GLADSTONE CAPITAL CORPORATION, Issuer AND U.S. BANK NATIONAL ASSOCIATION, Trustee INDENTURE Dated as of November 6, 2018 Senior Debt SecuritiesIndenture • November 6th, 2018 • Gladstone Capital Corp • New York
GLADSTONE CAPITAL CORPORATION AND , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OFWarrant Agreement • January 17th, 2013 • Gladstone Capital Corp • New York
THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [—], between GLADSTONE CAPITAL CORPORATION, a Maryland corporation (the “Company”) and [—], a [corporation] [national banking association] organized and existing under the laws of [—] and having a corporate trust office in [—], as warrant agent (the “Warrant Agent”).
7,700,000 SHARES COMMON STOCK ($0.001 PAR VALUE)Underwriting Agreement • August 23rd, 2001 • Gladstone Capital Corp • New York
GLADSTONE CAPITAL CORPORATION AND , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OFCommon Stock Warrant Agreement • January 17th, 2013 • Gladstone Capital Corp • New York
THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [—], between GLADSTONE CAPITAL CORPORATION, a Maryland corporation (the “Company”) and [—], a [corporation] [national banking association] organized and existing under the laws of [—] and having a corporate trust office in [—], as warrant agent (the “Warrant Agent”).
Exhibit 99k.2 EMPLOYMENT AGREEMENT THIS AGREEMENT ("AGREEMENT") is made between GLADSTONE CAPITAL CORPORATION, a Maryland corporation (the "COMPANY"), and David Gladstone, a resident of the Commonwealth of Virginia (the "EXECUTIVE"). The Company...Employment Agreement • July 27th, 2001 • Gladstone Capital Corp
Exhibit 99.p GLADSTONE CAPITAL CORPORATION SUBSCRIPTION AGREEMENTSubscription Agreement • June 22nd, 2001 • Gladstone Capital Corp
The undersigned David Gladstone (the "PURCHASER") hereby offers to subscribe for six hundred fifty-two thousand six hundred thirty-one (652,631) shares of the common stock, $.001 par value per share, of GLADSTONE CAPITAL CORPORATION, a Maryland corporation (the "CORPORATION"), in exchange for an aggregate purchase price of Six Hundred Fifty-Two Thousand Six Hundred Thirty-One Dollars ($652,631).
Exhibit 99.k.1 ================================================================ ================ STOCK TRANSFER AGENCY AGREEMENTStock Transfer Agency Agreement • July 27th, 2001 • Gladstone Capital Corp • New York
REGISTRATION RIGHTS AGREEMENT by and between Gladstone Capital Corporation and Raymond James & Associates, Inc. Dated as of November 4, 2021Registration Rights Agreement • November 4th, 2021 • Gladstone Capital Corp • New York
This Agreement is made pursuant to the Purchase Agreement, dated as of October 28, 2021 (the “Purchase Agreement”), by and among the Company, Gladstone Management Corporation, a Delaware corporation, Gladstone Administration, LLC, a Delaware limited liability company, and the Representative of the Initial Purchasers (i) for the benefit of the Initial Purchasers and (ii) for the benefit of the holders from time to time of the Registrable Notes, including the Initial Purchasers. In order to induce the Initial Purchasers to purchase the Notes, the Company has agreed to provide the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchasers as set forth in Section 7 of the Purchase Agreement. The parties hereby agree as follows:
GLADSTONE CAPITAL CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • August 11th, 2023 • Gladstone Capital Corp • New York
Gladstone Capital Corporation, a corporation organized under the laws of Maryland (the “Company”), Gladstone Management Corporation, a Delaware corporation registered as an investment adviser (the “Adviser”), and Gladstone Administration, LLC, a Delaware limited liability company (the “Administrator”), each confirms with Piper Sandler & Co. (“Piper Sandler”) and each of the other underwriters named in Exhibit A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as provided in Section 8 hereof), for whom Piper Sandler is acting as the representative (in such capacity, the “Representative”) with respect to the issuance and sale by the Company of $50,000,000 aggregate principal amount (the “Initial Securities”) of the Company’s 7.75% notes due 2028 (the “Notes”), and the purchase by the Underwriters, acting severally and not jointly, of the aggregate principal amount of Initial Securities set forth opposite their respective names in Exhibit
AMENDMENT NO. 4Credit Agreement • June 22nd, 2023 • Gladstone Capital Corp • New York
GLADSTONE CAPITAL CORPORATION Up to $100,000,000 of Common Stock AMENDED AND RESTATED EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • July 28th, 2023 • Gladstone Capital Corp • New York
Reference is made to the Equity Distribution Agreement, dated as of May 10, 2021 and amended on August 5, 2022 (the “Original Agreement”), by and among Gladstone Capital Corporation, a corporation organized under the laws of Maryland (the “Company”), Gladstone Management Corporation, a Delaware corporation registered as an investment adviser (the “Adviser”), Gladstone Administration, LLC, a Delaware limited liability company (the “Administrator”), and Jefferies LLC, pursuant to which the Company proposed to issue and sell through Jefferies LLC, from time to time during the term of the Original Agreement, on the terms and subject to the conditions set forth in the Original Agreement, shares of common stock of the Company, par value $0.001 per share. The Company, the Adviser, the Administrator, Jefferies LLC and Huntington Securities, Inc. (each individually an “Agent” and collectively, the “Agents”) wish to amend and restate the Original Agreement in its entirety as provided hereby.
