Common use of Authority of the Representative Clause in Contracts

Authority of the Representative. The Representative is duly authorized to act hereunder on behalf of the other Underwriters. Any action by the Underwriters hereunder may be taken by the Representative on behalf of the Underwriters, and any such action taken by the Representative shall be binding on all the Underwriters. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, OWL ROCK CAPITAL CORPORATION By: /s/ A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer OWL ROCK CAPITAL ADVISORS LLC By: /s/ A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer [Signature Page to the Underwriting Agreement] BOFA SECURITIES, INC. Acting on behalf of itself and the several Underwriters listed in Schedule 1 hereto. By: /s/ S▇▇▇▇▇▇ ▇▇▇▇▇▇ Name: S▇▇▇▇▇▇ ▇▇▇▇▇▇ Title: Managing Director The Purchase Price for the Securities to be paid by the several Underwriters shall be 98.899% of the aggregate principal amount thereof, plus accrued interest from June 11, 2021 up to, but not including, the Closing Date. Underwriter Principal Amount of Securities to be Purchased BofA Securities, Inc. $ 82,500,000 ING Financial Markets LLC 40,000,000 MUFG Securities Americas Inc. 40,000,000 SMBC Nikko Securities America, Inc. 40,000,000 Truist Securities, Inc. 40,000,000 J.▇. ▇▇▇▇▇▇ Securities LLC 25,000,000 RBC Capital Markets, LLC 25,000,000 SG Americas Securities, LLC 25,000,000 Compass Point Research & Trading, LLC 7,500,000 ICBC Standard Bank Plc 7,500,000 JMP Securities LLC 7,500,000 K▇▇▇▇, B▇▇▇▇▇▇▇ & W▇▇▇▇, Inc. 7,500,000 Ladenburg T▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 O▇▇▇▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 PNC Capital Markets LLC 7,500,000 R▇▇▇▇▇▇ J▇▇▇▇ & Associates, Inc. 7,500,000 R. ▇▇▇▇▇▇▇ & Co., LLC 7,500,000 Seaport Global Securities LLC 7,500,000 W▇▇▇▇ Fargo Securities, LLC 7,500,000 Total $ 400,000,000

Appears in 1 contract

Sources: Underwriting Agreement (Owl Rock Capital Corp)

Authority of the Representative. The Representative is duly authorized to act hereunder on behalf of the other Underwriters. Any action by the Underwriters hereunder may be taken by the Representative on behalf of the Underwriters, and any such action taken by the Representative shall be binding on all the Underwriters. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, OWL ROCK CAPITAL CORPORATION SIXTH STREET SPECIALTY LENDING, INC. By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer OWL ROCK CAPITAL ADVISORS SIXTH STREET SPECIALTY LENDING ADVISERS, LLC By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer Vice President [Signature Page page to the Underwriting Agreement] BOFA SECURITIES, INC▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & CO. LLC Acting on behalf of itself and the several Underwriters listed in Schedule 1 hereto. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & CO. LLC By: /s/ S▇▇▇▇▇▇ ▇▇▇▇▇▇ Name: S▇▇▇▇▇▇ ▇▇▇▇▇▇ Title: Managing Director The Purchase Price for public offering price as to each investor shall be the Securities to be price paid by the several Underwriters shall be 98.899% each investor. Name of the aggregate principal amount thereof, plus accrued interest from June 11, 2021 up to, but not including, the Closing Date. Underwriter Principal Amount Number of Initial Securities to be Purchased ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC 800,000 ▇▇▇▇▇ Fargo Securities, LLC 800,000 BofA Securities, Inc. $ 82,500,000 ING Financial Markets 500,000 RBC Capital Markets, LLC 40,000,000 MUFG Securities Americas Inc. 40,000,000 SMBC Nikko Securities America500,000 ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇, Inc. 40,000,000 Truist Securities400,000 ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Associates, Inc. 40,000,000 J.400,000 Citigroup Global Markets Inc. 200,000 ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Co. LLC 200,000 ▇.▇. ▇▇▇▇▇▇ Securities LLC 25,000,000 RBC Capital Markets200,000 Total 4,000,000 1. TC Lending, LLC 2. Sixth Street SL SPV, LLC 3. Sixth Street SL Holding, LLC 4. Sixth Street Specialty Lending Sub, LLC 25,000,000 SG Americas Securities, LLC 25,000,000 Compass Point Research & Trading, LLC 7,500,000 ICBC Standard Bank Plc 7,500,000 JMP Securities LLC 7,500,000 K▇▇▇▇, B▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ & W▇▇▇▇, Inc. 7,500,000 Ladenburg T▇▇ (Bo) ▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 O▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 PNC Capital Markets LLC 7,500,000 R▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ J▇▇▇▇▇▇ & Associates, Inc. 7,500,000 R. ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇. ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ FORM OF LOCK-UP AGREEMENT ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co., Co. LLC 7,500,000 Seaport Global Securities LLC 7,500,000 W▇▇▇▇ Fargo ▇▇▇▇▇▇▇▇ New York, NY 10036 As Representative of the several Underwriters Ladies and Gentlemen: The undersigned understands that you, as Representative of the several Underwriters, propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Sixth Street Specialty Lending, Inc., a Delaware corporation (the “Company”) and Sixth Street Specialty Lending Advisers, LLC, providing for the public offering (the “Offering”) of shares of the Company’s common stock, par value $0.01 per share. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Underwriting Agreement. In consideration of the Underwriters’ agreement to purchase the Securities, LLC 7,500,000 Total $ 400,000,000and for other good and valuable consideration receipt of which is hereby acknowledged, the undersigned hereby agrees that, without the prior written consent of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC, on behalf of the Underwriters, the undersigned will not, during the “Lock-Up Period,” which term shall mean the period ending 30 days after the date of the prospectus supplement relating to the Offering (the “Prospectus Supplement”) for all of the undersigned’s shares of common stock, $0.01 per share par value, of the Company (the “Common Stock”), (1) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, or otherwise transfer or dispose of, directly or indirectly, any shares of Common Stock or any securities convertible into or exercisable or exchangeable for Common Stock (including without limitation, Common Stock or such other securities which may be deemed to be beneficially owned by the undersigned in accordance with the rules and regulations of the Securities and Exchange Commission (the “Commission”) and including any Common Stock or other securities which may be issued upon exercise of a stock option or warrant), or publicly disclose the intention to make any offer, sale, pledge or disposition, (2) enter into any swap or other agreement that transfers, in whole or in part, any of the economic consequences of ownership of the Common Stock or such other securities, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of Common Stock or such other securities, in cash or otherwise or (3) make any demand for or exercise any right with respect to the registration of any shares of Common Stock or any security convertible into or exercisable or exchangeable for Common Stock (except for purposes of clause (3) for such demands or exercises as will not require or permit any public filing or other public disclosure to be made in connection therewith until after the expiration of the Lock-Up Period referred to above). The undersigned acknowledges and agrees that the foregoing precludes the undersigned from engaging in any hedging or other transactions designed or intended, or which could reasonably be expected to lead to or result in, a sale or disposition of any shares of Common Stock, or securities convertible into or exercisable or exchangeable for Common Stock, even if any such sale or disposition transaction or transactions would be made or executed by or on behalf of someone other than the undersigned. The foregoing restrictions shall not apply to: (i) transfers of shares of Common Stock or such other securities as a bona fide gift or gifts; (ii) transfers of Common Stock or such other securities as donations to charitable organizations; (iii) transfers of shares of Common Stock or such other securities as a result of the operation of law, such as estate, other testamentary document or intestate succession; (iv) transfer of shares of Common Stock or such other securities to any immediate family member of the undersigned or any trust for the direct or indirect benefit of the undersigned or any immediate family member of the undersigned (for purposes of this Letter Agreement, “immediate family” shall mean any relationship by blood, marriage or adoption, not more remote than first cousin); (v) if the undersigned is a corporation, partnership or other business entity, transfers or distributions of shares of Common Stock or such other securities to (1) its limited or general partners, members or stockholders or (2) its direct or indirect affiliates or other entities or funds controlled or managed by the undersigned or its affiliates; or (vi) transactions relating to shares of Common Stock or such other securities acquired in open market transactions or acquired from the Company under its dividend reinvestment plan after the completion of the Offering;

Appears in 1 contract

Sources: Underwriting Agreement (Sixth Street Specialty Lending, Inc.)

