FS KKR Capital Corp美股招股说明书(2025-09-22版)

We are offering for sale $400,000,000 in aggregate principal amount of 6.125% Notesdue 2031, which we refer to as the Notes. The Noteswill mature onJanuary 15, 2031. We will pay interest on the Notessemi-annually in arrears on January 15 and July 15 of eachyear, beginning on January 15, 2026. We mayredeem the Notesin whole or in part at any time, or from time to time, at the applicable redemption price discussed under the caption “Specific Terms of theNotesand the Offering—Optional Redemption” in this prospectus supplement. In addition, holders of the Notescan require us to repurchase some or all of theNotesat a purchase price equal to 100% of their principal amount, plus accrued and unpaid interest to, but not including, the repurchase date upon the occurrenceof a Change of Control Repurchase Event (as defined herein). The Noteswill be issued in minimum denominations of $2,000 and integral multiples of $1,000 inexcess thereof. The Noteswill be our general unsecured obligations that rank senior in right of payment to all of our existing and future indebtedness that is expresslysubordinated in right of payment to the Notes, rankpari passuwith all existing and future unsecured unsubordinated indebtedness issued by us, rank effectivelyjunior to any of our secured indebtedness (including unsecured indebtedness that we later secure) to the extent of the value of the assets securing suchindebtedness, and rank structurally junior to all existing and future indebtedness (including trade payables) incurred by our subsidiaries, financing vehicles orsimilar facilities. None of our current indebtedness is subordinated to the Notesand we do not presently expect to issue any such subordinated debt. We are an externally managed, non-diversified, closed-end management investment company that has elected to be regulated as a business developmentcompany, or BDC, under the Investment Company Act of 1940, as amended, or the 1940 Act. Our investment objectives are to generate current income and, to alesser extent, long-term capital appreciation. Our investments and activities are managed by FS/KKR Advisor, LLC, or the Adviser, a registered investmentadviser under the Investment Advisers Act of 1940, as amended, or the Advisers Act, that is jointly operated by an affiliate of Franklin Square Holdings,L.P., orFuture Standard, and by KKR Credit Advisors (US) LLC, or KKR Credit. We invest in securities that are rated below investment grade by rating agencies or that would be rated below investment grade if they were rated.Below investment grade securities, which are often referred to as “junk,” have predominantly speculative characteristics with respect to the issuer’scapacity to pay interest and repay principal. They may also be difficult to value and illiquid. Investing in our securities may be considered speculative and involves a high degree of risk, including the risk of a substantialloss of investment. See “Risk Factors” beginning on pageS-7of this prospectus supplement and page7of the accompanyingprospectus, in our most recent Annual Report on Form10-K, and in any of our other filings with the Securities and ExchangeCommission, or SEC, incorporated by reference herein to read about the risks you should consider before buying our securities,including the risk of leverage. This prospectus supplement, the accompanying prospectus, and any related free writing prospectus, and the documents incorporated by reference in thisprospectus supplement and the accompanying prospectus, contain important information about us that a prospective investor should know before investing in oursecurities. Please read this prospectus supplement, the accompanying prospectus, and any related free writing prospectus, and the documents incorporated byreference in this prospectus supplement and the accompanying prospectus, before investing and keep them for future reference. We file annual, quarterly andcurrent reports, proxy statements and other information about us with the SEC. This information is available free of charge by contacting us at 201 RouseBoulevard, Philadelphia, Pennsylvania 19112, by calling us collect at (215) 495-1150 or by visiting our website atwww.fskkradvisor.com/fsk. Informationcontained on our website is not incorporated by reference into this prospectus supplement or the accompanying prospectus, and you should not consider thatinformation to be part of this prospectus supplement or the accompanying prospectus. The contact information provided above may be used by you to makeinvestor inquiries. The SEC also maintains a website atwww.sec.govthat contains such information. Neither the SEC nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplementor the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense. Public offering price(1)Underwriting discounts and commissions (sales load) (1)Plus accrued interes