TICC Sends Letter to Stockholders Urging Them to Vote White Proxy Card Today
August 23 2016 - 8:30AM
Business Wire
TICC Urges Stockholders to Protect the
Current Distribution Policy and Investment by Voting Against TSLX’s
Proposals
TICC Capital Corp. (NASDAQ: TICC) (the "Company," "TICC," "we,"
or "our") today sent a letter to stockholders urging them to reject
TPG Specialty Lending Inc’s (TSLX) self-serving campaign by voting
“FOR” the Company’s proposals on the WHITE proxy card.
This Smart News Release features multimedia.
View the full release here:
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(Graphic: Business Wire)
The full text of the letter is as follows:
August 23, 2016
THE TIME TO ACT IS NOW – MAKE YOUR
VOICE HEARD AND PRESERVE TICC’S CURRENT DISTRIBUTION POLICY – VOTE
THE WHITE PROXY CARD TODAY!
VOTE AGAINST
TERMINATION OF INVESTMENT ADVISORY AGREEMENT (PROPOSAL 4)
VOTE FOR THE
RE-ELECTION OF TONIA L. PANKOPF (PROPOSAL 1)
Dear Fellow Stockholder:
The TICC Annual Meeting, scheduled for September 2, 2016, is
rapidly approaching. Time is short, make your voice heard TODAY! To
protect the value of your investment, vote the enclosed
WHITE proxy card! Your vote is important to the future of
TICC, and vital to maintaining our current distribution policy.
TSLX has run a misleading, self-serving campaign that puts their
own interests ahead of yours. We strongly encourage you to
disregard any gold proxy cards you’ve received from TSLX. If you
have already returned a gold proxy card, it is not too late to
change your vote. Simply vote the enclosed WHITE proxy card
today.
WHAT DOES A VOTE ON THE WHITE PROXY CARD
REPRESENT?
- Vote FOR the re-election of Tonia L.
Pankopf (Proposal 1)
- Highly-qualified, independent director
with a deep understanding of TICC’s business
- Extensive investment management
experience and corporate governance expertise
- Plays a crucial role at TICC, including
implementing governance changes as a member of the Board’s
Nominating and Corporate Governance Committee.
- Vote AGAINST the termination of the
Investment Advisory Agreement (Proposal 4)
- TICC’s investment advisor, together
with the Board, is working hard to improve TICC and maintain the
current distribution policy.
- TICC is committed to its current
distribution policy, which has delivered strong, consistent returns
to stockholders. Since the beginning of 2009, TICC has delivered a
Total Shareholder Return of 323%, outperforming both the S&P
500 and our peer group of externally-managed BDCs1.
- TICC’s investment strategy is working:
our recent operating results and the recent significant increase in
the book value per share of our common stock show that we are on
the right track to deliver attractive returns to stockholders.
1 Externally-managed BDCs with more than $100MM in market
capitalization and pre-2009 IPOs, and externally-managed BDCs with
$250-750MM market capitalization.
HELP TICC IMPLEMENT OUR STRATEGY AND PROVIDE
ATTRACTIVE RETURNS – VOTE AGAINST
PROPOSAL 4!
TSLX HAS NO PLAN – THEIR PROPOSALS ARE
MISLEADING AND HAVE THE POTENTIAL TO DESTROY STOCKHOLDER
VALUE!
- TSLX has not articulated any plan and
is putting your investment at risk.
- They are asking you to vote to
terminate the existing investment advisory agreement, which could
result in TICC being left with NO investment advisor, NO management team and NO operational infrastructure, potentially
leading to a significant loss of value for stockholders.
- They have not openly stated whether
they want to take control of the management of TICC’s assets.
- Their nominee has been unclear about
his position with respect to TICC’s current distribution
policy.
To avoid potential disruptions to our operations, including the
recent improvement in our operating performance, and current
distribution policy, vote AGAINST the termination of the Investment
Advisory Agreement (Proposal 4) and reject TSLX’s director nominee
by voting FOR the re-election of Tonia L. Pankopf (Proposal 1)!
YOUR VOTE IS CRUCIAL! THIS IS YOUR LAST
CHANCE TO VOTE!NO MATTER HOW MANY SHARES YOU OWN PLEASE VOTE
THE WHITE PROXY CARD TODAY!
Please follow the instructions on your
WHITE proxy card or return it in the postage-paid envelope
that is provided. Electronic voting is available.
If you have any questions or need assistance
in voting your shares, please call our proxy advisor Alliance
Advisors toll free at 855-601-2247
Thank you for your support.
Sincerely,
Steve NovakChairman of the Board of Directors, TICC Capital
Corp.
About TICC Capital Corp.
TICC Capital Corp. is a publicly-traded business development
company principally engaged in providing capital to established
businesses, investing in syndicated bank loans and purchasing debt
and equity tranches of collateralized loan obligations.
Additional Information and Where to Find It
TICC has filed a definitive proxy statement on Schedule 14A and
a WHITE proxy card with the U.S. Securities and Exchange Commission
(the “SEC”) in connection with the solicitation of proxies for
TICC’s 2016 annual stockholder meeting (the “Annual Meeting”). The
Company has distributed the definitive proxy statement and a WHITE
proxy card to each stockholder entitled to vote at the Annual
Meeting. TICC STOCKHOLDERS ARE URGED TO READ THE COMPANY’S PROXY
MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND
ACCOMPANYING WHITE PROXY CARD BECAUSE THESE MATERIALS CONTAIN
IMPORTANT INFORMATION ABOUT TICC AND THE ANNUAL MEETING. These
documents, including any proxy statement (and amendments and
supplements thereto) and other documents filed by the Company with
the SEC, may be obtained free of charge at the SEC’s website
(http://www.sec.gov), at TICC’s investor relations website
(http://ir.ticc.com), or by writing to TICC at 8 Sound Shore Drive,
Suite 255, Greenwich, CT 06830 (telephone number 203-983-5275).
Participants in the Solicitation
The Company and its directors and executive officers may be
deemed to be participants in the solicitation of proxies from the
Company's stockholders with respect to the Annual Meeting.
Information about the Company's directors and executive officers
and their ownership of the Company's common stock is set forth in
the proxy statement on Schedule 14A filed with the SEC on July 12,
2016 (the “Schedule 14A”). To the extent holdings of such
participants in TICC securities have changed since the amounts
described in the Schedule 14A, such changes have been reflected on
Initial Statements of Beneficial Ownership on Form 3 or Statements
of Change in Ownership on Form 4 filed with the SEC.
Forward Looking Statements
This press release contains forward-looking statements subject
to the inherent uncertainties in predicting future results and
conditions. Any statements that are not statements of historical
fact (including statements containing the words "believes,"
"plans," "anticipates," "expects," "estimates" and similar
expressions) should also be considered to be forward-looking
statements. Certain factors could cause actual results and
conditions to differ materially from those projected in these
forward-looking statements. These factors are identified from time
to time in our filings with the Securities and Exchange Commission.
We undertake no obligation to update such statements to reflect
subsequent events, except as may be required by law.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20160823005752/en/
TICCMedia:Sard Verbinnen & CoEmily Deissler/Nikki
Ritchie/Ben Spicehandler212-687-8080orStockholders:Alliance
Advisors, LLC855-601-2247
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