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BlackRock TCP Capital Corp. and BlackRock Capital Investment Corporation Announce Shareholder Approval of Merger

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BlackRock TCP Capital Corp. (TCPC) and BlackRock Capital Investment Corporation (BKCC) have received shareholder approval for their merger, with over 90% of shareholders voting in favor. Rajneesh Vig expressed gratitude for the strong support.
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Insights

The approval of the merger between BlackRock TCP Capital Corp. and BlackRock Capital Investment Corporation represents a significant consolidation within the business development company sector. The overwhelming support from shareholders, with more than 90% in favor, indicates strong confidence in the synergies expected from this transaction. The merger could result in cost savings due to economies of scale, streamlined operations and potentially enhanced returns for investors due to a more diversified investment portfolio.

From a financial perspective, the combined entity is likely to have a stronger balance sheet and improved access to capital markets. This could facilitate more competitive loan offerings and investments in higher-quality enterprises, thereby potentially improving the risk-return profile for shareholders. However, it's crucial to monitor the execution of the merger as integration risks can impact the anticipated benefits.

Business development companies (BDCs) play a pivotal role in providing capital to small and medium-sized enterprises that may have limited access to traditional financing. The merger between TCPC and BCIC could impact the broader BDC market by setting a precedent for consolidation. It may trigger a wave of similar transactions as BDCs strive to achieve scale in a competitive market.

The potential market impact extends beyond immediate stakeholders to the broader economy, as a larger, more efficient BDC could support a greater number of businesses, fostering innovation and job creation. Additionally, the merged entity's investment decisions could influence industry trends and capital allocation, which is significant given the strategic importance of BDCs in funding growth-stage companies.

Mergers in the financial sector are subject to rigorous regulatory scrutiny to ensure compliance with securities laws and to protect the interests of investors. The successful shareholder vote is a key step, but the completion of the merger will still require adherence to various legal and regulatory requirements. It is essential to examine the legal structure of the merger to anticipate any potential regulatory challenges that may arise.

Furthermore, the legal complexities of integrating two regulated investment companies involve considerations around contracts, fund management and fiduciary duties. The manner in which these legal aspects are managed can have a substantial impact on the success of the merger and the future operations of the combined entity.

SANTA MONICA, Calif.--(BUSINESS WIRE)-- BlackRock TCP Capital Corp. (“TCPC”)(NASDAQ: TCPC) and BlackRock Capital Investment Corporation (“BCIC”)(NASDAQ: BKCC) announced today that the shareholders of each business development company (“BDC”) have voted to approve the necessary proposals related to the merger of TCPC and BCIC at each company's special meeting of shareholders held on March 7, 2024.

Shareholders voted overwhelmingly in favor of the proposed transaction, as more than 90% of shareholders represented at each meeting voted in favor of the merger.

Rajneesh Vig, Co-Head of US Private Capital (“USPC”) for BlackRock, and Chairman and CEO of BlackRock TCP Capital Corp., said: “We thank shareholders of both BDCs for their overwhelming support for the merger. We are excited about the opportunity ahead to leverage the combined company’s scale to further our strategy of investing in attractive middle market companies that we believe will drive sustainable growth and value for our shareholders.”

James Keenan, Chief Investment Officer and Global Head of Private Debt for BlackRock, and Interim CEO of BlackRock Capital Investment Corporation, said: “This transformational merger is a strategic next step in the growth and evolution of BlackRock’s BDC platform, and it further enhances our ability to provide clients with industry-leading private credit products and services.”

The merger is expected to close as soon as practicable, subject to closing conditions being satisfied. Following the merger, the surviving entity will continue as an indirect wholly-owned subsidiary of TCPC. TCPC will continue to trade on the Nasdaq Global Select Market under the ticker symbol “TCPC.”

ABOUT BLACKROCK TCP CAPITAL CORP.

TCPC is a specialty finance company focused on direct lending to middle-market companies as well as small businesses. TCPC lends primarily to companies with established market positions, strong regional or national operations, differentiated products and services and sustainable competitive advantages, investing across industries in which it has significant knowledge and expertise. TCPC’s investment objective is to achieve high total returns through current income and capital appreciation, with an emphasis on principal protection. TCPC is a publicly-traded business development company, or BDC, regulated under the Investment Company Act of 1940 and is externally managed by its advisor, a wholly-owned, indirect subsidiary of BlackRock, Inc. For more information, visit www.tcpcapital.com.

ABOUT BLACKROCK CAPITAL INVESTMENT CORPORATION

Formed in 2005, BlackRock Capital Investment Corporation is a business development company that provides debt and equity capital to middle-market companies. The Company's investment objective is to generate both current income and capital appreciation through debt and equity investments. We invest primarily in middle-market companies in the form of senior debt securities and loans, and our investment portfolio may include junior secured and unsecured debt securities and loans, each of which may include an equity component.

FORWARD-LOOKING STATEMENTS

Some of the statements in this press release constitute forward-looking statements because they relate to future events, future performance or financial condition or the merger of BCIC with and into the Company (the “Mergers”). The forward-looking statements may include statements as to: future operating results of TCPC, BCIC or, following the Merger, the combined company and distribution projections; business prospects of TCPC, BCIC or, following the Merger, the combined company and the prospects of each of their respective portfolio companies; and the impact of the investments that TCPC, BCIC or, following the Merger, the combined company expect to make. In addition, words such as “anticipate,” “believe,” “expect,” “seek,” “plan,” “should,” “estimate,” “project” and “intend” indicate forward-looking statements, although not all forward-looking statements include these words. The forward-looking statements contained in this press release involve risks and uncertainties. Certain factors could cause actual results and conditions to differ materially from those projected, including in the “Special Note Regarding Forward-Looking Statements” section in our registration statement on Form N-14 (333-274897) filed with the SEC on October 6, 2023. TCPC has based the forward-looking statements included in this press release on information available to it on the date of this press release, and TCPC assumes no obligation to update any such forward-looking statements. Although TCPC undertakes no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that it may make directly to you or through reports that TCPC in the future may file with the Securities and Exchange Commission, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

BlackRock TCP Capital Corp.

Katie McGlynn

310.566.1094

investor.relations@tcpcapital.com

BlackRock Capital Investment Corporation

Nik Singhal

212.810.5427

Press:

Christopher Beattie

646.231.8518

Source: BlackRock TCP Capital Corp.; BlackRock Capital Investment Corporation

FAQ

What is the ticker symbol for BlackRock Capital Investment Corporation mentioned in the PR?

The ticker symbol for BlackRock Capital Investment Corporation is BKCC.

When did the shareholders of TCPC and BCIC vote to approve the merger proposals?

The shareholders of TCPC and BCIC voted to approve the merger proposals on March 7, 2024.

Who is the Co-Head of US Private Capital for BlackRock mentioned in the PR?

Rajneesh Vig is the Co-Head of US Private Capital for BlackRock mentioned in the PR.

What percentage of shareholders voted in favor of the merger?

Over 90% of shareholders represented at each meeting voted in favor of the merger.

BlackRock Capital Investment Corporation

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