HERCULES CAPITAL, INC. 6.25% Notes due 2024 DEBT DISTRIBUTION AGREEMENT Dated October 11, 2016Debt Distribution Agreement • October 14th, 2016 • Hercules Capital, Inc. • New York
Hercules Capital, Inc., a Maryland corporation (the “Company”), proposes to issue and sell through FBR Capital Markets & Co., acting as agent and/or principal (the “Sales Manager”) the Company’s 6.25% Notes due 2024 (the “Placement Securities”), to be issued under an indenture dated as of March 6, 2012 (the “Base Indenture”), among the Company and U.S. Bank National Association (the “Trustee”), as supplemented thereto by the Third Supplemental Indenture thereto dated July 14, 2014 (the “Supplemental Indenture,” together with the Base Indenture, the “Indenture”) (the “Notes”). The Indenture has been qualified under the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”). The Company confirms its agreement (this “Agreement”) with the Sales Manager, as follows:
