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Convertible Unsecured Notes due 2028 Initially Assigned a BBB+ by Kroll Bond Rating Agency
SAN MATEO, Calif., March 10, 2025--(BUSINESS WIRE)--Hercules Capital, Inc. (NYSE: HTGC) ("Hercules" or the "Company"), today announced that it has closed a private offering of $287.5 million aggregate principal amount of its 4.750% Convertible Unsecured Notes due 2028 (the "Convertible Notes"), which amount includes the additional $37.5 million aggregate principal amount of Convertible Notes issued pursuant to the initial purchasers’ exercise in full of its overallotment option. The Convertible Notes were sold only to qualified institutional buyers (as defined in the Securities Act of 1933, as amended (the "Securities Act")) pursuant to Rule 144A under the Securities Act.
The Convertible Notes are unsecured and bear interest at a rate of 4.750% per year, payable semiannually. Upon conversion, the Company will pay or deliver, at the Company’s election, cash, shares of the Company’s common stock or a combination of cash and shares of common stock, subject to an irrevocable settlement method election that may be made by the Company. The Convertible Notes will be convertible at an initial conversion rate of 46.5631 shares of common stock per $1,000 principal amount of Convertible Notes which is equivalent to an initial conversion price of approximately $21.48 per share of the Company’s common stock, subject to customary anti-dilution adjustments. The conversion price is approximately 12.5% above the $19.09 per share closing price of the Company’s common stock on March 5, 2025. The Company will not have the right to redeem the Convertible Notes prior to maturity. The Convertible Notes will mature on September 1, 2028, unless repurchased or converted in accordance with their terms prior to such date.
The Company intends to use the net proceeds from this offering (i) to fund investments in debt and equity securities in accordance with its investment objective and (ii) for working capital and other general corporate purposes.
Neither the Convertible Notes nor the common stock that may be issued upon conversion thereof will be registered under the Securities Act. Neither the Convertible Notes nor the common stock that may be issued upon conversion thereof may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act.
This press release does not constitute an offer to sell any securities of Hercules Capital, Inc. and is not soliciting an offer to buy such securities in any state where such offer and sale is not permitted.