Authority of the Representative. The Representative is duly authorized to act hereunder on behalf of the other UnderwritersInitial Purchasers. Any action by the Underwriters Initial Purchasers hereunder may be taken by the Representative on behalf of the UnderwritersInitial Purchasers, and any such action taken by the Representative shall be binding on all the UnderwritersInitial Purchasers. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, OWL ROCK CAPITAL CORPORATION SIXTH STREET LENDING PARTNERS By: /s/ A▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇ Name: A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer OWL ROCK CAPITAL ADVISORS SIXTH STREET LENDING PARTNERS ADVISERS, LLC By: /s/ A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer [Signature Page to the Underwriting Agreement] Vice President BOFA SECURITIES, INC. Acting severally on behalf of itself themselves and the several Underwriters Initial Purchasers listed in Schedule 1 hereto. BOFA SECURITIES, INC. By: /s/ S▇▇▇▇▇▇ ▇▇▇▇▇▇ Name: S▇▇▇▇▇▇ ▇▇▇▇▇▇ Title: Managing Director The Purchase Price for the Securities Notes to be paid by the several Underwriters Initial Purchasers shall be 98.89998.841% of the aggregate principal amount thereof, plus accrued interest from June 11, 2021 up to, but not including, the Closing Date. Underwriter Initial Purchaser Principal Amount of Securities Notes to be Purchased BofA Securities, Inc. $ 82,500,000 ING Financial Markets LLC 40,000,000 MUFG 67,500,000 Barclays Capital Inc. $ 67,500,000 BNP Paribas Securities Americas Inc. 40,000,000 Corp. $ 67,500,000 SMBC Nikko Securities America, Inc. 40,000,000 Truist Securities, Inc. 40,000,000 J.$ 67,500,000 ▇.▇. ▇▇▇▇▇▇ Securities LLC 25,000,000 $ 39,000,000 RBC Capital Markets, LLC 25,000,000 SG Americas $ 39,000,000 Truist Securities, LLC 25,000,000 Compass Point Research & Trading, LLC 7,500,000 ICBC Standard Bank Plc 7,500,000 JMP Securities LLC 7,500,000 KInc. $ 39,000,000 ▇▇▇▇▇ Fargo Securities, BLLC $ 39,000,000 ING Financial Markets LLC $ 30,000,000 Mizuho Securities USA LLC $ 30,000,000 MUFG Securities Americas Inc. $ 30,000,000 HSBC Securities (USA) Inc. $ 24,000,000 ▇▇▇▇▇▇▇ & W▇▇▇▇, Inc. 7,500,000 Ladenburg T▇ & Co. LLC $ 18,000,000 ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 OLLC $ 18,000,000 ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 PNC Capital Markets LLC 7,500,000 R▇▇▇▇▇▇ J▇▇▇▇ & Associates, Inc. 7,500,000 R. $ 6,000,000 ▇. ▇▇▇▇▇▇▇ & Co., LLC 7,500,000 Seaport Global Securities LLC 7,500,000 W▇▇▇▇ Fargo $ 6,000,000 Synovus Securities, LLC 7,500,000 Inc. $ 6,000,000 U.S. Bancorp Investments, Inc. $ 6,000,000 Total $ 400,000,000600,000,000 1. Pricing Term Sheet, dated September 9, 2024, containing the terms governing the Notes, substantially in the form of Annex A to this Agreement. 1. SSLP Lending, LLC 2. Sixth Street LP Holding II, LLC 3. Sixth Street Lending Partners Sub, LLC This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 16, 2024, by and among Sixth Street Lending Partners, a Delaware statutory trust (the “Company”), and BofA Securities, Inc., as the representative (the “Representative”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $600,000,000 aggregate principal amount of the Company’s 5.750% Notes due 2030 (the “Notes”) listed on Schedule 1 to the Purchase Agreement (as defined below). This Agreement is made pursuant to the Purchase Agreement, dated as of September 9, 2024 (the “Purchase Agreement”), among the Company and the Representative on behalf 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(k) of the Purchase Agreement. The parties hereby agree as follows:

Appears in 1 contract

Sources: Purchase Agreement (Sixth Street Lending Partners)

Authority of the Representative. The Representative is duly authorized to act hereunder on behalf of the other Underwriters. Any action by the Underwriters hereunder may be taken by the Representative on behalf of the Underwriters, and any such action taken by the Representative shall be binding on all the Underwriters. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, OWL ROCK CAPITAL CORPORATION SIXTH STREET SPECIALTY LENDING, INC. By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer OWL ROCK CAPITAL ADVISORS SIXTH STREET SPECIALTY LENDING ADVISERS, LLC By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer [Signature Page to the Underwriting Agreement] Vice President BOFA SECURITIES, INC. Acting on behalf of itself and the several Underwriters listed in Schedule 1 hereto. BOFA SECURITIES, INC. By: /s/ S▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: S▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Managing Director The Purchase Price for the Securities to be paid by the several Underwriters shall be 98.89998.403 % of the aggregate principal amount thereof, plus accrued interest from June 11, 2021 up to, but not including, the Closing Date. Underwriter Principal Amount of Securities to be Purchased BofA Securities, Inc. $ 82,500,000 ING Financial Markets LLC 40,000,000 MUFG Securities Americas Inc. 40,000,000 SMBC Nikko Securities America, Inc. 40,000,000 Truist Securities, Inc. 40,000,000 J.43,500,000 ▇.▇. ▇▇▇▇▇▇ Securities LLC 25,000,000 RBC Capital Markets$ 43,500,000 SMBC Nikko Securities America, LLC 25,000,000 SG Americas Securities, LLC 25,000,000 Compass Point Research & Trading, LLC 7,500,000 ICBC Standard Bank Plc 7,500,000 JMP Securities LLC 7,500,000 K▇▇▇▇, BInc. $ 43,500,000 ▇▇▇▇▇▇▇ & W▇▇▇▇, Inc. 7,500,000 Ladenburg T▇ & Co. LLC $ 22,500,000 ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC $ 22,500,000 RBC Capital Markets, LLC $ 22,500,000 Citigroup Global Markets Inc. 7,500,000 O$ 12,000,000 HSBC Securities (USA) Inc. $ 12,000,000 Mizuho Securities USA LLC $ 12,000,000 MUFG Securities Americas Inc. $ 12,000,000 Truist Securities, Inc. $ 12,000,000 ▇▇▇▇▇ Fargo Securities, LLC $ 12,000,000 ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇, Inc. $ 6,000,000 ▇▇▇▇▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 PNC Capital Markets $ 6,000,000 ▇. ▇▇▇▇▇ Securities, Inc. $ 3,000,000 ▇▇▇▇▇ Group, LLC 7,500,000 R$ 3,000,000 ICBC Standard Bank Plc $ 3,000,000 Citizens JMP Securities, LLC $ 3,000,000 Ladenburg ▇▇▇▇▇▇▇▇ J& Co. Inc. $ 3,000,000 ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Associates, Inc. 7,500,000 R. ▇▇▇▇▇▇▇ & Co.$ 3,000,000 Total $ 300,000,000 1. Pricing Term Sheet, dated August 7, 2023, containing the terms governing the Securities, substantially in the form of Annex A to this Agreement, filed with the Commission on August 7, 2023 pursuant to Rule 433. 1. TC Lending, LLC 2. Sixth Street SL SPV, LLC 3. Sixth Street SL Holdings, LLC 4. Sixth Street Specialty Lending Sub, LLC 7,500,000 Seaport Global Securities LLC 7,500,000 W▇▇▇▇ Fargo SecuritiesThe following sets forth the final terms of the 6.950% Notes due 2028 and should only be read together with the preliminary prospectus supplement dated August 7, LLC 7,500,000 Total $ 400,000,0002023, together with the accompanying prospectus dated January 13, 2023, relating to these securities (the “Preliminary Prospectus”), and supersedes the information in the Preliminary Prospectus to the extent inconsistent with the information in the Preliminary Prospectus. In all other respects, this pricing term sheet is qualified in its entirety by reference to the Preliminary Prospectus. Terms used herein but not defined herein shall have the respective meanings as set forth in the Preliminary Prospectus. All references to dollar amounts are references to U.S. dollars. Issuer: Sixth Street Specialty Lending, Inc. (the “Issuer”) Security: 6.950% Notes due 2028 Ratings (Moody’s/S&P/Fitch)*: Baa3/BBB-/BBB Aggregate Principal Amount Offered: $300,000,000 Maturity Date: August 14, 2028, unless earlier repurchased or redeemed Trade Date: August 7, 2023 Price to Public (Issue Price): The Notes will be issued at a price of 99.403% of their principal amount, plus accrued interest, if any, from August 14, 2023. Coupon (Interest Rate): 6.950% Yield to Maturity: 7.094% Spread to Benchmark Treasury: T+295 bps Benchmark Treasury: 4.125% due July 31, 2028 Benchmark Treasury Price and Yield: 99-291⁄4 / 4.144% Interest Payment Dates: February 14 and August 14, commencing February 14, 2024 (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon, discounted to the redemption date (assuming the Notes matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 45 basis points less (b) interest accrued to the date of redemption; and • 100% of the principal amount of the Notes to be redeemed; provided, however, that if the Issuer redeems any Notes on or after the Par Call Date, the redemption price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest thereon to the date of redemption.

Appears in 1 contract

Sources: Underwriting Agreement (Sixth Street Specialty Lending, Inc.)