WITNESSETH:Early Exercise Stock Purchase Agreement • August 23rd, 2001 • Gladstone Capital Corp • Virginia
GLADSTONE CAPITAL CORPORATION Up to 1,610,000 Shares of Preferred Stock UNDERWRITING AGREEMENTUnderwriting Agreement • October 31st, 2011 • Gladstone Capital Corp • New York
Gladstone Capital Corporation, a Maryland corporation (the “Company”), Gladstone Management Corporation, a Delaware corporation (the “Adviser”), and Gladstone Administration LLC, a Delaware limited liability company (the “Administrator”) each confirms with Janney Montgomery Scott LLC (“JMS”) and each of the other underwriters named in Exhibit A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 8 hereof), for whom JMS is acting as the representative (in such capacity, the “Representative”), with respect to the issuance and sale by the Company of a total of 1,400,000 shares (the “Initial Securities”) of the Company’s preferred stock, par value $0.001 per share (the “Preferred Stock”), and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of Initial Securities set forth opposite their respective names in Exhibit A hereto, and with respect to the grant by the Com
Exhibit 99k.3 EMPLOYMENT AGREEMENT THIS AGREEMENT ("AGREEMENT") is made between GLADSTONE CAPITAL CORPORATION, a Maryland corporation (the "COMPANY"), and Terry Lee Brubaker, a resident of the Commonwealth of Virginia (the "EXECUTIVE"). The Company...Employment Agreement • July 27th, 2001 • Gladstone Capital Corp
INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT BETWEEN GLADSTONE CAPITAL CORPORATION AND GLADSTONE MANAGEMENT CORPORATIONInvestment Advisory and Management Agreement • August 31st, 2023 • Gladstone Capital Corp • Delaware
AGREEMENT is made this [●] day of [●] 20[●], by and between Gladstone Capital Corporation, a Maryland corporation (the “Fund”), and Gladstone Management Corporation, a Delaware corporation (the “Adviser”).
DEALER MANAGER AGREEMENT 6,000,000 Shares of 6.25% Series A Cumulative Redeemable Preferred Stock — $25.00Dealer Manager • June 1st, 2023 • Gladstone Capital Corp • Virginia
Gladstone Capital Corporation, a Maryland corporation (the “Company”), is offering up to an aggregate of 6,000,000 shares of its 6.25% Series A Cumulative Redeemable Preferred Stock, par value $0.001 per share (the “Shares”), for sale to the public (the “Offering”). Except as described in the Prospectus (as defined below) or in Section 5 hereof, the Shares are to be sold at a price of $25.00 per Share.
ADMINISTRATION AGREEMENTAdministration Agreement • October 5th, 2006 • Gladstone Capital Corp • Delaware
THIS ADMINISTRATION AGREEMENT (this “Agreement”) is made as of October 1, 2006 by and between Gladstone Capital Corporation, a Delaware corporation (hereinafter referred to as the “Fund”), and Gladstone Administration, LLC, a Delaware limited liability company (hereinafter referred to as the “Administrator”).
