Filed by Corporate Capital Trust, Inc.
pursuant to Rule 425 under the Securities Act
of 1933
and deemed filed under Rule 14a-6(b) of the Securities
Exchange Act of 1934
Subject Company: Corporate Capital Trust, Inc.
Commission File No. 814-00827
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FS INVESTMENT CORPORATION
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OFFICIAL
NOTICE
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We
urgently need your vote to
approve FSIC’s proposals!
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The
annual meeting of stockholders is fast approaching.
It’s important we hear from you soon on the proposals
outlined in the
proxy materials we sent you.
Your
vote
FOR
the
proposals will provide the potential
for the following benefits:
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Vote
now before
time runs out!
BY MAIL
with the
enclosed
proxy card
BY PHONE
Live agent
1-833-868-3374
Automated
recording
1-800-690-6903
BY COMPUTER
www.proxyvote.com
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Enhanced
portfolio diversification
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Reduced
operating expenses
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Lower
financing costs
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Improved
secondary market liquidity
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FORWARD-LOOKING
STATEMENTS
Statements included herein may
constitute “forward-looking” statements as that term is defined in Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995, including
statements with regard to future events or the future performance or operations of FSIC and CCT (together with FSIC, the “Funds”).
Words such as “believes,” “expects,” “projects,” and “future” or similar expressions
are intended to identify forward-looking statements. These forward-looking statements are subject to the inherent uncertainties
in predicting future results and conditions. Certain factors could cause actual results to differ materially from those projected
in these forward-looking statements. Factors that could cause actual results to differ materially include changes in the economy,
risks associated with possible disruption to a Fund’s operations or the economy generally due to terrorism or natural disasters,
future changes in laws or regulations and conditions in a Fund’s operating area, failure to obtain requisite shareholder
approval for the Proposals (as defined below) set forth in the Proxy Statement (as defined below), failure to consummate the business
combination transaction involving the Funds, the price at which shares of FSIC’s and CCT’s common stock trade on the
New York Stock Exchange, uncertainties as to the timing of the consummation of the business combination transaction involving
the Funds, unexpected costs, charges or expenses resulting from the business combination transaction involving the Funds, and
failure to realize the anticipated benefits of the business combination transaction involving the Funds. Some of these factors
are enumerated in the filings the Funds made with the Securities and Exchange Commission (the “SEC”) and are also
contained in the Proxy Statement. The inclusion of forward-looking statements should not be regarded as a representation that
any plans, estimates or expectations will be achieved. Any forward-looking statements speak only as of the date of this communication.
Except as required by federal securities laws, the Funds undertake no obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise. Readers are cautioned not to place undue reliance on any of
these forward- looking statements.
ADDITIONAL
INFORMATION AND WHERE TO FIND IT
This communication
relates to a proposed business combination involving the Funds, along with related proposals for which shareholder approval is
being sought (collectively, the “Proposals”). In connection with the Proposals, the Funds have filed relevant materials
with the SEC, including a registration statement on Form N-14, which includes a joint proxy statement of FSIC and CCT and a prospectus
of FSIC (the “Proxy Statement”). This communication does not constitute an offer to sell or the solicitation of an
offer to buy any securities or a solicitation of any vote or approval. No offer of securities shall be made except by means of
a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. SHAREHOLDERS OF THE FUNDS ARE URGED
TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE PROXY STATEMENT, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS THERETO,
BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT FSIC, CCT, THE BUSINESS COMBINATION TRANSACTION INVOLVING THE FUNDS AND THE PROPOSALS.
Investors and security holders are able to obtain the documents filed with the SEC free of charge at the SEC’s website,
www.sec.gov, from FSIC’s website at www.fsinvestmentcorp.com and CCT’s website at www.corporatecapitaltrust.com.
PARTICIPANTS
IN THE SOLICITATION
The Funds and their
respective directors, executive officers and certain other members of management and employees, including employees of FS/KKR
Advisor, LLC, FS Investments, KKR Credit Advisors (US) LLC and their respective affiliates, may be deemed to be participants in
the solicitation of proxies from the shareholders of the Funds in connection with the Proposals. Information regarding the persons
who may, under the rules of the SEC, be considered participants in the solicitation of the Funds’ shareholders in connection
with the Proposals is contained in the Proxy Statement. This document may be obtained free of charge from the sources indicated
above.