Authority of the Representative. The Representative is duly authorized to act hereunder on behalf of the other UnderwritersInitial Purchasers. Any action by the Underwriters Initial Purchasers hereunder may be taken by the Representative on behalf of the UnderwritersInitial Purchasers, and any such action taken by the Representative shall be binding on all the UnderwritersInitial Purchasers. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, OWL ROCK CAPITAL CORPORATION SIXTH STREET LENDING PARTNERS By: /s/ A▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇ Name: A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer OWL ROCK CAPITAL ADVISORS SIXTH STREET LENDING PARTNERS ADVISERS, LLC By: /s/ A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇▇▇▇▇▇ Title: Vice President BOFA SECURITIES, INC. Acting severally on behalf of themselves and the several Initial Purchasers listed in Schedule 1 hereto. BOFA SECURITIES, INC. By: /s/ ▇▇▇▇ ▇▇▇▇ Name: ▇▇▇▇ ▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer [Signature Page Managing Director . The Purchase Price for the Notes to the Underwriting Agreement] BOFA SECURITIES, INC. Acting on behalf of itself and be paid by the several Underwriters listed in Schedule 1 heretoInitial Purchasers shall be 98.347% of the aggregate principal amount thereof. By: /s/ SInitial Purchaser Principal Amount of Notes to be Purchased BofA Securities, Inc. $ 82,500,000 ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Co. LLC $ 82,500,000 SMBC Nikko Securities America, Inc. $ 82,500,000 ▇▇▇▇▇ Fargo Securities, LLC $ 82,500,000 Barclays Capital Inc. $ 41,250,000 BNP Paribas Securities Corp. $ 41,250,000 ▇.▇. ▇▇▇▇▇▇ Securities LLC $ 41,250,000 RBC Capital Markets, LLC $ 41,250,000 Truist Securities, Inc. $ 41,250,000 Mizuho Securities USA LLC $ 31,875,000 ING Financial Markets LLC $ 30,000,000 HSBC Securities (USA) Inc. $ 28,125,000 MUFG Securities Americas Inc. $ 26,250,000 M&T Securities, Inc. $ 22,500,000 ▇▇▇▇▇▇ ▇▇▇▇▇Name: S& Co. LLC $ 15,000,000 Regions Securities LLC $ 15,000,000 Synovus Securities, Inc. $ 15,000,000 U.S. Bancorp Investments, Inc. $ 15,000,000 ▇▇▇▇▇▇ ▇▇▇▇▇▇ Title: Managing Director The Purchase Price for the Securities to be paid by the several Underwriters shall be 98.899% of the aggregate principal amount thereof, plus accrued interest from June 11, 2021 up to, but not including, the Closing Date. Underwriter Principal Amount of Securities to be Purchased BofA Securities, Inc. $ 82,500,000 ING Financial Markets LLC 40,000,000 MUFG Securities Americas Inc. 40,000,000 SMBC Nikko Securities America, Inc. 40,000,000 Truist Securities, Inc. 40,000,000 J.▇. ▇▇▇▇▇▇ Securities LLC 25,000,000 RBC Capital Markets, LLC 25,000,000 SG Americas Securities, LLC 25,000,000 Compass Point Research & Trading, LLC 7,500,000 ICBC Standard Bank Plc 7,500,000 JMP Securities LLC 7,500,000 K▇▇▇▇, B▇▇▇▇▇▇▇ & W▇▇▇▇, Inc. 7,500,000 Ladenburg T▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 O▇▇▇▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 PNC Capital Markets LLC 7,500,000 R▇▇▇▇▇▇ J▇▇▇▇ & Associates, Inc. $ 7,500,000 R. ▇. ▇▇▇▇▇▇▇ & Co., LLC 7,500,000 Seaport Global Securities LLC 7,500,000 W▇▇▇▇ Fargo Securities, LLC $ 7,500,000 Total $ 400,000,000750,000,000 1. Pricing Term Sheet, dated January 6, 2025, containing the terms governing the Notes, substantially in the form of Annex A to this Agreement. 1. SSLP Lending, LLC 2. Sixth Street LP Holding II, LLC 3. Sixth Street Lending Partners Sub, LLC This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 13, 2025, by and among Sixth Street Lending Partners, a Delaware statutory trust (the “Company”), and BofA Securities, Inc., as the representative (the “Representative”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $750,000,000 aggregate principal amount of the Company’s 6.125% Notes due 2030 (the “Notes”) listed on Schedule 1 to the Purchase Agreement (as defined below). This Agreement is made pursuant to the Purchase Agreement, dated as of January 6, 2025 (the “Purchase Agreement”), among the Company and the Representative on behalf 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(k) of the Purchase Agreement. The parties hereby agree as follows:

Appears in 1 contract

Sources: Purchase Agreement (Sixth Street Lending Partners)

Authority of the Representative. The Representative is duly authorized to act hereunder on behalf of the other Underwriters. Any action by the Underwriters hereunder may be taken by the Representative on behalf of the Underwriters, and any such action taken by the Representative shall be binding on all the Underwriters. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, OWL ROCK CAPITAL CORPORATION By: /s/ A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer OWL ROCK CAPITAL ADVISORS LLC By: /s/ A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer [Signature Page to the Underwriting Agreement] BOFA SECURITIES, INC. Acting on behalf of itself and the several Underwriters listed in Schedule 1 hereto. BOFA SECURITIES, INC. By: /s/ S▇▇▇▇▇▇ ▇▇▇▇▇▇ Name: S▇▇▇▇▇▇ ▇▇▇▇▇▇ Title: Managing Director The Purchase Price for the Securities to be paid by the several Underwriters shall be 98.89997.754% of the aggregate principal amount thereof, plus accrued interest from June 11, 2021 up to, but not including, the Closing Date. Underwriter Principal Amount of Securities to be Purchased BofA Securities, Inc. $ 82,500,000 112,000,000 ING Financial Markets LLC 40,000,000 54,400,000 MUFG Securities Americas Inc. 40,000,000 54,400,000 SG Americas Securities, LLC 54,400,000 SMBC Nikko Securities America, Inc. 40,000,000 54,400,000 Truist Securities, Inc. 40,000,000 J.▇. ▇▇▇▇▇▇ Securities LLC 25,000,000 RBC Capital Markets, LLC 25,000,000 SG Americas Securities, LLC 25,000,000 54,400,000 Compass Point Research & Trading, LLC 7,500,000 6,000,000 ICBC Standard Bank Plc 7,500,000 6,000,000 JMP Securities LLC 7,500,000 6,000,000 K▇▇▇▇, B▇▇▇▇▇▇▇ & W▇▇▇▇, Inc. 7,500,000 6,000,000 Ladenburg T▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 6,000,000 O▇▇▇▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 6,000,000 PNC Capital Markets LLC 7,500,000 6,000,000 R. ▇▇▇▇▇▇▇ & Co., LLC 6,000,000 R▇▇▇▇▇▇ J▇▇▇▇ & Associates, Inc. 7,500,000 R. ▇▇▇▇▇▇▇ & Co., LLC 7,500,000 6,000,000 Seaport Global Securities LLC 7,500,000 6,000,000 W▇▇▇▇ Fargo Securities, LLC 7,500,000 6,000,000 Total $ 400,000,000450,000,000

Appears in 1 contract

Sources: Underwriting Agreement (Owl Rock Capital Corp)

Authority of the Representative. The Representative is duly authorized to act hereunder on behalf of the other UnderwritersInitial Purchasers. Any action by the Underwriters Initial Purchasers hereunder may be taken by the Representative on behalf of the UnderwritersInitial Purchasers, and any such action taken by the Representative shall be binding on all the UnderwritersInitial Purchasers. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, OWL ROCK CAPITAL CORPORATION SIXTH STREET LENDING PARTNERS By: /s/ A▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇ Name: A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer OWL ROCK CAPITAL ADVISORS SIXTH STREET LENDING PARTNERS ADVISERS, LLC By: /s/ A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer [Signature Page to the Underwriting Agreement] Vice President BOFA SECURITIES, INC. Acting severally on behalf of itself themselves and the several Underwriters Initial Purchasers listed in Schedule 1 hereto. BOFA SECURITIES, INC. By: /s/ S▇▇▇▇▇▇ ▇▇▇▇▇▇ Name: S▇▇▇▇▇▇ ▇▇▇▇▇▇ Title: Managing Director The Purchase Price for the Securities Notes to be paid by the several Underwriters Initial Purchasers shall be 98.89998.842% of the aggregate principal amount thereof, plus accrued interest from June 11, 2021 up to, but not including, the Closing Date. Underwriter Initial Purchaser Principal Amount of Securities Notes to be Purchased BofA Securities, Inc. $ 82,500,000 ING Financial Markets LLC 40,000,000 MUFG Securities Americas Inc. 40,000,000 SMBC Nikko Securities America, Inc. 40,000,000 Truist Securities, Inc. 40,000,000 J.18,750,000 ▇.▇. ▇▇▇▇▇▇ Securities LLC 25,000,000 $ 18,750,000 RBC Capital Markets, LLC 25,000,000 SG Americas $ 18,750,000 SMBC Nikko Securities America, Inc. $ 18,750,000 Barclays Capital Inc. $ 9,000,000 Mizuho Securities USA LLC $ 9,000,000 Truist Securities, LLC 25,000,000 Compass Point Research & Trading, LLC 7,500,000 ICBC Standard Bank Plc 7,500,000 JMP Securities LLC 7,500,000 KInc. $ 9,000,000 ▇▇▇▇▇ Fargo Securities, BLLC $ 9,000,000 BNP Paribas Securities Corp. $ 6,750,000 ▇▇▇▇▇▇▇ & W▇▇▇▇, ▇ & Co. LLC $ 6,750,000 HSBC Securities (USA) Inc. 7,500,000 Ladenburg T$ 6,750,000 ING Financial Markets LLC $ 6,750,000 ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 OLLC $ 6,750,000 ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 PNC Capital Markets LLC 7,500,000 R▇▇▇▇▇▇ J▇▇▇▇ & Associates, Inc. 7,500,000 R. $ 3,750,000 ▇. ▇▇▇▇▇▇▇ & Co., LLC 7,500,000 Seaport Global Securities $ 1,500,000 Total $ 150,000,000 1. Pricing Term Sheet, dated June 10, 2024, containing the terms governing the Notes, substantially in the form of Annex A to this Agreement. 1. SSLP Lending, LLC 2. Sixth Street LP Holding II, LLC 3. Sixth Street Lending Partners Sub, LLC 7,500,000 W▇▇▇▇ Fargo This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 17, 2024, by and among Sixth Street Lending Partners, a Delaware statutory trust (the “Company”), and BofA Securities, LLC 7,500,000 Total $ 400,000,000Inc., as the representative (the “Representative”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $150,000,000 aggregate principal amount of the Company’s 6.500% Notes due 2029 (the “Notes”) listed on Schedule 1 to the Purchase Agreement (as defined below). This Agreement is made pursuant to the Purchase Agreement, dated as of June 10, 2024 (the “Purchase Agreement”), among the Company and the Representative on behalf 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(l) of the Purchase Agreement. The parties hereby agree as follows:

