Tender Offer - Franklin BSP Capital Corp
Form Type: SC TO-I/A
Filing Date: 2025-05-13
Corporate Action: Tender-offer
Type: Update
Accession Number: 000121390025042489
Filing Summary: Franklin BSP Capital Corporation filed a Final Amendment to the Tender Offer Statement on Schedule TO, originally filed on March 3, 2025, and amended on March 18, 2025. The company offered to purchase up to 2,500,000 shares of its common stock at a price of $14.10 per share, which was equal to the net asset value per share as of December 31, 2024. The offer expired on April 9, 2025, with a total of 23,444,496 shares validly tendered and not withdrawn. On May 9, 2025, the company purchased 2,475,427 shares for a total aggregate purchase price of $34,903,486. This amendment includes a final report on the results of the tender offer.
Additional details:
Tender Offer Expiration Date: 2025-04-09
Shares Validly Tendered: 23444496
Shares Purchased: 2475427
Purchase Price Per Share: 14.10
Aggregate Purchase Price: 34903486
Form Type: SC TO-I/A
Filing Date: 2025-03-18
Corporate Action: Tender-offer
Type: Update
Accession Number: 000101376225000642
Filing Summary: Franklin BSP Capital Corporation filed an amendment to its Issuer Tender Offer Statement on Schedule TO originally filed on March 3, 2025. This amendment relates to an offer by the Company to purchase up to 2,500,000 shares of its common stock at a price equal to the net asset value per share as of December 31, 2024. The net asset value per share was stated to be $14.10. The filing is in accordance with Rule 13e-4(c)(1) of the Securities Exchange Act of 1934 and adds an updated letter to stockholders dated March 18, 2025. Most of the previously reported information is unchanged, maintaining the integrity of the initial statement while adding this crucial valuation update.
Additional details:
Title Of Class Of Securities: Common Stock
Cusip Number: 35250V104
Number Of Shares Offered: 2500000
Net Asset Value Per Share: 14.10
Form Type: N-14 8C/A
Filing Date: 2025-03-06
Corporate Action: Tender-offer
Type: New
Accession Number: 000121390025021142
Filing Summary: Franklin BSP Capital Corporation is conducting a tender offer to exchange its $400,000,000 aggregate principal amount of 7.200% Notes due 2029 for an equal amount of newly registered 7.200% Notes also due 2029. The exchange process involves offering holders of the Restricted Notes, which were issued in private placements on May 6, 2024, and October 29, 2024, the opportunity to tender their notes in exchange for Exchange Notes that have fewer restrictions concerning public trading and registration. The exchange offer is intended to facilitate compliance with registration obligations, and participants will not receive cash proceeds from this exchange. The tender offer is set to expire at 11:59 p.m., New York City time, on a date to be determined in 2025, and holds no minimum condition for the amount of notes to be exchanged. The Company aims to complete the exchange promptly after the offer’s expiration while maintaining transparency regarding risks and conditions relevant to participation in the offer.
Additional details:
Exchange Notes Offered: 400000000
Notes Due Date: 2029-06-15
Interest Rate: 7.200%
Conditions For Completion: Exchange offer must not violate applicable law or SEC interpretations.
Registration Rights Agreement: Entered into with J.P. Morgan Securities LLC and others.
Merger History: Company merged with Franklin BSP Lending Corporation on January 24, 2024.
Total Indebtedness: 1900000000
Outstanding Secured Debt: 1200000000
Outstanding Unsecured Debt: 920000000
Form Type: SC TO-I
Filing Date: 2025-03-03
Corporate Action: Tender-offer
Type: New
Accession Number: 000121390025019100
Filing Summary: On March 3, 2025, Franklin BSP Capital Corporation filed a tender offer statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934. The Company seeks to purchase up to 2,500,000 shares of its common stock, representing approximately 1.85% of the total shares outstanding as of December 31, 2024. The tender offer is being made for the Company's own shares, with no established trading market for the stocks. The Offer to Purchase specifies the terms, conditions, and procedures for tendering shares, incorporating various sections outlining withdrawal rights, payment for shares, and potential tax consequences. An investment adviser to the Company, Franklin BSP Capital Adviser L.L.C., is involved in the process. The offer includes exhibits such as the Offer to Purchase and related letters sent to stockholders dated March 3, 2025, and emphasizes that the offer is not subject to financing conditions as the consideration offered is cash. The document is filed with the SEC and details about the Company’s executive officers and directors are also included, indicating potential interests related to the shares being tendered.
Additional details:
Title Of Class Of Securities: Common Stock, Par Value $0.001
Cik Number: 35250V104
Number Of Shares Outstanding: 135487595
Percentage Of Shares Tendered: 1.85
Shares Tendered: 2500000
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