First Capital Investment Corporation (NASDAQ:FBIZ) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01

As previously announced in the Current Report on Form 8-K filed
on March 30, 2017, there was a change in control of FCIC Advisors
LLC (FCIC Advisors), the investment adviser to First
Capital Investment Corporation (the Company), as a result
of the acquisition of Freedom Capital Investment Management LLC,
the entity that controls FCIC Advisors, by First Capital Real
Estate Investments, LLC. The closing of the acquisition took
place on April 3, 2017. The closing of such transaction resulted
in an assignment, as that term is used in the Investment Company
Act of 1940, as amended (the 1940 Act), of the investment
advisory and administrative services agreement between the
Company and FCIC Advisors (the Advisory Agreement).
Section 15 of the 1940 Act requires, among other things, that any
investment advisory agreement provide for its automatic
termination in the event of its assignment. In anticipation of
the termination of the Advisory Agreement, the Companys board of
directors (the Board) held an in-person meeting on March
31, 2017, at which it approved an interim investment advisory and
administrative services agreement (the Interim Advisory
Agreement) with FCIC Advisors, as permitted by Rule 15a-4 of
the 1940 Act, on substantially the same terms as the Advisory
Agreement. The Interim Advisory Agreement is effective for a
maximum period of 150 days from the date of the termination of
the Advisory Agreement.

At the meeting of the Board held on March 31, 2017, the Board
also approved a new investment advisory and administrative
services agreement (the New Advisory Agreement), which is
identical in all material respects to the Advisory Agreement and
the Interim Advisory Agreement, that will be submitted for
stockholder approval at the Companys 2017 annual meeting of
stockholders. If approved by the Companys stockholders, the New
Advisory Agreement will replace the Interim Advisory Agreement
and have a one-year term that may be continued thereafter for
successive one-year periods if such continuance is approved in
the manner provided for under Section 15 of the 1940 Act.

The material terms of the Interim Advisory Agreement and the New
Advisory Agreement are qualified in their entirety by the Interim
Advisory Agreement and New Advisory Agreement, attached as
Exhibits 10.1 and 10.2 to this Current Report on Form 8-K and
incorporated herein by reference.

On March 31, 2017, the Board approved the Second Amendment (the
Amendment) to the Second Amended and Restated Bylaws (the
Bylaws) of the Company. The purpose of the Amendment was
to revise Article II, Section 3(a) of the Bylaws to include 10%
stockholders of the Company as persons who have the ability to
call a special meeting of stockholders.

The Amendment is filed as Exhibit 3.1 hereto and is incorporated
herein by reference.

About First Capital Investment Corporation (NASDAQ:FBIZ)

First Business Financial Services, Inc. (FBFS) is a bank holding company. The Company engages in the commercial banking business through its bank subsidiaries, which include First Business Bank (FBB), First Business Bank-Milwaukee (FBB-Milwaukee) and Alterra Bank (Alterra) (FBB and FBB-Milwaukee and, together with FBB, the Banks). The operations of FBFS are conducted through the Banks and certain subsidiaries of FBB. The Banks operate as business banks focusing on delivering a line of commercial banking products, including commercial loans and commercial real estate loans, and services to meet the needs of small- and medium-sized businesses, business owners, executives, professionals and high net worth individuals. Its business lines include commercial lending, asset-based financing, equipment financing, small business administration (SBA) lending, treasury management services, and trust and investment services. Its investments include short-term investments and securities.

First Capital Investment Corporation (NASDAQ:FBIZ) Recent Trading Information

First Capital Investment Corporation (NASDAQ:FBIZ) closed its last trading session up +0.15 at 25.67 with 26,853 shares trading hands.