FCRD stockholders are notified that any election made with respect to their shares of FCRD common stock will be withdrawn upon any subsequent transfer of such shares. As a result, unless the transferee makes a new election prior to the Election Deadline, the transferee will be deemed to have elected to receive stock with respect to the CCAP Consideration received in exchange for such shares of FCRD common stock. Any FCRD stockholder that receives shares of FCRD common stock after the Election Deadline will be deemed to have elected to receive stock with respect to the CCAP Consideration received in exchange for such shares of FCRD common stock.
The Election Form was sent to FCRD’s stockholders of record on or about January 23, 2023. FCRD stockholders may obtain additional copies of the election materials by contacting D.F. King & Co., Inc., at 800-829-6554 (Toll-Free), 212-269-5550 (for banks and brokers) or at FCRD@dfking.com.
A more detailed description of the consideration to which FCRD stockholders are entitled and the procedures applicable to elections is contained in the Proxy Statement/Prospectus dated January 20, 2023, copies of which may be obtained for free by following the instructions below. The Election Deadline does not alter the deadline for stockholders of FCRD to vote on the proposals to be presented for approval at FCRD’s upcoming special meeting of stockholders.
About First Eagle Alternative Capital BDC, Inc.
First Eagle Alternative Capital BDC, Inc. (NASDAQ: FCRD) is a closed-end management investment company that has elected to be treated as a business development company under the 1940 Act. FCRD’s investment objective is to generate both current income and capital appreciation, primarily through investments in privately negotiated debt and equity securities of middle market companies. FCRD is a direct lender to middle market companies and invests primarily in directly originated first lien senior secured loans, including unitranche investments. In certain instances, FCRD also makes second lien secured loans and subordinated or mezzanine, debt investments, which may include an associated equity component such as warrants, preferred stock or other similar securities and direct equity co-investments. FCRD targets investments primarily in middle market companies with annual EBITDA generally between $5 million and $25 million. FCRD’s investment activities are managed by First Eagle Alternative Credit, LLC, an investment adviser registered under the Investment Advisers Act of 1940. For more information, please visit www.feac.com.
About Crescent Capital BDC, Inc.
Crescent Capital BDC, Inc. (NASDAQ: CCAP) is a business development company that seeks to maximize the total return of its stockholders in the form of current income and capital appreciation by providing capital solutions to middle market companies with sound business fundamentals and strong growth prospects. CCAP utilizes the extensive experience, origination capabilities and disciplined investment process of Crescent. Crescent BDC is externally managed by CCAP Advisor, a subsidiary of Crescent Capital Group. CCAP has elected to be regulated as a business development company under the Investment Company Act of 1940. For more information about CCAP, visit www.crescentbdc.com. However, the contents of such website are not and should not be deemed to be incorporated by reference herein.
Forward-Looking Statements
This communication contains forward-looking statements that involve substantial risks and uncertainties, including statements regarding the completion of the transaction between FCRD and CCAP. The use of words such as “anticipates,” “believes,” “intends,” “plans,” “expects,” “projects,” “estimates,” “will,” “should,” “may” and similar expressions identify any such forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to various risks and uncertainties. Certain factors could cause actual results and conditions to differ materially from those projected, including the uncertainties associated with (i) the timing or likelihood of the transaction closing, (ii) the expected synergies and savings associated with the transaction , (iii) the expected elimination of certain expenses and costs due to the transaction , (iv) the percentage of FCRD stockholders voting in favor of the transaction, (v) the possibility that competing offers or acquisition proposals for FCRD will be made, (vi) the possibility that any or all of the various conditions to the consummation of the merger may not be satisfied or waived, including the failure to obtain FCRD stockholder approval, (vii) risks related to diverting the respective management’s attention from FCRD’s and CCAP’s ongoing business operations, (viii) the risk that stockholder litigation in connection with the transactions contemplated by the merger agreement may result in significant costs of defense and liability, (ix) the future operating results of FCRD’s or CCAP’s portfolio companies or of the combined company, (x) regulatory factors, (xi) changes in regional or national economic conditions, including but not limited to the impact of the COVID-19 pandemic, and their impact on the industries in which FCRD and CCAP invest, and (xii) other changes in the conditions of the industries in which FCRD and CCAP invest and other factors enumerated in FCRD’s and CCAP’s respective filings with the U.S. Securities and Exchange Commission (the “SEC”) , including CCAP’s registration statement on Form N-14, as amended, which includes a proxy statement/prospectus (as amended, the ‘‘Registration Statement”), which was declared effective by the SEC on
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