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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/19/24 BlackRock TCP Capital Corp. POS 8C 3/18/24 2:95K Broadridge Fin’l So… Inc |
Document/Exhibit Description Pages Size 1: POS 8C Post-Effective Amendment of a Registration HTML 84K Statement by an Investment Company 2: EX-12 Statement re: the Computation of Ratios HTML 13K
Pre-Effective Amendment No.
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Post-Effective Amendment No. 2
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Item 15. |
Indemnification.
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the TCPC Board be organized in a single class with all directors standing for election each year
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directors may be removed by the affirmative vote of the holders of 75% of the then outstanding shares of TCPC’s capital stock entitled to vote; and
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subject to the rights of any holders of preferred stock, any vacancy on the board of directors, however the vacancy occurs, including a vacancy due to an enlargement of the board, may only be filled by vote of a majority of the directors
then in office.
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Item 16. |
Exhibits.
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Certificate of Incorporation of the Registrant (Incorporated by reference to Exhibit (a)(2) to the Registrant’s Registration Statement under the Securities Act of 1933 (File No. 814-00899), on Form N-2, filed
on May 13, 2011)
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Certificate of Amendment to the Certificate of Incorporation of the Registrant (Incorporated by reference to Exhibit 99.2 to the Registrant’s Form 8-K, filed on August 2, 2018)
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Amended and Restated Bylaws of the Registrant (Incorporated by reference to Exhibit 99.3 to the Registrant’s Form 8-K, filed on August 2, 2018)
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(3)
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Not applicable
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Agreement and Plan of Merger among BlackRock Capital Investment Corporation, BlackRock TCP Capital Corp., BCIC Merger Sub, LLC and, for the limited purposes set forth therein, BlackRock Capital Investment
Advisors, LLC and Tennenbaum Capital Partners, LLC, dated as of September 6, 2023 (Incorporated by reference to Exhibit 2.1 filed with the Registrant’s Current Report on Form 8-K filed on September 6, 2023)
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Amended and Restated Agreement and Plan of Merger among BlackRock Capital Investment Corporation, BlackRock TCP Capital Corp., BCIC Merger Sub, LLC and, for the limited purposes set forth therein, BlackRock
Capital Investment Advisors, LLC and Tennenbaum Capital Partners, LLC, dated as of January 10, 2024 (Incorporated by reference to Exhibit 2.1 to the Registrant’s Form 8-K filed on January 11, 2024)
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Second Supplemental Indenture, dated as of August 23, 2019, by and between the Registrant and U.S. Bank National Association, as the Trustee (Incorporated by reference to Exhibit 4.1 to the Registrant’s Form
8-K, filed on August 23, 2019)
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Form of Global Note of 3.900% Notes due 2024 (included in Exhibit 4.1)(Incorporated by reference to Exhibit 4.1 to the Registrant’s Form 8-K, filed on August 23, 2019)
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Indenture, dated as of June 17, 2014, by and between the Registrant and U.S. Bank National Association, as the Trustee (Incorporated by reference to Exhibit 4.1 to the Registrant’s Form 8-K filed on June 17,
2014)
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Form of Global Note of 5.25% Convertible Senior Notes Due 2019 (included in Exhibit 4.3) (Incorporated by reference to Exhibit 4.1 to the Registrant’s Form 8-K filed on June 17, 2014)
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Indenture, dated as of September 6, 2016, by and between the Registrant and U.S. Bank National Association, as the Trustee (Incorporated by reference to Exhibit 4.1 to the Registrant’s Form 8-K filed on
September 6, 2016)
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Form of Global Note of 4.625% Convertible Senior Notes due 2022 (included in Exhibit 4.5) (Incorporated by reference to Exhibit 4.1 to the Registrant’s Form 8-K filed on September 6, 2016)
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Indenture, dated as of August 11, 2017, by and between the Registrant and U.S. Bank National Association, as the Trustee (Incorporated by reference to Exhibit (d)(1) to Post-Effective Amendment No. 1 to the
Registrant’s Registration Statement under the Securities Act of 1933 (File No. 814-00899), on Form N-2, filed on August 11, 2017)
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First Supplemental Indenture, dated as of August 11, 2017, by and between the Registrant and U.S. Bank National Association, as the Trustee (Incorporated by reference to Exhibit (d)(4) to Post-Effective
Amendment No. 1 to the Registrant’s Registration Statement under the Securities Act of 1933 (File No. 814-00899), on Form N-2, filed on August 11, 2017)
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Form of Global Note of 4.125% Notes Due 2022 (included in Exhibit 4.8) (Incorporated by reference to Exhibit (d)(4) to Post-Effective Amendment No. 1 to the Registrant’s Registration Statement under the
