Title of Securities Being Registered		Proposed Maximum Aggregate Offering Price(1)				Amount of Registration Fee(6)
Common Stock, par value $0.001 per share(2)(3)
Preferred Stock, par value $0.001 per share(2)
Subscription Rights(2)
Debt Securities(4)
Total(5)		$	100,000,000			$	12,980

(1)	Estimated solely for purposes of calculating the registration fee, pursuant to Rule 457(o) under the Securities Act of 1933. The proposed maximum offering price per security will be determined, from time to time, by the Registrant in connection with the sale by the Registrant of the securities registered under this Registration Statement.

(2)	Subject to Note 5 below, there is being registered hereunder an indeterminate number of shares of common stock or preferred stock, or subscription rights to purchase shares of common stock as may be sold, from time to time.

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(3)	Includes such indeterminate number of shares of common stock as may, from time to time, be issued upon conversion or exchange of other securities registered hereunder, to the extent any such securities are, by their terms, convertible or exchangeable for common stock.

(4)	Subject to Note 5 below, there is being registered hereunder an indeterminate number of debt securities as may be sold, from time to time. If any debt securities are issued at an original issue discount, then the offering price shall be in such greater principal amount as shall result in an aggregate price to investors not to exceed $100,000,000.

(5)	In no event will the aggregate offering price of all securities issued from time to time pursuant to this Registration Statement exceed $100,00,000.

(6)	Previously paid.

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•	proactive sourcing and identification of investment opportunities;

•	utilization of a methodical and rigorous investment analysis and due diligence process both structurally and on a loan-level basis;

•	utilization of the Advisor's in-house CLO investment team and related investment processes to provide credit analysis of each underlying loan portfolio within the CLO securities;

•	active involvement at the CLO structuring and formation stage, as appropriate; and

•	taking stakes in CLO equity and subordinated debt tranches.

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•	number of borrowers underlying each CLO;

•	industry type of a CLO’s underlying borrowers;

•	number and investment style of CLO collateral managers; and

•	CLO vintage period.

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•	Potential for strong absolute and risk-adjusted returns: We believe that CLO equity offers the potential for attractive, risk-adjusted total returns compared to the returns experienced in the U.S. public equity markets.

•	Expected shorter duration high-yielding credit investment with the potential for high quarterly cash distributions: Relative to certain other high-yielding credit investments such as mezzanine or subordinated debt, CLO equity is expected to have a shorter payback period with higher front-end loaded quarterly cash flows during the early years of a CLO’s life.

•

Expected protection against rising interest rates: Because a CLO’s asset portfolio is typically comprised primarily of floating rate loans and the CLO’s liabilities are also generally floating rate instruments, we expect CLO equity to provide potential protection against rising interest rates whenever the London Interbank Offered Rate, or “LIBOR,” exceeds above the average minimum interest rate or "LIBOR floor" on a CLO’s assets. However, CLO equity is still subject to other forms of interest rate risk.

•

Expected low-to-moderate correlation with fixed income and equity markets: Because CLO assets and liabilities are primarily floating rate, we expect CLO equity investments to have a low-to-moderate correlation with U.S. fixed income securities. In addition, because CLOs generally allow for the reinvestment of principal during the reinvestment period regardless of the market price of the underlying collateral provided the CLO remains in compliance with its covenants, we expect CLO equity investments to have a low-to-moderate correlation with the U.S. public equity markets.

•	CLO management track record. OFS Advisor has actively managed CLOs for over 15 years and closed on approximately 4,000 loan transactions aggregating approximately $12 billion in credit investments through CLO vehicles.

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Deep CLO structural experience and expertise. Members of the Senior Investment Team have significant experience structuring, valuing and investing in CLOs throughout their careers. The Advisor believes that the initial structuring of a CLO is an important contributor to the ultimate risk-adjusted returns, and that experienced and knowledgeable investors can add meaningful value relative to other market participants by selecting those investments with the most advantageous structures. In addition to analyzing CLO structural features and collateral managers, OFS Advisor can perform due diligence on the underlying loans within the CLOs, given its in-house expertise and relationships with numerous multi-national lenders and broker dealers.

•

Rigorous credit analysis and approval process. The objective of the Advisor’s investment process is to source, evaluate and execute investments in CLO securities and related investments that the Advisor believes have the potential to outperform the CLO market generally. This process, augmented by the Advisor's first-hand experience as a CLO manager, is designed to be repeatable and is focused on key areas for analysis that the Advisor believes are most relevant to potential future performance. The Advisor believes that its investment and security selection process, its in-house loan investment team, along with its strong emphasis on analyzing the structure of the CLO, differentiates its approach to investing in CLO securities.

•	Alignment of Interests. Our fee structure includes an incentive fee component whereby we pay the Advisor an incentive fee only if our net income exceeds a hurdle rate.

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•	Limited Operating History. We are a non-diversified, closed-end management investment company with limited operating history as such. Additionally, our Advisor has never previously managed a registered closed-end investment company.

•

Fair Valuation of Our Portfolio Investments. Typically, there will not be a public market for the type of investments in which we invest. As a result, we will value these securities at least quarterly, or more frequently as may be required from time to time, at fair value. Our determinations of the fair value of our investments have a material impact on our net earnings through the recording of unrealized appreciation or depreciation of investments and may cause our NAV on a given date to materially understate or overstate the value that we may ultimately realize on one or more of our investments.

•	Key Personnel Risk. We are dependent upon the key personnel of OFS Advisor for our future success.

•	Conflicts of Interest Risk. Our executive officers and directors, and the Advisor and its officers and employees, including the Senior Investment Team, have several conflicts of interest as a result of the other activities in which they engage. See “Conflicts of Interest.”

•	Incentive Fee Risk. Our incentive fee structure may incentivize the Advisor to pursue investments on our behalf that are riskier or more speculative than would be the case in the absence of such compensation arrangement and use leverage in a manner that adversely impacts our performance.

•	Tax Risks. If we fail to qualify for tax treatment as a RIC under the Code for any reason or become subject to corporate-level U.S. federal income tax, the resulting corporate taxes could substantially reduce our net assets, the amount of income available for distribution and the amount of our distributions.

•	Distributions and Dividend Risk. There is a risk that our stockholders may not receive distributions or dividends and that our distributions or dividends may not grow over time.

•	Market Risks. A disruption or downturn in the capital markets and the credit markets could impair our ability to raise capital, impair the availability of suitable investment opportunities for us and negatively affect our business.

•	Non-Diversification Risk. We are a non-diversified investment company under the 1940 Act and may hold a narrower range of investments than a diversified fund under the 1940 Act.

•

Leverage Risk. The use of leverage, whether directly or indirectly through investments such as CLO equity or subordinated debt securities that inherently involve leverage, may magnify our risk of loss. CLOs are typically highly leveraged (typically 9 – 13 times), and therefore the CLO equity of subordinated debt securities in which we intend to invest are subject to a higher risk of loss since the use of leverage magnifies losses.

•

Risks of Investing in CLOs and Other Structured Finance Securities. CLO and structured finance securities present risks similar to other credit investments, including default (credit), interest rate and prepayment risks. In addition, CLOs and other structured finance securities are typically governed by a complex series of legal documents and contracts, which increases the possibility of disputes over the interpretation and enforceability of such documents. In addition, a collateral manager or trustee of a CLO may not properly carry out its duties to the CLO, potentially resulting in loss to the CLO. CLOs are also leveraged vehicles and are subject to leverage risk.

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Risks of Investing in the Subordinated or Equity Tranche of CLOs. We may invest in the subordinated notes that comprise a CLO's equity tranche, which are junior in priority of payment and are subject to certain payment restrictions generally set forth in an indenture governing the notes. In addition, CLO equity and subordinated notes generally do not benefit from any creditors’ rights or ability to exercise remedies under the indenture governing the notes. The subordinated notes are not guaranteed by another party. Subordinated notes are subject to greater risk than the secured notes issued by the CLO. CLOs are typically highly levered, typically utilizing 9 – 13 times leverage, and therefore the CLO equity and subordinated debt securities in which we intend to invest are subject to a higher risk of loss. There can be no assurance that distributions on the assets held by the CLO will be sufficient to make any distributions or that the yield on the subordinated notes will meet our expectations.

•	First Loss Risk of CLO Equity and Subordinated Securities. CLO equity and subordinated debt securities that we may acquire are subordinated to more senior tranches of CLO debt. If a CLO breaches a covenant, excess cash flow that

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•

High Yield Investment Risks. The CLO equity and subordinated debt securities that we will acquire are typically unrated or rated below investment grade and are therefore considered “high yield” or “junk” securities and are considered speculative with respect to timely payment of distributions or interest and reinvestment or repayment of principal. The senior secured loans and other credit-related assets underlying CLOs are also typically high yield investments that are below investment grade. Investing in CLO equity and subordinated debt securities and other high yield investments involves greater credit and liquidity risk than investment grade obligations, which may adversely impact our performance. High-yield investments, including collateral held by CLOs in which we invest, generally have limited liquidity. As a result, prices of high-yield investments have at times experienced significant and rapid decline when a substantial number of holders (or a few holders of a significantly large “block” of the securities) decide to sell. In addition, we (or the CLOs in which we invest) may have difficulty disposing of certain high-yield investments because there may be a thin trading market for such securities.

•	Limited Investment Opportunities Risk. The market for CLO securities is more limited than the market for other credit related investments. Sufficient investment opportunities for our capital may not be available.

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Interest Rate Risk. The price of certain of our investments may be significantly affected by changes in interest rates. Although interest rates in the United States continue to be relatively low compared to historic averages, a continuation of the current rising interest rate environment may increase our exposure to risks associated with interest rates. Moreover, interest rate levels may be impacted by extraordinary monetary policy initiatives, the effect of which is impossible to predict with certainty. Additionally, there may be a mismatch in the rate at which CLOs earn interest and the rate at which CLOs pay interest on their debt tranches, which can negatively impact the cash flows on a CLO’s equity tranche and may in turn adversely affect our cash flows and results of operations.

•	Credit Risk. If (1) a CLO in which we invest, (2) an underlying asset of any such CLO or (3) any other type of credit investment in our portfolio declines in price or fails to pay interest or principal when due because the issuer or debtor, as the case may be, experiences a decline in its financial status, our income, NAV and/or market price may be adversely impacted.

•

Prepayment Risk. The assets underlying the CLO securities in which we invest are subject to prepayment by the underlying corporate borrowers. In addition, the CLO securities and related investments in which we invest are subject to prepayment risk. If we or a CLO collateral manager are unable to reinvest prepaid amounts in a new investment with an expected rate of return at least equal to that of the investment repaid, our investment performance will be adversely impacted.

•

Liquidity Risks. To the extent we invest in illiquid instruments, we would not be able to sell such investments at prices that reflect our assessment of their fair value or the amount paid for such investments by us. Specifically, the subordinated or equity tranche CLO securities we intend to acquire are illiquid investments and subject to extensive transfer restrictions, and no party is under any obligation to make a market for subordinated notes. At times, there may be no market for subordinated notes, and we may not be able to sell or otherwise transfer subordinated notes at their fair value, or at all, in the event that we determine to sell them.

•	Counterparty Risks. We may be exposed to counterparty risk, which could make it difficult for us or the CLOs in which we invest to collect on obligations, thereby resulting in potentially significant losses.

•

Loan Accumulation Facilities Risk. Investments in loan accumulation facilities, which acquire loans on an interim basis that are expected to form part of a CLO, may expose us to market, credit and leverage risks. In particular, in the event a planned CLO is not consummated, or the loans held in a loan accumulation facility are not eligible for purchase by the CLO, we may be responsible for either holding or disposing of the loans. This could expose us primarily to credit and/or mark-to-market losses and other risks.

•	Hedging Risks. Hedging transactions seeking to reduce risks may result in poorer overall performance than if we had not engaged in such hedging transactions, and they may also not properly hedge our risks.

•	Derivatives Risks. Derivative instruments in which we may invest may be volatile and involve various risks different from, and in certain cases greater than, the risks presented by more traditional instruments. A small investment in derivatives could have a large potential impact on our performance, effecting a form of investment leverage on our

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•	Currency Risk. Although we intend to primarily make investments denominated in U.S. dollars, we may make investments denominated in other currencies. Our investments denominated in currencies other than U.S. dollars will be subject to the risk that the value of such currency will decrease in relation to the U.S. dollar.

•	Risks Related to an Investment in our Securities.

◦	Shares of closed-end management investment companies, including the Company, have in the past frequently traded at discounts to their net asset values, and we cannot assure you that the market price of shares of our common stock will not decline below our net asset value per share.

◦	Our common stock price may be volatile and may decrease substantially.

◦	Any amounts that we use to service our preferred dividends, or that we use to redeem our preferred stock, will not be available for distributions to our common stockholders.

◦	Our common stock is subject to a risk of subordination relative to holders of our debt instruments and holders of our preferred stock.

◦	Holders of our preferred stock have the right to elect two members of our Board of Directors and class voting rights on certain matters.

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•	investment guidelines and/or restrictions, if any, set forth in the applicable organizational, offering or similar documents for the investment vehicles;

•	the status of tax restrictions and tests and other regulatory restrictions and tests;

•	risk and return profile of the investment vehicles;

•	suitability/priority of a particular investment for the investment vehicles;

•	if applicable, the targeted position size of the investment for the investment vehicles;

•	level of available cash for investment with respect to the investment vehicles;

•	total amount of funds committed to the investment vehicles; and

•	the age of the investment vehicles and the remaining term of their respective investment periods, if any.

