UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): April 20, 2020

 

Stellus Capital Investment Corporation

(Exact Name of Registrant as Specified in Charter)

 

 Maryland   814-00971   46-0937320

(State or Other Jurisdiction

of Incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

   
4400 Post Oak Parkway, Suite 2200
Houston, Texas		   77027
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (713) 292-5400

 

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

  

Check the appropriate box below if the Form 8-K 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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $0.001 per share SCM New York Stock Exchange
5.75% Notes due 2022 SCA New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

Item 8.01 Other Events.

 

On April 20, 2020, the Registrant issued a press release. A copy of such press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

The information disclosed herein, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

99.1Press release dated April 20, 2020

  

 

 

 

SIGNATURES

  

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.

 

 

Date: April 20, 2020 STELLUS CAPITAL INVESTMENT CORPORATION
       
       
  By: /s/ W. Todd Huskinson            
    W. Todd Huskinson  
    Chief Financial Officer  

 

 

 

 

Exhibit Index

   

99.1Press release dated April 20, 2020

 

 

 

Exhibit 99.1

 

April 20, 2020

 

Stellus Capital Investment Corporation Announces Transition of Dividend from Monthly to Quarterly and to Report Quarterly Results and Hold Conference Call

 

HOUSTON— April 20, 2020 (PR NEWSWIRE) — Stellus Capital Investment Corporation (the “Company”) (NYSE: SCM) announced today that it will change its dividend payment schedule from monthly to quarterly beginning with the quarter ended June 30, 2020 to better match the dividend with the timing of income received by the Company.  Upon approval by the Board of Directors, the Company will announce the details of a dividend for the second quarter of 2020 at a later date.

  

The Company previously paid an aggregate of $0.34 per share through a monthly dividend of $0.1133 per share for the first quarter of 2020.  Moving to a quarterly dividend payment schedule will allow the Company more time to better understand the impact that the COVID-19 pandemic has on our portfolio companies’ liquidity and operations.  Our advisor, Stellus Capital Management, has been working remotely over the past five weeks with no disruption of normal operations and has remained, and will continue to remain, in close contact with all of our portfolio companies and their sponsors.

  

The Company will release its financial results for the quarter ended March 31, 2020 on Monday, May 11, 2020.

 

The Company will host a conference call to discuss these results on Tuesday, May 12, 2020 at 10:00 AM, CDT.  The conference call will be led by Robert T. Ladd, chief executive officer, and W. Todd Huskinson, chief financial officer, chief compliance officer, treasurer, and secretary.

 

For those wishing to participate by telephone, please dial (888) 394-8218 (domestic).  Use passcode 6708983.  Starting approximately twenty-four hours after the conclusion of the call, a replay will be available through Wednesday, May 20, 2020 by dialing (888) 203-1112 and entering passcode 6708983. The replay will also be available on the Company’s website.

 

About Stellus Capital Investment Corporation

 

The Company is an externally-managed, closed-end, non-diversified investment management company that has elected to be regulated as a business development company under the Investment Company Act of 1940. The Company’s investment objective is to maximize the total return to its stockholders in the form of current income and capital appreciation by investing primarily in private middle-market companies (typically those with $5.0 million to $50.0 million of EBITDA (earnings before interest, taxes, depreciation and amortization)) through first lien, second lien, unitranche and mezzanine debt financing, and corresponding equity investments. The Company’s investment activities are managed by its investment adviser, Stellus Capital Management. To learn more about Stellus Capital Investment Corporation, visit www.stelluscapital.com under the “Public Investors” link.

 

 

 

FORWARD-LOOKING STATEMENTS

 

Statements included herein may contain “forward-looking statements” which relate to future performance or financial condition. 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 assumptions, risks and uncertainties, which change over time. Actual results may differ materially from those anticipated in any forward-looking statements as a result of a number of factors, including those described from time to time in filings by the Company with the Securities and Exchange Commission including the final prospectus that will be filed 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.

 

 

Contacts

Stellus Capital Investment Corporation

W. Todd Huskinson, (713) 292-5414

Chief Financial Officer

thuskinson@stelluscapital.com