2,000,000 Common Shares Underwriting AgreementUnderwriting Agreement • April 27th, 2007 • Gladstone Capital Corp • New York
Gladstone Capital Corporation, a Maryland corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), an aggregate of 2,000,000 shares (the “Firm Shares”) of its common stock, par value $.001 per share (the “Common Shares”). In addition, the Company has agreed to sell to the Underwriters, upon the terms and conditions stated herein, up to an additional 300,000 Common Shares (the “Additional Shares”) to cover over-allotments by the Underwriters, if any. The Firm Shares and the Additional Shares are collectively referred to in this Agreement as the “Shares.” Robert W. Baird & Co. Incorporated and Ferris, Baker Watts, Incorporated are acting as the joint book-running representatives of the several Underwriters and in such capacity are referred to in this Agreement as the “Representatives.”
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • July 15th, 2004 • Gladstone Capital Corp
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this "Amendment"), is made and entered into as of July 15, 2003, by and between (i) GLADSTONE CAPITAL CORPORATION, a Maryland corporation (the "Company"), (ii) GLADSTONE ADVISERS, INC., a Virginia corporation (the "Adviser"), and (iii) GEORGE STELLJES III (the "Executive").
FIFTH SUPPLEMENTAL INDENTURE between GLADSTONE CAPITAL CORPORATION and Dated as of August 17, 2023Supplemental Indenture • August 17th, 2023 • Gladstone Capital Corp
THIS FIFTH SUPPLEMENTAL INDENTURE (this “Fifth Supplemental Indenture”), dated as of August 17, 2023, is between Gladstone Capital Corporation, a Maryland corporation (the “Company”), and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), as trustee (the “Trustee”). All capitalized terms used herein shall have the meaning set forth in the Base Indenture (as defined below).
CUSTODIAL AGREEMENTCustodial Agreement • December 23rd, 2013 • Gladstone Capital Corp • New York
CUSTODIAL AGREEMENT, dated as of May 19, 2003 (as amended, supplemented or otherwise modified from time to time, this “Custodial Agreement”) among (i) GLADSTONE BUSINESS LOAN, LLC, a Delaware limited liability company (the “Borrower”), (ii) GLADSTONE ADVISERS, INC., a Virginia corporation (the “Servicer”), (iii) GLADSTONE CAPITAL CORPORATION, a Maryland corporation (the “Originator”), (iii) BNY MIDWEST TRUST COMPANY (the “Custodian”) and (iv) CANADIAN IMPERIAL BANK OF COMMERCE, as agent for the Lenders (the “Administrative Agent”).
GLADSTONE CAPITAL CORPORATION 3,000,000 Common Shares $.001 Par Value Equity Underwriting AgreementGladstone Capital Corp • January 31st, 2008 • New York
Gladstone Capital Corporation, a Maryland corporation (the "Company") proposes to sell to the several underwriters (the "Underwriters") named in Schedule I hereto for whom you are acting as representative (the "Representative") an aggregate of 3,000,000 shares (the "Firm Shares") of the Company's common stock, $0.001 par value (the "Common Stock"). The Company also proposes to sell at the Underwriters' option an aggregate of up to 450,000 additional shares of the Company's Common Stock (the "Option Shares") as set forth below. The Firm Shares and the Option Shares (to the extent the aforementioned option is exercised) are herein collectively called the "Shares."
AMENDMENT NO. 4 TO CREDIT AGREEMENTCredit Agreement • October 1st, 2004 • Gladstone Capital Corp • New York
THIS AMENDMENT NO. 4 TO CREDIT AGREEMENT (this “Amendment”) dated as of September 28, 2004, is entered into among GLADSTONE BUSINESS LOAN, LLC, as the Borrower, TAHOE FUNDING CORP., LLC and PUBLIC SQUARE FUNDING LLC, as CP Lenders (collectively, the “CP Lenders”), DEUTSCHE BANK AG, NEW YORK BRANCH (“Deutsche Bank”) and KEYBANK, NATIONAL ASSOCIATION (“KeyBank”), as Committed Lenders (collectively, the “Committed Lenders”), Deutsche Bank and KeyBank as Managing Agents (in such capacity, collectively the “Managing Agents”) and Deutsche Bank as Administrative Agent (in such capacity, the “Administrative Agent”). Capitalized terms used herein without definition shall have the meanings ascribed thereto in the “Credit Agreement” referred to below.
