WARRANT AGREEMENT By and Between PENNANTPARK FLOATING RATE CAPITAL LTD. andWarrant Agreement • March 14th, 2012 • PennantPark Floating Rate Capital Ltd. • New York
Agreement made as of , between PENNANTPARK FLOATING RATE CAPITAL LTD., a Maryland corporation, with offices at 590 Madison Ave., 15 th Floor, New York, NY 10022 (“Company”), and , a corporation, with offices at (“Warrant Agent”).
PENNANTPARK FLOATING RATE CAPITAL LTD. (a Maryland corporation) $ Aggregate Principal Amount Senior Securities $ Aggregate Principal Amount Subordinated Securities and Warrants to Purchase Debt Securities PURCHASE AGREEMENTPurchase Agreement • March 14th, 2012 • PennantPark Floating Rate Capital Ltd. • New York
PennantPark Floating Rate Capital Ltd., a Maryland corporation (the “Company”), confirms its agreement with [ ] (“ [ ]”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom [ ] are acting as representatives (in such capacity, the “Representatives”), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of $ [—] aggregate principal amount of senior debt securities (the “Senior Securities”) or subordinated debt securities (the “Subordinated Securities”), or both, and/or Warrants (the “Debt Warrants”) to purchase Senior Securities or Subordinated Securities, or both, of the Company set forth in said Schedule A.
SUBSCRIPTION RIGHTS AGREEMENT By and Between PENNANTPARK FLOATING RATE CAPITAL LTD. andSubscription Rights Agreement • March 14th, 2012 • PennantPark Floating Rate Capital Ltd. • New York
This Subscription Rights Agreement (the “Agreement”) is made as of between PennantPark Floating Rate Capital Ltd., a Maryland corporation (the “Company”), and , a [state] corporation (the “Subscription Agent”), and relates to the base prospectus included in the Registration Statement on Form N-2, File No. [ ] filed by the Company with the Securities and Exchange Commission on [ , 20 ], as amended by any amendment filed with respect thereto (the “Registration Statement”) and any supplemental prospectus (together with the base prospectus, the “Prospectus”). Capitalized terms not otherwise defined herein shall have the meanings given to them in the Subscription Certificate (as defined below).
PENNANTPARK Floating Rate Capital Ltd. (a Maryland corporation) Shares of Common Stock Shares of Preferred Stock and Warrants to Purchase Common Stock or Preferred Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 14th, 2012 • PennantPark Floating Rate Capital Ltd. • New York
PennantPark Floating Rate Capital Ltd., a Maryland corporation (the “Company”), confirms its agreement with [ ] (“ [ ]”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom [ ] are acting as representatives (in such capacity, the “Representatives”), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of common stock, par value $.001 per share (“Common Stock”), or preferred stock, par value $.001 per share (“Preferred Stock”), or both, and/or warrants (the “Warrants”) to purchase Common Stock or Preferred Stock, or both, of the Company set forth in said Schedule A and with respect to the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(2) hereof to purchase additi
