Solar Senior Capital (SUNS) Prices 4M Common Stock Offering at $16.76/Share

September 8, 2016 9:20 AM EDT

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Solar Senior Capital Ltd. (NASDAQ: SUNS) announced today that it has priced a public offering of 4,000,000 shares of its common stock that will result in net proceeds to the Company, exclusive of offering expenses, of $67.04 million, or $16.76 per share. The Company's investment adviser, Solar Capital Partners, LLC ("Solar Capital Partners"), has agreed to bear the sales load payable to the underwriters. In addition, Solar Capital Partners has agreed to pay the underwriters an additional supplemental payment of $0.36 per share, which reflects the difference between the actual public offering price of $16.40 and the net proceeds of $16.76 per share received by the Company in this offering. The closing of the offering is subject to customary closing conditions and is expected to take place on September 13, 2016. In connection with the offering, the Company has granted the underwriters for the offering a 30-day option to purchase up to an additional 600,000 shares of common stock.

The Company intends to use the net proceeds from this offering to pay down outstanding indebtedness under its revolving credit facility, and for general corporate purposes, including working capital requirements. However, through re-borrowing under its revolving credit facility, the Company intends to make investments in debt securities consistent with its investment objective and for other general corporate purposes. A portion of the net proceeds may also be utilized to further capitalize the First Lien Loan Program, Gemino Healthcare Finance, LLC, or any newly created strategic or joint venture.

Upon completion of this offering, for the quarterly periods ended September 30, 2016 to June 30, 2017 (the "Waiver Period"), Solar Capital Partners has agreed to voluntarily waive a portion or all of the incentive fees, and to the extent necessary a portion or all of the base management fees, that Solar Capital Partners would otherwise be entitled to receive in order for Solar Senior Capital to earn net investment income sufficient to maintain Solar Senior Capital's current level of distributions. For additional detail, please see the preliminary prospectus supplement dated September 7, 2016.

Morgan Stanley, Wells Fargo Securities, Citigroup, Deutsche Bank Securities, Goldman, Sachs & Co., and J.P. Morgan acted as joint book-running managers for this offering. Keefe, Bruyette & Woods, a Stifel Company, acted as lead manager, and B. Riley & Co., LLC, Ladenburg Thalmann & Co. Inc., Maxim Group LLC, and Oppenheimer & Co. acted as co-managers.

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