Attached files

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EX-99.3 - EXHIBIT 99.3 - Aberdeen Income Credit Strategies Fundtm218032d16_ex99-3.htm
EX-99.2 - EXHIBIT 99.2 - Aberdeen Income Credit Strategies Fundtm218032d16_ex99-2.htm
EX-99.1 - EXHIBIT 99.1 - Aberdeen Income Credit Strategies Fundtm218032d16_ex99-1.htm
EX-10.2 - EXHIBIT 10.2 - Aberdeen Income Credit Strategies Fundtm218032d16_ex10-2.htm
EX-10.1 - EXHIBIT 10.1 - Aberdeen Income Credit Strategies Fundtm218032d16_ex10-1.htm
EX-5.1 - EXHIBIT 5.1 - Aberdeen Income Credit Strategies Fundtm218032d16_ex5-1.htm
EX-1.1 - EXHIBIT 1.1 - Aberdeen Income Credit Strategies Fundtm218032d16_ex1-1.htm

 

 

 

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) May 20, 2021 (May 20, 2021)

 

Aberdeen Income Credit Strategies Fund

(Exact name of registrant as specified in its charter)

 

Delaware   811-22485   80-0660749

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

   

1900 Market Street, Suite 200

Philadelphia, PA

  19103
(Address of principal executive offices)   (Zip Code)

 

Registrants telephone number, including area code (800)-522-5465

 

(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:

 

¨ 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 Shares of Beneficial Interest ACP New York Stock Exchange
5.250% Series A Perpetual Preferred Shares (Liquidation Preference $25.00) ACP PRA New York Stock Exchange
Rights to Purchase Common Shares ACP.RT 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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

¨ 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 new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ 

 

 

 

 

 

Item 1.01. Entry into a Material Definitive Agreement.

 

On May 20, 2021, Aberdeen Income Credit Strategies Fund (NYSE: ACP) (the “Trust”) entered into a dealer manager agreement (the “Dealer Manager Agreement”) by and among the Trust, Aberdeen Asset Managers Limited, Aberdeen Standard Investments Inc., and UBS Securities LLC in connection with the issuance by the Fund to the holders of record (the “Record Date Shareholders”) at the close of business on May 20, 2021 (the “Record Date”) transferable rights entitling such Record Date Shareholders to subscribe for up to 5,812,247 common shares of beneficial interest, par value $0.001 per share (the “Common Shares”), of the Fund (the “Offer”). The Record Date Shareholders will receive one Right for each outstanding Common Share owned on the Record Date. The Rights entitle the holders to purchase one new Common Share for every three Rights held (1 for 3). Record Date Shareholders who fully exercise their Rights will be entitled to subscribe, subject to certain limitations and subject to allotment, for additional Common Shares covered by any unexercised Rights. Any Record Date Shareholder that owns fewer than three Common Shares as of the close of business on the Record Date is entitled to subscribe for one full Common Share in the Offer.

 

The Offer has been made pursuant a prospectus supplement, dated May 20, 2021 and the accompanying prospectus, dated April 27, 2021, each of which constitute part of the Trust’s effective shelf registration statement on Form N-2 (File No. 333- 253698) previously filed with the Securities and Exchange Commission (the “Registration Statement”).

 

The foregoing description of the Dealer Manager Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Dealer Manager Agreement filed with this report as Exhibit 1.1 and incorporated herein by reference.

 

In connection with the Offer, the Trust entered into a Subscription Agent Agreement dated as of May 17, 2021 with Computershare Inc. and Computershare Trust Company, N.A. (“Subscription Agent Agreement”), and an Information Agent Agreement dated as of May 4, 2021 with Georgeson LLC (“Information Agent Agreement”) to provide services with respect to the Offer.

 

The foregoing description is only a summary of the Subscription Agent Agreement and Information Agent Agreement and is qualified in its entirety by reference to the text of the Subscription Agent Agreement filed with this report as Exhibit 10.1 and incorporated herein by reference and Information Agent Agreement filed with this report as Exhibit 10.2 and incorporated herein by reference.

 

Item 8.01. Other Events

 

On May 20, 2021, the Trust commenced the Offer pursuant to the Trust’s Registration Statement. A copy of the opinion of Dechert LLP relating to the legality of the Offer is filed as Exhibit 5.1 to this report.

 

The Trust incorporates by reference the exhibits filed herewith into the Registration Statement.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

  

  1.1 Dealer Manager Agreement
     
  5.1 Opinion of Dechert LLP
     
  10.1 Form of Subscription Agent Agreement
     
  10.2 Information Agent Agreement
     
  23.1 Consent of Dechert LLP (included in Exhibit 5.1)

 

 

 

 

  99.1 Form of Notice of Guaranteed Delivery for Rights Offering
     
  99.2 Form of Subscription Certificate for Rights Offering
     
  99.3 Form of Instrument of Designation of Rights

 

 

 

 

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.

 

  Aberdeen Income Credit Strategies Fund
     
Date: May 20, 2021 By:

/s/ Lucia Sitar

  Name: Lucia Sitar
  Title: Vice President