KKR FS Income Trust

06/27/2024 | Press release | Distributed by Public on 06/27/2024 15:23

Private Placement Form 8 K

Item 3.02 Unregistered Sales of Equity Securities.

On June 27, 2024, KKR FS Income Trust (the "Company") issued and sold 235,769.6194 unregistered Class I shares (the "Sold Shares") of the Company's common shares of beneficial interest (the "Shares") pursuant to subscription agreements entered into with the participating investors for aggregate consideration of $7 million. The per share price at which the Company issued the Sold Shares was $29.69 per share, determined in accordance with Section 23 of the Investment Company Act of 1940, as amended.

The offer and sale of the Sold Shares were conducted in connection with the Company's continuous private offering of Shares (the "Private Offering") in reliance on the exemption from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), provided by Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder. The Company relied, in part, upon representations from each participating investor in the relevant subscription agreement that such investor is an "accredited investor" as defined in Regulation D under the Securities Act.