THL Credit Senior Loan Fund Reports Announcement by THL Credit Advisors and First Eagle Investment Management of Acquisition ...
December 09 2019 - 6:00AM
THL Credit Senior Loan Fund (the "Fund") (
NYSE:
TSLF) today reported that THL Credit Advisors LLC, the investment
adviser to the Fund (the "Adviser") entered into a definitive
agreement with First Eagle Investment Management, LLC ("First
Eagle"), whereby a newly formed subsidiary of First Eagle has
agreed, subject to the satisfaction of the closing conditions, to
merge with and into the Adviser, with the Adviser as the surviving
company (the "Transaction"). A copy of the joint press
release issued by the Adviser and First Eagle related to the
Transaction will be available at www.thlcredit.com. Upon
consummation of the Transaction, all key personnel of the Adviser
who are involved in the management of the Fund are expected to
continue to serve in the same role(s) with respect to the
Fund.
The consummation of the Transaction is expected
to occur in the first quarter of 2020, subject to regulatory
approvals and other customary closing conditions. If the
Transaction is consummated, the Transaction will cause a change of
control of the Adviser and will result in an assignment of the
current investment advisory agreement between the Fund and the
Adviser under the Investment Company Act of 1940, as amended (the
"1940 Act"), and that contract would terminate automatically by its
terms. Because the current investment advisory agreement will
terminate upon completion of the Transaction, the Adviser intends
to propose that the Fund's Board of Trustees (the "Board") approve
the Adviser continuing to serve as the Fund's adviser pursuant to a
new investment advisory agreement (the "New Advisory Agreement"),
subject to shareholder approval. The Adviser expects to
propose that all material terms of the New Advisory Agreement
remain unchanged from the material terms of the current investment
advisory agreement. Obtaining approval from the Fund's shareholders
of the New Advisory Agreement is not a condition to closing the
Transaction. In the event that the Fund does not receive
shareholder approval of the New Advisory Agreement prior to
consummation of the Transaction, the Adviser intends to propose
that the Board approve the Adviser continuing to serve as the
Fund's investment adviser while the Fund seeks approval of the New
Advisory Agreement under an interim investment advisory agreement
that would include substantially the same terms as the current
investment advisory agreement and otherwise meets the requirements
of Rule 15a-4 under the 1940 Act, including the escrowing of
advisory fees, pending shareholder approval of the New Advisory
Agreement. In the event the Board approves operating pursuant to an
interim investment advisory agreement, but the Fund's shareholders
do not approve the New Advisory Agreement prior to 150 days after
the consummation of the Transaction and the termination of the
current investment advisory agreement, the Adviser will receive the
lesser of any costs incurred in performing the interim investment
advisory agreement (plus interest earned on that amount while in
escrow); or the total amount in the escrow account (plus interest
earned). Furthermore, if the Fund's shareholders do not
approve the New Advisory Agreement prior to 150 days after the
consummation of the Transaction and the termination of the current
investment advisory agreement, the Adviser may no longer be able to
serve as the investment adviser for the Fund upon the expiration of
the interim investment advisory agreement, and the Board will
consider what actions may be appropriate for the Fund.
Forward-Looking Statements
Statements included herein may constitute
"forward-looking statements", which relate to future events or our
future performance or financial condition. These statements
are not guarantees of future performance, condition or results and
involve a number of risks and uncertainties. Actual results
may differ materially from those in the forward-looking statements
as a result of a number of factors, including those described from
time to time in our filings with the Securities and Exchange
Commission ("SEC"). THL Credit Senior Loan Fund undertakes no
duty to update any forward-looking statements made herein.
Additional Information about the
Transaction and Where to Find It
In connection with seeking shareholder approval
of the New Advisory Agreement ("Shareholder Approval"), the Fund
expects that it will file relevant materials with the SEC,
including a proxy statement. The Fund's shareholders are urged to
read the proxy statement and any other documents filed with the SEC
if and when such documents become available because they will
contain important information about the Fund and the Shareholder
Approval. The proxy statement, if and when available, will be
mailed to shareholders of the Fund entitled to vote on the matters
to be submitted for their approval in connection with the
Shareholder Approval. The Fund's shareholders will be able to
obtain free copies of the proxy statement and any other relevant
documents filed with the SEC by the Fund through the website
maintained by the SEC at http://www.sec.gov, or can be obtained
free of charge at the Fund's website (www.thlcredittslf.com), or by
writing to the Fund at 227 West Monroe Street, Suite 3200 Chicago,
IL 60606, Attention: Corporate Secretary.
Participants in Solicitation Relating to
the Stockholder Approval
The Fund, the Adviser and First Eagle and
their respective board members and executive officers may be deemed
to be participants in the solicitation of proxies from the Fund's
shareholders in respect of the matters anticipated to be submitted
to the shareholders of the Fund for their approval in connection
with the Shareholder Approval. Information regarding the Fund's
trustees and executive officers can be found in the Fund's
definitive proxy statement for its 2019 Annual Meeting, filed with
the SEC on March 29, 2019. Additional information regarding the
interests of such potential participants would be included in the
proxy statement and other relevant documents filed with the SEC in
connection with the Transaction when they become available. These
documents are available free of charge using the sources indicated
above.
No Offer or Solicitation
This press release is not, and under no
circumstances is it to be construed as, a prospectus or an
advertisement and the communication of this press release is not,
and under no circumstances is it to be construed as, an offer to
sell or a solicitation of an offer to purchase any securities in
the Fund or in any fund or other investment vehicle.
About THL Credit Senior Loan Fund
The Fund is a diversified, closed-end management
investment company that is advised by THL Credit Advisors LLC. The
Fund's investment objective is to provide current income and
preservation of capital primarily through investments in U.S.
dollar denominated senior secured corporate loans and notes ("Bank
Loans"). There can be no assurance that the Fund will achieve its
investment objective.
About THL Credit
THL Credit is an alternative credit investment
manager for both direct lending and broadly syndicated investments
through public and private vehicles, collateralized loan
obligations, separately managed accounts and co-mingled
funds. THL Credit maintains a variety of advisory and
sub-advisory relationships across its investment platforms,
including THL Credit, Inc. (Nasdaq: TCRD), a publicly traded
business development company, and Eagle Growth and Income
Opportunities Fund (NYSE: EGIF), a diversified, closed-end
management investment company.
Contact the Fund at 1.833.845.7513 or
visit the Fund's website at http://thlcredittslf.com for additional
information.
Contact
Andrew Park THL Credit Advisors 212.829.3126
THL Credit Senior Loan (NYSE:TSLF)
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