BlackRock TCP Capital Corp. to merge with BlackRock Capital Investment Corp. in stock-for-stock deal

BlackRock TCP Capital Corp.

BCIC shareholders receive TCPC shares based on NAV exchange ratio; combined net assets ~$1.1B (6/30/23).
Base management fee cut from 1.50% to 1.25% on assets ≤200% of NAV; fee waiver guarantees $0.32/share adjusted NII for 4 quarters.
Transaction expected to close in first fiscal quarter 2024; termination fees ~$9.4M (BCIC) or ~$22.4M (TCPC).
Advisor covers 50% of transaction costs up to $6M combined ($3M if shareholder approval fails).

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

BlackRock TCP Capital Corp. entered into Agreement and Plan of Merger with BlackRock Capital Investment Corporation (effective 2023-09-06).

Action: entry
Agreement: merger
Counterparty: BlackRock Capital Investment Corporation
Effective: 2023-09-06

Exact text from the filing

On September 6, 2023, BlackRock TCP Capital Corp., a Delaware corporation (NASDAQ: TCPC) (“TCPC”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with BlackRock Capital Investment Corporation, a Delaware corporation (NASDAQ: BKCC) (“BCIC”), Project Spurs Merger Sub, LLC, a Delaware limited liability company and wholly-owned indirect subsidiary of TCPC (“Merger Sub”), and, solely for the limited purposes set forth therein, (x) BlackRock Capital Investment Advisors, LLC, a Delaware limited liability company and investment adviser to BCIC (“BCIA”), and (y) Tennenbaum Capital Partners, LLC, a Delaware limited liability company and investment adviser to TCPC (“TCP”).

View on SEC.gov

Browse all material agreements →

BlackRock TCP Capital Corp. filing history →

Source: SEC EDGAR

accession 0001140361-23-042949

view filing index on sec.gov

view primary document

Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.