FORM OF UNDERWRITING AGREEMENT]Underwriting Agreement • July 11th, 2013 • Fifth Street Senior Floating Rate Corp. • New York
Fifth Street Senior Floating Rate Corp., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), an aggregate of shares (the “Firm Shares”) and, at the election of the Underwriters, up to additional shares pursuant to an overallotment option (the “Optional Shares”) of Common Stock, $0.01 par value per share (“Stock”) of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 3 hereof being collectively called, the “Shares”).