Appears in 1 contract

Sources: Purchase Agreement (Sixth Street Lending Partners)

Authority of the Representative. The Representative is duly authorized to act hereunder on behalf of the other Underwriters. Any action by the Underwriters hereunder may be taken by the Representative on behalf of the Underwriters, and any such action taken by the Representative shall be binding on all the Underwriters. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, OWL ROCK CAPITAL CORPORATION SIXTH STREET SPECIALTY LENDING, INC. By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer OWL ROCK CAPITAL ADVISORS SIXTH STREET SPECIALTY LENDING ADVISERS, LLC By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer Vice President [Signature Page page to the Underwriting Agreement] BOFA ▇▇▇▇▇ FARGO SECURITIES, INC. LLC Acting on behalf of itself and the several Underwriters listed in Schedule 1 hereto. ▇▇▇▇▇ FARGO SECURITIES, LLC By: /s/ S▇▇▇▇▇ ▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: Managing Director The public offering price per share for the Securities shall be $17.60. The public offering price as to each investor shall be the price paid by each investor. Name of Underwriter Number of Initial Securities to be Purchased ▇▇▇▇▇ Fargo Securities, LLC 967,500 ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC 967,500 BofA Securities, Inc. 675,000 ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇, Inc. 450,000 ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Associates, Inc 450,000 RBC Capital Markets, LLC 450,000 ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Co. LLC 270,000 ▇.▇. ▇▇▇▇▇▇ Securities LLC 270,000 Total 4,500,000 1. TC Lending, LLC 2. Sixth Street SL SPV, LLC 3. Sixth Street SL Holdings, LLC 4. Sixth Street Specialty Lending Sub, LLC ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Name: S(Bo) ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Title: Managing Director The Purchase Price for the Securities to be paid by the several Underwriters shall be 98.899% of the aggregate principal amount thereof, plus accrued interest from June 11, 2021 up to, but not including, the Closing Date. Underwriter Principal Amount of Securities to be Purchased BofA Securities, Inc. $ 82,500,000 ING Financial Markets LLC 40,000,000 MUFG Securities Americas Inc. 40,000,000 SMBC Nikko Securities America, Inc. 40,000,000 Truist Securities, Inc. 40,000,000 J.. ▇▇▇▇▇▇ Securities LLC 25,000,000 RBC Capital Markets, LLC 25,000,000 SG Americas Securities, LLC 25,000,000 Compass Point Research & Trading, LLC 7,500,000 ICBC Standard Bank Plc 7,500,000 JMP Securities LLC 7,500,000 K▇▇▇▇, B▇▇▇▇▇▇▇ & W▇▇▇, Inc. 7,500,000 Ladenburg T▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 O▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 PNC Capital Markets LLC 7,500,000 R▇▇▇▇▇▇ J▇▇▇▇ & Associates, Inc. 7,500,000 R. ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ & Co., LLC 7,500,000 Seaport Global Securities LLC 7,500,000 W▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ FORM OF LOCK-UP AGREEMENT ▇▇▇▇▇ Fargo Securities, LLC 7,500,000 Total $ 400,000,000▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ 14th Floor New York, New York 10001 As Representative of the several Underwriters Ladies and Gentlemen: The undersigned understands that you, as Representative of the several Underwriters, propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Sixth Street Specialty Lending, Inc., a Delaware corporation (the “Company”) and Sixth Street Specialty Lending Advisers, LLC, providing for the public offering (the “Offering”) of shares of the Company’s common stock, par value $0.01 per share. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Underwriting Agreement. In consideration of the Underwriters’ agreement to purchase the Securities, and for other good and valuable consideration receipt of which is hereby acknowledged, the undersigned hereby agrees that, without the prior written consent of ▇▇▇▇▇ Fargo Securities, LLC, on behalf of the Underwriters, the undersigned will not, during the “Lock-Up Period,” which term shall mean the period ending 30 days after the date of the prospectus supplement relating to the Offering (the “Prospectus Supplement”) for all of the undersigned’s shares of common stock, $0.01 per share par value, of the Company (the “Common Stock”), (1) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, or otherwise transfer or dispose of, directly or indirectly, any shares of Common Stock or any securities convertible into or exercisable or exchangeable for Common Stock (including without limitation, Common Stock or such other securities which may be deemed to be beneficially owned by the undersigned in accordance with the rules and regulations of the Securities and Exchange Commission (the “Commission”) and including any Common Stock or other securities which may be issued upon exercise of a stock option or warrant), or publicly disclose the intention to make any offer, sale, pledge or disposition, (2) enter into any swap or other agreement that transfers, in whole or in part, any of the economic consequences of ownership of the Common Stock or such other securities, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of Common Stock or such other securities, in cash or otherwise or (3) make any demand for or exercise any right with respect to the registration of any shares of Common Stock or any security convertible into or exercisable or exchangeable for Common Stock (except for purposes of clause (3) for such demands or exercises as will not require or permit any public filing or other public disclosure to be made in connection therewith until after the expiration of the Lock-Up Period referred to above). The undersigned acknowledges and agrees that the foregoing precludes the undersigned from engaging in any hedging or other transactions designed or intended, or which could reasonably be expected to lead to or result in, a sale or disposition of any shares of Common Stock, or securities convertible into or exercisable or exchangeable for Common Stock, even if any such sale or disposition transaction or transactions would be made or executed by or on behalf of someone other than the undersigned. The foregoing restrictions shall not apply to: (i) transfers of shares of Common Stock or such other securities as a bona fide gift or gifts; (ii) transfers of Common Stock or such other securities as donations to charitable organizations; (iii) transfers of shares of Common Stock or such other securities as a result of the operation of law, such as estate, other testamentary document or intestate succession; (iv) transfer of shares of Common Stock or such other securities to any immediate family member of the undersigned or any trust for the direct or indirect benefit of the undersigned or any immediate family member of the undersigned (for purposes of this Letter Agreement, “immediate family” shall mean any relationship by blood, marriage or adoption, not more remote than first cousin); (v) if the undersigned is a corporation, partnership or other business entity, transfers or distributions of shares of Common Stock or such other securities to (1) its limited or general partners, members or stockholders or (2) its direct or indirect affiliates or other entities or funds controlled or managed by the undersigned or its affiliates; or (vi) transactions relating to shares of Common Stock or such other securities acquired in open market transactions or acquired from the Company under its dividend reinvestment plan after the completion of the Offering;

Appears in 1 contract

Sources: Underwriting Agreement (Sixth Street Specialty Lending, Inc.)

