Franklin BSP Capital Corp. Enters Material Agreement

TL;DR

Franklin BSP Capital Corp. just signed a big deal, creating new financial obligations.

AI Summary

On October 2, 2025, Franklin BSP Capital Corp. entered into a material definitive agreement. This agreement also created a direct financial obligation for the registrant. The filing includes financial statements and exhibits related to this event.

Why It Matters

This filing indicates a significant new financial commitment or partnership for Franklin BSP Capital Corp., which could impact its future financial performance and strategic direction.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements and creating financial obligations can introduce new risks related to the terms of the agreement and the company's ability to meet them.

Key Players & Entities

• Franklin BSP Capital Corp. (company) — Registrant
• October 2, 2025 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $300,000,000 — re relates to the Company's issuance of $300,000,000 aggregate principal amount of its 6.000
• $294 m — ceeds to the Company were approximately $294 million, after deducting the initial purc

Filing Documents

• ea0259788-8k_franklin.htm (8-K) — 36KB
• ea025978801ex4-2_franklin.htm (EX-4.2) — 258KB
• ea025978801ex4-4_franklin.htm (EX-4.4) — 113KB
• 0001213900-25-096116.txt ( ) — 646KB
• frbp-20251002.xsd (EX-101.SCH) — 3KB
• frbp-20251002_lab.xml (EX-101.LAB) — 33KB
• frbp-20251002_pre.xml (EX-101.PRE) — 22KB
• ea0259788-8k_franklin_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. Notes Offering On October 2, 2025, Franklin BSP Capital Corporation (the "Company") and U.S. Bank Trust Company, National Association (the "Trustee") entered into a Fourth Supplemental Indenture (the "Fourth Supplemental Indenture") to the Indenture, dated as of March 29, 2021 (the "Base Indenture"), as assumed by the Company pursuant to the Second Supplemental Indenture, dated January 24, 2024 between the Company, as successor in interest to Franklin BSP Lending Corporation (f/k/a Business Development Corporation of America) and the Trustee (the "Second Supplemental Indenture" and, together with the Base Indenture and the Fourth Supplemental Indenture, the "Indenture"). The Fourth Supplemental Indenture relates to the Company's issuance of $300,000,000 aggregate principal amount of its 6.000% notes due 2030 (the "Notes"). The Notes will mature on October 2, 2030, and may be redeemed in whole or in part at the Company's option at any time or from time to time at the redemption prices set forth in the Indenture. The Notes bear interest at a rate of 6.000% per year payable semi-annually on April 2 and October 2 of each year, commencing on April 2, 2026. The Notes are general unsecured obligations of the Company that rank senior in right of payment to all of the Company's existing and future indebtedness that is expressly subordinated in right of payment to the Notes, rank pari passu with all existing and future unsecured unsubordinated indebtedness issued by the Company, rank effectively junior to any of the Company's secured indebtedness (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness, and rank structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company's consolidated and unconsolidated subsidiaries, financing vehicles or similar facilities. The Indenture contains certain c

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 4.1 Indenture, dated as of March 29, 2021, by and between the Company and U.S. Bank Trust Company, National Association, as trustee. (Incorporated by reference to Exhibit 4.1 to Franklin BSP Lending Corporation's Current Report on Form 8-K filed on March 30, 2021.) 4.2 Fourth Supplemental Indenture, dated as of October 2, 2025, relating to the 6.000% Notes due 2030, by and between the Company and U.S. Bank Trust Company, National Association, as trustee. 4.3 Form of 6.000% Notes due 2030. (Incorporated by reference to Exhibit 4.2 hereto.) 4.4 Registration Rights Agreement, dated as of October 2, 2025, by and among the Company, J.P. Morgan Securities LLC, BofA Securities, Inc., SMBC Nikko Securities America, Inc. and Wells Fargo Securities, LLC, as the representatives of the initial purchasers. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. FRANKLIN BSP CAPITAL CORPORATION (Registrant) Date: October 3, 2025 By: /s/ Nina K. Baryski Name: Nina K. Baryski Title: Chief Financial Officer and Treasurer [ Signature Page to 8-K – Franklin BSP Capital Corporation ] 3

View Full Filing

View this 8-K filing on SEC EDGAR