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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