Authority of the Representative. The Representative is duly authorized to act hereunder on behalf of the other Underwriters. Any action by the Underwriters hereunder may be taken by the Representative on behalf of the Underwriters, and any such action taken by the Representative shall be binding on all the Underwriters. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, OWL ROCK CAPITAL CORPORATION By: /s/ A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer OWL ROCK CAPITAL ADVISORS LLC By: /s/ A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer [Signature Page to the Underwriting Agreement] BOFA SECURITIES, INC. Acting on behalf of itself and the several Underwriters listed in Schedule 1 hereto. BOFA SECURITIES, INC. By: /s/ SR▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Name: SR▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Title: Managing Director The Purchase Price for the Securities to be paid by the several Underwriters shall be 98.89998.037% of the aggregate principal amount thereof, plus accrued interest from June 11, 2021 up to, but not including, the Closing Date. Underwriter Principal Amount of Securities to be Purchased BofA Securities, Inc. $ 82,500,000 ING Financial Markets LLC 40,000,000 MUFG Securities Americas Inc. 40,000,000 SMBC Nikko Securities America, Inc. 40,000,000 Truist Securities, Inc. 40,000,000 112,000,000 J.▇. ▇▇▇▇▇▇ Securities LLC 25,000,000 48,000,000 MUFG Securities Americas Inc. 48,000,000 RBC Capital Markets, LLC 25,000,000 48,000,000 SMBC Nikko Securities America, Inc. 48,000,000 Deutsche Bank Securities Inc. 26,000,000 G▇▇▇▇▇▇ Sachs & Co. LLC 26,000,000 ING Financial Markets LLC 26,000,000 SG Americas Securities, LLC 25,000,000 26,000,000 Truist Securities, Inc. 26,000,000 Compass Point Research & Trading, LLC 7,500,000 6,000,000 ICBC Standard Bank Plc 7,500,000 6,000,000 JMP Securities LLC 7,500,000 6,000,000 K▇▇▇▇, B▇▇▇▇▇▇▇ & W▇▇▇▇, Inc. 7,500,000 6,000,000 Ladenburg T▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 6,000,000 O▇▇▇▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 6,000,000 PNC Capital Markets LLC 7,500,000 6,000,000 R. ▇▇▇▇▇▇▇ & Co., LLC 6,000,000 R▇▇▇▇▇▇ J▇▇▇▇ & Associates, Inc. 7,500,000 R. ▇▇▇▇▇▇▇ & Co., LLC 7,500,000 6,000,000 Seaport Global Securities LLC 7,500,000 6,000,000 W▇▇▇▇ Fargo Securities, LLC 7,500,000 6,000,000 Total $ 400,000,000500,000,000

Appears in 1 contract

Sources: Underwriting Agreement (Owl Rock Capital Corp)

Authority of the Representative. The Representative is duly authorized to act hereunder on behalf of the other Underwriters. Any action by the Underwriters hereunder may be taken by the Representative on behalf of the Underwriters, and any such action taken by the Representative shall be binding on all the Underwriters. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, OWL ROCK CAPITAL CORPORATION TPG SPECIALTY LENDING, INC. By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer OWL ROCK CAPITAL ADVISORS TSL ADVISERS, LLC By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer [Signature Page to the Underwriting Agreement] Vice President BOFA SECURITIES, INC. Acting on behalf of itself and the several Underwriters listed in Schedule 1 hereto. BOFA SECURITIES, INC. By: /s/ S▇▇▇▇▇▇ ▇▇▇▇▇▇ Name: S▇▇▇▇▇▇ ▇▇▇▇▇▇ Title: Managing Director The Purchase Price for the Securities to be paid by the several Underwriters shall be 98.89998.032% of the aggregate principal amount thereof, plus accrued interest from June 11, 2021 up to, but not including, the Closing Date. Underwriter Principal Amount of Securities to be Purchased BofA Securities, Inc. $ 82,500,000 ING Financial Markets LLC 40,000,000 MUFG Securities Americas Inc. 40,000,000 SMBC Nikko Securities America, Inc. 40,000,000 Truist Securities, Inc. 40,000,000 J.66,000,000 ▇.▇. ▇▇▇▇▇▇ Securities LLC 25,000,000 RBC Capital Markets, LLC 25,000,000 SG Americas Securities, LLC 25,000,000 Compass Point Research & Trading, LLC 7,500,000 ICBC Standard Bank Plc 7,500,000 JMP Securities LLC 7,500,000 K$ 37,500,000 Citigroup Global Markets Inc. $ 27,000,000 SunTrust ▇▇▇, B▇▇▇▇▇▇▇ & W▇▇▇▇▇▇▇▇, Inc. 7,500,000 Ladenburg T$ 27,000,000 Mizuho Securities USA LLC $ 15,000,000 ▇▇▇▇▇▇▇ Sachs & Co. LLC $ 15,000,000 ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC $ 15,000,000 RBC Capital Markets, LLC $ 15,000,000 SMBC Nikko Securities America, Inc. $ 15,000,000 MUFG Securities Americas Inc. $ 12,000,000 HSBC Securities (USA) Inc. $ 10,500,000 ICBC Standard Bank Plc $ 7,500,000 O▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇, Inc. $ 7,500,000 JMP Securities LLC $ 6,000,000 ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Associates, Inc. $ 6,000,000 ▇▇▇▇▇ Fargo Securities, LLC $ 6,000,000 ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 PNC Capital Markets LLC 7,500,000 R▇▇▇▇▇▇ J▇▇▇▇ & AssociatesLLC $ 4,500,000 Santander Investment Securities Inc. $ 4,500,000 Comerica Securities, Inc. 7,500,000 R. ▇▇▇▇▇▇▇ & Co.$ 3,000,000 Total $ 300,000,000 1. Pricing Term Sheet, LLC 7,500,000 Seaport Global Securities LLC 7,500,000 W▇▇▇▇ Fargo dated October 25, 2019, containing the terms governing the Securities, LLC 7,500,000 Total $ 400,000,000substantially in the form of Annex A to this Agreement, filed with the Commission on October 25, 2019 pursuant to Rule 433. 1. TC Lending, LLC 2. TPG SL SPV, LLC

Appears in 1 contract

Sources: Underwriting Agreement (TPG Specialty Lending, Inc.)

Authority of the Representative. The Representative is duly authorized to act hereunder on behalf of the other Underwriters. Any action by the Underwriters hereunder may be taken by the Representative on behalf of the Underwriters, and any such action taken by the Representative shall be binding on all the Underwriters. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, OWL ROCK CAPITAL CORPORATION By: /s/ A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer OWL ROCK CAPITAL ADVISORS LLC By: /s/ A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer [Signature Page to the Underwriting Agreement] BOFA SECURITIES, INC. Acting on behalf of itself and the several Underwriters listed in Schedule 1 hereto. BOFA SECURITIES, INC. By: /s/ SR▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Name: SR▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Title: Managing Director The Purchase Price for the Securities to be paid by the several Underwriters shall be 98.89997.720% of the aggregate principal amount thereof, plus accrued interest from June 11, 2021 up to, but not including, the Closing Date. Underwriter Principal Amount of Securities to be Purchased BofA Securities, Inc. $ 82,500,000 ING Financial Markets LLC 40,000,000 MUFG 235,558,000 Deutsche Bank Securities Americas Inc. 40,000,000 102,222,000 SMBC Nikko Securities America, Inc. 40,000,000 Truist 102,222,000 SG Americas Securities, Inc. 40,000,000 J.▇. LLC 102,222,000 G▇▇▇▇▇▇ S▇▇▇▇ & Co. LLC 60,000,000 ING Financial Markets LLC 62,222,000 MUFG Securities LLC 25,000,000 Americas Inc. 60,000,000 RBC Capital Markets, LLC 25,000,000 SG Americas 60,000,000 Truist Securities, LLC 25,000,000 Inc. 62,222,000 CIBC World Markets Corp. 11,111,000 Compass Point Research & Trading, LLC 7,500,000 11,111,000 ICBC Standard Bank Plc 7,500,000 11,111,000 J▇▇▇▇▇ M▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ LLC 11,111,000 JMP Securities LLC 7,500,000 11,111,000 K▇▇▇▇, B▇▇▇▇▇▇▇ & W▇▇▇▇, Inc. 7,500,000 11,111,000 Ladenburg T▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 O▇▇▇11,111,000 PNC Capital Markets LLC 11,111,000 R. ▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 PNC Capital Markets Co., LLC 7,500,000 11,111,000 R▇▇▇▇▇▇ J▇▇▇▇ & Associates, Inc. 7,500,000 R. ▇▇▇▇▇▇▇ & Co., LLC 7,500,000 11,111,000 Seaport Global Securities LLC 7,500,000 31,111,000 W▇▇▇▇ Fargo Securities, LLC 7,500,000 11,111,000 Total $ 400,000,0001,000,000,000

Appears in 1 contract

Sources: Underwriting Agreement (Owl Rock Capital Corp)

