UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549   FORM 10-K/A Amendment No. 1   (Mark One) ☒
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the fiscal year ended December 31, 2018 OR  ☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period
fromto Commission file number 814-00789   THL CREDIT, INC. (Exact
Name of Registrant as Specified in Its Charter)    Delaware

27-0344947(State or Other Jurisdiction ofIncorporation or Organization)

(I.R.S. EmployerIdentification No.)100 Federal St., 31st Floor, Boston, MA

02110(Address of Principal Executive Offices)

(Zip Code) Registrants Telephone Number, Including Area Code: 800-450-4424 Securities registered pursuant to 12(b) of the Act:  Title of each class

Trading Symbol(s)

Name of each exchange on which
registeredCommon Stock, par value $0.001 per share
6.75% Senior Notes due 2022
6.125% Senior Notes due 2023

TCRD
TCRZ TCRW

NASDAQ Global Select Market
The New York Stock Exchange
The New York Stock Exchange   Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act.    Yes  ☐    No  ☒ Indicate by check mark if the registrant is not required to
file reports pursuant to Section 13 or 15(d) of the Act.    Yes  ☐    No  ☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90
days.    Yes  ☒    No  ☐ Indicate by check mark whether the registrant has
submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit such files).    Yes  ☐    No  ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated
filer, a smaller reporting company, or an emerging growth company. See the definitions of large accelerated filer, accelerated filer, smaller reporting company and emerging growth company in Rule 12b-2 of the Exchange Act.  Large accelerated filer

☐

Accelerated filer

☒Non-Accelerated filer

☐

Smaller reporting company

☐Emerging growth company

☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities
Exchange Act of 1934).    Yes  ☐    No  ☒ The aggregate market value of common
stock held by non-affiliates of the Registrant as of the last business day of the Registrants most recently completed second fiscal quarter was approximately $255.5 million based on the closing
price on that date of $7.82 on the NASDAQ Global Select Market. For the purposes of calculating this amount only, all directors and executive officers of the Registrant have been treated as affiliates. As of March 5, 2019, there were 32,317,590 shares of the Registrants common stock outstanding. Documents Incorporated by Reference Portions
of the Registrants definitive Proxy Statement relating to its 2018 Annual Meeting of Stockholders, filed pursuant to Regulation 14A with the Securities and Exchange Commission on May 3, 2019, are incorporated by reference into Part
III of this Annual Report on Form 10-K as indicated herein.




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EXPLANATORY NOTE THL Credit, Inc., a Delaware corporation, or together with its subsidiaries, where applicable, the Company, which may also be referred to as we,
us or our, is filing this Amendment No. 1 (the Amendment) to our Annual Report on Form 10-K for the fiscal year ended December 31, 2018, which was filed with
the SEC on March 6, 2019 (the Form 10-K), to provide stand-alone audited financial statements for our investments in two unconsolidated controlled
portfolio companies, OEM Group, LLC (OEM Group) and Copperweld Bimetallics LLC (Copperweld), for the year ended December 31, 2018. The OEM Group audited consolidated financial statements for the fiscal year ended
December 31, 2018 (Exhibit 99.1) and unaudited consolidated financial statements for the fiscal years ended December 31, 2017 and 2016 (Exhibit 99.2), and Copperwelds audited consolidated financial statements for the fiscal year
ended December 31, 2018 (Exhibit 99.3) and unaudited consolidated financial statements for the fiscal years ended December 31, 2017 and 2016 (Exhibit 99.4) are included in Part IV, Item 15 of this filing. We have determined that each of these unconsolidated controlled portfolio companies have met the conditions of a significant subsidiary under Rule 1-02(w) of Regulation S-X for which we are required, pursuant to Rule 3-09 of
Regulation S-X, to attach separate financial statements as exhibits to the Form 10-K. The separate financial statements of OEM Group and Copperweld are being
filed as an amendment to the Form 10-K. This Amendment also updates, amends and supplements Part IV,
Item 15 of the Form 10-K to include the filing of new Exhibits 31.1, 31.2, 32.1 and 32.2, certifications of our Chief Executive Officer and Chief Financial Officer, pursuant to Rule 13a-14(a) and (b) of the Securities Exchange Act of 1934, as amended. No other changes have been made to
the Form 10-K. This Amendment does not reflect subsequent events that may have occurred after the original filing date of the Form 10-K or modify or update in
any way disclosures made in the Form 10-K. Among other things, forward-looking statements made in the Form 10-K have
not been revised to reflect events that occurred or facts that became known to us after filing of the Form 10-K, and such forward-looking statements should be read
in their historical context. Furthermore, this Amendment should be read in conjunction with the Form 10-K and with our subsequent filings with the SEC. PART IV  Item 15.
Exhibitsand Financial Statement
Schedules The following documents are filed or incorporated by reference as part of this Annual Report:  1.
Financial Statements  (a)
OEM Group Audited Consolidated balance sheet as of
December 31, 2018 Consolidated statement of operations and comprehensive loss for the year ended December 31, 2018 Consolidated statement of members deficit for the year ended December 31, 2018 Consolidated statement of cash flows for the year ended December 31, 2018 Notes to consolidated financial statements Unaudited Consolidated balance sheet as of December 31, 2017 and 2016 Consolidated statement of operations and comprehensive loss for the year ended December 31, 2017 and period from March 15, 2016 through
December 31, 2016 Consolidated statement of members equity for the year ended December 31, 2017 and period from March 15, 2016
through December 31, 2016 Consolidated statement of cash flows for the year ended December 31, 2017 and period from March 15, 2016
through December 31, 2016 Notes to consolidated financial statements  2