Securities Act of 1933 (File No. 814-00899), on Form N-2, filed on August 11, 2017)
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Description of Securities (Incorporated by reference to Exhibit 4.11 to the Registrant’s Form 10-Q on May 11, 2020)
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Third Supplemental Indenture, dated as of February 9, 2021, by and between the Registrant and U.S. Bank National Association, as the Trustee (Incorporated by reference to Exhibit 4.1 to the Registrant’s Form
8-K filed on February 9, 2021)
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Form of Global Note of 2.850% due 2026 (included in Exhibit 4.11) (Incorporated by reference to Exhibit 4.1 to the Registrant’s Form 8-K filed on February 9, 2021)
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Second Amended and Restated Investment Management Agreement between BlackRock TCP Capital Corp. and Tennenbaum Capital Partners, LLC, dated as of September 6, 2023 (Incorporated by reference to Exhibit 10.1
filed with the Registrant’s Current Report on Form 8-K (File No. 814-00899) filed on September 6, 2023)
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Fee Waiver Agreement between BlackRock TCP Capital Corp. and Tennenbaum Capital Partners, LLC, dated as of September 6, 2023 (Incorporated by reference to Exhibit 10.2 filed with the Registrant’s Current Report
on Form 8-K (File No. 814-00899) filed on September 6, 2023)
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(7)
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Not applicable
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(8)
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Not applicable
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Custodial Agreement dated as of July 31, 2006 (Incorporated by reference to Exhibit (j) to the Registrant’s Registration Statement under the Securities Act of 1933 (File No. 814-00899), on Form N-2, filed on
May 13, 2011)
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(10)
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Not applicable
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Opinion and Consent of Skadden, Arps, Slate, Meagher & Flom LLP with respect to the legality of shares (Incorporated by reference to Exhibit 11 to Pre-Effective Amendment No. 1 to the Registrant’s
Registration Statement on Form N-14 filed on November 9, 2023)
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Form of Opinion and Consent of Skadden, Arps, Slate, Meagher & Flom LLP supporting tax matters and consequences to stockholders discussed in the joint proxy statement/prospectus.*
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Form of Administration Agreement of the Registrant (Incorporated by reference to Exhibit (k)(1) to the Registrant’s Registration Statement under the Securities Act of 1933 (File No. 814-00899), on Form N-2,
filed on May 13, 2011)
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Form of Transfer Agency and Registrar Services Agreement (Incorporated by reference to Exhibit (k)(2) to the Registrant’s Registration Statement under the Securities Act of 1933 (File No. 814-00899), on Form
N-2, filed on March 5, 2012)
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Second Amended and Restated Partnership Agreement of Special Value Continuation Partners, LP dated January 29, 2018 (Incorporated by reference to Exhibit 3 to Special Value Continuation Partner, LP’s Form 8-K
filed on January 30, 2018)
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Amended and Restated Credit Agreement dated as of May 6, 2019 (Incorporated by reference to Exhibit 10.2 to the Registrant’s Form 8-K filed on May 8, 2019)
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Amended and Restated Guaranty, Pledge and Security Agreement dated as of May 6, 2019 (Incorporated by reference to Exhibit 10.3 to the Registrant’s Form 8-K filed on May 8, 2019)
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Amendment No. 1 to Amended and Restated Credit Agreement dated as of May 6, 2019 (Incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K filed on April 28, 2020)
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Amendment No. 2 to Amended and Restated Credit Agreement dated as of May 6, 2019 (Incorporated by reference to Exhibit 10.2 to the Registrant’s Form 8-K filed on April 28, 2020)
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Incremental Commitment Agreement dated as of April 25, 2020 (Incorporated by reference to Exhibit 10.3 to the Registrant’s Form 8-K filed on April 28, 2020)
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Loan and Servicing Agreement dated as of August 4, 2020 (Incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K filed on August 6, 2020)
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Form of License Agreement (Incorporated by reference to Exhibit 10.19 to the Registrant’s Form 10-K filed on February 25, 2021)
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Amendment No. 4 to Amended & Restated Senior Secured Revolving Credit Agreement (Incorporation by reference to Exhibit 10.16 to the Registrant’s Form 10-K filed on February 25, 2021)
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Second Amendment to Loan and Servicing Agreement (Incorporation by reference to Exhibit 10.17 to the Registrant’s Form 10-K filed on February 25, 2021)
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Amendment No. 5 to Amended and Restated Credit Agreement dated as of June 22, 2021 (Incorporation by reference to Exhibit 10.1 to the Registrant’s From 8-K filed on June 24, 2021)
