M shares | ||||
| Preferred stock, issued (in shares) | 0 shares | 0 shares | ||||
| Preferred stock, outstanding (in shares) | 0 shares | 0 shares | ||||
| Common stock, par value (in usd per share) | $0.01 | $0.01 | ||||
| Common stock, authorized (in shares) | 100.0M shares | 100.0M shares | ||||
| Common stock, issued (in shares) | 13.4M shares | 13.4M shares | ||||
| Common stock, outstanding (in shares) | 13.4M shares | 13.4M shares | 13.4M shares | 13.4M shares | 13.4M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 3 fiscal years, latest first.7
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Net increase (decrease) in net assets resulting from operations | -$33.1M | $28.4M | -$465.0K |
| Net realized loss on investments, net of taxes | $12.2M | $17.1M | $11.4M |
| Net unrealized (appreciation) depreciation on investments, net of deferred taxes | $32.8M | -$28.9M | $9.0M |
| Loss on extinguishment of debt | $504.0K | $0 | $213.0K |
| Amortization of deferred debt issuance costs | $1.6M | $1.5M | $1.5M |
| Write-off of deferred offering costs | $0 | $99.0K | $0 |
| Amortization of intangible asset | $0 | $69.0K | $408.0K |
| Amortization of Net Loan Fees | -$983.0K | -$1.6M | -$1.8M |
| Amendment fees received | $58.0K | $281.0K | $250.0K |
| Payment-in-kind interest and dividend income | -$2.7M | -$2.7M | -$2.6M |
| Accretion of interest income on Structured Finance Securities | -$11.6M | -$8.7M | -$10.9M |
| Purchase and origination of portfolio investments | -$50.5M | -$93.4M | -$41.7M |
| Proceeds from principal payments on portfolio investments | $26.9M | $67.1M | $83.0M |
| Proceeds from sale or redemption of portfolio investments | $46.8M | $46.1M | $18.9M |
| Distributions received from portfolio investments | $14.9M | $15.6M | $14.5M |
| Interest and dividend receivable | $1.1M | $443.0K | -$15.0K |
| Receivable for investments sold | $9.2M | -$9.2M | $0 |
| Interest payable | -$926.0K | -$517.0K | -$235.0K |
| Payable to investment adviser and affiliates | -$881.0K | -$411.0K | -$353.0K |
| Payable for investments purchased | -$1.8M | $1.8M | $0 |
| Other assets and liabilities | $100.0K | -$92.0K | $432.0K |
| Net cash provided by operating activities | $43.6M | $33.0M | $81.6M |
| Distributions paid to common stockholders | -$15.9M | -$18.2M | -$18.0M |
| Borrowings under revolving lines of credit | $27.4M | $17.5M | $26.6M |
| Repayments under revolving lines of credit | -$40.4M | -$39.6M | -$40.8M |
| Proceeds from Unsecured Notes issuances, net of commissions and discounts | $91.9M | $0 | $0 |
| Redemption of Unsecured Notes | -$109.0M | $0 | $0 |
| Repayments of SBA debentures | $0 | -$31.9M | -$19.0M |
| Payments of deferred debt issuance costs | -$374.0K | $0 | $0 |
| Net cash used in financing activities | -$46.3M | -$72.3M | -$51.2M |
| Net increase (decrease) in cash and cash equivalents | -$2.7M | -$39.3M | $30.4M |
| Cash paid for interest | $15.9M | $15.7M | $18.2M |
| Cash paid for taxes | $21.0K | $182.0K | $31.0K |
| Reclassification of deferred offering costs from the issuance of Unsecured Notes | $52.0K | $0 | $0 |
No quarter-by-quarter statement was filed.
Corporate structure
OFS Capital Corp sits at the top of its group. 1 entity on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of OFS Capital Corp
- Orchard First Source Asset Management Holdings, LLC Filed SC 13D/A on OFS Capital Corp, latest Jul 5, 2023 (2 filings since Jan 10, 2023)
- OFS Capital Corp Chicago, Illinois
Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What OFS Capital Corp reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Investments
Properties, in its own words
We do not own or lease any real estate or other physical properties material to our operation. Our headquarters are located at 222 W. Adams Street, Suite 1850, Chicago, IL, 60606, and are provided by OFS Services pursuant to the Administration Agreement. Additional operations are conducted from offices in New York, New York and Los Angeles, California, which are also provided by OFS Services pursuant to the Administration Agreement. We believe that our office facilities are suitable and adequate for our business as we contemplate continuing to conduct it.
