|
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: April 2, 2013 (Date of earliest event reported)
|
|
Garrison Capital Inc.
(Exact name of registrant as specified in its charter) |
|
Delaware (State or other jurisdiction of incorporation) |
814-00878 (Commission File Number) |
27-4092902 (IRS Employer Identification Number) |
|
1350 Avenue of the Americas New York, New York (Address of principal executive offices) |
10019 (Zip Code) | |
|
(212) 372 9500 (Registrant's telephone number, including area code) |
|
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events
On April 2, 2013, Garrison Capital Inc. (the “Company”) issued a press release announcing the closing of the Company’s initial public offering of shares of its common stock, par value $0.001 per share. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.
Item 9.01. Financial Statements and Exhibits
| (d) Exhibits | |
| 99.1 | Press Release of Garrison Capital Inc. dated April 2, 2013 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: April 2, 2013 | GARRISON CAPITAL INC. | |
| By: | /s/ Brian Chase | |
| Brian
Chase Chief Financial Officer & Treasurer | ||
| Exhibit Index | |
| Exhibit No. | Description |
| 99.1 | Press Release of Garrison Capital Inc. dated April 2, 2013 |
Exhibit 99.1
Garrison Capital Inc. Announces Closing of Initial Public Offering
NEW YORK, NEW YORK – April 2, 2013 – Garrison Capital Inc. (the “Company”) (NASDAQ: GARS) announced today the closing of its initial public offering of 6,133,334 shares of its common stock, including 800,000 shares issued pursuant to the underwriters’ over-allotment option, at a public offering price of $15.00 per share, raising approximately $92 million in gross proceeds. The Company’s common stock began trading on The NASDAQ Global Select Market under the symbol “GARS” on March 27, 2013. Robert W. Baird & Co., Incorporated and Oppenheimer & Co. Inc. served as joint book-running managers. William Blair & Company, L.L.C., Janney Montgomery Scott LLC, Stephens Inc. and Wunderlich Securities, Inc. served as co-lead managers. J.J.B. Hilliard, W.L. Lyons, LLC, Ladenburg Thalmann & Co. Inc., National Securities Corporation, Capital One Southcoast, Inc. and Natixis Securities Americas LLC served as co-managers.
The Company plans to invest the net proceeds of the offering in accordance with its investment objective, which is to generate attractive risk-adjusted returns by making investments primarily in debt securities and loans of U.S. based middle-market companies, and for general corporate purposes.
Investors are advised to consider carefully the investment objectives, risks and charges and expenses of the Company before investing. The prospectus dated March 26, 2013 contains this and other information about the Company and should be read carefully before investing.
This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor will there be any sale of the shares referred to in this press release in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or jurisdiction. A registration statement relating to these securities has been filed and has been declared effective by the Securities and Exchange Commission on March 26, 2013. This offering is being made solely by means of a written prospectus forming part of the effective registration statement. A copy of the final prospectus relating to the offering may be obtained, when available, from either of the following joint book-running managers: Robert W. Baird & Co. Incorporated., Attention: Syndicate Department, 777 East Wisconsin Avenue, Milwaukee, Wisconsin 53202, telephone: 800-792-2413 or email: syndicate@rwbaird.com; or Oppenheimer & Co. Inc., Attention: Prospectus Department, 85 Broad Street, 23rd Floor, New York, New York 10004.
ABOUT GARRISON CAPITAL INC.
Garrison Capital Inc. is a business development company that primarily invests in loans to U.S. based middle-market companies. The Company’s investment activities are managed by its investment adviser, Garrison Capital Advisers LLC, an affiliate of Garrison Investment Group LP (“Garrison Investment Group”). For more information about the Company, please visit http://www.garrisoncapitalbdc.com.
ABOUT GARRISON INVESTMENT GROUP
Garrison Investment Group is an alternative investment and asset management firm founded in March 2007 by Steven Stuart and Joseph Tansey. As of December 31, 2012, Garrison Investment Group had approximately $3.1 billion of committed and invested capital under management and a team of 62 employees, including 36 investment professionals. Garrison Investment Group invests opportunistically in the debt of middle-market companies, primarily in the areas of corporate finance, real estate finance and structured finance. For more information about Garrison Investment Group, please visit http://www.garrisoninv.com.
FORWARD-LOOKING STATEMENTS
This press release may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in filings with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.
Contact:
Garrison Capital Inc.
Brian Chase
(212) 372-9500