Filed pursuant to Rule 497(a)(1)
File No. 333-179450
Rule 482 AD
| Oxford Lane Capital Corp. | PRESS RELEASE | |
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8 Sound Shore Drive, Suite 255 Greenwich, CT 06830 (203) 983-5275 http://www.oxfordlanecapital.com
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Contact: Patrick Conroy 203-983-5282
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FOR IMMEDIATE RELEASE
Oxford Lane Capital Corp. Announces Non-Transferable Rights Offering
Greenwich, CT – 03/28/2012 – Oxford Lane Capital Corp. (the “Company”) (NASDAQ: OXLC) announced today the commencement of a non-transferable rights offering to purchase shares of common stock of the Company (the “Offering”).
The Company will issue non-transferable rights to subscribe for up to 9,827,432 shares of the Company’s common stock to its stockholders of record (“Record Date Stockholders”) on April 11, 2012 (the “Record Date”). Record Date Stockholders will receive four non-transferable rights for each outstanding share of common stock owned on the Record Date. The rights entitle the holders to purchase one new share of common stock for every one right held. The subscription price for the common shares offered in the Offering will be $13.75 per share. The Offering will expire on April 20, 2012 at 5:00 p.m., New York City time, unless the Offering is extended. The rights are non-transferable and will not be listed for trading on the NASDAQ Global Select Market or any other stock exchange. The rights may not be purchased or sold and there will not be any market for trading the rights. The shares of common stock to be issued pursuant to the Offering will be listed for trading on the NASDAQ Global Select Market under the symbol “OXLC.” Record Date Stockholders who fully exercise all rights issued to them are entitled to subscribe for additional shares of the Company’s common stock which were not subscribed for by other Record Date Stockholders.
| Important Dates: | |||
| Record Date: | April 11, 2012 | ||
| Subscription Period: | from April 11, 2012 to April 20, 2012 | (1) | |
| Expiration Date: | April 20, 2012 | (1) |
(1) Unless the Offering is extended.
The Company intends to use the net proceeds from this offering for acquiring new investments in accordance with its investment objective and for general working capital purposes.
Ladenburg Thalmann & Co. Inc. and JMP Securities LLC have been selected by the Company to act as Dealer Managers for the Offering.
Investors should carefully consider the investment objective, risks, and charges and expenses of the Company carefully before investing. This information can be found in the Company’s prospectus, a copy of which may be obtained, when available, by contacting the Information Agent, Georgeson Inc. at (866) 296-5716. An investor should carefully read the Company’s prospectus before investing. Investors should also carefully consider the risks and other factors relating to this offering set forth in the Company’s prospectus, including the dilutive effect the offering will have on both the Company’s net asset value per share and the dividends per share the Company will be able to distribute subsequent to completion of the Offering.
A registration statement with respect to the rights and the shares of common stock to be issued upon exercise of the rights has been filed with the Securities and Exchange Commission and has been declared effective.
This press release does not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the shares referred to in this press release in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or jurisdiction. The offering may be made only by means of a prospectus, copies of which may be obtained when available from Ladenburg Thalmann & Co. Inc., Attn: Syndicate Department, 58 South Service Road, Suite 160, Melville, NY 11747, (telephone number 631-270-1600); and JMP Securities LLC, 600 Montgomery Street, Suite 1100, San Francisco, CA 94111, (telephone number 415-835-8985).
About Oxford Lane Capital Corp.
Oxford Lane Capital Corp. is a publicly-traded registered closed-end management investment company. It seeks to achieve its investment objective by investing primarily in senior secured loans made to companies whose debt is unrated or is rated below investment grade, with an emphasis on current income. Those investments may take a variety of forms, including the direct purchases of senior loans (either in the primary or secondary markets) or through investments in entities that in turn own a pool of senior loans.
Forward-Looking Statements
This press release contains forward-looking statements subject to the inherent uncertainties in predicting future results and conditions, including statements with regard to the anticipated use of the net proceeds of the Company’s securities offering. Any statements that are not statements of historical fact (including statements containing the words “believes,” “plans,” “anticipates,” “expects,” “estimates” and similar expressions) should also be considered to be forward-looking statements. Certain factors could cause actual results and conditions to differ materially from those projected in these forward-looking statements. These factors are identified from time to time in our filings with the Securities and Exchange Commission, including the prospectus dated March 28, 2012. We undertake no obligation to update such statements to reflect subsequent events.
For further information regarding the offering please contact the Information Agent:
Georgeson Inc.
199 Water Street, 26th Floor
New York, NY 10038
Toll-free: (866) 296-5716
Broker-dealers and nominees may call (212) 440-9800