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Listing		Our common stock is traded on the Nasdaq Capital Market under the symbol "OCCI". Our Series A Term Preferred Stock is traded on the Nasdaq Capital Market under the symbol "OCCIP".
Use of Proceeds		We intend to use the net proceeds from the sale of our securities pursuant to this prospectus to acquire investments in accordance with our investment objectives and strategies described in this prospectus and for general working capital purposes. Each supplement to this prospectus relating to an offering will more fully identify the use of the proceeds from such offering. See “Use of Proceeds.”
Distributions		We intend to make regular quarterly cash distributions, payable monthly, in compliance with RIC requirements and consistent with the goal of maintaining distribution stability and satisfying the Company’s capital and liquidity needs. See “Distribution Policy” and “Risk Factors - Our cash distributions to stockholders may change and a portion of our distributions to stockholders may be a return of capital.” If our distributions exceed our ICTI in a tax year, such excess will represent a return of capital to our stockholders. A return of capital distribution will generally not be taxable to our stockholders. However, a return of capital distribution will reduce a stockholder’s cost basis in our securities on which the distribution was received, thereby potentially resulting in a higher reported capital gain or lower reported capital loss when those securities are sold or otherwise disposed of. Additionally, in order to maintain a stable level of distributions, we may at times pay out less than all of our investment income or pay out accumulated undistributed income in addition to current net investment income. Subject to market conditions, dividend and capital gains distributions generally are used to purchase additional Shares pursuant to an automatic distribution reinvestment plan, as summarized below. However, an investor can choose to receive distributions in cash. Dividend and capital gains distributions generally are taxable to our stockholders whether they are reinvested in our shares of common stock or received in cash. See “Distribution Policy” and “Distribution Reinvestment Plan.” GAAP earnings are based on the effective yields derived from cash flows from the CLO securities without regard to timing of income recognition for tax purposes, which may cause our GAAP earnings to diverge from our ICTI. See “Risk Factors - Risks Related to Our Investments - CLO investments involve complex documentation and accounting considerations.”

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Leverage		We may use leverage to the extent permitted by the 1940 Act. We are permitted to obtain leverage using any form of financial leverage instruments, including funds borrowed from banks or other financial institutions, margin facilities, notes or preferred stock and leverage attributable to reverse repurchase agreements or similar transactions. Since the completion of our IPO, we have incurred leverage in an amount of approximately 45.15% of our net assets (as determined immediately before the leverage is incurred. We currently anticipate incurring leverage in an amount of approximately 50% of our net assets (i.e., $0.50 of leverage for every $1 of equity) over the next twelve months of operations. We may further increase our leverage through entry into a credit facility or other leveraging instruments. Instruments that create leverage are generally considered to be senior securities under the 1940 Act. With respect to senior securities that are stocks (i.e., shares of preferred stock, including our Series A Term Preferred Stock), we are required to have an asset coverage of at least 200%, as measured at the time of the issuance of any such shares of preferred stock and calculated as the ratio of our total assets (less all liabilities and indebtedness not represented by senior securities) over the aggregate amount of our outstanding senior securities representing indebtedness plus the aggregate liquidation preference of any outstanding shares of preferred stock. With respect to senior securities representing indebtedness (i.e., borrowing or deemed borrowing), other than temporary borrowings as defined under the 1940 Act, we are required to have an asset coverage of at least 300%, as measured at the time of borrowing and calculated as the ratio of our total assets (less all liabilities and indebtedness not represented by senior securities) over the aggregate amount of our outstanding senior securities representing indebtedness.
Investment Advisory Agreement		The Advisor manages our investments, subject to the supervision of the Board, pursuant to the Investment Advisory Agreement. Under the Investment Advisory Agreement, absent willful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of the reckless disregard of its duties and obligations, the Advisor and its related persons are entitled to indemnification from us for any damages, liabilities, costs and expenses arising from the services rendered by the Advisor under the Investment Advisory Agreement or otherwise as our investment adviser. A discussion regarding the basis for the Board’s approval of the Investment Advisory Agreement is available in our annual report. Unless earlier terminated as described below, the Investment Advisory Agreement will remain in effect if approved annually (after an initial two-year term) by our Board or by the affirmative vote of the holders of a majority of our outstanding voting securities, including, in either case, approval by a majority of our Directors who are not “interested persons” of any party to such agreement, as such term is defined in Section 2(a)(19) of the 1940 Act. The Investment Advisory Agreement will automatically terminate in the event of its assignment. The Investment Advisory Agreement may also be terminated by us without penalty upon not less than 60 days’ written notice to the Advisor and by the Advisor upon not less than 60 days’ written notice to us. See “Management — Management and Other Agreements — Investment Advisory Agreement.”

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Management Fee and Incentive Fee		We pay the Advisor a fee for its services under the Investment Advisory Agreement consisting of two components - a base management fee and an incentive fee. Base management fee. The base management fee is calculated and payable quarterly in arrears and equals an annual rate of 1.75% of our “Total Equity Base.” “Total Equity Base” is defined as the NAV of shares of our common stock and the paid-in capital of our preferred stock, if any. The base management fee is paid by our holders of common stock and is not paid by holders of preferred stock, if any, or the holders of any other types of securities that we may issue. Because no part of the base management fee is based on funds borrowed by us, the base management fee will not increase when we borrow funds. However, the base management fee will increase if we issue preferred stock. Incentive fee.  The incentive fee is calculated and payable quarterly in arrears and equals 20% of our “Pre-Incentive Fee Net Investment Income” for the immediately preceding quarter, subject to a preferred return, or “hurdle,” of 2.00% of our NAV (8.00% annualized) and a “catch up” feature. The amount of the incentive fee is not affected by any realized or unrealized losses that we may suffer. See “Management - Management Fee and Incentive Fee.” No incentive fee is payable to the Advisor on capital gains, whether realized or unrealized. OFS Advisor agreed to waive certain fees in connection with the IPO. For the period from October 10, 2018 (the consummation of our IPO) to January 31, 2019, OFS Advisor irrevocably waived the base management fee, without recourse against or reimbursement by the Company. For the period from October 10, 2018 (the consummation of our IPO) to October 31, 2018, OFS Advisor irrevocably waived the incentive fee, without recourse against or reimbursement by the Company. See “Management — Management Fee and Incentive Fee.”
Other Expenses		The investment team of the Advisor, when and to the extent engaged in providing investment advisory and management services, and the compensation and routine overhead expenses of such personnel allocable to such services, are provided and paid for by OFS Capital Management, LLC. We bear all other costs and expenses of our operations and transactions. See “Fees and Expenses.”
Administration Agreement		OFS Services, an affiliate of OFS Advisor, provides the administrative services necessary for us to operate. OFS Services furnishes us with office facilities and equipment, necessary software licenses and subscriptions and clerical, bookkeeping and record keeping services at such facilities. OFS Services performs, or oversees the performance of, our required administrative services, which include being responsible for the financial records that we are required to maintain and preparing reports to stockholders and all other reports and materials required to be filed with the SEC or any other regulatory authority. In addition, OFS Services assists us in determining and publishing our NAV, oversees the preparation and filing of our tax returns and the printing and dissemination of reports to our stockholders, and generally oversees the payment of our expenses and the performance of administrative and professional services rendered to us by others. OFS Services may retain third parties to assist in providing administrative services to us. To the extent that OFS Services outsources any of its functions we pay the fees associated with such functions at cost without incremental profit to OFS Services. See “Related-Party Transactions and Certain Relationships — Administration Agreement.”

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License Agreement		We have entered into a trademark license agreement with the Advisor, which we refer to as the “License Agreement,” pursuant to which the Advisor has agreed to grant us a non-exclusive license to use the “OFS” name and logo. See “Related-Party Transactions and Certain Relationships — License Agreement.”
Taxation		We have elected to be treated for U.S. federal income tax purposes, and intend to qualify annually as a RIC under Subchapter M of the Code. As a RIC, we generally will not be required to pay U.S. federal income taxes on any ordinary income or capital gains that we receive from our portfolio investments and distribute to our holders of our common stock. To qualify as a RIC and maintain our RIC treatment, we must meet specific source-of-income and asset diversification requirements and distribute in each of our taxable years at least 90% of the sum of our investment company taxable income ("ICTI"), which is generally net ordinary taxable income plus our net realized short-term capital gains in excess of net realized long-term capital losses and net tax-exempt interest, if any, to holders of our preferred and common stock. If, in any year, we fail to qualify for tax treatment as a RIC under U.S. federal income tax laws, we would be taxed as an ordinary corporation. In such circumstances, we could be required to recognize unrealized net built-in gains, pay substantial taxes and make substantial distributions before re-qualifying for tax treatment as a RIC. See “U.S. Federal Income Tax Matters.”
Available Information		We are required to file periodic reports, proxy statements and other information with the SEC. This information is available on the SEC’s website at http://www.sec.gov. This information is also available free of charge by contacting us at OFS Credit Company, Inc., Attention: Investor Relations, by telephone at 1 (847) 734-2000, or on our website at www.ofscreditcompany.com.

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FEES AND EXPENSES

The following table is intended to assist you in understanding the costs and expenses that you will bear directly or indirectly as a stockholder. The expenses shown in the table under “Estimated Annual Expenses” are based on estimated amounts for the next twelve months of operations. The following table should not be considered a representation of our future expenses. Actual expenses may be greater or less than shown.

Stockholder Transaction Expenses (as a percentage of the offering price)
Sales load(1)		—
Offering expenses borne by the Company(2)		—
Distribution reinvestment plan expenses(3)		$	15.00
Total stockholder transaction expenses		—
Estimated Annual Expenses (as a percentage of net assets attributable to common stock):
Base management fee(4)		2.54		%
Incentive fees payable under our investment advisory agreement (20% of Pre-Incentive Fee Net Investment Income, subject to hurdle)(5)		3.00		%
Interest payments on borrowed funds(6)		3.53		%
Other expenses(7)		3.70		%
Total annual expenses(8)		12.77		%

(1)	In the event that the securities to which this prospectus relates are sold to or through underwriters, a corresponding prospectus supplement will disclose the applicable sales load and the "Example" below will be updated accordingly.

(2)	The prospectus supplement corresponding to each offering will disclose the applicable offering expenses and total stockholder transaction expenses as a percentage of the offering price.

(3)

The expenses of the DRIP are included in “other expenses.” The plan administrator’s fees are paid by us. There are no brokerage charges or other charges to stockholders who participate in the plan except that, if a participant elects by written notice to the plan administrator to have the plan administrator sell part or all of the shares held by the plan administrator in the participant’s account and remit the proceeds to the participant, the plan administrator is authorized to deduct a $15.00 transaction fee plus a $0.10 per share brokerage commission from the proceeds. See “Distribution Reinvestment Plan.”

(4)

Assumes leverage projected to be incurred as of January 31, 2020 in the amount of 45.15% of net assets. We have agreed to pay the Advisor as compensation under the Investment Advisory Agreement a base management fee at an annual rate of 1.75% of our Total Equity Base, which means the NAV of shares of our common stock and the paid-in capital of our preferred stock, if any. These management fees are paid by our stockholders and are not paid by the holders of preferred stock, or the holders of any other types of securities that we may issue. See “Management — Management Fee and Incentive Fee.”

(5)

We have agreed to pay the Advisor as compensation under the Investment Advisory Agreement a quarterly incentive fee equal to 20% of our “Pre-Incentive Fee Net Investment Income” for the immediately preceding quarter, subject to a quarterly preferred return, or hurdle, of 2.00% of our NAV (8.00% annualized) and a catch-up feature. Pre-Incentive Fee Net Investment Income includes accrued income that we have not yet received in cash. No incentive fee is payable to the Advisor on realized capital gains. The incentive fee is paid to the Advisor as follows:

•	no incentive fee in any calendar quarter in which our Pre-Incentive Fee Net Investment Income does not exceed the hurdle of 2.00% of our NAV;

•

100% of our Pre-Incentive Fee Net Investment Income with respect to that portion of such Pre-Incentive Fee Net Investment Income, if any, that exceeds the hurdle but is less than 2.50% of our NAV in any calendar quarter (10.00% annualized). We refer to this portion of our Pre-Incentive Fee Net Investment Income (which exceeds the hurdle but is less than 2.50% of our NAV) as the “catch-up.” The “catch-up” is meant to provide the Advisor with 20% of our Pre-Incentive Fee Net Investment Income as if a hurdle did not apply if Pre-Incentive Fee Net Investment Income meets or exceeds 2.50% of our NAV in any calendar quarter; and

•	20% of the amount of our Pre-Incentive Fee Net Investment Income, if any, that exceeds 2.50% of our NAV in any calendar quarter (10.00% annualized) is payable to the Advisor (that is, once the hurdle is reached and the catch-up is achieved, 20% of all Pre-Incentive Fee Net Investment Income thereafter is paid to the Advisor).

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(6)

"Interest payments on borrowed funds" represents dividends payable on our $21.316 million of Series A Term Preferred Stock outstanding with a preferred rate equal to 7.83% per annum, including amortization of underwriting discounts, commissions and offering expenses. We may incur, directly or indirectly, through one or more special purpose vehicles, indebtedness for borrowed money, as well as leverage in the form of preferred stock and other structures and instruments, in significant amounts and on terms that the Advisor and our Board deem appropriate, subject to applicable limitations under the 1940 Act. Any such borrowings do not include embedded or inherent leverage in CLO structures in which we intend to invest or in derivative instruments in which we may invest.

(7)	"Other expenses" are estimated for the projected expenses for the quarter ended January 31, 2020, annualized.

(8)

“Total annual expenses” is presented as a percentage of net assets attributable to common stockholders, because the holders of shares of our common stock will bear all of our fees and expenses, all of which are included in this fee table presentation. The indirect expenses that will be associated with our CLO equity investments are not included in the fee table presentation, but if such expenses were included in the fee table presentation then our total annual expenses would have been 22.53%.

Example

The following example, required by the SEC, demonstrates the projected dollar amount of total cumulative expenses that would be incurred over various periods with respect to a hypothetical investment in us. In calculating the following expense amounts, we assumed we would maintain the current amount of leverage and that our operating expenses would remain at the levels set forth in the table above..

	1 Year			3 Year		5 Year		10 Year
You would pay the following expenses on a $1,000 investment, assuming a 5% annual return	$	93		265		420		744

*

The example should not be considered a representation of future returns or expenses, and actual returns and expenses may be greater or less than those shown.  While the example assumes, as required by the SEC, a 5.0% annual return, our performance will vary and may result in a return greater or less than 5.0%. The incentive fee under the Investment Advisory Agreement, assuming a 5.0% annual return, would either not be payable or would have an insignificant impact on the expense amounts shown above, and is therefore not included in the example. Also, while the example assumes reinvestment of all dividends at net asset value, participants in our dividend reinvestment plan will receive a number of shares of our common stock, determined by dividing the total dollar amount of the dividend payable to a participant by the market price per share of our common stock at the close of trading on the dividend payment date, which may be at, above or below net asset value. See “Dividend Reinvestment Plan” for additional information regarding our dividend reinvestment plan.