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(b)
Copperweld Financial Statements Audited Consolidated balance sheet as of
December 31, 2018 Consolidated statement of comprehensive income for the year ended December 31, 2018 Consolidated statement of changes in members equity (deficit) for the year ended December 31, 2018 Consolidated statement of cash flows for the year ended December 31, 2018 Notes to consolidated financial statements Unaudited Consolidated balance sheet as of December 31, 2017 and 2016 Consolidated statements of comprehensive loss for the years ended December 31, 2017 and 2016 Consolidated statement of changes in members equity (deficit) for the years ended December 31, 2017 and 2016 Consolidated statement of cash flows for the years ended December 31, 2017 and 2016 Notes to consolidated financial statements  2.
Financial Statement Schedule None  3.
Exhibits required to be filed by Item 601 of Regulation S-K Please note that the agreements included as exhibits to this Form 10-K are included to
provide information regarding their terms and are not intended to provide any other factual or disclosure information about us or the other parties to the agreements. The agreements contain representations and warranties by each of the parties to
the applicable agreement that have been made solely for the benefit of the other parties to the applicable agreement and may not describe the actual state of affairs as of the date they were made or at any other time. The following exhibits are filed as part of this report or hereby incorporated by reference to exhibits previously filed with the SEC:  3.1

Amended and Restated Certificate of Incorporation (Incorporated by reference from the Registrants pre-effective Amendment No. 4 to the Registration Statement under the Securities Act of 1933, as amended, on Form N-2, filed on April 20, 2010)3.2

Certificate of Amendment of Amended and Restated Certificate of Incorporation (Incorporated by reference from Appendix 
A to the Registrants Proxy Statement, filed on April 24, 2012)3.3

Bylaws (Incorporated by reference from the Registrants pre-effective Amendment No. 
1 to the Registration Statement under the Securities Act of 1933, as amended, on Form N-2, filed on July 15, 2009)3.4

Amendment to Bylaws (Incorporated by reference from the Registrants Current Report on Form 
8-K, filed on June 15, 2015).3.5

Amendment to Bylaws (Incorporated by reference from the Registrants Current Report on Form 
8-K, filed on January 11, 2019).4.1

Form 
of Specimen Certificate (Incorporated by reference from the Registrants pre-effective Amendment No. 4 to the Registration Statement under the Securities Act of 1933, as amended, on Form N-2, filed on April 20, 2010)4.2

Form 
of Indenture and related exhibits. (Incorporated by reference from the Registrants pre-effective Amendment No. 1 to the Registration Statement under the Securities Act of 1933, as amended, on Form N-2, filed on August 25, 2011).  3




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4.3

Second Supplemental Indenture, dated as of December 14, 
2015, between the Registrant and U.S. Bank National Association. (Incorporated by reference from the Registrants Registration Statement on Form N-2 filed on December 14, 2015).4.4