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FS
INVESTMENT CORPORATION
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November 16, 2018
Your
vote is missing! FS Investment Corporation is hosting its annual meeting of stockholders on December 3, 2018. It’s
important that we hear from you on the proposals outlined in the proxy materials we sent you.
The fund’s board of directors
unanimously recommends that you
vote
in
favor
of each of these proposals.
Your
vote
FOR the proposals will provide the potential for the following benefits:
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Enhanced portfolio diversification
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•
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Reduced operating expenses
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•
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Improved secondary market liquidity
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Please
vote your shares today!
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BY MAIL
With the enclosed
proxy card
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BY PHONE
Live agent
1-833-868-3374
Automated recording
1-800-690-6903
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BY COMPUTER
www.proxyvote.com
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201 Rouse Boulevard
Philadelphia, PA 19112
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(Continued on
back)
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FORWARD-LOOKING STATEMENTS
Statements included herein may
constitute “forward-looking” statements as that term is defined in Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act
of 1995, including statements with regard to future events or the future performance or operations of FSIC and CCT (together
with FSIC, the “Funds”). Words such as “believes,” “expects,” “projects,” and
“future” or similar expressions are intended to identify forward-looking statements. These forward-looking
statements are subject to the inherent uncertainties in predicting future results and conditions.
Certain factors could cause
actual results to differ materially from those projected in these forward-looking statements. Factors that could cause actual
results to differ materially include changes in the economy, risks associated with possible disruption to a Fund’s
operations or the economy generally due to terrorism or natural disasters, future changes in laws or regulations and
conditions in a Fund’s operating area, failure to obtain requisite shareholder approval for the Proposals (as defined
below) set forth in the Proxy Statement (as defined below), failure to consummate the business combination transaction
involving the Funds, the price at which shares of FSIC’s and CCT’s common stock trade on the New York Stock
Exchange, uncertainties as to the timing of the consummation of the business combination transaction involving the Funds,
unexpected costs, charges or expenses resulting from the business combination transaction involving the Funds, and failure to
realize the anticipated benefits of the business combination transaction involving the Funds. Some of these factors are
enumerated in the filings the Funds made with the Securities and Exchange Commission (the “SEC”) and are also
contained in the Proxy Statement. The inclusion of forward-looking statements should not be regarded as a representation that
any plans, estimates or expectations will be achieved. Any forward-looking statements speak only as of the date of this
communication. Except as required by federal securities laws, the Funds undertake no obligation to update or revise any
forward-looking statements, whether as a result of new information, future events or otherwise. Readers are cautioned not to
place undue reliance on any of these forward-looking statements.
ADDITIONAL INFORMATION AND WHERE
TO FIND IT
This communication relates to a
proposed business combination involving the Funds, along with related proposals for which shareholder approval is being
sought (collectively, the “Proposals”). In connection with the Proposals, the Funds have filed relevant materials
with the SEC, including a registration statement on Form N-14, which includes a joint proxy statement of FSIC and CCT and a
prospectus of FSIC (the “Proxy Statement”). This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of any vote or approval. No offer of securities shall be
made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
SHAREHOLDERS OF THE FUNDS ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE PROXY STATEMENT, AS WELL
AS ANY AMENDMENTS OR SUPPLEMENTS THERETO, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT FSIC, CCT, THE BUSINESS
COMBINATION TRANSACTION INVOLVING THE FUNDS AND THE PROPOSALS. Investors and security holders are able to obtain the
documents filed with the SEC free of charge at the SEC’s website, www.sec.gov, from FSIC’s website at
www.fsinvestmentcorp.com and CCT’s website at www.corporatecapitaltrust.com.
PARTICIPANTS IN THE SOLICITATION
The Funds and their respective
directors, executive officers and certain other members of management and employees, including employees of FS/KKR Advisor, LLC,
FS Investments, KKR Credit Advisors (US) LLC and their respective affiliates, may be deemed to be participants in the solicitation
of proxies from the shareholders of the Funds in connection with the Proposals. Information regarding the persons who may, under
the rules of the SEC, be considered participants in the solicitation of the Funds’ shareholders in connection with the Proposals
is contained in the Proxy Statement. This document may be obtained free of charge from the sources indicated above.
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CORPORATE CAPITAL TRUST
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OFFICIAL
NOTICE
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We
urgently need your vote to
approve CCT’s proposals!
|
|
|
|
|
|
|
|
|
|
|
|
The
annual meeting of stockholders is fast approaching.