Authority of the Representative. The Representative is duly authorized to act hereunder on behalf of the other Underwriters. Any action by the Underwriters hereunder may be taken by the Representative on behalf of the Underwriters, and any such action taken by the Representative shall be binding on all the Underwriters. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, OWL ROCK CAPITAL CORPORATION SIXTH STREET SPECIALTY LENDING, INC. By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer OWL ROCK CAPITAL ADVISORS SIXTH STREET SPECIALTY LENDING ADVISERS, LLC By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer [Signature Page to the Underwriting Agreement] Vice President BOFA SECURITIES, INC. Acting on behalf of itself and the several Underwriters listed in Schedule 1 hereto. BOFA SECURITIES, INC. By: /s/ S▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Name: S▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Title: Managing Director The Purchase Price for the Securities to be paid by the several Underwriters shall be 98.89998.268% of the aggregate principal amount thereof, plus accrued interest from June 11, 2021 up to, but not including, the Closing Date. Underwriter Principal Amount of Securities to be Purchased BofA Securities, Inc. $ 82,500,000 ING Financial Markets LLC 40,000,000 MUFG Securities Americas Inc. 40,000,000 SMBC Nikko Securities America, Inc. 40,000,000 Truist Securities, Inc. 40,000,000 J.54,000,000 ▇.▇. ▇▇▇▇▇▇ Securities LLC 25,000,000 RBC Capital Markets54,000,000 SMBC Nikko Securities America, LLC 25,000,000 SG Americas Securities, LLC 25,000,000 Compass Point Research & Trading, LLC 7,500,000 ICBC Standard Bank Plc 7,500,000 JMP Securities LLC 7,500,000 K▇▇▇▇, BInc. 30,000,000 Citigroup Global Markets Inc. 18,000,000 ▇▇▇▇▇▇▇ & W▇▇▇▇, ▇ & Co. LLC 18,000,000 HSBC Securities (USA) Inc. 7,500,000 Ladenburg T6,000,000 Mizuho Securities USA LLC 15,000,000 ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC 15,000,000 MUFG Securities Americas Inc. 7,500,000 O18,000,000 RBC Capital Markets, LLC 18,000,000 Truist Securities, Inc. 18,000,000 ▇▇▇▇▇ Fargo Securities, LLC 6,000,000 Comerica Securities, Inc. 3,000,000 ICBC Standard Bank Plc 4,500,000 ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 PNC Capital Markets ▇▇▇▇▇ LLC 7,500,000 R3,000,000 JMP Securities LLC 3,000,000 ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ J& ▇▇▇▇ & Associates▇▇, Inc. 7,500,000 R. 6,000,000 ▇. ▇▇▇▇▇▇▇ & Co., LLC 7,500,000 Seaport Global Securities LLC 7,500,000 W3,000,000 ▇▇▇▇▇▇▇ Fargo ▇▇▇▇▇ & Associates, Inc. 3,000,000 Santander Investment Securities Inc. 4,500,000 Total $ 300,000,000 1. Pricing Term Sheet, dated January 27, 2021, containing the terms governing the Securities, LLC 7,500,000 Total $ 400,000,000substantially in the form of Annex A to this Agreement, filed with the Commission on January 27, 2021 pursuant to Rule 433. 1. TC Lending, LLC 2. Sixth Street SL SPV, LLC 3. Sixth Street SL Holdings, LLC 4. Sixth Street Specialty Lending Sub, LLC

Appears in 1 contract

Sources: Underwriting Agreement (Sixth Street Specialty Lending, Inc.)

Authority of the Representative. The Representative is duly authorized to act hereunder on behalf of the other Underwriters. Any action by the Underwriters hereunder may be taken by the Representative on behalf of the Underwriters, and any such action taken by the Representative shall be binding on all the Underwriters. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, OWL ROCK CAPITAL CORPORATION SIXTH STREET SPECIALTY LENDING, INC. By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer OWL ROCK CAPITAL ADVISORS SIXTH STREET SPECIALTY LENDING ADVISERS, LLC By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer [Signature Page to the Underwriting Agreement] Vice President BOFA SECURITIES, INC. Acting on behalf of itself and the several Underwriters listed in Schedule 1 hereto. BOFA SECURITIES, INC. By: /s/ S▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: S▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Managing Director The Purchase Price for the Securities to be paid by the several Underwriters shall be 98.89998.036% of the aggregate principal amount thereof, plus accrued interest from June 11, 2021 up to, but not including, the Closing Date. Underwriter Principal Amount of Securities to be Purchased BofA Securities, Inc. $ 82,500,000 ING Financial Markets 45,500,000 ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Co. LLC 40,000,000 MUFG Securities Americas Inc. 40,000,000 SMBC Nikko Securities America, Inc. 40,000,000 Truist Securities, Inc. 40,000,000 J.$ 45,500,000 ▇.▇. ▇▇▇▇▇▇ Securities LLC 25,000,000 RBC Capital Markets$ 45,500,000 SMBC Nikko Securities America, LLC 25,000,000 SG Americas Securities, LLC 25,000,000 Compass Point Research & Trading, LLC 7,500,000 ICBC Standard Bank Plc 7,500,000 JMP Securities LLC 7,500,000 K▇▇▇▇, B▇Inc. $ 45,500,000 ▇▇▇▇▇▇ & W▇▇▇▇, Inc. 7,500,000 Ladenburg T▇▇▇▇▇▇▇ & Co. LLC $ 26,250,000 RBC Capital Markets, LLC $ 26,250,000 HSCB Securities (USA) Inc. 7,500,000 O$ 17,500,000 ▇▇▇▇▇ Fargo Securities, LLC $ 17,500,000 Citigroup Global Markets Inc. $ 14,000,000 Truist Securities Inc. $ 14,000,000 Mizuho Securities USA LLC $ 12,250,000 MUFG Securities Americas Inc. $ 12,250,000 ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇, Inc. $ 6,125,000 ▇▇▇▇▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 PNC Capital Markets LLC 7,500,000 R$ 6,125,000 ICBC Standard Bank Plc $ 3,500,000 ▇▇▇▇▇▇▇ J▇▇▇▇ & Associates, Inc. 7,500,000 R. $ 3,500,000 ▇. ▇▇▇▇▇ Securities, Inc. $ 1,750,000 Citizens JMP Securities, LLC $ 1,750,000 ▇▇▇▇▇ Group, LLC $ 1,750,000 Ladenburg ▇▇▇▇▇▇▇▇ & Co. Inc. $ 1,750,000 ▇. ▇▇▇▇▇▇▇ & Co., LLC 7,500,000 Seaport Global Securities LLC 7,500,000 W▇▇▇▇ Fargo $ 1,750,000 Total $ 350,000,000 1. Pricing Term Sheet, dated January 8, 2024, containing the terms governing the Securities, substantially in the form of Annex A to this Agreement, filed with the Commission on January 8, 2024 pursuant to Rule 433. 1. TC Lending, LLC 2. Sixth Street SL SPV, LLC 3. Sixth Street SL Holdings, LLC 4. Sixth Street Specialty Lending Sub, LLC 7,500,000 Total $ 400,000,000The following sets forth the final terms of the 6.125% Notes due 2029 and should only be read together with the preliminary prospectus supplement dated January 8, 2024, together with the accompanying prospectus dated December 22, 2023, relating to these securities (the “Preliminary Prospectus”), and supersedes the information in the Preliminary Prospectus to the extent inconsistent with the information in the Preliminary Prospectus. In all other respects, this pricing term sheet is qualified in its entirety by reference to the Preliminary Prospectus. Terms used herein but not defined herein shall have the respective meanings as set forth in the Preliminary Prospectus. All references to dollar amounts are references to U.S. dollars. Issuer: Sixth Street Specialty Lending, Inc. (the “Issuer”) Security: 6.125% Notes due 2029 Ratings (Moody’s/S&P/Fitch)*: Aggregate Principal Amount Offered: $350,000,000 Maturity Date: March 1, 2029, unless earlier repurchased or redeemed Trade Date: January 8, 2024 Price to Public (Issue Price): The Notes will be issued at a price of 99.036% of their principal amount, plus accrued interest, if any, from January 16, 2024. Coupon (Interest Rate): 6.125% Yield to Maturity: 6.345% Spread to Benchmark Treasury: T+240 bps Benchmark Treasury: 3.750% due December 31, 2028 Benchmark Treasury Price and Yield: 99-04 / 3.945% Interest Payment Dates: March 1 and September 1, commencing September 1, 2024 (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon, discounted to the redemption date (assuming the Notes matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 40 basis points less (b) interest accrued to the date of redemption; and • 100% of the principal amount of the Notes to be redeemed; provided, however, that if the Issuer redeems any Notes on or after the Par Call Date, the redemption price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest thereon to the date of redemption.

Appears in 1 contract

Sources: Underwriting Agreement (Sixth Street Specialty Lending, Inc.)

