abrdn Income Credit Strategies Fund filed SEC Form 8-K: Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
August 1, 2025 (
(Exact name of registrant as specified in its charter)
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| Item 1.01. | Entry into a Material Definitive Agreement. |
On August 1, 2025, abrdn Income Credit Strategies Fund (NYSE: ACP) (the “Fund”) entered into a distribution agreement (the “Distribution Agreement”) with ALPS Distributors, Inc. (the “Distributor”), pursuant to which the Fund may offer and sell up to $75,000,000 of common shares of beneficial interest, par value $0.001 per share (“Common Shares”), from time to time through the Distributor, in transactions deemed to be “at the market” as defined in Rule 415 under the Securities Act of 1933, as amended (the “Offering”). Under the Investment Company Act of 1940, as amended, the Fund may not sell any Common Shares at a price below the current net asset value of such common shares, exclusive of any distributing commission or discount.
Pursuant to the Distribution Agreement, the Distributor may enter into sub-placement agent agreements with one or more selected dealers. The Distributor has entered into a sub-placement agent agreement, dated August 1, 2025 (the “Sub-Placement Agent Agreement”), with UBS Securities LLC (the “Sub-Placement Agent”) relating to the Common Shares to be offered under the Distribution Agreement.
The Offering is being made pursuant a prospectus supplement, dated August 1, 2025 and the accompanying prospectus, dated May 30, 2024, each of which constitute part of the Fund’s effective shelf registration statement on Form N-2 (File No. 333-277607) previously filed with the Securities and Exchange Commission (the “Registration Statement”).
The foregoing descriptions of the Distribution Agreement and the Sub-Placement Agent Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the Distribution Agreement filed with this report as Exhibit 1.1 and incorporated herein by reference, and the full text of the Sub-Placement Agent Agreement filed with this report as Exhibit 1.2 and incorporated herein by reference.
| Item 8.01. | Other Events |
On August 1, 2025, the Fund commenced the Offering pursuant to the Fund’s Registration Statement. A copy of the opinion of Dechert LLP relating to the legality of the Common Shares is filed as Exhibit 5.1 to this report.
The Fund incorporates by reference the exhibits filed herewith into the Registration Statement.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
| 1.1 | Distribution Agreement between the Registrant and ALPS Distributors, Inc. | |
| 1.2 | Sub-Placement Agent Agreement between ALPS Distributors, Inc. and UBS Securities LLC | |
| 5.1 | Opinion of Dechert LLP | |
| 23.1 | Consent of Dechert LLP (included in Exhibit 5.1) | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
| abrdn Income Credit Strategies Fund | ||
| Date: August 1, 2025 | By: | /s/ Robert Hepp |
| Name: | Robert Hepp | |
| Title: | Vice President | |