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): January 28, 2016
CORPORATE CAPITAL TRUST, INC.
(Exact name of registrant as specified in its charter)
Maryland | 814-00827 | 27-2857503 | ||
(State or Other Jurisdiction of Incorporation or Organization) |
(Commission File Number) |
(IRS Employer Identification Number) |
CNL Center at City Commons
450 South Orange Avenue
Orlando, Florida 32801
(Address of Principal Executive Offices; Zip Code)
Registrants telephone number, including area code: (866) 745-3797
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)) |
Item 8.01 | Other Events. |
Decrease in Public Offering Price
On February 2, 2016, the board of directors of Corporate Capital Trust, Inc. (the Company) decreased the offering price of the Companys public offering of common stock from $10.00 per share to $9.80 per share. The new price will take effect for the weekly closings for subscriptions for our common stock commencing on February 3, 2016. The purpose of this action is to ensure that the Companys net asset value per share is not less than 97.5% of the net offering price. As a result of the decrease in the Companys public offering price, the maximum sales load and the net proceeds per share will correspondingly decrease from $1.000 to $0.980 and from $9.000 to $8.820, respectively.
Declaration of Distribution
On January 28, 2016, the Companys board of directors declared distribution rates per share of $0.015483, based on weekly record dates for the time period beginning on February 2, 2016 through and including February 23, 2016. With the new offering price, the annualized distribution yield will increase from 8.05% to 8.21%. It is anticipated that these distributions, in the aggregate, will be supported by the Companys estimated annual taxable income; and the sources of distributions will be disclosed in the Companys regular financial reports. Distributions will be paid monthly in accordance with the below schedule:
Distribution Record Date |
Distribution Payment Date |
Declared Distribution Per Share |
||||||
February 2, 2016 |
February 24, 2016 | $ | 0.015483 | |||||
February 9, 2016 |
February 24, 2016 | $ | 0.015483 | |||||
February 16, 2016 |
February 24, 2016 | $ | 0.015483 | |||||
February 23, 2016 |
February 24, 2016 | $ | 0.015483 |
A copy of the press release announcing the foregoing is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statement and Exhibits.
(d) Exhibits
Exhibit |
Description | |
99.1 | Press Release dated February 2, 2016 |
Cautionary Note Regarding Forward-Looking Statements
Statements contained in this Current Report on Form 8-K that are not statements of historical or current fact may constitute forward-looking statements within the meaning of the Federal Private Securities Litigation Reform Act of 1995. Forward-looking statements reflect managements current understandings, intentions, beliefs, plans, expectations, assumptions and/or predictions regarding the future of the Companys business and its performance, the economy, and other future conditions and forecasts of future events, and circumstances. Forward-looking statements are typically identified by words such as believes, expects, anticipates, intends, estimates, plans, continues, pro forma, may, will, seeks, should and could, and words and terms of similar substance in connection with discussions of future operating or financial performance, business strategy and portfolios, projected growth prospects, cash flows, costs and financing needs, legal proceedings, amount and timing of anticipated future distributions, estimated per share net asset value of the Companys common stock, and other matters. The Companys forward-looking statements are not guarantees of future performance and the Companys actual results could differ materially from those set forth in the forward-looking statements. As with any projection or forecast, forward-looking statements are necessarily dependent on assumptions, data and/or methods that may be incorrect or imprecise, and may not be realized. While the Company believes that the current expectations reflected in its forward-looking statements are based upon reasonable assumptions, such statements are inherently susceptible to a variety of risks, uncertainties, changes in circumstances and other factors, many of which are beyond the Companys ability to control or accurately predict. Given these uncertainties, the Company cautions investors and potential investors not to place undue reliance on such statements.
Forward-looking statements speak only as of the date on which they are made; and the Company undertakes no obligation, and expressly disclaims any obligation, to publicly release the results of any revisions to its forward-looking statements made to reflect future events or circumstances, new information, changed assumptions, the occurrence of unanticipated subsequent events, or changes to future operating results over time, except as otherwise required by law.
