Oxford Square Capital Corp. (OXSQ)

[Enterprising Investor]

TPG Specialty Lending, Inc. Comments on Voting Results of the TICC Capital Corp. 2016 Annual Meeting of Stockholders (9/07/16)

TSLX Believes Outcome Demonstrates Stockholders’ Desire for Change and Sets Expectations for Rigorous Review by TICC Board of Adviser’s Contract in Coming Year

NEW YORK--(BUSINESS WIRE)--TPG Specialty Lending, Inc. (“TSLX”; NYSE:TSLX), a specialty finance company focused on lending to middle-market companies, today issued the following statement from Joshua Easterly, Chairman and Co-Chief Executive Officer of TSLX, regarding the outcome of the TICC Capital Corp. (“TICC” or the “Company”; NASDAQ:TICC) annual meeting of stockholders held on September 2, 2016:

“While we are disappointed in the results of the vote at TICC’s 2016 annual meeting of stockholders, we are encouraged by the substantial support TSLX’s proposals received from TICC’s stockholders. We believe these results make clear, particularly when you exclude shares held by insiders, that TICC stockholders without a financial interest in the adviser are demanding real change. Of the shares represented in person or by proxy at the annual meeting and held by unaffiliated stockholders1, 56.0% were voted in favor of our independent nominee, T. Kelley Millet, excluding abstentions. We hope this resonates with the TICC Board and its independent directors.

“Although TSLX’s proposal to terminate the advisory contract of TICC’s external adviser did not achieve the statutory threshold required for approval by stockholders under the Investment Company Act of 1940, as amended (the “1940 Act”), the inspector’s final tabulation indicated that, of the shares represented in person or by proxy at the annual meeting, 56.1% of shares held by unaffiliated stockholders2, and 50.3% of all shares represented at the meeting, were voted in favor of terminating the adviser’s contract. We hope that the TICC Board will recognize the clear intent expressed by its unaffiliated stockholders in this vote.

“We continue to be disappointed in what we view as the troubling share accumulation by TICC’s management in 2016, which occurred concurrently with a significant delay in TICC’s schedule for the annual meeting compared to prior years. Without this share accumulation, the TICC Board would have benefitted from its first new independent director in 13 years.

“Given the close votes on these matters, we expect the TICC Board to conduct a robust and transparent review of the external adviser’s contract in the coming year, consistent with its obligations under the 1940 Act. Other stockholders should demand the same. This review should involve a rigorous examination of TICC’s drastic underperformance, which has been 183%3 below the BDC Composite since the Company’s IPO in 2003, and careful consideration of TICC’s fees, which are 265%4 higher than its most comparable peer. We continue to believe TICC stockholders deserve – and more importantly are demanding – real change.

“The BDC industry can play a critical role in providing financing for mid-sized companies and we believe that the push for change at TICC and across the industry will support meaningful growth in this sector. From our initial offer to buy TICC in 2015 to this effort to force change, our focus has always been on creating value for TSLX and TICC stockholders. We thank our fellow TICC stockholders for their support in this effort.”

About TPG Specialty Lending

TPG Specialty Lending, Inc. (“TSLX” or the “Company”) is a specialty finance company focused on lending to middle-market companies. The Company seeks to generate current income primarily in U.S.-domiciled middle-market companies through direct originations of senior secured loans and, to a lesser extent, originations of mezzanine loans and investments in corporate bonds and equity securities. The Company has elected to be regulated as a business development company, or BDC, under the Investment Company Act of 1940 and the rules and regulations promulgated thereunder. TSLX is externally managed by TSL Advisers, LLC, a Securities and Exchange Commission registered investment adviser. TSLX leverages the deep investment, sector, and operating resources of TPG Special Situations Partners, the dedicated special situations and credit platform of TPG, with over $16 billion of assets under management as of March 31, 2016, and the broader TPG platform, a global private investment firm with over $74 billion of assets under management as of March 31, 2016. For more information, visit the Company’s website at www.tpgspecialtylending.com.

http://www.businesswire.com/news/home/20160907006782/en/TPG-Specialty-Lending-Comments-Voting-Results-TICC