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| PSEC > SEC Filings for PSEC > Form 8-K on 24-Sep-2009 | All Recent SEC Filings |
24-Sep-2009
Entry into a Material Definitive Agreement, Unregistered Sale of Equity Sec
On September 21, 2009, Prospect Capital Corporation (the "Corporation") entered into a stock purchase agreement (the "Purchase Agreement"), by and among the Corporation and the purchasers named therein (the "Purchasers") to issue and sell an aggregate 2,807,111 shares (the "Shares") of its common stock, par value $0.001 per share (the "Common Stock") with anticipated gross proceeds to the Corporation of $25,263,999 before deduction of any expenses related to the offering including an aggregate commission of $470,370. The shares issued in the private placement were sold at an aggregate offering price of $9.00 per share. The Corporation will use the proceeds from the sale of the Shares for general corporate purposes.
On September 21, 2009, the Corporation entered into a registration rights
agreement (the "Registration Rights Agreement"), by and between the Corporation
and the Purchasers. Pursuant to the Registration Rights Agreement, the
Corporation granted the Purchasers certain registration rights with respect to
the Shares. Pursuant to the Registration Rights Agreement, the Corporation has
agreed to prepare and file with the Securities Exchange Commission (the "SEC"),
a post-effective amendment to its registration statement on Form N-2, currently
on file with the SEC. Such post-effective amendment will be filed in accordance
with Rule 415 covering the resale of the Shares (the "Registrable
Securities"). Under the terms and conditions of the Registration Rights
Agreement, the Corporation will use its reasonable best efforts to file with the
SEC within twenty-five (25) days after the date of the Registration Rights
Agreement the post-effective amendment to the registration statement on Form
N-2. The Corporation will also use its reasonable best efforts to cause such
post-effective amendment to be declared effective by the SEC within eighty-five
(85) days after the date of the Registration Rights Agreement. Under the
Registration Rights Agreement, the Corporation may be obligated to make
liquidated damages payments to holders upon certain events.
The foregoing descriptions of the Purchase Agreement and the Registration Rights Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the Purchase Agreement and the Registration Rights Agreement, copies of which are attached hereto as Exhibit 10.1 and Exhibit 10.2, respectively, and incorporated herein by reference.
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
The Corporation offered and sold the Shares to the Purchasers, each of which is a "qualified institutional buyer" as that term is defined in Rule 144A of the Securities Act of 1933, as amended (the "Securities Act") in reliance on the exemption from registration provided by Section 4(2) of the Securities Act and Regulation D promulgated thereunder.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits.
Exhibit No. Description
10.1 Stock Purchase Agreement, dated as of September 21, 2009, among Prospect Capital Corporation and the purchasers named therein.
10.2 Registration Rights Agreement, dated as of September 21, 2009, among Prospect Capital Corporation and the purchasers named therein.
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