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RESULTS OF OPERATIONS

Financial Highlights

The financial highlights table is intended to help you understand our financial performance. The financial highlights for the year ended October 31, 2019, and for the period from October 10, 2018 (commencement of our operations) to October 31, 2018, have been audited by KPMG LLP, our independent registered public accounting firm. Historical data is not necessarily indicative of the results to be expected for any future period. The data should be read in conjunction with our financial statements and related notes thereto included in this prospectus.

	Year Ended October 31, 2019			Period from October 10 (commencement) through October 31, 2018
Per share data:
Net asset value per share at beginning of period	$	20.11		$	20.00
Distributions:
Distributions from tax return of capital	(2.12		)	—
Total distributions	(2.12		)	—
Net investment income(7)	1.66			0.08
Net realized and unrealized gains (losses) on investments(7)	(4.69		)	0.03
Net increase (decrease) from operations	(3.03		)	0.11
Issuance of common stock(7)(8)	0.02			$	—
Net asset value per share at end of period	$	14.98		$	20.11
Per share market value, end of period	$	16.91		$	18.78
Total return based on market value(1)	1.84		%	(6.10		)%
Total return based on net asset value(2)	(15.75		)%	0.55		%
Shares outstanding at end of period	3,061,858			2,505,000
Weighted average shares outstanding	2,601,037			2,505,000
Ratio/Supplemental Data
Average net asset value	$	48,120,908		$	50,243,254
Net asset value at end of period	$	45,855,308		$	50,386,507
Ratio of total operating expenses to average net assets (4)(6)	9.41		%	4.42		%
Ratio of net investment income to average net assets (5)(6)	9.00		%	7.17		%
Portfolio turnover (3)	28.80		%	5.10		%

(1)	Total return based on market value is calculated assuming shares of common stock were purchased at the market price at the beginning of the period, distributions were reinvested at a price obtained in the Company's dividend reinvestment plan, and shares were sold at the closing market price on the last day of the period. Total return is not annualized for a period of less than one year.

(2)	Total return based on net asset value is calculated assuming shares of common stock were purchased at the net asset value at the beginning of the period, distributions were reinvested at a price obtained in the Company's dividend reinvestment plan, and shares were sold at the ending net asset value on the last day of the period. Total return is not annualized for a period of less than one year.

(3)	Portfolio turnover rate is calculated using the lesser of period-to-date sales and distributions from portfolio investments or period-to-date purchases over the average of the invested assets at fair value.

(4)	Ratio of total expenses before management fee waiver to average net assets was 9.87% and 6.17% for the year ended October 31, 2019, and for the period from October 10 through October 31, 2018, respectively.

(5)	Ratio of net investment income before management fee waiver to average net assets was 8.54% and 5.42% for the year ended October 31, 2019, and for the period from October 10 through October 31, 2018, respectively.

(6)	Annualized.

(7)	Calculated on the average share method.

(8)	The issuance of common stock on a per share basis reflects the incremental net asset value change as a result of the issuance of shares of common stock in the Company’s August 2019 rights offering and the anti-dilutive impact from significant changes in weighted-average shares outstanding during the period.

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Class and Year	Total Amount Outstanding				Asset Coverage Per $1,000(1)				Asset Coverage Per Unit(2)				Involuntary Liquidation Preference Per Unit(3)				Average Market Value Per Unit(4)
6.875% Series A Term Preferred Stock
October 31, 2019	$	21,316,500			$	3,151			$	78.78			$	25.00			$	25.46
October 31, 2018	—				—				—				—				—

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	Three Months Ended October 31, 2019
	Amount			Per Common Share Amount
GAAP Net investment income	$	1,226,427		$	0.42
CLO equity adjustments	1,370,215			0.48
Core Net investment income	$	2,596,642		$	0.90

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•	delaying, deferring or preventing a change in corporate control;

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•	impeding a merger, consolidation, takeover or other business combination involving us; or

•	discouraging a potential acquirer from making a tender offer or otherwise attempting to obtain control of us.

•	investment guidelines and/or restrictions, if any, set forth in the applicable organizational, offering or similar documents for the investment vehicles;

•	status of tax restrictions and tests and other regulatory restrictions and tests;

•	risk and return profile of the investment vehicles;

•	suitability/priority of a particular investment for the investment vehicles;

•	if applicable, the targeted position size of the investment for the investment vehicles

•	level of available cash for investment with respect to the investment vehicles;

•	total amount of funds committed to the investment vehicles; and

•	the age of the investment vehicles and the remaining term of their respective investment periods, if any.

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•	The likelihood of greater volatility of NAV and market price of shares of our common stock;

•	Fluctuations in the interest rates on borrowings and short-term debt;

•	Increased operating costs, which may reduce our total return to the holders of shares of our common stock;

•	The fees and expenses attributed to leverage, including all offering and operating expenses relating to any preferred stock, will be borne by holders or shares of our common stock; and

•	The potential for a decline in the value of an investment acquired through leverage while our obligations under such leverage remain fixed.

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•	adversely impact the pricing, liquidity, value of, return on and trading for a broad array of financial products, including any LIBOR-linked CLO investments;

•	require extensive changes to documentation that governs or references LIBOR or LIBOR-based products, including, for example, pursuant to time-consuming renegotiations of existing documentation to modify the terms of outstanding investments;

•	result in inquiries or other actions from regulators in respect of our preparation and readiness for the replacement of LIBOR with one or more alternative reference rates;

•

result in disputes, litigation or other actions with CLO investment managers, regarding the interpretation and enforceability of provisions in our LIBOR-based CLO investments, such as fallback language or other related provisions, including, in the case of fallbacks to the alternative reference rates, any economic, legal, operational or other impact resulting from the fundamental differences between LIBOR and the various alternative reference rates;

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•	require the transition and/or development of appropriate systems and analytics to effectively transition our risk management processes from LIBOR-based products to those based on one or more alternative reference rates, which may prove challenging given the limited history of the proposed alternative reference rates; and

•	cause us to incur additional costs in relation to any of the above factors.

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•	price and volume fluctuations in the overall stock market from time to time;

•	investor demand for our shares;

•	significant volatility in the market price and trading volume of securities of registered closed-end management investment companies or other companies in our sector, which are not necessarily related to the operating performance of these companies;

•	changes in regulatory policies or tax guidelines with respect to RICs or registered closed-end management investment companies;

•	failure to qualify as a RIC or the loss of RIC status;

•	any shortfall in revenue or net income or any increase in losses from levels expected by investors or securities analysts;

•	changes, or perceived changes, in the value of our portfolio investments;

•	departures of any members of the Senior Investment Team;

•	operating performance of companies comparable to us; or

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•	general economic conditions and trends and other external factors.

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PRICE RANGE OF COMMON STOCK AND DISTRIBUTIONS

Our common stock is traded on the Nasdaq Capital Market under the symbol “OCCI.” The following table sets forth, for each fiscal quarter since our initial public offering, the net asset value (“NAV”) per share of our common stock, the high and low sales prices for our common stock, such sales prices as a percentage of NAV per share and quarterly distributions per share.

		NAV Per Share(1)				Price Range								Premium (Discount) of High Sales Price to NAV(2)			Premium (Discount) of Low Sales Price to NAV(2)			Cash Distribution per Share(3)
Period						High				Low
Fiscal 2020
First Quarter(4)		*				$	16.88			$	15.21			*			*			*
Fiscal 2019
Fourth Quarter		$	14.98			$	17.65			$	16.45			17.8	%		9.8	%		$	0.167
Third Quarter		$	17.44			$	18.58			$	17.00			6.5	%		(2.5%)			$	0.167
Second Quarter		$	18.95			$	19.00			$	16.26			0.3	%		(14.2%)			$	0.167
First Quarter		$	18.82			$	19.00			$	14.54			1.0	%		(22.7%)			$	0.167
Fiscal 2018
Fourth Quarter (from October 10, 2018 through October 31, 2018)		$	20.11			$	19.00			$	16.93			(5.5)%			(15.8%)			$	0.113

(1)	Net asset value per share is determined as of the last day in the relevant quarter and therefore may not reflect the net asset value per share on the date of the high and low sales prices. The net asset values shown are based on outstanding shares at the end of each period.

(2)	Calculated as the respective high or low intraday sales price divided by NAV.

(3)	Represents the cash distributions payable per month in the specified quarter.

(4)	Period from November 1, 2019 through January 2, 2020.

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Months Ended	Record Date	Payment Date	Distributions Per Share
Fiscal 2020
January 31, 2020	January 24, 2020	January 31, 2020	$0.170
Fiscal 2019
December 31, 2019	December 24, 2019	December 31, 2019	$0.170
November 30, 2019	November 22, 2019	November 29, 2019	$0.170
October 31, 2019	October 24, 2019	October 31, 2019	$0.167
September 30, 2019	September 23, 2019	September 30, 2019	$0.167
August 31, 2019	August 23, 2019	August 30, 2019	$0.167
July 31, 2019	July 24, 2019	July 31, 2019	$0.167
June 30, 2019	June 21, 2019	June 28, 2019	$0.167
May 31, 2019	May 24, 2019	May 31, 2019	$0.167
April 30, 2019	April 23, 2019	April 30, 2019	$0.167
March 31, 2019	March 22, 2019	March 29, 2019	$0.167
February 28, 2019	February 21, 2019	February 28, 2019	$0.167
January 31, 2019	January 14, 2019	January 31, 2019	$0.167
December 31, 2018	December 10, 2018	December 31, 2018	$0.167
November 30, 2018	November 12, 2018	November 30, 2018	$0.167
Fiscal 2018
October 31, 2018	November 5, 2018	November 16, 2018	$0.113(1)

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SENIOR SECURITIES

Information about our senior securities is shown in the following table as of October 31, 2019 and October 31, 2018, respectively. The report of our independent registered public accounting firm on the senior securities table as of October 31, 2019 is attached as an exhibit to the registration statement of which this prospectus is a part.

Class and Year	Total Amount Outstanding (1)				Asset Coverage Per $1,000(2)				Asset Coverage Per Unit (3)				Involuntary Liquidating Preference Per Unit(4)				Average Market Value Per Unit(5)
Series A Term Preferred Stock
October 31, 2019	$	21,316,500			$	3,151			$	78.78			$	25.00			$	25.46
October 31, 2018	$	—			$	—			$	—			$	—			$	—

(3)	The Asset Coverage Per Unit is expressed in terms of a ratio per share of outstanding shares of Series A Term Preferred Stock. When expressing in terms of dollar amounts per share, the asset coverage ratio is multiplied by the involuntary liquidation preference per unit of $25.

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•	proactive sourcing and identification of investment opportunities;

•	utilization of a methodical and rigorous investment analysis and due diligence process both structurally and on a loan-level basis;

•	utilization of our in-house CLO investment team and related investment processes to provide credit analysis of each underlying loan portfolio within the CLO securities;

•	active involvement at the CLO structuring and formation stage; and

•	taking, in many instances, significant stakes in CLO equity and subordinated debt tranches.

•	number of borrowers underlying each CLO;

•	industry type of a CLO’s underlying borrowers;

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•	number and investment style of CLO collateral managers; and

•	CLO vintage period.

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•	Senior:  Senior position in a company’s capital structure

•	Secured:  First lien security interest in a company’s assets

•	Floating Rate:  Reduces interest rate risk associated with fixed rate bonds

•	Low LTV:  On average, senior secured loans historically have had a loan-to-value ratio of approximately 40% – 60% at the time of origination

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•	Potential for strong absolute and risk-adjusted returns:  We believe that CLO equity offers the potential for attractive, risk adjusted total returns compared to the returns experienced in the U.S. public equity markets.

•	Expected shorter duration high-yielding credit investment with the potential for high quarterly cash distributions:  Relative to certain other high-yielding credit investments, such as mezzanine or subordinated debt, CLO equity is expected to have a shorter payback period with higher front-end loaded quarterly cash flows during the early years of a CLO’s life.

•

Expected protection against rising interest rates:  Because a CLO’s asset portfolio is typically comprised primarily of floating rate loans and the CLO’s liabilities are also generally floating rate instruments, we expect CLO equity to provide potential protection against rising interest rates whenever LIBOR exceeds above the average LIBOR floor on a CLO’s assets. However, CLO equity is still subject to other forms of interest rate rise. However, CLO equity is still subject to other forms of interest rate risk. For a discussion of the interest rate risks associated with CLO equity, see “Risk Factors — Risks Related to Our Investments — We and our investments are subject to interest rate risk” and “— CLO Overview.”

•

Expected low-to-moderate correlation with fixed income and equity markets:  Because CLO assets and liabilities are primarily floating rate, we expect CLO equity investments to have a low-to-moderate correlation with U.S. fixed income securities over the long term. In addition, CLOs generally allow for the reinvestment of principal during the reinvestment period regardless of the market price of the underlying collateral. Provided the CLO remains in compliance with its covenants, we expect CLO equity investments to have a low-to-moderate correlation with the U.S. public equity markets over the long term.

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•	CLO management track record. OFS Advisor has actively managed CLOs for over 15 years and invested in approximately 4,000 loan transactions aggregating approximately $12 billion in credit investments through CLO vehicles.

•

Deep management team experienced in investing in the senior secured loan market. OFS Advisor and its affiliates currently manage five CLO vehicles. OFS Advisor has an experienced team of 10 people (with an average of 15 years of experience investing in the leveraged loan market) that is dedicated to investing in senior secured loans, which also has access to an internal database of information that gives OFS Advisor access and insight into a large credit universe it has established throughout its longstanding presence in the loan market.

•

Specialist in CLO securities. Each member of the Senior Investment Team has been involved with the CLO market for the majority of his career and brings a distinct and complementary skill set that the Advisor believes is necessary for our success. We believe that the combination of the Advisor’s broad and often longstanding relationships with CLO collateral managers will enable us to source and execute investments with attractive economics and terms relative to other CLO market opportunities.

