As filed with the Securities and Exchange Commission on February 5, 2013

Registration No. 333-      

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM N-2

 

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
o Pre-Effective Amendment No.
o Post-Effective Amendment No.

 

KCAP FINANCIAL, INC.

(Exact Name of Registrant as Specified in Charter)

 

295 Madison Avenue, 6 ^th Floor
New York, New York 10017
(212) 455-8300

(Address and Telephone Number of Principal Executive Offices)

Dayl W. Pearson
President and Chief Executive Officer
KCAP Financial, Inc.
295 Madison Avenue, 6 ^th Floor
New York, New York 10017

(Name and Address of Agent for Service)

 

Copy to:

Harry S. Pangas, Esq. Sutherland Asbill & Brennan LLP 1275 Pennsylvania Avenue, N.W. Washington, DC 20004-2415 Telephone: (202) 383-0100 Facsimile: (202) 637-3593		Stuart H. Gelfond, Esq. Fried, Frank, Harris, Shriver & Jacobson LLP One New York Plaza New York, NY 10004 Telephone: (212) 859-8000 Facsimile: (212) 859-4000

 

Approximate Date of Proposed Public Offering:
As soon as practicable after the effective date of this Registration Statement.

If any securities being registered on this form will be offered on a delayed or continuous basis in reliance on Rule 415 under the Securities Act of 1933, other than securities offered in connection with a dividend reinvestment plan, check the following box. o

It is proposed that this filing will become effective (check appropriate box):

 

CALCULATION OF REGISTRATION FEE UNDER THE SECURITIES ACT OF 1933

Title of Securities Being Registered		Proposed Maximum Aggregate Offering Price (1) (2)				Amount of Registration Fee (3)
Common Stock, $0.01 par value per share		$	5,000,000			$	682

Incorporation of Certain Information by Reference

This Registration Statement is being filed pursuant to Rule 462(b) under the Securities Act of 1933, as amended, by KCAP Financial, Inc. (the “Registrant”) with the Securities and Exchange Commission, and hereby incorporates by reference into this Registration Statement the contents of the Registration Statement on Form N-2 (File No. 333-185559 ), including the exhibits thereto, filed on December 19, 2012, as amended by a pre-effective amendment thereto, and declared effective on February 4, 2013.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement on Form N-2 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, and State of New York, on the 5 ^th day of February, 2013.

KCAP FINANCIAL, INC.

By:

/s/ Dayl W. Pearson   Name: Dayl W. Pearson Title: President and Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement on Form N-2 has been signed by the following persons in the capacities and on the dates indicated.

Signature		Title		Date
/s/ Dayl W. Pearson Dayl W. Pearson		President and Chief Executive Officer; Director (principal executive officer)		February 5, 2013
/s/ Edward U. Gilpin Edward U. Gilpin		Chief Financial Officer, Secretary and Treasurer (principal financial and accounting officer)		February 5, 2013
*              Christopher Lacovara		Director		February 5, 2013
*              Gary Cademartori		Director		February 5, 2013
*              C. Michael Jacobi		Director		February 5, 2013
*              Albert G. Pastino		Director		February 5, 2013
*              C. Turney Stevens, Jr.		Director		February 5, 2013
*              Jay R. Bloom		Director		February 5, 2013
*              Dean C. Kehler		Director		February 5, 2013