Form 8-K Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K


CURRENT REPORT

Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) August 5, 2010  


Fifth Street Finance Corp.
(Exact name of registrant as specified in its charter)


Delaware
 
1-33901
 
26-1219283
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer Identification No.)


 
10 Bank Street, Suite 1210, White Plains, NY
 
10606
 
  (Address of principal executive offices)   (Zip Code)  

Registrant's telephone number, including area code:   (914) 286-6800



Not Applicable
(Former name or former address, if changed since last report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
    [    ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    [    ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    [    ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    [    ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01. Regulation FD Disclosure.

On August 4, 2010 the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

    Exhibit 99.1.       Press release dated August 4, 2010


SIGNATURE

    Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

    Fifth Street Finance Corp.
(Registrant)

August 5, 2010
(Date)
  /s/   BERNARD D. BERMAN
Bernard D. Berman
President


  Exhibit Index
  99.1 Press release dated August 4, 2010






Fifth Street Finance Corp. Issues Preliminary Estimate of Net Investment Income and Announces Its Fourth Quarter 2010 Dividend and Monthly Dividends for the First Quarter 2011

EXHIBIT 99.1

Fifth Street Finance Corp. Issues Preliminary Estimate of Net Investment Income and Announces Its Fourth Quarter 2010 Dividend and Monthly Dividends for the First Quarter 2011

WHITE PLAINS, N.Y., Aug. 4, 2010 (GLOBE NEWSWIRE) -- Fifth Street Finance Corp. (NYSE:FSC) ("Fifth Street") today issued a preliminary estimated range of net investment income for the fourth fiscal quarter ending September 30, 2010 of $0.20 to $0.25 per share. In addition, Fifth Street announced that its Board of Directors declared a dividend for the fourth fiscal quarter of 2010 and dividends for the first fiscal quarter of 2011 ending December 31, 2010. Fifth Street has converted to a monthly dividend for the new fiscal year. 

The following table reflects the dividends which the Board of Directors declared on August 2, 2010:

Record Date Payment Date Amount
September 1, 2010 September 29, 2010 $0.10
October 6, 2010 October 27, 2010 $0.10
November 3, 2010 November 24, 2010 $0.11
December 1, 2010 December 29, 2010 $0.11

"In consulting with our investors, both institutional and retail, we determined that a vast majority of them prefer a monthly dividend," stated Fifth Street's Chief Executive Officer, Leonard M. Tannenbaum, adding that "we also appreciate that our shareholders desire a consistent and stable payout."

Dividends are paid from taxable income.  Fifth Street's Board of Directors determines dividends based on estimates of taxable income, which differ from book income due to changes in unrealized appreciation and depreciation of investments and due to temporary and permanent differences in income and expense recognition.

Fifth Street has adopted a dividend reinvestment plan ("DRIP") that provides for reinvestment of its dividends on behalf of its shareholders, unless a shareholder elects to receive cash.  As a result, if Fifth Street's Board of Directors declares a cash dividend, Fifth Street's shareholders who have not "opted out" of Fifth Street's DRIP will have their cash dividends automatically reinvested in additional shares of Fifth Street common stock, rather than receiving the cash dividends.  If you are a Fifth Street shareholder and your shares of Fifth Street common stock are held through a brokerage firm or other financial intermediary and you wish to participate in the DRIP, please contact your broker or other financial intermediary.

About Fifth Street Finance Corp.

Fifth Street Finance Corp. is a specialty finance company that lends to and invests in small and mid-sized companies in connection with investments by private equity sponsors.  Fifth Street Finance Corp.'s investment objective is to maximize its portfolio's total return by generating current income from its debt investments and capital appreciation from its equity investments.

The Fifth Street Finance Corp. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=5525

Forward-Looking Statements

This press release may contain certain forward-looking statements, including statements with regard to the future performance of Fifth Street Finance Corp. Words such as "believes," "expects," "projects," "anticipates," and "future" or similar expressions are intended to identify forward-looking statements. These forward-looking statements are subject to the inherent uncertainties in predicting future results and conditions. Certain factors could cause actual results to differ materially from those projected in these forward-looking statements, and these factors are identified from time to time in our filings with the Securities and Exchange Commission.  Fifth Street Finance Corp. undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. 

CONTACT:  Fifth Street Finance Corp.
          Stacey Thorne, Executive Director, Investor Relations
          (914) 286-6811
          stacey@fifthstreetcap.com