•

Deep CLO structural experience and expertise. Members of the Senior Investment Team have significant experience structuring, valuing and investing in CLOs throughout their careers. The Advisor believes that the initial structuring of a CLO is an important contributor to the ultimate risk-adjusted returns, and that experienced and knowledgeable investors can add meaningful value relative to other market participants by selecting those investments with the most advantageous structures. In addition to analyzing CLO structural features and collateral managers, OFS Advisor can perform due diligence on the underlying loans within the CLOs, given its in-house expertise and relationships with numerous multi-national lenders and broker dealers.

•

Rigorous credit analysis and approval process. The objective of the Advisor’s investment process is to source, evaluate and execute investments in CLO securities and related investments that the Advisor believes have the potential to outperform the CLO market generally. This process, augmented by the first-hand CLO industry experience of the Senior Investment Team, is designed to be repeatable and is focused on key areas for analysis that the Advisor believes are most relevant to potential future performance. The Advisor believes that its investment and security selection process, its in-house loan investment team, along with its strong emphasis on analyzing the structure of the CLO, differentiates its approach to investing in CLO securities. See “— Investment Process.”

•	Alignment of Interests. Our fee structure includes an incentive fee component whereby we pay the Advisor an incentive fee only if our net income exceeds a hurdle rate. See “Management — Management Fee and Incentive Fee.”

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Portfolio

As of October 31, 2019, we have invested in the equity tranches of 32 CLO vehicles, 28 of which have a reinvestment period ending in 2022 or beyond. The total amortized cost and fair value of the portfolio were $76.3 million and $64.1 million, respectively, as of October 31, 2019. The following table summarizes the CLO equity tranches in which we have investments as of October 31, 2019:

Company and Investment - Structured Finance Notes(2)(3)(8)	Interest Rate/Estimated Yield(1)	Maturity Date (6)	Amortized Cost(4)			Fair Value (5)
Allegro CLO VII, Ltd.
Subordinated Notes	15.12%	6/13/2031	$	2,561,954		$	2,283,585
Anchorage Capital CLO 1-R Ltd.
Subordinated Notes	15.65%	4/13/2031	1,739,746			1,601,201
Atlas Senior Loan Fund X Ltd.
Subordinated Notes	17.96%	1/15/2031	3,042,045			2,341,297
Atlas Senior Loan Fund IX Ltd.
Subordinated Notes	16.60%	4/20/2028	616,054			390,137
Battalion CLO IX Ltd.
Income Notes (7)	17.05%	7/15/2031	721,059			583,234
Subordinated Notes	17.05%	7/15/2031	1,183,461			957,250
			1,904,520			1,540,484
Battalion CLO XI Ltd.
Subordinated Notes	16.75%	10/24/2029	4,236,266			4,041,411
BlueMountain Fuji U.S. CLO III, Ltd.
Subordinated Notes	20.15%	1/15/2030	2,783,660			2,746,851
Crown Point CLO 4 Ltd.
Subordinated Notes	15.95%	4/20/2031	2,914,145			2,694,570
Dryden 30 Senior Loan Fund
Subordinated Notes	16.36%	11/15/2028	586,983			475,649
Dryden 38 Senior Loan Fund
Subordinated Notes	13.95%	7/15/2030	1,790,697			1,470,491
Dryden 41 Senior Loan Fund
Subordinated Notes	14.40%	4/15/2031	1,774,575			1,454,914
Dryden 53 CLO, Ltd.
Income Notes (7)	15.03%	1/15/2031	2,495,291			2,186,720
Subordinated Notes	19.73%	1/15/2031	351,347			341,675
			2,846,638			2,528,395

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Company and Investment - Structured Finance Notes(2)(3)(8)	Interest Rate/Estimated Yield(1)	Maturity Date (6)	Amortized Cost(4)			Fair Value (5)
Dryden 76 CLO, Ltd.
Subordinated Notes	15.37%	10/20/2032	$	1,987,504		$	1,992,771
Elevation CLO 2017-7, Ltd.
Subordinated Notes	13.49%	7/15/2030	3,619,519			2,920,907
Elevation CLO 2017-8, Ltd.
Subordinated Notes	13.97%	10/25/2030	1,566,488			1,174,860
TCI-Flatiron CLO 2017-1, Ltd.
Subordinated Notes	14.98%	5/15/2030	2,067,799			1,789,669
Flatiron CLO 18 Ltd.
Subordinated Notes	12.52%	4/17/2031	3,757,016			3,297,035
Greenwood Park CLO, Ltd.
Subordinated Notes	12.37%	4/15/2031	3,418,835			2,946,791
Halcyon Loan Advisors Funding 2018-1 Ltd.
Subordinated Notes	16.27%	7/20/2031	2,370,923			2,016,350
HarbourView CLO VII-R, Ltd.
Subordinated Notes	10.68%	11/18/2026	1,881,690			1,007,877
Madison Park Funding XXIII, Ltd.
Subordinated Notes	11.11%	7/27/2047	3,224,339			2,586,019
Marble Point CLO X Ltd.
Subordinated Notes	13.43%	10/15/2030	5,203,316			3,785,229
Marble Point CLO XI Ltd.
Income Notes (7)	15.72%	12/18/2047	1,224,806			861,373
MidOcean Credit CLO VII Ltd.
Income Notes (7)	13.63%	7/15/2029	2,296,931			1,798,966
MidOcean Credit CLO VIII Ltd.
Income Notes (7)	16.39%	2/20/2031	2,584,492			2,363,153
MidOcean Credit CLO IX Ltd.
Income Notes (7)	16.67%	7/20/2031	2,115,996			2,117,567
Sound Point CLO IV-R, Ltd.
Subordinated Notes	13.61%	4/18/2031	1,568,306			1,307,712

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Company and Investment - Structured Finance Notes(2)(3)(8)	Interest Rate/Estimated Yield(1)	Maturity Date (6)	Amortized Cost(4)			Fair Value (5)
THL Credit Wind River 2014-3 CLO Ltd.
Subordinated Notes	10.99%	10/22/2031	$	1,917,270		$	1,233,823
Venture 33 CLO Limited
Subordinated Notes	15.58%	7/15/2031	2,528,383			2,211,925
Vibrant CLO X Ltd.
Subordinated Notes	17.63%	10/20/2031	3,618,021			3,307,667
Voya CLO 2017-4, Ltd.
Subordinated Notes	13.84%	10/15/2030	846,930			711,236
ZAIS CLO 3, Limited
Income Notes (7)	16.01%	7/15/2031	622,681			425,478
Subordinated Notes	16.01%	7/15/2031	1,056,585			721,965
			1,679,266			1,147,443
Total Structured Finance Notes			$	76,275,113		$	64,147,358

(1)	Estimated yields on CLO equity investments are based on expected cash flows related to the instruments over their expected holding periods. See "Risks Related to Our Investments—CLO investments involve complex documentation and accounting considerations".

(2)	These investments are generally subject to certain limitations on resale, and may be deemed to be "restricted securities" under the Securities Act of 1933, as amended.

(3)	CLO equity investments are also considered structured finance investments or CLO subordinated debt positions. These investments are entitled to recurring distributions which are generally equal to the remaining cash flow of payments made by underlying securities less contractual payments to debt holders and fund expenses.

(4)	Amortized cost reflects accretion of effective yield less any cash distributions received or entitled to be received from CLO structured finance investments.

(5)	The fair value of all investments was determined using significant, unobservable inputs, and was determined in good faith by the Board.

(6)	Maturity represents the contractual maturity date of the CLO subordinated debt positions. Expected maturity and cash flows, not contractual maturity and cash flows, were utilized in deriving the effective yield of the investments.

(7)	Security issued by an affiliate of named portfolio company.

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Hypothetical portfolio return (net of expenses)	(10)%	(5)%	0%	5%	10%
Corresponding return to common stockholder(1)	(18.05)%	(10.79)%	(3.53)%	3.73%	10.98%

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Name (1)			Age		Position
Richard Ressler			61		Chairman of Structured Credit Investment Committee
Bilal Rashid(2)			49		President and Senior Managing Director of OFSC and OFS Advisor
Jeffrey A. Cerny(2)			56		Senior Managing Director of OFSC and OFS Advisor
Glen Ostrander(2)			45		Managing Director of OFSC and OFS Advisor
Kenneth A. Brown(2)			46		Managing Director of OFSC and OFS Advisor

(1)	The address for each member of the Senior Investment Team is c/o OFS Capital Management, LLC, 10 S. Wacker Drive, Suite 2500, Chicago, IL 60606.

(2)	Member of the Senior Investment Team.

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Name of Senior Investment Team Member					Dollar Range of Equity Securities Beneficially Owned as of October 31, 2019 (1)(2)
Bilal Rashid					$100,001 - $500,000(3)
Jeffrey A. Cerny					$100,001 - $500,0003)
Glen Ostrander					$100,001 - $500,000
Kenneth A. Brown					$50,001 - $100,000

(1) Beneficial ownership has been determined in accordance with Rule 16a-1(a)(2) of the Exchange Act of 1934.

(3)	Mr. Rashid and Mr. Cerny beneficially own securities of the Company directly, through their indirect ownership of an affiliate of OFS Advisor, and through their indirect ownership of OFSAM.

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		Registered Investment Companies(1)							Other Pooled Investment Vehicle
Portfolio Manager		Number of Accounts			Total Assets (in millions)				Number of Accounts			Total Assets (in millions)
Bilal Rashid		3			$	626.0			8			$	1,539.1
Jeffrey A. Cerny		3			$	626.0			8			$	1,539.1
Glen Ostrander		3			$	626.0			8			$	1,539.1
Kenneth A. Brown		1			$	74.1			8			$	1,539.1

Management and Other Agreements

Investment Advisory Agreement.  Subject to the overall supervision of the Board, the Advisor manages the day-to-day operations of, and provides investment advisory and management services to, us. Under the terms of our Investment Advisory Agreement, OFS Advisor:

•	determines the composition of our portfolio, the nature and timing of the changes to our portfolio and the manner of implementing such changes;

•	identifies, evaluates and negotiates the structure of the investments we make (including performing due diligence on our prospective investments);

•	closes and monitors the investments we make; and

•	provides us with other investment advisory, research and related services as we may from time to time require.

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•	no incentive fee in any calendar quarter in which our Pre-Incentive Fee Net Investment Income does not exceed the hurdle of 2.00% of our NAV;

•

100% of our Pre-Incentive Fee Net Investment Income with respect to that portion of such Pre-Incentive Fee Net Investment Income, if any, that exceeds the hurdle but is less than 2.50% of our NAV in any calendar quarter (10.00% annualized). We refer to this portion of our Pre-Incentive Fee Net Investment Income (which exceeds the hurdle but is less than 2.50% of our NAV) as the “catch-up.” The “catch-up” is meant to provide the Advisor with 20% of our Pre-Incentive Fee Net Investment Income as if a hurdle did not apply if this net investment income meets or exceeds 2.50% of our NAV in any calendar quarter; and

•	20% of the amount of our Pre-Incentive Fee Net Investment Income, if any, that exceeds 2.50% of our NAV in any calendar quarter (10.00% annualized) is payable to the Advisor (that is, once the hurdle is reached and the catch-up is achieved, 20% of all Pre-Incentive Fee Net Investment Income thereafter is paid to the Advisor).

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•	the cost of calculating our net asset value, including the cost of any third-party valuation services;

•	the cost of effecting sales and repurchases of shares of our common stock and other securities;

•	fees payable to third parties relating to making investments, including out-of-pocket fees and expenses associated with performing due diligence and reviews of prospective investments;

•	transfer agent and custodial fees;

•	out-of-pocket fees and expenses associated with marketing efforts;

•	federal and state registration fees and any stock exchange listing fees;

•	U.S. federal, state and local taxes;

•	independent directors’ fees and expenses;

•	brokerage commissions;

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•	fidelity bond, directors’ and officers’ liability insurance and other insurance premiums;

•	direct costs, such as printing, mailing and long-distance telephone;

•	fees and expenses associated with independent audits and outside legal costs;

•	costs associated with our reporting and compliance obligations under the 1940 Act and other applicable U.S. federal and state securities laws; and

•	other expenses incurred by either OFS Services or us in connection with administering our business, including payments under the Administration Agreement that will be based upon our allocable portion (subject to the review and approval of our board of directors) of salaries and overhead.

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•	investment guidelines and/or restrictions, if any, set forth in the applicable organizational, offering or similar documents for the investment vehicles;

•	status of tax restrictions and tests and other regulatory restrictions and tests;

•	risk and return profile of the investment vehicles;

•	suitability/priority of a particular investment for the investment vehicles;

•	if applicable, the targeted position size of the investment for the investment vehicles;

•	level of available capital for investment with respect to the investment vehicles;

•	total amount of funds committed to the investment vehicles; and

•	the age of the investment vehicles and the remaining term of their respective investment periods, if any.

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Name	Shares of Common Stock Beneficially Owned(1)		Percentage of Class of Common Stock(2)	Shares of Preferred Stock Beneficially Owned	Percentage of Class of Preferred Stock(6)
Holders of more than 5% of our Common Stock
Richard Ressler	450,000(3)		14.7%(3)	—	—
Thomas J Herzfeld Advisors, Inc.(5)	518,513(5)		16.9%(5)	—	—
119 Washington Avenue, Suite 504
Miami Beach, Florida 33139
Holders of more than 5% of our Preferred Stock
Karpus Investment Management(7)	—		—	152,200(7)	17.85%(7)
183 Sully's Trail
Pittsford, New York 14534
Independent Directors
Kathleen M. Griggs	—		N/A	—	—
Robert J. Cresci(8)	—		N/A	—	—
Romita Shetty	—		N/A	—	—
Interested Directors
Jeffrey A. Cerny	11,250(4)		*	—	—
Bilal Rashid	11,300(4)		*	—	—
Officers Who Are Not Directors
Jeffery S. Owen	—		N/A	—	—
Tod K. Reichert	7,500		*	—	—
Mukya S. Porter	—		N/A	—	—
All Directors and Officers as a group (8 persons)	30,050		*

(2)	Based on a total of 3,062,530 shares of our common stock issued and outstanding on January 2, 2020.

