WhiteHorse Finance Inc. filed a shelf registration for the potential sale of up to $455.0 million of its securities from time to time.
The filing covers the sale of common shares, preferred shares, warrants, subscription rights and debt securities. A majority of the company's shareholders approved the issuance and sale of common shares at a price below the then-current net asset value for a 12-month period ending Aug. 1. The registration statement includes $455.0 million of unsold securities that were registered May 30, 2014, and declared effective Aug. 27, 2015.
WhiteHorse Finance intends to use the net proceeds from the sale of its securities to invest in portfolio companies and for general corporate purposes. New investments will consist primarily of senior secured debt investments in lower mid-cap companies. The company will also pay operating expenses, including management and administrative fees, and may pay other expenses such as due diligence expenses relating to potential new investments, from the net proceeds. A portion of the net proceeds may also be used to repay amounts outstanding under the company's credit facility, which was about $155.0 million as of Dec. 31, 2016.
Additionally, the prospectus relates to 11,502,622 WhiteHorse Finance common shares that may be offered for resale by the company's shareholders, H.I.G. Bayside Debt & LBO Fund II LP and H.I.G. Bayside Loan Opportunity Fund II LP. WhiteHorse Finance will not receive any proceeds from the sale of its common shares by the selling shareholders.