NEW YORK--(BUSINESS WIRE)--Jun. 14, 2018--
TPG Specialty Lending, Inc. (NYSE: TSLX) (“TSLX” or the “Company”)
announced today that it has agreed to sell to underwriters in a public
offering $50 million aggregate principal amount of its 4.50% Convertible
Notes due 2022 (the “Notes”). The Notes will have identical terms, be
fungible with and be a part of a single series with the outstanding $115
million aggregate principal amount of the Company’s 4.50% Convertible
Notes due 2022 issued in February 2017 in a private offering. TSLX has
also granted the underwriters an option to purchase up to an additional
$7.5 million aggregate principal amount of the Notes to cover
over-allotments, if any. The offering will be made pursuant to a
registration statement, which has been filed with, and declared
effective by, the Securities and Exchange Commission (the “SEC”). The
closing of the transaction is subject to customary closing conditions,
and the Notes are expected to be delivered and paid for on June 19, 2018.
The Notes are unsecured, and bear interest at a rate of 4.50% per year,
payable semiannually. In certain circumstances, the Notes will be
convertible into cash, shares of TSLX’s common stock or a combination of
cash and shares of TSLX’s common stock, at TSLX’s election. The
conversion rate on the Notes when issued in February 2017 was initially
46.8516 shares of common stock per $1,000 principal amount of Notes
(equivalent to an initial conversion price of approximately $21.34 per
share of common stock). After giving effect to certain adjustments, as
of the date hereof, the conversion rate on the Notes is 47.5093 shares
of common stock per $1,000 principal amount of Notes (equivalent to a
conversion price of approximately $21.05 per share of common stock). The
conversion price is 16% above the $18.08 per share closing price of
TSLX’s common stock on June 14, 2018. TSLX will not have the right to
redeem the Notes prior to maturity. The Notes will mature on August 1,
2022, unless repurchased or converted in accordance with their terms
prior to such date.
TSLX expects to use the net proceeds of the offering to pay down
outstanding debt under its revolving credit facility. However, through
re-borrowing under the revolving credit facility, the Company intends to
make new investments in accordance with its investment objectives and
strategies outlined in the preliminary prospectus supplement and the
accompanying prospectus described below in greater detail.
In connection with the offering of Notes, TSLX intends to enter into
interest rate swaps to better align the interest rates of its
liabilities with its investment portfolio, which consists of
predominately floating rate loans.
J.P. Morgan and Goldman Sachs & Co. LLC are acting as joint book-running
managers for this offering.
Investors are advised to carefully consider the investment
objectives, risks, charges and expenses of the Company before investing.
The pricing term sheet dated June 14, 2018, the preliminary prospectus
supplement dated June 14, 2018 and the accompanying prospectus dated May
21, 2018, each of which have been filed with the SEC, contain this and
other information about the Company and should be read carefully before
The information in the pricing term sheet, the preliminary prospectus
supplement, the accompanying prospectus and this press release is not
complete and may be changed. The pricing term sheet, the preliminary
prospectus supplement, the accompanying prospectus and this press
release are not offers to sell any securities of TSLX and are not
soliciting an offer to buy such securities in any state or jurisdiction
where such offer and sale is not permitted.
A shelf registration statement relating to these securities is on
file with and has been declared effective by the SEC. The offering may
be made only by means of a preliminary prospectus supplement and an
accompanying prospectus, copies of which may be obtained from: J.P.
Morgan, c/o Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY 11717, or by calling toll-free at (866) 803 9204; or
Goldman Sachs & Co. LLC, Attn: Prospectus Department, 200 West Street,
New York, NY 10282 or by telephone at (866) 471-2526, or by facsimile at
212-902-9316 or by email at firstname.lastname@example.org.
About TPG Specialty Lending, Inc.
TPG Specialty Lending, Inc. is a specialty finance company focused on
lending to middle-market companies. The Company seeks to generate
current income primarily in U.S.-domiciled middle-market companies
through direct originations of senior secured loans and, to a lesser
extent, originations of mezzanine and unsecured loans and investments in
corporate bonds and equity securities. The Company has elected to be
regulated as a business development company, or BDC, under the
Investment Company Act of 1940 and the rules and regulations promulgated
thereunder. TSLX is externally managed by TSL Advisers, LLC, an SEC
registered investment adviser. TSLX leverages the deep investment,
sector, and operating resources of TPG Sixth Street Partners, the
dedicated special situations and credit platform of TPG, with
approximately $24 billion of assets under management as of March 31,
2018, and the broader TPG platform, a global private investment firm
with approximately $84 billion of assets under management as of March
Statements included herein may constitute “forward-looking statements,”
which relate to future events or the Company’s future performance or
financial condition. These forward-looking statements are not historical
facts, but rather are based on current expectations, estimates and
projections about us, our current and prospective portfolio investments,
our industry, our beliefs, and our assumptions. Words such as
“anticipates,” “expects,” “intends,” “plans,” “believes,” “seeks,”
“estimates,” “would,” “should,” “targets,” “projects,” and variations of
these words and similar expressions are intended to identify
forward-looking statements. These statements are not guarantees of
future performance, conditions or results and involve a number of risks
and uncertainties. Actual results may differ materially from those in
the forward-looking statements as a result of a number of factors,
including those described from time to time in the Company’s filings
with the SEC. The Company assumes no obligation to update any such
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Source: TPG Specialty Lending, Inc.
TPG Specialty Lending, Inc.