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Fifth Amendment to Loan and Servicing Agreement (Incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K filed on August 8, 2023)
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Eighth Amendment, dated as of September 6, 2023, by and among BlackRock Capital Investment Corporation, the Subsidiary Guarantors party thereto, the Lenders party thereto and Citibank, N.A., as administrative
agent to Second Amended and Restated Senior Secured Revolving Credit Facility, dated as of February 19, 2016 (Incorporated by reference to Exhibit 10.1 to BlackRock Capital Investment Corporation’s Form 8-K filed on September 6, 2023)
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Consent of Deloitte & Touche LLP (BlackRock TCP Capital Corp.) (Incorporated by reference to Exhibit 14(a) to the Registrant’s Post-Effective Amendment No. 1 to the Registration Statement on Form N-14 filed
on January 11, 2024)
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Consent of Deloitte & Touche LLP (BlackRock Capital Investment Corporation) (Incorporated by reference to Exhibit 14(b) to the Registrant’s Post-Effective Amendment No. 1 to the Registration Statement on
Form N-14 filed on January 11, 2024)
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(15)
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Not applicable
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Power of Attorney (Incorporated by reference to Exhibit 16 to the Registrant’s Registration Statement on Form N-14 filed on October 6, 2023)
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Form of Proxy Card of BlackRock TCP Capital Corp. (Incorporated by reference to Exhibit 17(a) to the Registrant’s Post-Effective Amendment No. 1 to the Registration Statement on Form N-14 filed on January 11,
2024)
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Form of Proxy Card of BlackRock Capital Investment Corporation (Incorporated by reference to Exhibit 17(b) to the Registrant’s Post-Effective Amendment No. 1 to the Registration Statement on Form N-14 filed on
January 11, 2024)
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Consent of Houlihan Lokey Capital, Inc. (Incorporated by reference to Exhibit 17(c) to the Registrant’s Post-Effective Amendment No. 1 to the Registration Statement on Form N-14 filed on January 11, 2024)
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Consent of Keefe, Bruyette and Woods, Inc. (Incorporated by reference to Exhibit 17(d) to the Registrant’s Post-Effective Amendment No. 1 to the Registration Statement on Form N-14 filed on January 11, 2024)
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Filing Fees Table (Incorporated by reference to Exhibit 18 to the Registrant’s Registration Statement on Form N-14 filed on October 6, 2023)
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Item 17. |
Undertakings.
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BLACKROCK TCP CAPITAL CORP
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By:
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/s/ Rajneesh Vig
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Chief Executive Officer
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Signature
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Title
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Date
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/s/ Rajneesh Vig
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Chief Executive Officer and Chairman
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of the Board of Directors
(Principal Executive Officer)
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*
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Chief Financial Officer and Treasurer
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Erik L. Cuellar
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(Principal Financial and Accounting Officer)
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*
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Director
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Eric J. Draut
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*
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Director
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Karen L. Leets
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/s/ John R. Baron
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Director
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Director
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*
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Director
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Andrea Petro
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This ‘POS 8C’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed as of: | 3/19/24 | |||
Filed on: | 3/18/24 | 8-K | ||
1/11/24 | 424B3, 425, 8-K, POS 8C | |||
1/10/24 | 424B3, 425, 8-K, POS 8C | |||
11/9/23 | N-14 8C/A | |||
10/6/23 | N-14 8C | |||
9/6/23 | 425, 8-K | |||
8/8/23 | 8-K | |||
6/24/21 | 8-K | |||
6/22/21 | 8-K | |||
2/25/21 | 10-K, 8-K | |||
2/9/21 | 8-K | |||
8/6/20 | 10-Q, 3, 8-K | |||
8/4/20 | 3 | |||
5/11/20 | 10-Q, 8-K | |||
4/28/20 | 8-K, DEFA14A | |||
4/25/20 | 8-K | |||
8/23/19 | 8-K, POS EX | |||
5/8/19 | 10-Q, 8-K | |||
5/6/19 | ||||
8/2/18 | 8-K, 8-K/A | |||
1/30/18 | 4 | |||
1/29/18 | SC 13G/A | |||
8/11/17 | POS EX | |||
9/6/16 | 8-K, POS EX | |||
2/19/16 | ||||
6/17/14 | 8-K | |||
3/5/12 | N-2/A | |||
5/13/11 | N-2/A | |||
7/31/06 | 3, 3/A, N-8A | |||
List all Filings |