(3)	Of the 450,000 shares deemed beneficially owned by Richard Ressler, (i) 337,500 are beneficially owned by Mr. Ressler indirectly in his capacity as a trustee of a trust established for the benefit of family members and in his capacity as the owner of the investment manager in respect of such securities and (ii) 112,500 are owned by OFSAM or its subsidiary, OFS Funding I,

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(4)	Messrs. Rashid and Cerny directly own 11,300 shares of our common stock and 11,250 shares of our common stock, respectively.

(6)	Based on a total of 852,660 shares of our preferred stock outstanding on January 2, 2020.

(7)	Information based on a Schedule 13G filed with the SEC on May 10, 2019.

(8)	On May 23, 2019, the Board of Directors appointed Robert J. Cresci as a director to replace Wolfgang Schubert, who resigned from the Board of Directors as of May 23, 2019.

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Name, Address(1)and Age		Position(s) held with Company		Term of Office and Length of Time Served		Principal Occupation, Other Business Experience During the Past Five Years		Number of Portfolios in Fund Complex Overseen by Director (2)		Other Directorships Held by Director
Independent Directors
Kathleen M. Griggs(3) Age: 64		Director		2018 - Current		Ms. Griggs has been a managing director of Griggs Consulting, LLC, a consulting and advisory firm, since 2014. Prior to that, Ms. Griggs served as the Chief Financial Officer of j2 Global, Inc. from 2007 to 2014. Ms. Griggs also previously served as a Director, Audit Committee Chair and Governance Committee member for Chad Therapeutics, Inc. from 2001 to 2009. Ms. Griggs received a Bachelor of Science degree in Business Administration from the University of Redlands and a Master of Business Administration degree from the University of Southern California in Los Angeles. From her experience as a Chief Financial Officer for over 25 years in public and private companies and as a financial expert for Chad Therapeutics, a public company, Ms. Griggs has developed extensive knowledge of accounting and finance, which we believe qualifies her for service on our Board.		1		None

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Name, Address(1)and Age		Position(s) held with Company		Term of Office and Length of Time Served		Principal Occupation, Other Business Experience During the Past Five Years		Number of Portfolios in Fund Complex Overseen by Director (2)		Other Directorships Held by Director
Robert J. Cresci Age: 76		Director		2019 - Current		Mr. Cresci has been a managing director of Pecks Management Partners Ltd., an investment management firm, since 1990. He currently serves on the boards of j2 Global, Inc., Luminex Corporation, CIM Commercial Trust Corporation, Presbia PLC OFS Capital Corporation, a BDC managed by OFS Advisor, and Hancock Park Corporate Income, Inc., another BDC managed by OFS Advisor. Mr. Cresci holds an undergraduate degree in Engineering from the United States Military Academy at West Point and an M.B.A. in Finance from the Columbia University Graduate School of Business. Mr. Cresci’s term as a Class II director will expire in 2020. Mr. Cresci has broad experience in investment strategies, accounting issues and public company matters. His experience on the board of directors of other public companies and his insight on financial and operational issues are particularly valuable to our Board.		3		Six
Romita Shetty(3) Age: 53		Director		2018 - Current		Ms. Shetty currently serves as a principal of DA Companies, parent of DA Capital LLC, a global investment manager specializing in credit and special situations. Ms. Shetty has 28 years of experience in fixed income and credit. At DA Capital she has focused on special situations, structured credit and private investments. She has also served in a management capacity as President of DA Capital Asia Pte Ltd. In 2007-2008 she ran the Global Special Opportunities group at Lehman Brothers which invested proprietary capital. Prior to that she co-ran North American structured equity and credit markets and the Global Alternative Investment product businesses at RBS from 2004 to 2006. Previously she worked at JP Morgan from 1997 to 2004 where she ran their Global Structured Credit Derivatives as well as Financial Institutions Solutions and CDO businesses. She started her career at Standard & Poor’s in 1990 where she worked on a wide variety of credit ratings including municipal bonds, financial institutions and asset-backed securities and managed a large part of their ABS ratings business. Ms. Shetty holds a BA (Honors) in History from St Stephens College, India and a Master of International Affairs from Columbia University. We believe that Ms. Shetty’s extensive experience in fixed income and credit management and expertise in the Company’s intended investments qualifies her for service on our Board.		1		None

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Name, Address and Age		Position(s) held with Company		Term of Office and Length of Time Served		Principal Occupation, Other Business Experience During the Past Five Years		Number of Portfolios in Fund Complex Overseen by Director (1)		Other Directorships Held by Director
Interested Directors
Bilal Rashid Age: 49		Director, Chairman, and Chief Executive Officer		Director (Since 2017); Chairman (Since 2018); and President and Chief Executive Officer (Since 2017)		Mr. Rashid has served as our Chairman of the Board since 2018, President and Chief Executive Officer since our inception in 2017. He is also Chairman of the Board and Chief Executive Officer of OFS Capital Corporation and Chairman, President and Chief Executive Officer of Hancock Park Corporate Income, Inc., President and a Senior Managing Director of Orchard First Source Capital, Inc., Chief Executive Officer of OFSAM, and a member of OFSAM’s investment and executive committees. Prior to joining OFSAM in 2008, Mr. Rashid was a managing director in the global markets and investment banking division at Merrill Lynch. Mr. Rashid has more than 20 years of experience in investment banking, debt capital markets and investing as it relates to structured credit and corporate credit. Over the years, he has advised and arranged financing for investment management companies and commercial finance companies including business development companies. Before joining Merrill Lynch in 2005, he was a vice president at Natixis Capital Markets, which he joined as part of a large team move from Canadian Imperial Bank of Commerce (“CIBC”). Prior to CIBC, he worked as an investment analyst in the project finance area at the International Finance Corporation, which is part of the World Bank. Prior to that, Mr. Rashid was a financial analyst at Lehman Brothers. Mr. Rashid has a B.S. in Electrical Engineering from Carnegie Mellon University and an MBA from Columbia University. Through his years of work in investment banking, capital markets and in sourcing, leading and managing investments, Mr. Rashid has developed expertise and skills that are relevant to understanding the risks and opportunities that the Company faces and which are critical to implementing our strategic goals and evaluating our operational performance.		3		OFS Capital Corporation, a BDC managed by OFS Advisor, Hancock Park Corporate Income, Inc., another BDC managed by OFS Advisor and CIM Real Assets & Credit Fund, a registered investment company sub-advised by OFS Advisor

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Name, Address and Age		Position(s) held with Company		Term of Office and Length of Time Served		Principal Occupation, Other Business Experience During the Past Five Years		Number of Portfolios in Fund Complex Overseen by Director (1)		Other Directorships Held by Director
Jeffrey A. Cerny Age: 56		Director, Chief Financial Officer and Treasurer		Director (Since 2017) Chief Financial Officer and Treasurer (Since 2017)		Mr. Cerny has served as a member of our Board, and our Chief Financial Officer and Treasurer since 2017, as the Chief Financial Officer and Treasurer of Hancock Park Corporate Income, Inc. since 2016 and as a Director since 2015 and Chief Financial Officer and Treasurer of OFS Capital Corporation since 2014. Mr. Cerny also serves as a Senior Managing Director of Orchard First Source Capital, Inc., as a Vice President of OFSAM, and as a member of OFSAM’s investment and executive committees. Mr. Cerny oversees the finance and accounting functions of Hancock Park and OFS Capital Corporation as well as the underwriting, credit monitoring and CLO portfolio compliance for OFS Advisor’s syndicated senior loan business. Prior to joining OFSAM in 1999, Mr. Cerny held various positions at Sanwa Business Credit Corporation, American National Bank and Trust Company of Chicago and Charter Bank Group, a multi-bank holding company. Mr. Cerny holds a B.S. in Finance from Northern Illinois University, a Masters of Management in Finance and Economics from Northwestern University’s J.L. Kellogg School of Management, and a J.D. from DePaul University’s School of Law. Mr. Cerny brings to our board of directors extensive accounting and financial experience and expertise. He is also an experienced investor, including lending, structuring and workouts which makes him an asset to our board of directors. The breadth of his background and experience enables Mr. Cerny to provide unique insight into our strategic process and into the management of our investment portfolio.		2		OFS Capital Corporation, a BDC managed by OFS Advisor

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Officers Who Are Not Directors

Information regarding the Company’s officers who are not directors is as follows:

Name		Age		Position
Jeffery S. Owen		55		Chief Accounting Officer
Mukya S. Porter		45		Chief Compliance Officer
Tod Reichert		58		Corporate Secretary

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Compensation of Directors

The following table shows information regarding the compensation received by our independent directors for our fiscal year ended October 31, 2019.

Name		Fees Earned(1)				All Other Compensation(2)		Total Compensation from OFS Credit				Total Compensation from Fund Complex(4)
Independent Directors
Robert J. Cresci(3)		$	26,413			—		$	26,413			$	138,913
Kathleen M. Griggs		$	60,000			—		$	60,000			$	60,000
Wolfgang Schubert(3)		$	33,587			—		$	33,587			$	33,587
Romita Shetty		$	60,000			—		$	60,000			$	60,000
Interested Directors
Bilal Rashid(2)		—				—		—				—
Jeffrey Cerny(2)		—				—		—				—

(1)

Each independent director receives an annual fee of $50,000. In addition, the chairman of each committee receives an annual fee of $10,000 for his or her additional services in this capacity. The annual fee that each independent director receives will increase to $75,000 when the Company's net asset value reaches $125.0 million. We also reimburse our independent directors for reasonable out-of-pocket expenses incurred in attending our Board and committee meetings. We have obtained directors’ and officers’ liability insurance on behalf of our directors and officers.

(3)	On May 23, 2019, the Board of Directors appointed Robert J. Cresci as a director to replace Wolfgang Schubert, who resigned from the Board of Directors as of May 23, 2019.

Name of Director		Dollar Range of Equity Securities in the Company as of October 31, 2019(1)
Independent Directors
Robert J. Cresci		None
Kathleen M. Griggs		None
Romita Shetty		None
Interested Directors
Bilal Rashid		Over $100,000(2)
Jeffrey A. Cerny		Over $100,000(2)

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•	Three of the five current directors of the Company are independent directors;

•	All of the members of the audit committee, compensation committee, and nominating and corporate governance committee are independent directors;

•	The Board and its committees regularly conduct scheduled meetings in executive session, out of the presence of Mr. Rashid and other members of management;

•	The Board and its committees regularly conduct meetings that specifically include Mr. Rashid; and

•	The Board and its committees remain in close contact with, and receive reports on various aspects of the Company’s management and enterprise risk directly from, the Company’s senior management and independent auditors.

•	Presides over all meetings of the directors at which the Chairman is not present, including executive sessions of the independent directors;

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•	Works with the Chairman of the Board in the preparation of the agenda for each board meeting and in determining the need for special meetings of the Board;

•	Frequently consults with the Chairman and CEO about strategic policies;

•	Provides the Chairman and CEO with input regarding board meetings;

•	Serves as a liaison between the Chairman and CEO and the independent directors;

•	Consults with the Chairman and CEO on matters relating to corporate governance and board performance; and

•	Otherwise assumes such responsibilities as may be assigned to him by the independent directors.

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•	appointing, approving the compensation of, and assessing the independence of our independent registered public accounting firm;

•	overseeing the work of our independent registered public accounting firm, including through the receipt and consideration of certain reports from such firm;

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•	reviewing and discussing with management our annual and quarterly financial statements and related disclosures;

•	monitoring our internal control over financial reporting and disclosure controls and procedures;

•	discussing our risk management processes and procedures;

•	establishing policies regarding hiring employees from the independent registered public accounting firm and procedures for the receipt and retention of accounting related complaints and concerns;

•	meeting independently with our independent registered public accounting firm and management;

•	reviewing and approving or ratifying any related person transactions; and

•	preparing the audit committee report required by SEC rules.

•	reviewing and approving the reimbursement by the Company of the compensation of the Company’s Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer, Chief Compliance Officer and Corporate Secretary; and

•	reviewing and recommending for approval by the Board the compensation, if any, paid to directors that are not “interested persons” of the company as such term is defined in Section 2(a)(19) of the 1940 Act.

•	identifying individuals qualified to become Board members;

•	recommending to the Board the persons to be nominated for election as directors and to each of the Board’s committees;

•	reviewing and making recommendations to the Board with respect to management succession planning; and

•	overseeing an annual evaluation of the Board.

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•	For each investment, a basic review process will be completed by OFS Advisor's investment professionals. The basic review on every investment will be reviewed and either reaffirmed or revised by OFS Advisor’s investment committee.

•	Each investment will be valued by OFS Advisor.

•	The preliminary valuations will be documented and then submitted to OFS Advisor’s investment committee for ratification.

•

Third-party valuation firm(s) will provide valuation services as requested, by reviewing OFS Advisor's investment committee’s preliminary valuations. OFS Advisor’s investment committee’s preliminary fair value conclusions on each of our assets for which sufficient market quotations are not readily available will be reviewed and assessed by a third-party valuation firm at least once in every 12-month period, and more often as determined by the audit committee of our Board or required by our valuation policy. Such valuation assessment may be in the form of positive assurance, range of values or other valuation method based on the discretion of our Board.

•	The audit committee of the Board will review the preliminary valuations of OFS Advisor’s investment committee and independent valuation firms and, if appropriate, recommend the approval of the valuations by the Board.

•	Our Board will discuss valuations and determines the fair value of each investment in the portfolio in good faith based on the input of OFS Advisor, the audit committee and, where appropriate, the respective independent valuation firm.

•	Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity can access at the measurement date.

•

Level 2: Inputs other than quoted prices within Level 1 that are observable for the asset or liability, either directly or indirectly. If the asset or liability has a specified term, a Level 2 input must be observable for substantially the full term of the asset or liability. Level 2 inputs include: (i) quoted prices for similar assets or liabilities in active markets, (ii) quoted prices for identical or similar assets or liabilities in markets that are not active, (iii) inputs other than quoted prices that are observable for the asset or liability, and (iv) inputs that are derived principally from or corroborated by observable market data.

•	Level 3: Unobservable inputs for the asset or liability, and situations where there is little, if any, market activity for the asset or liability at the measurement date.