It’s important we hear from you soon on the proposals
outlined in the
proxy materials we sent you.
Your
vote
FOR
the
proposals will provide the potential
for the following benefits:
|
|
Vote
now before
time runs out!
BY MAIL
with the
enclosed
proxy card
BY PHONE
Live agent
1-833-868-3374
Automated
recording
1-800-690-6903
BY COMPUTER
www.proxyvote.com
|
|
|
|
|
|
|
|
|
|
|
Enhanced
portfolio diversification
|
|
|
|
|
|
Reduced
operating expenses
|
|
|
|
|
|
Lower
financing costs
|
|
|
|
|
|
Improved
secondary market liquidity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FORWARD-LOOKING STATEMENTS
Statements included herein
may constitute “forward-looking” statements as that term is defined in Section 27A of the Securities Act of 1933,
as amended, and Section 21E of the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform
Act of 1995, including statements with regard to future events or the future performance or operations of FSIC and CCT
(together with FSIC, the “Funds”). Words such as “believes,” “expects,”
“projects,” and “future” or similar expressions are intended to identify forward-looking statements.
These forward-looking statements are subject to the inherent uncertainties in predicting future results and conditions.
Certain factors could cause actual results to differ materially from those projected in these forward-looking statements.
Factors that could cause actual results to differ materially include changes in the economy, risks associated with possible
disruption to a Fund’s operations or the economy generally due to terrorism or natural disasters, future changes in
laws or regulations and conditions in a Fund’s operating area, failure to obtain requisite shareholder approval for the
Proposals (as defined below) set forth in the Proxy Statement (as defined below), failure to consummate the
business combination transaction involving the Funds, the price at which shares of FSIC’s and CCT’s common stock
trade on the New York Stock Exchange, uncertainties as to the timing of the consummation of the business combination
transaction involving the Funds, unexpected costs, charges or expenses resulting from the business combination transaction
involving the Funds, and failure to realize the anticipated benefits of the business combination transaction involving the
Funds. Some of these factors are enumerated in the filings the Funds made with the Securities and Exchange Commission (the
“SEC”) and are also contained in the Proxy Statement. The inclusion of forward-looking statements should not be
regarded as a representation that any plans, estimates or expectations will be achieved. Any forward-looking statements speak
only as of the date of this communication. Except as required by federal securities laws, the Funds undertake no obligation
to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Readers are cautioned not to place undue reliance on any of these forward- looking statements.
ADDITIONAL INFORMATION AND WHERE
TO FIND IT
This communication relates
to a proposed business combination involving the Funds, along with related proposals for which shareholder approval is being
sought (collectively, the “Proposals”). In connection with the Proposals, the Funds have filed relevant materials
with the SEC, including a registration statement on Form N-14, which includes a joint proxy statement of FSIC and CCT and a
prospectus of FSIC (the “Proxy Statement”). This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of any vote or approval. No offer of securities shall be
made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
SHAREHOLDERS OF THE FUNDS ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE PROXY STATEMENT, AS WELL
AS ANY AMENDMENTS OR SUPPLEMENTS THERETO, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT FSIC, CCT, THE BUSINESS
COMBINATION TRANSACTION INVOLVING THE FUNDS AND THE PROPOSALS. Investors and security holders are able to obtain the
documents filed with the SEC free of charge at the SEC’s website, www.sec.gov, from FSIC’s website at
www.fsinvestmentcorp.com and CCT’s website at www.corporatecapitaltrust.com.
PARTICIPANTS IN THE SOLICITATION
The
Funds and their respective directors, executive officers and certain other members of management and employees, including employees
of FS/KKR Advisor, LLC, FS Investments, KKR Credit Advisors (US) LLC and their respective affiliates, may be deemed to be participants
in the solicitation of proxies from the shareholders of the Funds in connection with the Proposals. Information regarding the persons
who may, under the rules of the SEC, be considered participants in the solicitation of the Funds’ shareholders in connection
with the Proposals is contained in the Proxy Statement. This document may be obtained free of charge from the sources indicated
above.
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555
California Street
50th
Floor
San Francisco, California 94104
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November 16, 2018
Your
vote
is
missing!
Corporate Capital
Trust,
Inc. is hosting its annual meeting of stockholders on De
c
e
m
ber
3
,
2
0
1
8
.
