TCPC BlackRock TCP Capital Corporation

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of Earliest Event Reported): August 23, 2024

 

BLACKROCK TCP CAPITAL CORP.

(Exact name of registrant as specified in its charter)

 

Delaware		814-00899		56-2594706
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification Number)

 

2951 28th Street, Suite 1000 Santa Monica, California				90405
(Address of Principal Executive Offices)				(Zip Code)

 

Registrant’s telephone number, including area code (310) 566-1000

 

Not applicable

(Former name or former address, if changed since last report) 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value		TCPC		NASDAQ Global Select Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01

Regulation FD Disclosure

 

On August 23, 2019, the Company issued $150.0 million of unsecured notes that would mature on August 23, 2024 (the “2024 Notes”), unless previously repurchased or redeemed in accordance with their terms. On November 26, 2019, the Company issued an additional $50.0 million of the 2024 Notes and on October 2, 2020, the Company issued an additional $50.0 million of the 2024 Notes for a total outstanding aggregate principal amount of $250.0 million of the 2024 Notes. On August 23, 2024, the Company repaid $250.0 million of the 2024 Notes.

 

After giving effect to the repayment of the 2024 Notes, the Company’s leverage program is comprised of $300.0 million in available debt under a revolving, multi-currency credit facility issued by the Company’s wholly-owned subsidiary, Special Value Continuation Partners LLC (“SVCP”); $200.0 million in available debt under a senior secured revolving credit facility issued by TCPC Funding II; amounts outstanding under a senior secured revolving credit facility originally issued by BlackRock Capital Investment Corporation (“BCIC”) and assumed by BCIC Merger Sub, LLC (“Merger Sub”), a wholly-owned subsidiary of SVCP, in connection with the Company’s acquisition of BCIC; unsecured notes due December 2025 originally issued by BCIC and assumed by Merger Sub in connection with the Company’s acquisition of BCIC; $325.0 million in senior unsecured notes issued by the Company maturing in 2026; $325.0 million in senior unsecured notes issued by the Company maturing in 2029; and $160.0 million in committed leverage from the United States Small Business Administration.

 

Under Section 61(a) of the Investment Company Act of 1940, as amended (the “1940 Act”), prior to March 23, 2018, a business development company (“BDC”) was generally not permitted to issue senior securities unless after giving effect thereto the BDC met a coverage ratio of total assets, less liabilities and indebtedness not represented by senior securities, to total senior securities, which includes all borrowings of the BDC, of at least 200%. On March 23, 2018, the Small Business Credit Availability Act (“SBCAA”) was signed into law, which among other things, amended Section 61(a) of the 1940 Act to add a new Section 61(a)(2) that reduces the asset coverage requirement applicable to BDCs from 200% to 150% so long as the BDC meets certain disclosure requirements and obtains certain approvals. The reduced asset coverage requirement would permit a BDC to have a ratio of total outstanding indebtedness to common equity of 2:1 as compared to a maximum of 1:1 under the 200% asset coverage requirement.

 

Effective November 7, 2018, the Company’s Board of Directors, including a “required majority” (as such term is defined in Section 57(o) of the 1940 Act) of the Company’s Board of Directors, approved the application of the modified asset coverage requirements set forth in Section 61(a)(2) of the 1940 Act, as amended by the SBCAA (the “Asset Coverage Ratio Election”), which would have resulted (had the Company not received earlier stockholder approval) in our asset coverage requirement applicable to senior securities being reduced from 200% to 150%, effective on November 7, 2019. On February 8, 2019, the stockholders of the Company approved the Asset Coverage Ratio Election, and, as a result, effective on February 9, 2019, our asset coverage requirement applicable to senior securities was reduced from 200% to 150%.

 

As of June 30, 2024, the Company’s asset coverage ratio was 173.8%. Based on the Company’s net asset value as of June 30, 2024 and immediately after giving effect to the repayment of the 2024 Notes, the Company’s asset coverage ratio was 180.2%, as of August 23, 2024.

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

	BLACKROCK TCP CAPITAL CORP.
Date:  August 23, 2024	By:	/s/ Erik Cuellar
	Name:	Erik Cuellar
	Title:	Chief Financial Officer

v3.24.2.u1

Cover	Aug. 23, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 23, 2024
Entity File Number	814-00899
Entity Registrant Name	BLACKROCK TCP CAPITAL CORP.
Entity Central Index Key	0001370755
Entity Tax Identification Number	56-2594706
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	2951 28th Street
Entity Address, Address Line Two	Suite 1000
Entity Address, City or Town	Santa Monica
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90405
City Area Code	310
Local Phone Number	566-1000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.001 par value
Trading Symbol	TCPC
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false

---