The Companys forward-looking statements and projections are excluded from the safe harbor protection of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
Date: February 2, 2016 | CORPORATE CAPITAL TRUST, INC. a Maryland Corporation | |||
By: | /s/ Steven D. Shackelford | |||
Steven D. Shackelford | ||||
President and Chief Financial Officer |
EXHIBIT INDEX
Exhibit |
Description | |
99.1 | Press Release, dated February 2, 2016 |
Exhibit 99.1
News Release
For information contact: Sherry Magee Senior Vice President Communications CNL Financial Group 407-650-1223 |
CORPORATE CAPITAL TRUST ANNOUNCES CHANGE IN OFFERING PRICE AND
DECLARES DISTRIBUTIONS
February 2016 distributions declared
(ORLANDO, Fla.) Feb. 2, 2016 The board of directors of Corporate Capital Trust has announced that, due to a decrease in the companys net asset value per share, it has decreased the public offering price per share from $10.00 to $9.80 in accordance with its share pricing policy. The new price is effective for share subscriptions accepted after Tuesday, Jan. 26, 2016.
The board also declared weekly distributions through February 2016. The distributions have remained constant at a weekly rate of $0.015483 per share. With the new offering price, the recalculated annualized distribution rate will change from 8.05 percent to 8.21 percent.
About Corporate Capital Trust
Corporate Capital Trust is a non-traded business development company that offers individuals a unique opportunity to invest in privately owned American companies. The company is externally managed by CNL and KKR and its investment objective is to provide shareholders with current income and, to a lesser extent, long-term capital appreciation. The company intends to meet its investment objective by investing primarily in the debt of privately owned companies, with a focus on originated transactions sourced through the networks of its advisors. For additional information, please visit CorporateCapitalTrust.com.
About CNL Financial Group
CNL Financial Group is a leading private investment management firm providing global real estate and alternative investments. Since inception in 1973, CNL Financial Group and/or its affiliates have formed or acquired companies with more than $33 billion in assets. CNL Financial Group is headquartered in Orlando, Florida. For more information, visit CNL.com.
About KKR
KKR is a leading global investment firm that manages investments across multiple asset classes including private equity, energy, infrastructure, real estate, credit and hedge funds. KKR aims to generate attractive investment returns by following a patient and disciplined investment approach, employing world-class people, and driving growth and value creation at the asset
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level. KKR invests its own capital alongside its partners capital and brings opportunities to others through its capital markets business. References to KKRs investments may include the activities of its sponsored funds. For additional information about KKR & Co. L.P. (NYSE: KKR), please visit KKRs website at KKR.com and on Twitter @KKR_Co.
A registration statement relating to the common stock of Corporate Capital Trust, Inc. is filed with the Securities and Exchange Commission. The offering of Corporate Capital Trusts common stock is being made solely by means of a written prospectus, which is available at http://www.sec.gov or may be obtained by calling (866) 650-0650, that contains additional information about Corporate Capital Trust and should be read carefully by an investor before investing. Investors are advised to consider the investment objective, risks, charges and expenses of Corporate Capital Trust carefully before investing. This press release is not an offer to sell and is not soliciting an offer to buy these securities in any state where such offer or sale is not permitted. Neither the SEC, the Attorney General of the State of New York nor any other regulatory agency has passed on or endorsed the merits of this offering. Any representation to the contrary is a criminal offense.
The information in this press release may include forward-looking statements. These statements are based on the beliefs and assumptions of Corporate Capital Trusts management and on the information currently available to management at the time of such statements. Forward-looking statements generally can be identified by the words believes, expects, intends, plans, estimates or similar expressions that indicate future events. Important factors that could cause actual results to differ materially from Corporate Capital Trusts expectations include those disclosed in the current prospectus for the public offering of Corporate Capital Trusts common stock.
Corporate Capital Trust is advised by CNL Fund Advisors Company (CNL) and KKR Credit Advisors (US) LLC (KKR), affiliates of CNL Financial Group and KKR & Co. L.P., respectively.
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