Authority of the Representative. The Representative is duly authorized to act hereunder on behalf of the other UnderwritersInitial Purchasers. Any action by the Underwriters Initial Purchasers hereunder may be taken by the Representative on behalf of the UnderwritersInitial Purchasers, and any such action taken by the Representative shall be binding on all the UnderwritersInitial Purchasers. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, OWL ROCK CAPITAL CORPORATION SIXTH STREET LENDING PARTNERS By: /s/ A▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇ Name: A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer OWL ROCK CAPITAL ADVISORS SIXTH STREET LENDING PARTNERS ADVISERS, LLC By: /s/ A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer [Signature Page to the Underwriting Agreement] Vice President BOFA SECURITIES, INC. Acting severally on behalf of itself themselves and the several Underwriters Initial Purchasers listed in Schedule 1 hereto. BOFA SECURITIES, INC. By: /s/ S▇▇▇▇▇▇ ▇▇▇▇▇ Name: S▇▇▇▇▇▇ ▇▇▇▇▇ Title: Managing Director The Purchase Price for the Securities Notes to be paid by the several Underwriters Initial Purchasers shall be 98.89997.937% of the aggregate principal amount thereof, plus accrued interest from June 11, 2021 up to, but not including, the Closing Date. Underwriter Initial Purchaser Principal Amount of Securities Notes to be Purchased BofA Securities, Inc. $ 82,500,000 ING Financial Markets LLC 40,000,000 MUFG Securities Americas Inc. 40,000,000 SMBC Nikko Securities America, Inc. 40,000,000 Truist Securities, Inc. 40,000,000 J.75,000,000 ▇.▇. ▇▇▇▇▇▇ Securities LLC 25,000,000 $ 75,000,000 RBC Capital Markets, LLC 25,000,000 SG Americas $ 75,000,000 SMBC Nikko Securities America, Inc. $ 75,000,000 Barclays Capital Inc. $ 36,000,000 Mizuho Securities USA LLC $ 36,000,000 Truist Securities, LLC 25,000,000 Compass Point Research & Trading, LLC 7,500,000 ICBC Standard Bank Plc 7,500,000 JMP Securities LLC 7,500,000 KInc. $ 36,000,000 ▇▇▇▇▇ Fargo Securities, BLLC $ 36,000,000 BNP Paribas Securities Corp. $ 27,000,000 ▇▇▇▇▇▇▇ & W▇▇▇▇, ▇ & Co. LLC $ 27,000,000 HSBC Securities (USA) Inc. 7,500,000 Ladenburg T$ 27,000,000 ING Financial Markets LLC $ 27,000,000 ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 OLLC $ 27,000,000 ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 PNC Capital Markets LLC 7,500,000 R▇▇▇▇▇▇ J▇▇▇▇ & Associates, Inc. 7,500,000 R. $ 15,000,000 ▇. ▇▇▇▇▇▇▇ & Co., LLC 7,500,000 Seaport Global Securities $ 6,000,000 Total $ 600,000,000 1. Pricing Term Sheet, dated March 4, 2024, containing the terms governing the Notes, substantially in the form of Annex A to this Agreement. 1. SSLP Lending, LLC 2. Sixth Street LP Holding II, LLC 7,500,000 W▇▇▇▇ Fargo 3. Sixth Street Lending Partners Sub, LLC This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 4, 2024, by and among Sixth Street Lending Partners, a Delaware statutory trust (the “Company”), and BofA Securities, LLC 7,500,000 Total $ 400,000,000Inc., as the representative (the “Representative”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $600,000,000 aggregate principal amount of the Company’s 6.500% Notes due 2029 (the “Notes”) listed on Schedule 1 to the Purchase Agreement (as defined below). This Agreement is made pursuant to the Purchase Agreement, dated as of March 4, 2024 (the “Purchase Agreement”), among the Company and the Representative on behalf 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(l) of the Purchase Agreement. The parties hereby agree as follows:

Appears in 1 contract

Sources: Purchase Agreement (Sixth Street Lending Partners)

Authority of the Representative. The Representative is duly authorized to act hereunder on behalf of the other Underwriters. Any action by the Underwriters hereunder may be taken by the Representative on behalf of the Underwriters, and any such action taken by the Representative shall be binding on all the Underwriters. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, OWL ROCK CAPITAL CORPORATION TPG SPECIALTY LENDING, INC. By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer OWL ROCK CAPITAL ADVISORS TSL ADVISERS, LLC By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer [Signature Page to the Underwriting Agreement] Vice President BOFA SECURITIES, INC. Acting on behalf of itself and the several Underwriters listed in Schedule 1 hereto. BOFA SECURITIES, INC. By: /s/ S▇▇▇▇▇▇ ▇▇▇▇▇▇ Name: S▇▇▇▇▇▇ ▇▇▇▇▇▇ Title: Managing Director The Purchase Price for the Securities to be paid by the several Underwriters shall be 98.899101.075% of the aggregate principal amount thereof, plus accrued and unpaid interest from June 11November 1, 2021 2019 up to, but not including, the Closing DateFebruary 5, 2020. Underwriter Principal Amount of Securities to be Purchased BofA Securities, Inc. $ 82,500,000 ING Financial Markets LLC 40,000,000 MUFG Securities Americas Inc. 40,000,000 SMBC Nikko Securities America, Inc. 40,000,000 Truist Securities, Inc. 40,000,000 J.11,000,000 ▇.▇. ▇▇▇▇▇▇ Securities LLC 25,000,000 RBC Capital Markets, LLC 25,000,000 SG Americas Securities, LLC 25,000,000 Compass Point Research & Trading, LLC 7,500,000 ICBC Standard Bank Plc 7,500,000 JMP Securities LLC 7,500,000 K6,250,000 Citigroup Global Markets Inc. 4,500,000 SunTrust ▇▇▇, B▇▇▇▇▇▇▇ & W▇▇▇▇▇▇▇▇, Inc. 7,500,000 Ladenburg T4,500,000 Mizuho Securities USA LLC 2,500,000 ▇▇▇▇▇▇▇ Sachs & Co. LLC 2,500,000 ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC 2,500,000 RBC Capital Markets, LLC 2,500,000 SMBC Nikko Securities America, Inc. 7,500,000 O2,500,000 MUFG Securities Americas Inc. 2,000,000 HSBC Securities (USA) Inc. 1,750,000 ICBC Standard Bank Plc 1,250,000 ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇, Inc. 1,250,000 JMP Securities LLC 1,000,000 ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Associates, Inc. 1,000,000 ▇▇▇▇▇ Fargo Securities, LLC 1,000,000 ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 PNC Capital Markets LLC 7,500,000 R▇▇▇▇▇▇ J▇▇▇▇ & AssociatesLLC 750,000 Santander Investment Securities Inc. 750,000 Comerica Securities, Inc. 7,500,000 R. ▇▇▇▇▇▇▇ & Co.500,000 Total $ 50,000,000 1. Pricing Term Sheet, dated January 29, 2020, containing the terms governing the Securities, substantially in the form of Annex A to this Agreement, filed with the Commission on January 29, 2020 pursuant to Rule 433. 1. TC Lending, LLC 2. TPG SL SPV, LLC 7,500,000 Seaport Global Securities LLC 7,500,000 W▇▇▇▇ Fargo Securities3. TSL MR, LLC 7,500,000 Total $ 400,000,000The following sets forth the final terms of the 3.875% Notes due 2024 and should only be read together with the preliminary prospectus supplement dated January 29, 2020, together with the accompanying prospectus dated May 7, 2019, relating to these securities (the “Preliminary Prospectus”), and supersedes the information in the Preliminary Prospectus to the extent inconsistent with the information in the Preliminary Prospectus. In all other respects, this pricing term sheet is qualified in its entirety by reference to the Preliminary Prospectus. Terms used herein but not defined herein shall have the respective meanings as set forth in the Preliminary Prospectus. All references to dollar amounts are references to U.S. dollars.

Appears in 1 contract

Sources: Underwriting Agreement (TPG Specialty Lending, Inc.)