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•	the NAV per share of common stock disclosed in the most recent periodic report that we filed with the SEC;

•

our management’s assessment of whether any material change in the NAV per share of common stock has occurred (including through the realization of gains on the sale of our portfolio securities) during the period beginning on the date of the most recently disclosed net asset value per share of common stock and ending as of a time within 48 hours (excluding Sundays and holidays) of the sale of our common stock; and

•

the magnitude of the difference between (i) a value that our Board or an authorized committee thereof has determined reflects the current (as of a time within 48 hours, excluding Sundays and holidays) NAV of our common stock, which is based upon the NAV of shares of our common stock disclosed in the most recent periodic report that we filed with the SEC, as adjusted to reflect our management’s assessment of any material change in the NAV of shares of our common stock since the date of the most recently disclosed NAV of shares of our common stock, and (ii) the offering price of the shares of our common stock in the proposed offering.

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•	A citizen or individual resident of the United States;

•	A corporation or other entity treated as a corporation, for U.S. federal income tax purposes, created or organized in or under the laws of the United States, any state thereof, or the District of Columbia;

•	A trust if a court within the United States is asked to exercise primary supervision over the administration of the trust and one or more United States persons have the authority to control all substantive decisions of the trust (or a trust that has made a valid election to be treated as a U.S. trust); or

•	An estate, the income of which is subject to U.S. federal income taxation regardless of its source.

•	qualify as a RIC; and

•	satisfy the Annual Distribution Requirement,

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•	derive in each taxable year at least 90% of our gross income from dividends, interest, payments with respect to loans of certain securities, gains from the sale of stock or other securities, net income from certain “qualified publicly traded partnerships,” or other income derived with respect to our business of investing in such stock or securities, or the “90% Income Test”; and

•	diversify our holdings so that at the end of each quarter of the taxable year:

◦	at least 50% of the value of our assets consists of cash, cash equivalents, U.S. Government securities, securities of other RICs, and other securities if such other securities of any one issuer do not represent more than 5% of the value of our assets or more than 10% of the outstanding voting securities of the issuer; and

◦

no more than 25% of the value of our assets is invested in the securities, other than U.S. government securities or securities of other RICs, of one issuer, of two or more issuers that are controlled, as determined under applicable Code rules, by us and that are engaged in the same or similar or related trades or businesses, or of certain “qualified publicly traded partnerships,” or the “Diversification Tests.”

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DESCRIPTION OF OUR SECURITIES

This prospectus contains a summary of the common stock, preferred stock, subscription rights to purchase shares of common stock and debt securities. These summaries are not meant to be a complete description of each security. However, this prospectus and any accompanying prospectus supplement will contain the material terms and conditions for each security offered thereby.

The following are our authorized classes of securities as of January 2, 2020:

Title of Class		Amount Authorized			Amount Held by Us or for Our Account		Amount Outstanding Exclusive of Amounts Shown Under
Common Stock, $0.001 par value per share		90,000,000			None		3,062,530
Preferred Stock, $0.001 par value per share		10,000,000			None		852,660

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•	prior to such time, the board of directors approved either the business combination or the transaction which resulted in the stockholder becoming an interested stockholder;

•	upon consummation of the transaction that resulted in the stockholder becoming an interested stockholder, the interested stockholder owned at least 85% of the voting stock of the corporation outstanding at the time the transaction commenced; or

•	on or after the date the business combination is approved by the board of directors and authorized at a meeting of stockholders, by at least two-thirds of the outstanding voting stock that is not owned by the interested stockholder.

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•	any merger or consolidation involving the corporation and the interested stockholder;

•	any sale, transfer, pledge or other disposition (in one transaction or a series of transactions) of 10% or more of either the aggregate market value of all the assets of the corporation or the aggregate market value of all the outstanding stock of the corporation involving the interested stockholder;

•	subject to certain exceptions, any transaction that results in the issuance or transfer by the corporation of any stock of the corporation to the interested stockholder;

•	any transaction involving the corporation that has the effect of increasing the proportionate share of the stock of any class or series of the corporation owned by the interested stockholder; or

•	the receipt by the interested stockholder of the benefit of any loans, advances, guarantees, pledges or other financial benefits provided by or through the corporation.

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•	the designation and number of shares of such series;

•	the rate and time at which, and the preferences and conditions under which, any dividends or other distributions will be paid on shares of such series, as well as whether such dividends or other distributions are participating or non-participating;

•	any provisions relating to convertibility or exchangeability of the shares of such series, including adjustments to the conversion price of such series;

•	the rights and preferences, if any, of holders of shares of such series upon our liquidation, dissolution or winding up of our affairs;

•	the voting powers, if any, of the holders of shares of such series;

•	any provisions relating to the redemption of the shares of such series;

•	any limitations on our ability to pay dividends or make distributions on, or acquire or redeem, other securities while shares of such series are outstanding;

•	any conditions or restrictions on our ability to issue additional shares of such series or other securities;

•	if applicable, a discussion of certain U.S. federal income tax considerations; and

•	any other relative powers, preferences and participating, optional or special rights of shares of such series, and the qualifications, limitations or restrictions thereof.

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•	the period of time the offering would remain open (which shall be open a minimum number of days such that all record holders would be eligible to participate in the offering and shall not be open longer than 120 days);

•	the title and aggregate number of such subscription rights;

•	the exercise price for such subscription rights (or method of calculation thereof);

•	the currency or currencies, including composite currencies, in which the price of such subscription rights may be payable;

•	if applicable, the designation and terms of the securities with which the subscription rights are issued and the number of subscription rights issued with each such security or each principal amount of such security;

•	the ratio of the offering (which, in the case of transferable rights, will require a minimum of three shares to be held of record before a person is entitled to purchase an additional share);

•	the number of such subscription rights issued to each stockholder;

•	the extent to which such subscription rights are transferable and the market on which they may be traded if they are transferable;

•	the date on which the right to exercise such subscription rights shall commence, and the date on which such right shall expire (subject to any extension);

•	if applicable, the minimum or maximum number of subscription rights that may be exercised at one time;

•	the extent to which such subscription rights include an over-subscription privilege with respect to unsubscribed securities and the terms of such over-subscription privilege;

•	any termination right we may have in connection with such subscription rights offering;

•	the terms of any rights to redeem, or call such subscription rights;

•	information with respect to book-entry procedures, if any;

•	the terms of the securities issuable upon exercise of the subscription rights;

•	the material terms of any standby underwriting, backstop or other purchase arrangement that we may enter into in connection with the subscription rights offering;

•	if applicable, a discussion of certain U.S. federal income tax considerations applicable to the issuance or exercise of such subscription rights; and

•	any other terms of such subscription rights, including exercise, settlement and other procedures and limitations relating to the transfer and exercise of such subscription rights.

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•	the designation or title of the series of debt securities;

•	the total principal amount of the series of debt securities;

•	the percentage of the principal amount at which the series of debt securities will be offered;

•	the date or dates on which principal will be payable;

•	the rate or rates (which may be either fixed or variable) and/or the method of determining such rate or rates of interest, if any;

•	the date or dates from which any interest will accrue, or the method of determining such date or dates, and the date or dates on which any interest will be payable;

•	whether any interest may be paid by issuing additional securities of the same series in lieu of cash (and the terms upon which any such interest may be paid by issuing additional securities);

•	the terms for redemption, extension or early repayment, if any;

•	the currencies in which the series of debt securities are issued and payable;

•	whether the amount of payments of principal, premium or interest, if any, on a series of debt securities will be determined with reference to an index, formula or other method (which could be based on one or more currencies, commodities, equity indices or other indices) and how these amounts will be determined;

•	the place or places, if any, other than or in addition to the City of New York, of payment, transfer, conversion and/or exchange of the debt securities;

•	the denominations in which the offered debt securities will be issued;

•	the provision for any sinking fund;

•	any restrictive covenants;

•	any Events of Default (as defined in “Events of Default” below);

•	whether the series of debt securities are issuable in certificated form;

•	any provisions for defeasance or covenant defeasance;

•	any special federal income tax implications, including, if applicable, U.S. federal income tax considerations relating to original issue discount;

•	whether and under what circumstances we will pay additional amounts in respect of any tax, assessment or governmental charge and, if so, whether we will have the option to redeem the debt securities rather than pay the additional amounts (and the terms of this option);

•	any provisions for convertibility or exchangeability of the debt securities into or for any other securities;

•	whether the debt securities are subject to subordination and the terms of such subordination;

•	whether the debt securities are secured and the terms of any security interest;

•	the listing, if any, on a securities exchange; and

•	any other terms.

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•	how it handles securities payments and notices;

•	whether it imposes fees or charges;

•	how it would handle a request for the holders’ consent, if ever required;

•	whether and how you can instruct it to send you debt securities registered in your own name so you can be a holder, if that is permitted in the future for a particular series of debt securities;

•	how it would exercise rights under the debt securities if there were a default or other event triggering the need for holders to act to protect their interests; and

•	if the debt securities are in book-entry form, how the depositary’s rules and procedures will affect these matters.

•	an investor cannot cause the debt securities to be registered in his or her name and cannot obtain certificates for his or her interest in the debt securities, except in the special situations we describe below;

•	an investor will be an indirect holder and must look to his or her own bank or broker for payments on the debt securities and protection of his or her legal rights relating to the debt securities, as we describe under “ - Issuance of Securities in Registered Form” above;

•	an investor may not be able to sell interests in the debt securities to some insurance companies and other institutions that are required by law to own their securities in non-book-entry form;

•	an investor may not be able to pledge his or her interest in a global security in circumstances where certificates representing the debt securities must be delivered to the lender or other beneficiary of the pledge in order for the pledge to be effective;

•	the depositary’s policies, which may change from time to time, will govern payments, transfers, exchanges and other matters relating to an investor’s interest in a global security. We and the trustee have no responsibility for any aspect of the depositary’s actions or for its records of ownership interests in a global security. We and the trustee also do not supervise the depositary in any way;

•	if we redeem less than all the debt securities of a particular series being redeemed, the Company will typically, but is not required to, follow DTC’s practice to determine by lot the amount to be redeemed from each of its participants holding that series;

•	an investor is required to give notice of exercise of any option to elect repayment of its debt securities, through its participant, to the applicable trustee and to deliver the related debt securities by causing its participant to transfer its interest in those debt securities, on DTC’s records, to the applicable trustee;

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•	DTC requires that those who purchase and sell interests in a global security deposited in its book-entry system use immediately available funds; your broker or bank may also require you to use immediately available funds when purchasing or selling interests in a global security; and

•

financial institutions that participate in the depositary’s book-entry system, and through which an investor holds its interest in a global security, may also have their own policies affecting payments, notices and other matters relating to the debt securities; there may be more than one financial intermediary in the chain of ownership for an investor, we do not monitor and are not responsible for the actions of any of those intermediaries.

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•	we do not pay the principal of, or any premium on, a debt security of the series on its due date, and do not cure this default within five days;

•	we do not pay interest on a debt security of the series when due, and such default is not cured within 30 days;

•	we do not deposit any sinking fund payment in respect of debt securities of the series on its due date, and do not cure this default within five days;

•	we remain in breach of a covenant in respect of debt securities of the series for 60 days after we receive a written notice of default stating we are in breach (the notice must be sent by either the trustee or holders of at least 25% of the principal amount of debt securities of the series);

•	we file for bankruptcy or certain other events of bankruptcy, insolvency or reorganization occur and remain undischarged or unstayed for a period of 90 days; or

•	on the last business day of each of 24 consecutive calendar months, we have an asset coverage of less than 100%; or

•	any other Event of Default in respect of debt securities of the series described in the applicable prospectus supplement occurs.

•	you must give the trustee written notice that an Event of Default with respect to the relevant series of debt securities has occurred and remains uncured;

•	the holders of at least 25% in principal amount of all outstanding debt securities of the relevant series must make a written request that the trustee take action because of the default and must offer reasonable indemnity to the trustee against the cost and other liabilities of taking that action;

•	the trustee must not have taken action for 60 days after receipt of the above notice and offer of indemnity and/or security; and

•	the holders of a majority in principal amount of the debt securities of that series must not have given the trustee a direction inconsistent with the above notice during that 60-day period.

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•	the payment of principal, any premium or interest; or

•	in respect of a covenant that cannot be modified or amended without the consent of each holder.

•	where we merge out of existence or sell our assets substantially as an entirety, the resulting entity must agree to be legally responsible for our obligations under the debt securities;

•

the merger or sale of assets must not cause a default on the debt securities and we must not already be in default (unless the merger or sale would cure the default). For purposes of this no-default test, a default would include an Event of Default that has occurred and has not been cured, as described under “Events of Default” above. A default for this purpose would also include any event that would be an Event of Default if the requirements for giving us a notice of default or our default having to exist for a specific period of time were disregarded;

•	we must deliver certain certificates and documents to the trustee; and

•	we must satisfy any other requirements specified in the prospectus supplement relating to a particular series of debt securities.

•	change the stated maturity of the principal of or interest on a debt security;

•	reduce any amounts due on a debt security;

•	reduce the amount of principal payable upon acceleration of the maturity of a security following a default;

•	adversely affect any right of repayment at the holder’s option;

•	change the place or currency of payment on a debt security (except as otherwise described in the prospectus or prospectus supplement);

•	impair your right to sue for payment;

•	adversely affect any right to convert or exchange a debt security in accordance with its terms;

•	modify the subordination provisions in the indenture in a manner that is adverse to outstanding holders of the debt securities;

•	reduce the percentage of holders of debt securities whose consent is needed to modify or amend the indenture;

•	reduce the percentage of holders of debt securities whose consent is needed to waive compliance with certain provisions of the indenture or to waive certain defaults;

•	modify any other aspect of the provisions of the indenture dealing with supplemental indentures, modification and waiver of past defaults, changes to the quorum or voting requirements or the waiver of certain covenants; and

•	change any obligation we have to pay additional amounts.

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•	if the change affects only one series of debt securities, it must be approved by the holders of a majority in principal amount of that series; and

•	if the change affects more than one series of debt securities issued under the same indenture, it must be approved by the holders of a majority in principal amount of all of the series affected by the change, with all affected series voting together as one class for this purpose.

•	for original issue discount securities, we will use the principal amount that would be due and payable on the voting date if the maturity of these debt securities were accelerated to that date because of a default;

•	for debt securities whose principal amount is not known (for example, because it is based on an index), we will use a special rule for that debt security described in the prospectus supplement; and

•	for debt securities denominated in one or more foreign currencies, we will use the U.S. dollar equivalent.