Item 2 of the 10-K filed Mar 3, 2026.3
Leadership
Who has led OFS Capital Corp, and when. Pick a name to see everywhere that person has worked.
Chief executive
Chief financial officer
- Chief executive officerBilal Rashid Nov 13, 2020 to Nov 13, 202010
- Chief executive officerGlenn R. Pittson Nov 7, 2012 to Jun 5, 201411
- Chief financial officerJeffrey A. Cerny Jul 11, 2014 to Nov 13, 202012
- Chief financial officerRobert S. Palmer Nov 7, 2012 to Nov 7, 201213
Board members and other officers (13)
- Chief Accounting OfficerKyle Spina Apr 25, 2023 to Apr 25, 202314
- Chief Accounting OfficerRoss Teune Mar 25, 2022 to Mar 25, 202215
- Chief Compliance OfficerMukya Porter May 5, 2017 to Nov 19, 202016
- Chief Accounting OfficerBei Zhang Nov 7, 2012 to Nov 7, 201217
- Chief Compliance OfficerEric P. Rubenfeld Nov 7, 2012 to Sep 2, 201518
- Board memberAshwin Ranganathan Jan 6, 2022 to Jan 6, 202219
- Board memberRomita Shetty Jan 15, 2021 to Jan 15, 202120
- Board memberJeffrey A. Cerny Nov 13, 2020 to Nov 13, 202021
- Board memberBilal Rashid Nov 7, 2012 to Nov 13, 202022
- Board memberElaine Healy Nov 7, 2012 to Nov 24, 202023
- Board memberGlenn R. Pittson Nov 7, 2012 to Aug 28, 201411
- Board memberMarc Abrams Nov 7, 2012 to Dec 12, 201324
- Board memberRobert J. Cresci Nov 7, 2012 to Nov 7, 201225
Former names
- OFS Capital, LLCApr 29, 2010 to Nov 5, 20122
Timeline
- Oct 6, 20268-K Other events26
- Aug 28, 20268-K Other events27
- Aug 11, 20268-K Other events28
- Jul 30, 20268-K Results of operations29
- Jun 10, 20268-K Shareholder vote30
- Apr 30, 20268-K Results of operations31
- Mar 27, 20268-K Entered a material agreement32
- Mar 2, 20268-K Results of operations33
- Feb 20, 20268-K Entered a material agreement; Ended a material agreement; New debt or obligation34
- Jan 9, 20268-K Entered a material agreement35
- Jan 8, 20268-K Other events36
- Nov 28, 20258-K Other events37
- Nov 13, 2020New chief executive Bilal Rashid becomes CEO10
- Nov 7, 2012New chief executive Glenn R. Pittson becomes CEO11
Calendar
Coming up
- Oct 29, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported $0.22 a share, on Oct 30, 2025.38
When it reported results
- Jul 30, 2026Reported quarterly or annual results29
- Apr 30, 2026Reported quarterly or annual results31
- Mar 2, 2026Reported quarterly or annual results33
- Oct 30, 2025Reported quarterly or annual results39
- Jul 31, 2025Reported quarterly or annual results40
- Jul 15, 2025Reported quarterly or annual results41
- May 1, 2025Reported quarterly or annual results42
- Mar 3, 2025Reported quarterly or annual results43
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
185 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 62 major events, 6 insider forms, 2 large holders, 95 other. The latest 20:
- Oct 6, 20268-K EDGAR
- Aug 28, 2026N-23C-2 EDGAR
- Aug 28, 20268-K EDGAR
- Aug 11, 20268-K EDGAR
- Jul 31, 202610-Q EDGAR
- Jul 30, 20268-K EDGAR
- Jul 30, 2026DEFA14A EDGAR
- Jul 22, 2026DEFA14A EDGAR
- Jul 9, 2026DEFA14A EDGAR
- Jul 1, 2026DEFA14A EDGAR
- Jun 17, 2026DEFA14A EDGAR
- Jun 10, 2026DEFA14A EDGAR
- Jun 10, 20268-K EDGAR
- May 28, 2026DEFA14A EDGAR
- May 15, 2026DEFA14A EDGAR
- May 1, 202610-Q EDGAR
- Apr 30, 20268-K EDGAR
- Apr 29, 2026DEFA14A EDGAR
- Apr 29, 2026DEF 14A EDGAR
- Apr 29, 2026ARS EDGAR
The 185 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- Orchard First Source Asset Management Holdings, LLCSC 13D/A, 2 filings Jan 10, 2023 to Jul 5, 202344
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How OFS Capital Corp is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGAROFS Capital Corp1
- CIK0001487918
- Employer ID (EIN)46-13396393
- Filer statusNon-accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company3
- Incorporated inDelaware3
- Fiscal year endsDecember 311
- Business address222 West Adams Street, Suite 1850, Chicago, IL 606061
- Phone847-734-20001
- Shares outstanding13,398,078 as of Jul 27, 20269
- Public float$87.5M as of Jun 30, 20253
- AuditorKPMG LLP’s, Chicago, Illinois PCAOB ID 185; no auditor attestation of internal control over financial reporting3