Form of 6.75% Note due 2022 (included as part of Exhibit 4.3).4.5

Third Supplemental Indenture, dated as of October 5, 
2018, between the Registrant and U.S. Bank National Association. (Incorporated by reference from the Registrants Registration Statement on Form N-2 filed on October 5, 2018).4.6

Form of 6.125% Note due 2023 (included as part of Exhibit 4.5).10.1

Dividend Reinvestment Plan (Incorporated by reference from the Registrants Quarterly Report on Form 
10-Q, filed on August 9, 2010)10.2

Investment Management Agreement (Incorporated by reference from the Registrants pre-effective Amendment
 No. 4 to the Registration Statement under the Securities Act of 1933, as amended, on Form N-2, filed on April 20, 2010)10.3

Custodian Agreement (Incorporated by reference from the Registrants Quarterly Report on Form 
10-Q, filed on August 9, 2010)10.4

Administration Agreement (Incorporated by reference from the Registrants pre-effective Amendment No. 4
 to the Registration Statement under the Securities Act of 1933, as amended, on Form N-2, filed on April 20, 2010)10.5

Sub-Administration Agreement (Incorporated by reference from the Registrants Quarterly Report on Form 10-Q, filed on August 9, 2010)10.6

License Agreement (Incorporated by reference from the Registrants pre-effective Amendment No. 
4 to the Registration Statement under the Securities Act of 1933, as amended, on Form N-2, filed on April 20, 2010)10.7

Amended and Restated Senior Secured Term Loan Credit Agreement dated as of August 19, 
2015, by and among the Company as borrower, each of the subsidiary guarantors party thereto, the Lenders party thereto and ING Capital LLC, as Administrative Agent. (Incorporated by reference from the Registrants Current Report on Form 8-K filed on August 20, 2015)10.9

Second Amended and Restated Senior Secured Revolving Credit Agreement dated as of December 15, 
2017, by and among the Company as borrower, the Lenders party thereto and ING Capital LLC, as Administrative Agent, Arranger and Borrower. (Incorporated by reference from the Registrants Current Report on Form 8-K filed on December 19, 2017)10.10

THL Credit Logan JV LLC Limited Liability Company Agreement dated December 3, 
2014 between THL Credit, Inc. and Perspecta Trident LLC (Incorporated by reference from the Registrants Current Report on Form 8-K filed on December 3, 2014)21

Subsidiaries of the RegistrantTHL Credit Holdings, Inc.Delaware THL Corporate Finance, Inc.Delaware THL Credit SBIC, L.P. Delaware THL Credit SBIC GP, LLCDelaware THL Credit YP Holdings, Inc.Delaware THL Credit
OEMG Investor, Inc.Delaware31.1

Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934*  4




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31.2

Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934*32.1

Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 
906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350)*32.2

Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 
906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350)*99.1

Financial Statements of OEM Group, LLC as of and for the year ended December 31, 2018 (audited)*99.2

Financial Statements of OEM Group, LLC as of and for the year ended December 31, 2017 and 2016*99.3

Financial Statements of Copperweld Bimetallics LLC as of and for the year ended December 31, 2018 (audited)*99.4

Financial Statements of Cooperweld Bimetallics LLC as of and for the year ended December 31, 2017 and as of and for the period from March 15, 2016 through December 31, 2016*(*)

Filed herewith  5




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SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.  Date: May 24, 2019



By:

/S/    CHRISTOPHER J. FLYNNTHL Credit, Inc.Christopher J. FlynnChief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following
persons on behalf of the registrant and in the capacities and on the dates indicated.  Date: May 24, 2019



By:

/S/    CHRISTOPHER J. FLYNNChristopher J. FlynnDirector and Chief Executive Officer(Principal Executive Officer)Date: May 24, 2019



By:

/S/    TERRENCE W. OLSONTerrence W. Olson
Chief Financial Officer (Principal Financial and Accounting Officer)Date: May 24, 2019



By:

/S/    NANCY HAWTHORNENancy Hawthorne
Chairman of the Board of DirectorsDate: May 24, 2019



By:

/S/    EDMUND P. GIAMBASTIANI,
JREdmund P. Giambastiani, Jr
DirectorDate: May 24, 2019



By:

/S/    DEBORAH MCANENYDeborah McAneny
DirectorDate: May 24, 2019



By:

/S/    JAMES D. KERNJames D. Kern
DirectorDate: May 24, 2019



By:

/S/    JANE NELSONJane Nelson
Director  6