•	if the debt securities of the particular series are denominated in U.S. dollars, we must deposit in trust for the benefit of all holders of such debt securities a combination of money and U.S. government or U.S. government agency notes or bonds that will generate enough cash to make interest, principal and any other payments on the debt securities on their various due dates;

•	we must deliver to the trustee a legal opinion of our counsel confirming that, under current U.S. federal income tax law, we may make the above deposit without causing you to be taxed on the debt securities any differently than if we did not make the deposit and just repaid the debt securities ourselves at maturity; and

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•	we must deliver to the trustee a legal opinion of our counsel stating that the above deposit does not require registration by us under the 1940 Act, as amended, and a legal opinion and officers’ certificate stating that all conditions precedent to covenant defeasance have been complied with.

•	if the debt securities of the particular series are denominated in U.S. dollars, we must deposit in trust for the benefit of all holders of such debt securities a combination of money and United States government or United States government agency notes or bonds that will generate enough cash to make interest, principal and any other payments on the debt securities on their various due dates;

•

we must deliver to the trustee a legal opinion confirming that there has been a change in current U.S. federal tax law or an IRS ruling that allows us to make the above deposit without causing you to be taxed on the debt securities any differently than if we did not make the deposit and just repaid the debt securities ourselves at maturity. Under current U.S. federal tax law, the deposit and our legal release from the debt securities would be treated as though we paid you your share of the cash and notes or bonds at the time the cash and notes or bonds were deposited in trust in exchange for your debt securities and you would recognize gain or loss on the debt securities at the time of the deposit; and

•	we must deliver to the trustee a legal opinion of our counsel stating that the above deposit does not require registration by us under the 1940 Act, as amended, and a legal opinion and officers’ certificate stating that all conditions precedent to defeasance have been complied with.

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•	change our classification to an open-end management investment company;

•	alter any of our fundamental policies, which are set forth below in “— Investment Restrictions”; or

•	change the nature of our business so as to cease to be an investment company.

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1.	We may not borrow money, except as permitted by (i) the 1940 Act, or interpretations or modifications by the SEC, SEC staff or other authority with appropriate jurisdiction, or (ii) exemptive or other relief or permission from the SEC, SEC staff or other authority with appropriate jurisdiction;

2.	We may not engage in the business of underwriting securities issued by others, except to the extent that we may be deemed to be an underwriter in connection with the disposition of portfolio securities;

3.	We may not purchase or sell physical commodities or contracts for the purchase or sale of physical commodities. Physical commodities do not include futures contracts with respect to securities, securities indices, currency or other financial instruments;

4.	We may not purchase or sell real estate, which term does not include securities of companies which deal in real estate or mortgages or investments secured by real estate or interests therein, except that we reserve freedom of action to hold and to sell real estate acquired as a result of our ownership of securities;

5.	We may not make loans, except to the extent permitted by (i) the 1940 Act, or interpretations or modifications by the SEC, SEC staff or other authority with appropriate jurisdiction, or (ii) exemptive or other relief or permission from the SEC, SEC staff or other authority with appropriate jurisdiction;

6.	We may not issue senior securities, except to the extent permitted by (i) the 1940 Act, or interpretations or modifications by the SEC, the SEC staff or other authority with appropriate jurisdiction, or (ii) exemptive or other relief or permission from the SEC, SEC staff or other authority with appropriate jurisdiction; and

7.

We may not invest in any security if as a result of such investment, 25% or more of the value of our total assets, taken at market value at the time of each investment, are in the securities of issuers in any particular industry except (a) securities issued or guaranteed by the U.S. government and its agencies and instrumentalities or tax-exempt securities of state and municipal governments or their political subdivisions (however, not including private purpose industrial development bonds issued on behalf of non-government issuers), or (b) as otherwise provided by the 1940 Act, as amended from time to time, and as modified or supplemented from time to time by (i) the rules and regulations promulgated by the SEC under the 1940 Act, as amended from time to time, and (ii) any exemption or other relief applicable to us from the provisions of the 1940 Act, as amended from time to time. For purposes of this restriction, in the case of investments in loan participations between us and a bank or other lending institution participating out the loan, we will treat both the lending bank or other lending institution and the borrower as “issuers.” For purposes of this restriction, an investment in a CLO, collateralized bond obligation, collateralized debt obligation or a swap or other derivative will be considered to be an investment in the industry (if any) of the underlying or reference security, instrument or asset.

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OFS Credit Company, Inc.

Statement of Assets and Liabilities

October 31, 2019

Assets:
Investments at fair value (cost of $76,275,113)		$	64,147,358
Cash		3,931,208
Prepaid expenses and other assets		54,062
Total assets		68,132,628
Liabilities:
6.875% Series A Term Preferred Stock (net of deferred debt issuance costs of $733,672)		20,582,828
Payable to adviser and affiliates		1,039,310
Payable for investment purchased		320,000
Accrued professional fees		292,748
Other liabilities		42,434
Total liabilities		22,277,320
Commitments and contingencies (Note 5)
Net assets		$	45,855,308
Net assets consists of:
Common stock, par value of $0.001 per share; 90,000,000 shares authorized and 3,061,858 shares issued and outstanding as of October 31, 2019		$	3,062
Paid-in capital in excess of par		50,946,200
Total distributable earnings		(5,093,954		)
Total net assets		45,855,308
Total liabilities and net assets		$	68,132,628
Net asset value per share		$	14.98

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OFS Credit Company, Inc.

Statement of Operations

Year Ended October 31, 2019

Investment income
Interest income		$	8,857,672
Operating expenses
Interest expense		982,195
Management fees		1,098,919
Incentive fees		1,063,672
Administration fees		739,165
Professional fees		364,308
Board of directors fees		180,000
Other expenses		321,313
Total operating expenses		4,749,572
Less: waiver of management fee (Note 3)		(220,441		)
Net operating expenses		4,529,131
Net investment income		4,328,541
Realized and unrealized gain (loss) on investments
Net realized gain on investments		10,175
Net unrealized depreciation on investments		(12,197,225		)
Net loss on investments		(12,187,050		)
Net decrease in net assets resulting from operations		$	(7,858,509	)

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OFS Credit Company, Inc.

Statement of Changes in Net Assets

	Year Ended October 31, 2019				Period from October 10 (commencement of operations) through October 31, 2018
Increase (decrease) in net assets resulting from operations:
Net investment income	$	4,328,541			$	217,037
Net realized gain on investments	10,175				—
Net unrealized appreciation (depreciation) on investments	(12,197,225		)		69,470
Net increase (decrease) in net assets resulting from operations	(7,858,509		)		286,507
Common stock distributions paid to stockholders:
Common stock distributions from tax return of capital	(5,488,924		)		—
Distributions paid to stockholders	(5,488,924		)		—
Capital share transactions:
Proceeds from sale of common stock, net of offering costs	8,802,338				50,000,000
Common stock issued from reinvestment of stockholder distributions	13,896				—
Net increase in net assets resulting from capital transactions	8,816,234				50,000,000
Net increase (decrease) in net assets	(4,531,199		)		50,286,507
Net assets at the beginning of the period	50,386,507				100,000
Net assets at the end of the period	$	45,855,308			$	50,386,507
Capital share transactions:
Common stock shares at the beginning of the period	2,505,000				5,000
Common stock share offering	556,033				2,500,000
Common stock issued from reinvestment of stockholder distributions	825				—
Common stock shares at the end of the period	3,061,858				2,505,000

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OFS Credit Company, Inc.

Statement of Cash Flows

Year Ended October 31, 2019

Cash flows from operating activities
Net decrease in net assets resulting from operations		$	(7,858,509	)
Adjustments to reconcile net decrease in net assets resulting from operations to net cash used in operating activities:
Net realized gain on investments		(10,175		)
Net unrealized depreciation on investments		12,197,225
Amortization of debt issuance costs		100,522
Accretion of interest income on structured-finance securities		(8,830,855		)
Purchase of portfolio investments		(40,920,793		)
Distributions from portfolio investments		13,113,805
Sale of portfolio investments		2,179,375
Changes in operating assets and liabilities:
Investment distribution receivable		155,443
Prepaid expenses and other assets		(40,507		)
Due to adviser and affiliates		1,029,310
Accrued professional fees		195,802
Payable for investment purchased		(270,000		)
Other liabilities		24,646
Net cash used in operating activities		(28,934,711		)
Cash flows from financing activities
Proceeds from issuance of preferred stock		21,316,500
Underwriting fees and offering costs relating to issuance of preferred stock		(834,194		)
Proceeds from issuance of common stock		9,174,544
Underwriting fees and offering costs relating to issuance of common stock		(372,206		)
Distributions paid to shareholders of common stock		(5,475,028		)
Net cash provided by financing activities		23,809,616
Net decrease in cash		(5,125,095		)
Cash at beginning of period		9,056,303
Cash at end of period		$	3,931,208
Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for interest		$	877,601
Reinvestment of stockholder distributions		13,896

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OFS Credit Company, Inc.

Schedule of Investments

October 31, 2019

Company and Investment		Effective Yield (3)		Initial Acquisition Date		Maturity (6)		Principal Amount				Amortized Cost (4)				Fair Value (5)				Percent of Net Assets
Structured Finance (1) (2) (8)
Allegro CLO VII, Ltd.
Subordinated Notes		15.12%		2/14/2019		6/13/2031		$	3,100,000			$	2,561,954			$	2,283,585			5.0	%
Anchorage Capital CLO 1-R Ltd.
Subordinated Notes		15.65%		10/5/2018		4/13/2031		2,100,000				1,739,746				1,601,201				3.5
Atlas Senior Loan Fund X Ltd.
Subordinated Notes		17.96%		10/5/2018		1/15/2031		5,000,000				3,042,045				2,341,297				5.1
Atlas Senior Loan Fund IX Ltd.
Subordinated Notes		16.60%		10/5/2018		4/20/2028		1,200,000				616,054				390,137				0.9
Battalion CLO IX Ltd.
Income Notes (7)		17.05%		10/10/2018		7/15/2031		1,079,022				721,059				583,234				1.3
Subordinated Notes		17.05%		10/10/2018		7/15/2031		1,770,978				1,183,461				957,250				2.1
								2,850,000				1,904,520				1,540,484				3.4
Battalion CLO XI Ltd.
Subordinated Notes		16.75%		3/20/2019		10/24/2029		5,000,000				4,236,266				4,041,411				8.8
BlueMountain Fuji U.S. CLO III, Ltd.
Subordinated Notes		20.15%		9/18/2019		1/15/2030		3,701,700				2,783,660				2,746,851				6.0
Crown Point CLO 4 Ltd.
Subordinated Notes		15.95%		3/22/2019		4/20/2031		3,400,000				2,914,145				2,694,570				5.9
Dryden 30 Senior Loan Fund
Subordinated Notes		16.36%		10/5/2018		11/15/2028		1,000,000				586,983				475,649				1.0
Dryden 38 Senior Loan Fund
Subordinated Notes		13.95%		10/5/2018		7/15/2030		2,600,000				1,790,697				1,470,491				3.2

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OFS Credit Company, Inc.

Schedule of Investments

October 31, 2019

Company and Investment		Effective Yield (3)		Initial Acquisition Date		Maturity (6)		Principal Amount				Amortized Cost (4)				Fair Value (5)				Percent of Net Assets
Dryden 41 Senior Loan Fund
Subordinated Notes		14.40%		10/5/2018		4/15/2031		$	2,600,000			$	1,774,575			$	1,454,914			3.2	%
Dryden 53 CLO, Ltd.
Income Notes (7)		15.03%		10/5/2018		1/15/2031		3,200,000				2,495,291				2,186,720				4.8
Subordinated Notes		19.73%		10/1/2019		1/15/2031		500,000				351,347				341,675				0.7
								3,700,000				2,846,638				2,528,395				5.5
Dryden 76 CLO, Ltd.
Subordinated Notes		15.37%		9/27/2019		10/20/2032		2,250,000				1,987,504				1,992,771				4.3
Elevation CLO 2017-7, Ltd.
Subordinated Notes		13.49%		10/5/2018		7/15/2030		4,750,000				3,619,519				2,920,907				6.4
Elevation CLO 2017-8, Ltd.
Subordinated Notes		13.97%		10/5/2018		10/25/2030		2,000,000				1,566,488				1,174,860				2.6
TCI-Flatiron CLO 2017-1, Ltd.
Subordinated Notes		14.98%		3/22/2019		5/15/2030		3,000,000				2,067,799				1,789,669				3.9
Flatiron CLO 18 Ltd.
Subordinated Notes		12.52%		10/5/2018		4/17/2031		4,500,000				3,757,016				3,297,035				7.1
Greenwood Park CLO, Ltd.
Subordinated Notes		12.37%		10/5/2018		4/15/2031		4,000,000				3,418,835				2,946,791				6.4
Halcyon Loan Advisors Funding 2018-1 Ltd.
Subordinated Notes		16.27%		3/20/2019		7/20/2031		3,000,000				2,370,923				2,016,350				4.4
HarbourView CLO VII-R, Ltd.
Subordinated Notes		10.68%		10/5/2018		11/18/2026		3,100,000				1,881,690				1,007,877				2.2

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OFS Credit Company, Inc.

