0001193125-18-196986 Sample Contracts

TPG SPECIALTY LENDING, INC. Underwriting Agreement
TPG Specialty Lending, Inc. • June 19th, 2018 • New York

TPG Specialty Lending, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $50,000,000 aggregate principal amount of 4.50% Convertible Notes due 2022 of the Company (the “Initial Securities”) and, at the option of the Underwriters, up to an additional $7,500,000 aggregate principal amount of 4.50% Convertible Notes due 2022 of the Company, solely to cover overallotments (the “Option Securities”). The Initial Securities and the Option Securities are herein referred to as the “Securities.”

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