- On EDGAR sinceApr 29, 20101
- Filings543 in all: 8-K (143), DEFA14A (53), 10-Q (42), CORRESP (36), 497AD (28), DEF 14A (21), N-2/A (21), 3 (20)1
All 40 form types
4 (16), 10-K (14), 40-17G (14), EFFECT (10), 497 (9), N-23C-2 (9), 424B2 (8), N-2 (8), POS EX (8), 40-APP/A (7), 8-A12B (7), N-6F/A (7), PRE 14A (7), SC 13G/A (7), CERT (6), FWP (5), SC 13G (5), 40-APP (4), ARS (4), POS 8C (4), 25-NSE (3), SC 13D/A (3), 424B5 (2), APP NTC (2), APP ORDR (2), UPLOAD (2), 8-K/A (1), CERTNAS (1), N-54A (1), N-6F (1), RW (1), SC 13D (1)
- Latest filingsAnnual report (10-K) Mar 3, 2026
Quarterly report (10-Q) Jul 31, 2026
Proxy statement (DEF 14A) Apr 29, 2026
Latest 8-K (8-K) Oct 6, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| 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 |
From the cover page of the 10-K filed Mar 3, 2026 (Section 12(b) of the Exchange Act).3
Risk factors and legal proceedings
The risks OFS Capital Corp names in Item 1A of its 10-K filed Mar 3, 2026: 76 risks under these headings, as written.3
- We are subject to risks related to our business and structure.
- We are subject to risks related to OFS Advisor and its Affiliates.
- We are subject to risks related to our investments.
- We are subject to risks related to our securities and an investment in our common stock.
- Risks Related to Our Business and Structure
- Global economic, political and market conditions may adversely affect our business, our ability to secure debt financing, and our results of operations and financial condition, including our revenue growth and profitability.
- Events outside of our control, including public health crises, rapidly changing interest and inflation rates and significant market volatility, have negatively affected, and could continue to negatively affect, our investments and our results of operations.
- Due to economic disruptions, we may not be able to increase our dividends and may reduce or defer our dividends and choose to incur U.S. federal excise tax in order to preserve cash and maintain flexibility.
- We are dependent upon the OFSC senior professionals for our future success and upon their access to the investment professionals and partners of OFSAM and its affiliates.
- Our business model depends to a significant extent upon strong referral relationships with financial institutions, sponsors and investment professionals. Any inability of OFS Advisor to maintain or develop these relationships, or the failure of these relationships to generate investment opportunities, could adversely affect our business.
- Our financial condition and results of operation will depend on our ability to manage our business effectively.
- To the extent PIK interest and PIK dividends constitute a portion of our income, we will be required to include such income in taxable and accounting income prior to receipt of cash representing such income.
The other 65 risks
- A significant amount of our portfolio investments are recorded at fair value and OFS Advisor, our “valuation designee,” determines the fair value of our investments in good faith pursuant to Rule 2a-5 under the 1940 Act. As a result, there will be uncertainty as to the value of our portfolio investments and the participation of OFS Advisor’s professionals in our valuation process could result in a conflict of interest.
- We may finance our investments with borrowed money, which magnifies the potential for gain or loss on amounts invested and may increase the risk of investing in us.
- Insufficient cash flows may increase our risk of default of our debt obligations, including under our Unsecured Notes, our Natixis Facility and our Banc of California Credit Facility.
- We are subject to reduced asset coverage for borrowings, which increases the maximum amount of leverage we may incur.
- Changes in interest rates will affect our cost of capital and net investment income.
- We may enter into reverse repurchase agreements, which are another form of leverage.
- Our ability to enter into transactions involving derivatives and financial commitment transactions may be limited.