JOINDER AGREEMENTJoinder Agreement • April 25th, 2008 • Gladstone Capital Corp • New York
Reference is made to the that certain Amended and Restated Credit Agreement, dated as of May 26, 2006, among Gladstone Business Loan, LLC, Gladstone Management Corporation, as Servicer, the CP Lenders, the Committed Lenders, the Managing Agents and the Administrative Agent (as amended, modified or supplemented from time to time, the “Credit Agreement”). Capitalized terms used and not otherwise defined herein are used with the meanings set forth or incorporated by reference in the Credit Agreement.
GLADSTONE CAPITAL CORPORATION AMENDMENT NO. 1 TO EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • May 22nd, 2017 • Gladstone Capital Corp • New York
AMENDMENT NO. I TO CREDIT AGREEMENTCredit Agreement • December 11th, 2003 • Gladstone Capital Corp
THIS AMENDMENT NO. I TO CREDIT AGREEMENT (this “Amendment”) dated as of September 17, 2003, is entered into among GLADSTONE BUSINESS LOAN, LLC, as the Borrower, CONCORD MINUTEMEN CAPITAL COMPANY, LLC and PUBLIC SQUARE FUNDING LLC, as CP Lenders (collectivdy, the “CP Lenders”), CANADIAN IMPERIAL BANK OF COMMERCE (“CIBC”) and KEYBANK, NATIONAL ASSOCIATION (“KeyBank”), as Committed Lenders (col1ectively, the “Committed Lenders”), (CIBC and KeyBank as Managing Agents (in such capacity, collectively the “Managing Agents”) and (CIBC as Administrative Agent (in such capacity, the “Administrative Agent”). Capitalized terms used herein without definition shall have the meanings ascribed thereto in the “Credit Agreement” referred to below.
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • July 15th, 2004 • Gladstone Capital Corp
THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (this "Amendment"), is made and entered into as of May 6, 2004, by and between (i) GLADSTONE CAPITAL CORPORATION, a Maryland corporation (the "Company"), (ii) GLADSTONE ADVISERS, INC., a Virginia corporation (the "Adviser"), and (iii) TERRY L. BRUBAKER (the "Executive").
ASSIGNMENT, ACCEPTANCE AND JOINDERAssignment, Acceptance and Joinder • June 23rd, 2015 • Gladstone Capital Corp • New York
This Assignment, Acceptance and Joinder Agreement is being executed and delivered in accordance with Section 11.1 of that certain Fifth Amended and Restated Credit Agreement dated as of May 1, 2015 by and among Gladstone Business Loan, LLC, Gladstone Management Corporation, as Servicer, the Lenders and Managing Agents parties thereto from time to time and KeyBank National Association, as Administrative Agent (as amended, modified or restated from time to time, the “Credit Agreement”). Capitalized terms used and not otherwise defined herein are used with the meanings set forth or incorporated by reference in the Credit Agreement.
CONSENT AND ACKNOWLEDGMENT TO INCREASE NO. 1 UNDER FOURTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 10th, 2011 • Gladstone Capital Corp • New York
THIS CONSENT AND ACKNOWLEDGMENT TO INCREASE NO. 1 UNDER FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Consent”) dated as of August 9, 2011, is entered into among GLADSTONE BUSINESS LOAN, LLC, as Borrower (the “Borrower”), GLADSTONE MANAGEMENT CORPORATION, as Servicer (the “Servicer”), KEYBANK, NATIONAL ASSOCIATION, BRANCH BANKING AND TRUST COMPANY (“BB&T”) and ING CAPITAL LLC (“ING”), as Lenders (collectively, the “Lenders”), KEY EQUIPMENT FINANCE INC. (“KEF”), BB&T and ING, as Managing Agents (in such capacity, collectively the “Managing Agents”) and KEF, as Administrative Agent (in such capacity, the “Administrative Agent”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed thereto in the “Credit Agreement” referred to below.
TRADEMARK LICENSE AGREEMENTTrademark License Agreement • February 9th, 2005 • Gladstone Capital Corp • Virginia
THIS TRADEMARK LICENSE AGREEMENT (“Agreement”) made this December 20, 2004 (the “Effective Date”) between GLADSTONE MANAGEMENT CORPORATION, a corporation organized and existing under the laws of the state of Delaware, with its principal place of business at 1616 Anderson Road, McLean, Virginia 22102 (“Licensor”), and GLADSTONE CAPITAL CORPORATION, a corporation organized and existing under the laws of the state of Delaware, with its principal place of business at 1616 Anderson Road, McLean, Virginia 22102 (“Licensee”) (together, the “Parties”).
