Item 1.01. Entry into a Material Definitive Agreement.
On September 25, 2020, BlackRock TCP Capital Corp. (the "Company") entered into
an underwriting agreement (the "Underwriting Agreement") by and among the
Company, Tennenbaum Capital Partners, LLC, Series H of SVOF/MM, LLC and BofA
Securities, Inc., as representative of the underwriters named in Schedule A
thereto, in connection with the issuance and sale of $50,000,000 aggregate
principal amount of the Company's 3.900% Notes due 2024 (the "Notes") (the
"Offering"). The Notes are a further issuance of the 3.900% notes due 2024 that
the Company issued (i) on August 23, 2019 in the aggregate principal amount of
$150,000,000 and (ii) on November 26, 2019 in the aggregate principal amount of
$50,000,000 (collectively, the "existing 2024 Notes"). The Notes will be treated
as a single series with the existing 2024 Notes under the indenture and will
have the same terms as the existing 2024 Notes. The Notes will have the same
CUSIP number and will be fungible and rank equally with the existing 2024 Notes.
Upon the issuance of the Notes, the outstanding aggregate principal amount of
the Company's 3.900% notes due 2024 will be $250,000,000. The Notes will be
direct unsecured obligations of the Company and rank equally in right of payment
with all outstanding and future unsecured senior indebtedness issued by the
Company. The Notes will be structurally subordinated to the debt of any of the
Company's subsidiaries and effectively subordinated to all of the Company's
outstanding and future secured indebtedness.
The Offering was made pursuant to the Company's effective shelf registration
statement on Form N-2 (Registration No. 333-233317) previously filed with the
Securities and Exchange Commission, as supplemented by a preliminary prospectus
supplement dated September 25, 2020 and a final prospectus supplement dated
September 25, 2020.
The foregoing description of the Underwriting Agreement does not purport to be
complete and is qualified in its entirety by reference to the full text of the
Underwriting Agreement filed with this report as Exhibit 1.1 and which is
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
1.1 Underwriting Agreement, dated September 25, 2020, by and among BlackRock
TCP Capital Corp., Tennenbaum Capital Partners, LLC, Series H of SVOF/MM,
LLC and BofA Securities, Inc., as representative of the underwriters
named in Schedule A thereto
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