Schedule of Investments

October 31, 2019

Company and Investment		Effective Yield (3)		Initial Acquisition Date		Maturity (6)		Principal Amount				Amortized Cost (4)				Fair Value (5)				Percent of Net Assets
Madison Park Funding XXIII, Ltd.
Subordinated Notes		11.11%		10/5/2018		7/27/2047		$	4,000,000			$	3,224,339			$	2,586,019			5.6	%
Marble Point CLO X Ltd.
Subordinated Notes		13.43%		10/5/2018		10/15/2030		7,000,000				5,203,316				3,785,229				8.2
Marble Point CLO XI Ltd.
Income Notes (7)		15.72%		10/5/2018		12/18/2047		1,500,000				1,224,806				861,373				1.9
MidOcean Credit CLO VII Ltd.
Income Notes (7)		13.63%		3/20/2019		7/15/2029		3,275,000				2,296,931				1,798,966				3.9
MidOcean Credit CLO VIII Ltd.
Income Notes (7)		16.39%		1/14/2019		2/20/2031		3,250,000				2,584,492				2,363,153				5.2
MidOcean Credit CLO IX Ltd.
Income Notes (7)		16.67%		11/21/2018		7/20/2031		3,000,000				2,115,996				2,117,567				4.6
Sound Point CLO IV-R, Ltd.
Subordinated Notes		13.61%		11/2/2018		4/18/2031		4,000,000				1,568,306				1,307,712				2.9
THL Credit Wind River 2014-3 CLO Ltd.
Subordinated Notes		10.99%		10/10/2018		10/22/2031		2,778,000				1,917,270				1,233,823				2.7
Venture 33 CLO Limited
Subordinated Notes		15.58%		3/21/2019		7/15/2031		3,150,000				2,528,383				2,211,925				4.8
Vibrant CLO X Ltd.
Subordinated Notes		17.63%		5/23/2019		10/20/2031		5,000,000				3,618,021				3,307,667				7.2

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OFS Credit Company, Inc.

Schedule of Investments

October 31, 2019

Company and Investment		Effective Yield (3)		Initial Acquisition Date		Maturity (6)		Principal Amount				Amortized Cost (4)				Fair Value (5)				Percent of Net Assets
Voya CLO 2017-4, Ltd.
Subordinated Notes		13.84%		10/5/2018		10/15/2030		$	1,000,000			$	846,930			$	711,236			1.6	%
ZAIS CLO 3, Limited
Income Notes (7)		16.01%		10/10/2018		7/15/2031		1,038,255				622,681				425,478				0.9
Subordinated Notes		16.01%		10/10/2018		7/15/2031		1,761,745				1,056,585				721,965				1.6
								2,800,000				1,679,266				1,147,443				2.5
Total Structured Finance Notes								$	103,604,700			$	76,275,113			$	64,147,358			139.9	%

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(A)	no Incentive Fee in any calendar quarter in which Pre-Incentive Fee Net Investment Income does not exceed the hurdle of 2.00% of NAV;

(B)

100% of Pre-Incentive Fee Net Investment Income with respect to that portion of such Pre-Incentive Fee Net Investment Income, if any, that exceeds the hurdle but is less than 2.50% of NAV in any calendar quarter (10.00% annualized). The Company refers to this portion of the Pre-Incentive Fee Net Investment Income (which exceeds the hurdle but is less than 2.50% of our NAV) as the “catch-up.” The “catch-up” is meant to provide OFS Advisor with 20% of Pre-Incentive Fee Net Investment Income as if a hurdle did not apply if this net investment income meets or exceeds 2.50% of NAV in any calendar quarter; and

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(C)	20.0% of that portion of the Company’s pre-Incentive Fee net investment income, if any, with respect to which the Rate of Return exceeds 2.50% in such quarter (10.0% annualized) is payable to the Advisor (that is, once the hurdle is reached and the catch-up is achieved, 20% of all Pre-Incentive Fee Net Investment Income thereafter is paid to the Advisor).

	Year Ended October 31, 2019
Base management fees	$	1,098,919
Base management fee waiver	(220,441		)
Incentive fees	1,063,672
Administration fees	739,165

Note 4. Fair Value of Financial Instruments

The following table provides quantitative information about the Company’s Level 3 fair value measurements as of October 31, 2019. In addition to the valuation techniques and inputs noted in the table below, other valuation techniques and methodologies may be utilized when determining the Company's fair value measurements. The table below is not intended to be all-inclusive, but rather provides information on the significant Level 3 inputs as they relate to the Company's fair value measurements as of October 31, 2019.

Investment Type	Fair Value as of October 31, 2019				Valuation Techniques		Unobservable Input		Range  (Weighted average) (1)
Structured Finance Notes	$	64,147,358			Discounted Cash Flows		Constant Default Rate(2)		1.26% - 1.60% (1.36%)
							Constant Default Rate(3)		1.73% - 2.38% (2.00%)
							Constant Prepayment Rate		25.00%
							Reinvestment Spread		3.30% - 4.10% (3.54%)
							Reinvestment Price		99.50%
							Reinvestment Floor		1.00%
							Recovery Rate		68.60% - 70.00% (69.60%)
							Discount Rate		14.50% - 30.00% (20.13%)

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	Structured Finance Notes
Level 3 assets, November 1, 2018	$	41,875,940
Net realized gain on investments	10,175
Net unrealized depreciation on investments (1)	(12,197,223		)
Accretion of interest income on structured-finance securities	8,830,855
Purchase of portfolio investments	40,920,793
Sale of portfolio investments	(2,179,377		)
Distributions from portfolio investments	(13,113,805		)
Level 3 assets, October 31, 2019	$	64,147,358

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	Principal	Unamortized Debt Issuance Costs	Stated Interest Rate	Effective Interest Rate (1)	Interest Expense (2)
Term Preferred Shares	$21,316,500	$733,672	6.875%	7.66%	$982,195

Record Date		Payable Date		Dividend Per Preferred Share
November 22, 2019		November 29, 2019		$0.1432292
December 24, 2019		December 31, 2019		$0.1432292
January 24, 2020		January 31, 2020		$0.1432292

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Tax-basis amortized cost of investments		$	69,241,311
Tax-basis gross unrealized appreciation on investments		781,153
Tax-basis gross unrealized depreciation on investments		(5,875,106		)
Tax-basis net unrealized depreciation on investments		(5,093,953		)
Fair value of investments		$	64,147,358

Note 8. Financial Highlights

The following is a schedule of financial highlights for the year ended October 31, 2019 and period ended October 31, 2018:

	Year Ended October 31, 2019				Period from October 10 (commencement) through October 31, 2018
Per share data:
Net asset value per share at beginning of period	$	20.11			$	20.00
Distributions:
Distributions from tax return of capital	(2.12		)		—
Total distributions	(2.12		)		—
Net investment income(7)	1.66				0.08
Net realized and unrealized gains (losses) on investments (7)	(4.69		)		0.03
Net increase (decrease) from operations	(3.03		)		0.11
Issuance of common stock(8)	0.02				—
Net asset value per share at end of period	$	14.98			$	20.11
Per share market value, end of period	$	16.91			$	18.78
Total return based on market value (1)	1.84		%		(6.10		)%
Total return based on net asset value (2)	(15.75		)%		0.55		%
Shares outstanding at end of period	3,061,858				2,505,000
Weighted average shares outstanding	2,601,037				2,505,000
Ratio/Supplemental Data
Average net asset value	$	48,120,908			$	50,243,254
Net asset value at end of period	$	45,855,308			$	50,386,507
Ratio of total operating expenses to average net assets (4)(6)	9.41		%		4.42		%
Ratio of net investment income to average net assets (5)(6)	9.00		%		7.17		%
Portfolio turnover (3)	28.80		%		5.10		%

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(1)	Total return based on market value is calculated assuming shares of common stock were purchased at the market price at the beginning of the period, distributions were reinvested at a price obtained in the Company's dividend reinvestment plan, and shares were sold at the closing market price on the last day of the period. Total return is not annualized for a period of less than one year.

(2)	Total return based on net asset value is calculated assuming shares of common stock were purchased at the net asset value at the beginning of the period, distributions were reinvested at a price obtained in the Company's dividend reinvestment plan, and shares were sold at the ending net asset value on the last day of the period. Total return is not annualized for a period of less than one year.

(3)	Portfolio turnover rate is calculated using the lesser of period-to-date sales and distributions from portfolio investments or period-to-date purchases over the average of the invested assets at fair value.

(4)	Ratio of total expenses before management fee waiver to average net assets was 9.87% and 6.17% for the year ended October 31, 2019 and period ended October 31, 2018, respectively.

(5)	Ratio of net investment income before management fee waiver to average net assets was 8.54% and 5.42% for the year ended October 31, 2019 and period ended October 31, 2018, respectively.

(6)	Annualized.

(7)	Calculated on the average share method.

(8)	The issuance of common stock on a per share basis reflects the incremental net asset value change as a result of the issuance of shares of common stock in the Company’s August 2019 rights offering and the anti-dilutive impact from changes in weighted-average shares outstanding during the period.

Class and Year	Total Amount Outstanding				Asset Coverage Per $1,000(1)				Asset Coverage Per Unit(2)				Involuntary Liquidation Preference Per Unit(3)
6.875% Series A Term Preferred Stock
October 31, 2019	$	21,316,500			$	3,151			$	78.78			$	25.00
October 31, 2018	—				—				—				—

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For the Year Ended		DRIP Shares Value				Total Distribution Declared				DRIP Shares Issued			Average Value Per Share
October 31, 2019		$	13,896			$	5,488,924			825			$	16.84

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•	adversely impact the pricing, liquidity, value of, return on and trading for a broad array of financial products, including any LIBOR-linked CLO investments;

•	require extensive changes to documentation that governs or references LIBOR or LIBOR-based products, including, for example, pursuant to time-consuming renegotiations of existing documentation to modify the terms of outstanding investments;

•	result in inquiries or other actions from regulators in respect of the Company’s preparation and readiness for the replacement of LIBOR with one or more alternative reference rates;

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•

result in disputes, litigation or other actions with CLO investment managers, regarding the interpretation and enforceability of provisions in the Company’s LIBOR-based CLO investments, such as fallback language or other related provisions, including, in the case of fallbacks to the alternative reference rates, any economic, legal, operational or other impact resulting from the fundamental differences between LIBOR and the various alternative reference rates;

•	require the transition and/or development of appropriate systems and analytics to effectively transition risk management processes from LIBOR-based products to those based on one or more alternative reference rates, which may prove challenging given the limited history of the proposed alternative reference rates; and

•	cause the Company to incur additional costs in relation to any of the above factors.

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PART C — OTHER INFORMATION

ITEM 25. FINANCIAL STATEMENTS AND EXHIBITS

1. Financial Statements:

The following financial statements of OFS Credit Company, Inc. (the “Company” or the “Registrant”) are included in Part A of the Registration Statement:

	Schedule of Investments as of October 31, 2019	F-6
	Notes to Financial Statements	F-10
	Statement of Assets and Liabilities as of October 31, 2019	F-2
	Statement of Operations for the Year Ended October 31, 2019	F-3
	Statement of Changes in Net Assets for the Year Ended October 31, 2019 and Period Ended October 31, 2018	F-4
	Statement of Cash Flows for the Year Ended October 31, 2019	F-5
	Report of Independent Registered Public Accounting Firm	F-21

99.1    Form of Prospectus Supplement for Common Stock Offerings*

99.2    Form of Prospectus Supplement for Preferred Stock Offerings*

99.3    Form of Prospectus Supplement for Rights Offerings*

99.4    Form of Prospectus Supplement for Debt Offerings*

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ITEM 26. MARKETING ARRANGEMENTS

The information contained under the heading “Plan of Distribution” in this Registration Statement is incorporated herein by reference.

ITEM 27. OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION

SEC registration fee		$	12,980
FINRA filing fee		15,500
Nasdaq listing fee		10,000
Printing and postage		20,000
Legal fees and expenses		150,000
Accounting fees and expenses		30,000
Miscellaneous		11,520
Total		$250,000

ITEM 29. NUMBER OF HOLDERS OF SECURITIES

The following table sets forth the number of record holders of each class of the Registrant’s securities as of January 2, 2020:

Title of Class		Number of Record Holders
Common stock, par value $0.001 per share		2
Preferred stock, par value $0.001 per share		1

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a.	To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement:

(ii)	to reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement; and

(iii)	to include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement.

b.	that, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of those securities at the time shall be deemed to be the initial bona fide offering thereof;

c.	to remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering;

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d.

that, for the purpose of determining liability under the Securities Act of 1933 to any purchaser, if the Registrant is subject to Rule 430C [17 CFR 230.430C]: Each prospectus filed pursuant to Rule 497(b), (c), (d) or (e) under the Securities Act of 1933 [17 CFR 230.497(b), (c), (d) or (e)] as part of a registration statement relating to an offering, other than prospectuses filed in reliance on Rule 430A under the Securities Act of 1933 [17 CFR 230.430A], shall be deemed to be part of and included in the registration statement as of the date it is first used after effectiveness. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such first use, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such date of first use; and

e.

that for the purpose of determining liability of the Registrant under the Securities Act of 1933 to any purchaser in the initial distribution of securities, the undersigned Registrant undertakes that in a primary offering of securities of the undersigned Registrant pursuant to this registration statement, regardless of the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the following communications, the undersigned Registrant will be a seller to the purchaser and will be considered to offer or sell such securities to the purchaser:

(i)	any preliminary prospectus or prospectus of the undersigned Registrant relating to the offering required to be filed pursuant to Rule 497 under the Securities Act of 1933 [17 CFR 230.497];

(ii)	the portion of any advertisement pursuant to Rule 482 under the Securities Act of 1933 [17 CFR 230.482] relating to the offering containing material information about the undersigned Registrant or its securities provided by or on behalf of the undersigned Registrant; and

(iii)	any other communication that is an offer in the offering made by the undersigned Registrant to the purchaser.

f.

To file a post-effective amendment to the registration statement, and to suspend any offers or sales pursuant the registration statement until such post-effective amendment has been declared effective under the 1933 Act, in the event the shares of Registrant are trading below its net asset value and either (i) Registrant receives, or has been advised by its independent registered accounting firm that it will receive, an audit report reflecting substantial doubt regarding the Registrant’s ability to continue as a going concern or (ii) Registrant has concluded that a material adverse change has occurred in its financial position or results of operations that has caused the financial statements and other disclosures on the basis of which the offering would be made to be materially misleading.

a.

For purposes of determining any liability under the Securities Act of 1933, as amended, the information omitted from the form of prospectus filed as part of the Registration Statement in reliance upon Rule 430A and contained in the form of prospectus filed by the Registrant pursuant to Rule 497(h) under the Securities Act of 1933, as amended, shall be deemed to be part of this Registration Statement as of the time it was declared effective.

b.	For purposes of determining any liability under the Securities Act of 1933, as amended, each post-effective amendment that contains a form of prospectus shall be deemed to be a new registration statement relating to the securities at that time shall be deemed to be the initial bona fide offering thereof.

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