AMENDMENT No. 3 AND CONSENT TO CREDIT AGREEMENTCredit Agreement • August 10th, 2004 • Gladstone Capital Corp • New York
THIS AMENDMENT No. 3 AND CONSENT TO CREDIT AGREEMENT (this “Amendment”) dated as of May 28, 2004, is entered into among GLADSTONE BUSINESS LOAN, LLC, as the Borrower, GLADSTONE ADVISERS, INC. (the “Existing Servicer”), GLADSTONE MANAGEMENT CORPORATION (the “Successor Servicer”), CONCORD MINUTEMEN CAPITAL COMPANY, LLC (“Concord”) and PUBLIC SQUARE FUNDING LLC, as CP Lenders (collectively, the “CP Lenders”), CANADIAN IMPERIAL BANK OF COMMERCE (“CIBC”) and KEYBANK, NATIONAL ASSOCIATION (“KeyBank”), as Committed Lenders (collectively, the “Committed Lenders”), CIBC and KeyBank as Managing Agents (in such capacity, collectively the “Managing Agents”) and CIBC as Administrative Agent (in such capacity, the “Administrative Agent”). Capitalized terms used herein without definition shall have the meanings ascribed thereto in the “Credit Agreement” referred to below.
ASSIGNMENT AND ACCEPTANCEAssignment and Acceptance • June 23rd, 2015 • Gladstone Capital Corp • New York
This Assignment and Acceptance Agreement is being executed and delivered in accordance with Section 11.1 of that certain Fifth Amended and Restated Credit Agreement dated as of May 1, 2015 by and among Gladstone Business Loan, LLC, Gladstone Management Corporation, as Servicer, the Lenders and Managing Agents parties thereto from time to time and KeyBank National Association, as Administrative Agent (as amended, modified or restated from time to time, the “Credit Agreement”). Capitalized terms used and not otherwise defined herein are used with the meanings set forth or incorporated by reference in the Credit Agreement.
THIRD AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • July 15th, 2004 • Gladstone Capital Corp
THIS THIRD AMENDMENT TO EMPLOYMENT AGREEMENT (this "Amendment"), is made and entered into as of April 22, 2004, by and between (i) GLADSTONE CAPITAL CORPORATION, a Maryland corporation (the "Company"), (ii) GLADSTONE ADVISERS, INC., a Virginia corporation (the "Adviser"), and (iii) DAVID GLADSTONE (the "Executive").
AMENDMENT NO. 6 TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 30th, 2013 • Gladstone Capital Corp • New York
THIS AMENDMENT NO. 6 TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) dated as of April 26, 2013, is entered into among GLADSTONE BUSINESS LOAN, LLC, as Borrower (the “Borrower”), GLADSTONE MANAGEMENT CORPORATION, as Servicer (the “Servicer”), KEYBANK NATIONAL ASSOCIATION, BRANCH BANKING AND TRUST COMPANY (“BB&T”) and ING CAPITAL LLC (“ING”), as Lenders (collectively, the “Lenders”), KEY EQUIPMENT FINANCE INC. (“KEF”), BB&T and ING, as Managing Agents (in such capacity, collectively the “Managing Agents”) and KEF, as Administrative Agent (in such capacity, the “Administrative Agent”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed thereto in the “Credit Agreement” referred to below.
AMENDMENT NO. 2 TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • October 28th, 2016 • Gladstone Capital Corp • New York
THIS AMENDMENT NO. 2 TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) dated as of August 18, 2016, is entered into among GLADSTONE BUSINESS LOAN, LLC, as Borrower (the “Borrower”), GLADSTONE MANAGEMENT CORPORATION, as Servicer (the “Servicer”), KEYBANK NATIONAL ASSOCIATION (“KeyBank”), ALOSTAR BANK OF COMMERCE, ING CAPITAL LLC, NEWBRIDGE BANK, SANTANDER BANK, N.A., and TALMER BANK AND TRUST, as Lenders (collectively, the “Lenders”) and as Managing Agents (in such capacity, collectively the “Managing Agents”) and KeyBank, as Administrative Agent (in such capacity, the “Administrative Agent”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed thereto in the “Credit Agreement” referred to below.