I
t
’
s
i
m
p
o
r
t
a
n
t
t
h
a
t
w
e h
ea
r f
r
o
m
y
ou
o
n
t
he
p
r
o
p
o
sa
l
s
o
u
t
l
i
ned
i
n
t
he
p
r
o
x
y
m
a
t
e
ri
a
l
s
we
sent you.
The
fund’s board of directors unanimously recommends that you
vote
in favor of each
of these proposals.
Your
vote
FOR
the proposals will provide the potential for the following benefits:
•
|
Enhanced portfolio diversification
|
•
|
Reduced operating expenses
|
•
|
Improved secondary market liquidity
|
Please
vote your shares today!
|
BY MAIL
With the enclosed
proxy card
|
|
BY PHONE
Live agent
1-833-868-3374
Automated recording
1-800-690-6903
|
|
BY COMPUTER
www.proxyvote.com
|
(Continued on
back)
FORWARD-LOOKING STATEMENTS
Statements included herein
may constitute “forward-looking” statements as that term is defined in Section 27A of the Securities Act of 1933,
as amended, and Section 21E of the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform
Act of 1995, including statements with regard to future events or the future performance or operations of FSIC and CCT
(together with FSIC, the “Funds”). Words such as “believes,” “expects,”
“projects,” and “future” or similar expressions are intended to identify forward-looking statements.
These forward-looking statements are subject to the inherent uncertainties in predicting future results and conditions.
Certain factors could cause actual results to differ materially from those projected in these forward-looking statements.
Factors that could cause actual results to differ materially include changes in the economy, risks associated with possible
disruption to a Fund’s operations or the economy generally due to terrorism or natural disasters, future changes in
laws or regulations and conditions in a Fund’s operating area, failure to obtain requisite shareholder approval for the
Proposals (as defined below) set forth in the Proxy Statement (as defined below), failure to consummate the
business combination transaction involving the Funds, the price at which shares of FSIC’s and CCT’s common stock
trade on the New York Stock Exchange, uncertainties as to the timing of the consummation of the business combination
transaction involving the Funds, unexpected costs, charges or expenses resulting from the business combination transaction
involving the Funds, and failure to realize the anticipated benefits of the business combination transaction involving the
Funds. Some of these factors are enumerated in the filings the Funds made with the Securities and Exchange Commission (the
“SEC”) and are also contained in the Proxy Statement. The inclusion of forward-looking statements should not be
regarded as a representation that any plans, estimates or expectations will be achieved. Any forward-looking statements speak
only as of the date of this communication. Except as required by federal securities laws, the Funds undertake no obligation
to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Readers are cautioned not to place undue reliance on any of these forward-looking statements.
ADDITIONAL INFORMATION AND WHERE
TO FIND IT
This communication relates to a
proposed business combination involving the Funds, along with related proposals for which shareholder approval is being
sought (collectively, the “Proposals”). In connection with the Proposals, the Funds have filed relevant materials
with the SEC, including a registration statement on Form N-14, which includes a joint proxy statement of FSIC and CCT and a
prospectus of FSIC (the “Proxy Statement”). This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of any vote or approval. No offer of securities shall be
made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
SHAREHOLDERS OF THE FUNDS ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE PROXY STATEMENT, AS WELL
AS ANY AMENDMENTS OR SUPPLEMENTS THERETO, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT FSIC, CCT, THE BUSINESS
COMBINATION TRANSACTION INVOLVING THE FUNDS AND THE PROPOSALS.
Investors and security holders
are able to obtain the documents filed with the SEC free of charge at the SEC’s website, www.sec.gov, from FSIC’s website
at www.fsinvestmentcorp.com and CCT’s website at www.corporatecapitaltrust.com.
PARTICIPANTS IN THE SOLICITATION
The Funds and their respective
directors, executive officers and certain other members of management and employees, including employees of FS/KKR Advisor,
LLC, FS Investments, KKR Credit Advisors (US) LLC and their respective affiliates, may be deemed to be participants in the
solicitation of proxies from the shareholders of the Funds in connection with the Proposals. Information regarding the
persons who may, under the rules of the SEC, be considered participants in the solicitation of the Funds’ shareholders
in connection with the Proposals is contained in the Proxy Statement. This document may be obtained free of charge from the
sources indicated above.
Corporate Cap TR Inc. (NYSE:CCT)
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