- We may in the future determine to fund a portion of our investments with preferred stock, which would magnify the potential for gain or loss and the risks of investing in us in the same way as our borrowings.
- We operate in a highly competitive market for investment opportunities, which could reduce returns and result in losses.
- We may suffer credit losses.
- We will be subject to U.S. federal income tax at corporate rates if we are unable to maintain our tax treatment as a RIC.
- Our subsidiaries and portfolio companies may be unable to make distributions to us that will enable us to meet RIC requirements, which could result in the imposition of an entity-level tax.
- We may have difficulty paying our required distributions if we recognize income before or without receiving cash representing such income.
- In the future, we may choose to pay distributions in our own stock and stockholders may be required to pay tax in excess of the cash they receive.
- Because we expect to distribute substantially all of our net ordinary income and net realized capital gains to our stockholders, we may need additional capital to finance our growth and such capital may not be available on favorable terms or at all.
- Loss of tax treatment as a RIC would reduce our NAV and distributable income.
- Our Banc of California Credit Facility contains various covenants and restrictions which, if not complied with, could accelerate our repayment obligations under the Banc of California Credit Facility or limit its use, thereby materially and adversely affecting our liquidity, financial condition, results of operations and ability to pay distributions.
- Adverse developments in the credit markets may impair our ability to secure debt financing.
- Ongoing developments in the banking sector could materially affect the success of our activities and investments.
- Changes in the laws or regulations governing our business, or changes in the interpretations thereof, and any failure by us to comply with these laws or regulations, could have a material adverse effect on our, and our portfolio companies’ business, results of operations or financial condition.
- We cannot predict how new tax legislation will affect us, our investments, or our stockholders, and any such legislation could adversely affect our business.
- Changes to U.S. tariff and import/export regulations may have a negative effect on our portfolio companies and, in turn, harm us.
- The effect of global climate change or the legal, regulatory or market responses to such change may impact the operations of our portfolio companies.
- Our Board may change our investment objectives, operating policies and strategies without prior notice or stockholder approval.
- Efforts to comply with the Sarbanes-Oxley Act involve significant expenditures, and non-compliance with Section 404 of the Sarbanes-Oxley Act, including a failure to maintain effective internal controls over financial reporting in accordance therewith, may adversely affect us and the market price of our securities.
- Risks Related to OFS Advisor and its Affiliates
- We have potential conflicts of interest related to obligations that OFS Advisor or its affiliates may have to other clients.
- We have potential conflicts of interest related to the purchases and sales that OFS Advisor makes on our behalf and/or on behalf of Affiliated Accounts.
- Our independent directors may face conflicts of interest related to their obligations to the Affiliated Funds for which they also serve as independent directors.
- Members of the Advisor Investment Committees, OFS Advisor or its affiliates may, from time to time, possess material non-public information, limiting our investment discretion.
- The valuation process for certain of our portfolio holdings may create a conflict of interest.
- We may have additional conflicts related to other arrangements with OFS Advisor or its affiliates.
- The Investment Advisory Agreement with OFS Advisor and the Administration Agreement with OFS Services were not negotiated on an arm’s length basis and may not be as favorable to us as if they had been negotiated with an unaffiliated third party.
- Our ability to enter into transactions with our affiliates is restricted, which may limit the scope of investments available to us.
- Our base management fee may induce OFS Advisor to cause us to incur leverage.
- Our incentive fee may induce OFS Advisor to make certain investments, including speculative investments.
- Our incentive fee structure may create incentives for OFS Advisor that are not fully aligned with the interests of our stockholders.
- We may pay an incentive fee on income we do not receive in cash.
- OFS Advisor’s liability is limited under the Investment Advisory Agreement, and we have agreed to indemnify OFS Advisor against certain liabilities, which may lead OFS Advisor to act in a riskier manner on our behalf than it would when acting for its own account.
- OFS Advisor can resign on 60 days’ notice, and we may not be able to find a suitable replacement within that time, resulting in a disruption in our operations that could adversely affect our financial condition, business and results of operations.
- OFS Services can resign from its role as our Administrator under the Administration Agreement, and we may not be able to find a suitable replacement, resulting in a disruption in our operations that could adversely affect our financial condition, business and results of operations.
- Risks Related to BDCs
- Regulations governing our operation as a BDC affect our ability to and the way in which we raise additional capital. As a BDC, we will need to raise additional capital, which will expose us to risks, including the typical risks associated with leverage.
- Our ability to invest in public companies may be limited in certain circumstances.