Authority of the Representative. The Representative is duly authorized to act hereunder on behalf of the other Underwriters. Any action by the Underwriters hereunder may be taken by the Representative on behalf of the Underwriters, and any such action taken by the Representative shall be binding on all the Underwriters. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, OWL ROCK CAPITAL CORPORATION SIXTH STREET SPECIALTY LENDING, INC. By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer OWL ROCK CAPITAL ADVISORS SIXTH STREET SPECIALTY LENDING ADVISERS, LLC By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer Vice President [Signature Page page to the Underwriting Agreement] BOFA SECURITIES, INC▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & CO. LLC Acting on behalf of itself and the several Underwriters listed in Schedule 1 hereto. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & CO. LLC By: /s/ S▇▇▇▇▇▇▇ ▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇▇▇▇ Title: Managing Director The public offering price per share for the Securities shall be $21.65. The public offering price as to each investor shall be the price paid by each investor. Name of Underwriter Number of Initial Securities to be Purchased ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC 1,000,000 BofA Securities, Inc. 600,000 ▇▇▇▇▇ Fargo Securities, LLC 600,000 ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Co. LLC 400,000 ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇, Inc. 400,000 ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Associates, Inc. 400,000 RBC Capital Markets, LLC 400,000 JMP Securities LLC 200,000 Total 4,000,000 ▇. ▇▇▇▇ 1. TC Lending, LLC 2. Sixth Street SL SPV, LLC 3. Sixth Street SL Holdings, LLC 4. Sixth Street Specialty Lending Sub, LLC ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Name: S(Bo) ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Title: Managing Director The Purchase Price for the Securities to be paid by the several Underwriters shall be 98.899% of the aggregate principal amount thereof, plus accrued interest from June 11, 2021 up to, but not including, the Closing Date. Underwriter Principal Amount of Securities to be Purchased BofA Securities, Inc. $ 82,500,000 ING Financial Markets LLC 40,000,000 MUFG Securities Americas Inc. 40,000,000 SMBC Nikko Securities America, Inc. 40,000,000 Truist Securities, Inc. 40,000,000 J.. ▇▇▇▇▇▇ Securities LLC 25,000,000 RBC Capital Markets, LLC 25,000,000 SG Americas Securities, LLC 25,000,000 Compass Point Research & Trading, LLC 7,500,000 ICBC Standard Bank Plc 7,500,000 JMP Securities LLC 7,500,000 K▇▇▇▇, B▇▇▇▇▇▇▇ & W▇▇▇, Inc. 7,500,000 Ladenburg T▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 O▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 PNC Capital Markets LLC 7,500,000 R▇▇▇▇▇▇ J▇▇▇▇ & Associates, Inc. 7,500,000 R. ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ FORM OF LOCK-UP AGREEMENT ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co., Co. LLC 7,500,000 Seaport Global Securities LLC 7,500,000 W▇▇▇▇ Fargo ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ As Representative of the several Underwriters Ladies and Gentlemen: The undersigned understands that you, as Representative of the several Underwriters, propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Sixth Street Specialty Lending, Inc., a Delaware corporation (the “Company”) and Sixth Street Specialty Lending Advisers, LLC, providing for the public offering (the “Offering”) of shares of the Company’s common stock, par value $0.01 per share. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Underwriting Agreement. In consideration of the Underwriters’ agreement to purchase the Securities, LLC 7,500,000 Total $ 400,000,000and for other good and valuable consideration receipt of which is hereby acknowledged, the undersigned hereby agrees that, without the prior written consent of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC, on behalf of the Underwriters, the undersigned will not, during the “Lock-Up Period,” which term shall mean the period ending 30 days after the date of the prospectus supplement relating to the Offering (the “Prospectus Supplement”) for all of the undersigned’s shares of common stock, $0.01 per share par value, of the Company (the “Common Stock”), (1) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, or otherwise transfer or dispose of, directly or indirectly, any shares of Common Stock or any securities convertible into or exercisable or exchangeable for Common Stock (including without limitation, Common Stock or such other securities which may be deemed to be beneficially owned by the undersigned in accordance with the rules and regulations of the Securities and Exchange Commission (the “Commission”) and including any Common Stock or other securities which may be issued upon exercise of a stock option or warrant), or publicly disclose the intention to make any offer, sale, pledge or disposition, (2) enter into any swap or other agreement that transfers, in whole or in part, any of the economic consequences of ownership of the Common Stock or such other securities, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of Common Stock or such other securities, in cash or otherwise or (3) make any demand for or exercise any right with respect to the registration of any shares of Common Stock or any security convertible into or exercisable or exchangeable for Common Stock (except for purposes of clause (3) for such demands or exercises as will not require or permit any public filing or other public disclosure to be made in connection therewith until after the expiration of the Lock-Up Period referred to above). The undersigned acknowledges and agrees that the foregoing precludes the undersigned from engaging in any hedging or other transactions designed or intended, or which could reasonably be expected to lead to or result in, a sale or disposition of any shares of Common Stock, or securities convertible into or exercisable or exchangeable for Common Stock, even if any such sale or disposition transaction or transactions would be made or executed by or on behalf of someone other than the undersigned. The foregoing restrictions shall not apply to: (i) transfers of shares of Common Stock or such other securities as a bona fide gift or gifts; (ii) transfers of Common Stock or such other securities as donations to charitable organizations; (iii) transfers of shares of Common Stock or such other securities as a result of the operation of law, such as estate, other testamentary document or intestate succession; (iv) transfer of shares of Common Stock or such other securities to any immediate family member of the undersigned or any trust for the direct or indirect benefit of the undersigned or any immediate family member of the undersigned (for purposes of this Letter Agreement, “immediate family” shall mean any relationship by blood, marriage or adoption, not more remote than first cousin); (v) if the undersigned is a corporation, partnership or other business entity, transfers or distributions of shares of Common Stock or such other securities to (1) its limited or general partners, members or stockholders or (2) its direct or indirect affiliates or other entities or funds controlled or managed by the undersigned or its affiliates; or (vi) transactions relating to shares of Common Stock or such other securities acquired in open market transactions or acquired from the Company under its dividend reinvestment plan after the completion of the Offering;

Appears in 1 contract

Sources: Underwriting Agreement (Sixth Street Specialty Lending, Inc.)

Authority of the Representative. The Representative is duly authorized to act hereunder on behalf of the other Underwriters. Any action by the Underwriters hereunder may be taken by the Representative on behalf of the Underwriters, and any such action taken by the Representative shall be binding on all the Underwriters. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, OWL ROCK CAPITAL CORPORATION SIXTH STREET SPECIALTY LENDING, INC. By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer OWL ROCK CAPITAL ADVISORS SIXTH STREET SPECIALTY LENDING ADVISERS, LLC By: /s/ A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Name: A▇▇▇ ▇▇▇. ▇▇▇▇▇▇▇▇ Title: Chief Operating Officer and Chief Financial Officer [Signature Page to the Underwriting Agreement] Vice President BOFA SECURITIES, INC. Acting on behalf of itself and the several Underwriters listed in Schedule 1 hereto. BOFA SECURITIES, INC. By: /s/ S▇▇▇▇▇▇ ▇▇▇▇▇▇ Name: S▇▇▇▇▇▇ ▇▇▇▇▇▇ Title: Managing Director The Purchase Price for the Securities to be paid by the several Underwriters shall be 98.89997.805% of the aggregate principal amount thereof, plus accrued interest from June 11, 2021 up to, but not including, the Closing Date. Underwriter Principal Amount of Securities to be Purchased BofA Securities, Inc. $ 82,500,000 ING Financial Markets LLC 40,000,000 MUFG Securities Americas Inc. 40,000,000 SMBC Nikko Securities America, Inc. 40,000,000 Truist Securities, Inc. 40,000,000 J.37,500,000 ▇.▇. ▇▇▇▇▇▇ Securities LLC 25,000,000 RBC Capital Markets$ 37,500,000 SMBC Nikko Securities America, LLC 25,000,000 SG Americas Securities, LLC 25,000,000 Compass Point Research & Trading, LLC 7,500,000 ICBC Standard Bank Plc 7,500,000 JMP Securities LLC 7,500,000 KInc. $ 37,500,000 ▇▇▇▇▇ Fargo Securities, BLLC $ 37,500,000 MUFG Securities Americas Inc. $ 18,750,000 Truist Securities, Inc. $ 18,750,000 HSBC Securities (USA) Inc. $ 15,000,000 Mizuho Securities USA LLC $ 15,000,000 Citigroup Global Markets Inc. $ 12,000,000 ▇▇▇▇▇▇▇ & W▇▇▇▇, Inc. 7,500,000 Ladenburg T▇ & Co. LLC $ 12,000,000 ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC $ 12,000,000 RBC Capital Markets, LLC $ 12,000,000 ICBC Standard Bank Plc $ 6,000,000 Citizens JMP Securities, LLC $ 5,250,000 ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇, Inc. 7,500,000 O$ 5,250,000 ▇▇▇▇▇▇▇▇▇▇▇ & Co. Inc. 7,500,000 PNC Capital Markets LLC 7,500,000 R$ 5,250,000 ▇▇▇▇▇▇▇ J▇▇▇▇ & Associates, Inc. 7,500,000 R. $ 5,250,000 Comerica Securities $ 3,000,000 Ladenburg ▇▇▇▇▇▇▇▇ & Co. Inc. $ 3,000,000 ▇. ▇▇▇▇▇▇▇ & Co., LLC 7,500,000 Seaport Global Securities $ 1,500,000 Total $ 300,000,000 1. Pricing Term Sheet, dated February 18, 2025, containing the terms governing the Securities, substantially in the form of Annex A to this Agreement, filed with the Commission on February 18, 2025 pursuant to Rule 433. 1. TC Lending, LLC 2. Sixth Street SL SPV, LLC 3. Sixth Street SL Holding, LLC 4. Sixth Street Specialty Lending Sub, LLC 7,500,000 WThe following sets forth the final terms of the 5.625% Notes due 2030 and should only be read together with the preliminary prospectus supplement dated February 18, 2025, together with the accompanying prospectus dated December 22, 2023, relating to these securities (the “Preliminary Prospectus”), and supersedes the information in the Preliminary Prospectus to the extent inconsistent with the information in the Preliminary Prospectus. In all other respects, this pricing term sheet is qualified in its entirety by reference to the Preliminary Prospectus. Terms used herein but not defined herein shall have the respective meanings as set forth in the Preliminary Prospectus. All references to dollar amounts are references to U.S. dollars. Issuer: Sixth Street Specialty Lending, Inc. (the “Issuer”) Security: 5.625% Notes due 2030 Ratings (Moody’s/S&P/▇▇▇▇ Fargo Securities▇▇)*: Baa2/BBB-/BBB Aggregate Principal Amount Offered: $300,000,000 Maturity Date: August 15, LLC 7,500,000 Total $ 400,000,0002030, unless earlier repurchased or redeemed Trade Date: February 18, 2025 Price to Public (Issue Price): The Notes will be issued at a price of 98.805% of their principal amount, plus accrued interest, if any, from February 25, 2025. Coupon (Interest Rate): 5.625% Yield to Maturity: 5.884% Spread to Benchmark Treasury: T+150 bps Benchmark Treasury: 4.250% due January 31, 2030 Benchmark Treasury Price and Yield: 99-13 / 4.384% Interest Payment Dates: February 15 and August 15, commencing August 15, 2025 (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon, discounted to the redemption date (assuming the Notes matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 25 basis points less (b) interest accrued to the date of redemption; and • 100% of the principal amount of the Notes to be redeemed; provided, however, that if the Issuer redeems any Notes on or after the Par Call Date, the redemption price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest thereon to the date of redemption.

Appears in 1 contract

Sources: Underwriting Agreement (Sixth Street Specialty Lending, Inc.)