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SLR Investment Corp美股招股说明书(2025-02-28版)

2025-02-28美股招股说明书E***
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SLR Investment Corp美股招股说明书(2025-02-28版)

SLR Investment Corp. (the “Company”, “SLRC”, “we”, “us” and “our”) is a Maryland corporation that is a closed-end, externally managed, non-diversified management investment company which has elected to be regulated as a business development company under the InvestmentCompany Act of 1940, as amended. Our investment objective is to generate both current income and capital appreciation through debt and equityinvestments. We invest directly and indirectly in leveraged middle-market companies primarily in the form of senior secured loans, financingleases, and to a lesser extent, unsecured loans and traditional equity securities.We have entered into an equity distribution agreement, dated February 28, 2025, with Raymond James & Associates, Inc., Citizens JMP Securities, LLC and Jefferies LLC (each, an “Agent” and, collectively, the “Agents”) relating to the shares of common stock offered by thisprospectus supplement and the accompanying prospectus. The equity distribution agreement provides that we may offer and sell shares of ourcommon stock having an aggregate offering price of up to $150,000,000 from time to time through the Agents. Sales of our common stock, ifany, under this prospectus supplement and the accompanying prospectus may be made in negotiated transactions or transactions that are deemedto be an “at-the-market” offering as defined in Rule 415 under the Securities Act of 1933, as amended, including sales made directly on theNASDAQ Global Select Market or similar securities exchange or sales made to or through a market maker other than on an exchange, at marketprices prevailing at the time of sale, at prices related to the prevailing market prices or at negotiated prices. As of the date of this prospectussupplement, we have not sold any shares of common stock under the equity distribution agreement. The Agents will receive a commission from us equal to up to 1.50% of the gross sales price of any shares of our common stock sold through theAgents under the equity distribution agreement. The Agents are not required to sell any specific number or dollar amount of common stock, butwill use commercially reasonable efforts consistent with their sales and trading practices to sell the shares of our common stock offered by thisprospectus supplement and the accompanying prospectus. We may also sell shares of our common stock to an Agent, as principal for its ownrespective account, at a price agreed upon at the time of sale. If we sell shares to an Agent as principal, we will enter into a separate termsagreement with the applicable Agent, setting forth the terms of such transaction, and we will describe the agreement in a separate prospectussupplement to the extent required by law. See “Plan of Distribution” beginning on page S-17 of this prospectus supplement. The sales price pershare of our common stock offered by this prospectus supplement and the accompanying prospectus, less the Agents’ commission, will not beless than the net asset value (“NAV”) per share of our common stock at the time of such sale. SLR Capital Partners, LLC (the “InvestmentAdviser”), the Company’s registered investment adviser, may from time to time, in its sole discretion, pay some or all of the Agents’ commissionin order to ensure that the sales price per share of our common stock in connection with all of the offerings made hereunder will not be less thanour then-current NAV per share. Any such payments made by the Investment Adviser will not be subject to reimbursement by us.The securities that we invest in are typically rated below investment grade. Securities rated below investment grade are often referred to as “leveraged loans,” “high yield” or “junk” securities, and may be considered “high risk” compared to debt instruments that are rated investmentgrade. In addition, some of our debt investments will not fully amortize during their lifetime, which means that a borrower may be unable to payoff its debt due to bankruptcy or other reasons and therefore we may write off such debt investment prior to its scheduled maturity. Upon such anoccurrence, we may realize a loss or a substantial amount of unpaid principal and interest due upon maturity. The Investment Adviser manages our day-to-day operations and provides us with investment advisory and management services. The InvestmentAdviser also manages other funds that may have investment mandates that are similar, in whole or in part, to ours. SLR Capital Management,LLC provides the administrative services necessary for us to operate.Our common stock is listed on the NASDAQ Global Select Market under the symbol “SLRC.” On February 27, 2025, the last reported sales price on the NASDAQ Global Select Market for our common stock was $17.27 per share. We are required to determine the NAV per share of ourcommon stock on a quarterly basis. Our NAV per share of our common stock as of December 31, 2024 was $18.20.This prospectus supplement and the accompanying prospectus, including the i