- If we do not invest a sufficient portion of our assets in qualifying assets, we could fail to continue to qualify as a BDC or be precluded from investing according to our current business strategy.
- Risks Related to Our Investments
- Economic recessions or downturns could impair our portfolio companies and harm our operating results.
- Our investments in the debt instruments of leveraged portfolio companies may be risky and, due to the significant volatility of such companies, we could lose all or part of our investment in bankruptcy proceedings or otherwise.
- The effects of inflation may adversely affect the business, results of operations and financial condition of our portfolio companies.
- Fluctuations in interest rates could have a material adverse effect on our business and that of our portfolio companies.
- Any of our portfolio companies operating in the Health Care and Social Assistance industry are subject to extensive government regulation and certain other risks particular to that industry.
- The documents governing our Broadly Syndicated Loans, the loans to our portfolio companies and the loans underlying our CLO investments may allow for “priming transactions.”
- Our investments in private and middle-market portfolio companies are generally considered lower credit quality obligations, are generally illiquid, are risky, and we could lose all or part of our investment.
- Investments in equity securities involve a substantial degree of risk.
- Our equity ownership in a portfolio company may represent a control investment. Our ability to exit a control investment in a timely manner could result in a realized loss on the investment.
- Our investments in Structured Finance Securities carry additional risks to the risks associated with investing in private debt.
- Our investments in Structured Finance Securities are more likely to suffer a loss of all or a portion of their value in the event of a default.
- We will have no influence on the management of underlying investments managed by non-affiliated third-party CLO collateral managers.
- We may suffer a loss if a portfolio company defaults on a loan and the underlying collateral is not sufficient.
- The lack of liquidity in our investments may adversely affect our business.
- Price declines and illiquidity in the corporate debt markets may adversely affect the fair value of our portfolio investments, reducing our NAV through increased net unrealized depreciation.
- We are a non-diversified management investment company within the meaning of the 1940 Act, and therefore we are not limited by the 1940 Act with respect to the proportion of our assets that may be invested in securities of a single issuer.
- Our portfolio may be concentrated in a limited number of portfolio companies and industries, which will subject us to a risk of significant loss if any of these companies default on their obligations under any of their debt instruments or if there is a downturn in a particular industry.
- Our failure to make follow-on investments in our portfolio companies could impair the value of our portfolio.
- Because we generally do not hold controlling equity interests in our portfolio companies, we may not be able to exercise control over our portfolio companies or prevent decisions by management of our portfolio companies that could decrease the value of our investments.
- Defaults by our portfolio companies will harm our operating results.
- Our portfolio companies may incur debt that ranks equally with, or senior to, our investments in such companies.
- If we make subordinated investments, the portfolio companies may not generate sufficient cash flow to service their debt obligations to us.
Legal proceedings
We, OFS Advisor and OFS Services, are not currently subject to any material pending legal proceedings threatened against us as of December 31, 2025. From time to time, we may be a party to certain legal proceedings incidental to the normal course of our business including the enforcement of our rights under contracts with our portfolio companies. Furthermore, third
parties may try to seek to impose liability on us in connection with the activities of our portfolio companies. While the outcome of these legal proceedings cannot be predicted with certainty, we do not expect that these proceedings will have a material effect upon our business, financial condition, results of operations or cash flows.
The opening of Item 3, Legal Proceedings.3
Sources
The numbers on this page point here. Each one links to the record it came from.
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- 14SEC EDGARKyle Spina, Chief Accounting Officer
- 15SEC EDGARRoss Teune, Chief Accounting Officer
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- 17SEC EDGARBei Zhang, Chief Accounting Officer
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- 19SEC EDGARAshwin Ranganathan, Board member
- 20SEC EDGARRomita Shetty, Board member
- 21SEC EDGARJeffrey A. Cerny, Board member
- 22SEC EDGARBilal Rashid, Board member
- 23SEC EDGARElaine Healy, Board member
- 24SEC EDGARMarc Abrams, Board member
- 25SEC EDGARRobert J. Cresci, Board member
- 26SEC EDGAROther events
- 27SEC EDGAROther events
- 28SEC EDGAROther events
- 29SEC EDGARResults of operations
- 30SEC EDGARShareholder vote
- 31SEC EDGARResults of operations
- 32SEC EDGAREntered a material agreement
- 33SEC EDGARResults of operations
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- 35SEC EDGAREntered a material agreement
- 36SEC EDGAROther events
- 37SEC EDGAROther events
- 38NasdaqNasdaq calendar
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