Slr Investment Corp. · NASDAQ:SLRC
Slr Investment — Merger or Acquisition (December 2021)
18 slides from Slr Investment's merger presentation, Dec 1, 2021
Slide 1: Merger of SLRC and SUNS
Merger of SLRC and SUNS December 2, 2021 Exhibit 99.2
Slide 2: Disclaimer: Forward-Looking Statements
Disclaimer Forward-Looking Statements Some of the statements in this presentation constitute forward-looking statements because they relate to future events, future performance or financial condition or the two-step merger (the “Mergers”) of SLR Senior Investment Corp. (“SUNS”) with and into SLR Inv
Slide 3: Disclaimer (Continued): Additional Information and Where to Find It
Disclaimer (Continued) Additional Information and Where to Find It In connection with the Mergers, SLRC and SUNS plan to file with the SEC and mail to their respective stockholders a joint proxy statement on Schedule 14A (the “Joint Proxy Statement”), and SLRC plans to file with the SEC a registrati
Slide 4: Expected benefits of the merger to SLRC and SUNS
Expected to be accretive to net investment income Increased efficiency for financing investments Acquisition of a known portfolio that is well diversified and complementary to SLRC’s existing portfolio Greater capital base expands the opportunity set for larger strategic investments With an anticipa
Slide 5: Transaction Summary
Transaction Summary Merger Consideration Ensure equal treatment of shareholders with NAV-for-NAV merger Combined company will continue to trade under the ticker symbol “SLRC” on the Nasdaq Global Select Market Pro Forma Balance Sheet $2.0 billion Fair Market Value (“FMV”) portfolio, $1.1 billion of
Slide 6: Strategic Rationale
Strategic Rationale Increased Scale and Liquidity Enhanced Diversification through Seamless Portfolio Integration Expands Commercial Finance Opportunities Anticipated to be Accretive to Net Investment Income (“NII”) Combined company will have approximately $2.0 billion fair market value portfolio an
Slide 7: SLRC 9/30/2021 Highlights
SLRC 9/30/2021 Highlights Business Description: SLRC invests directly and indirectly in leveraged middle-market companies primarily in the form of senior secured loans, stretch first lien loans, financing leases and loans, and to a much lesser extent, unsecured loans and traditional equity securitie
Slide 8: SUNS 9/30/2021 Highlights
SUNS 9/30/2021 Highlights Business Description: SUNS invests directly and indirectly in senior secured loans, including first lien and to a much lesser extent second lien debt instruments, made primarily to leveraged private middle-market companies. Investment Objective: SUNS’s investment objective
Slide 9: Enhanced Diversification via seamless portfolio integration
Enhanced Diversification via seamless portfolio integration Portfolio Characteristics (9/30/2021) SLRC SUNS Combined Investments at Fair Value (Balance Sheet) $1.6B $389M $2.0B Number of Portfolio Companies 106 51 >125 % Performing (FMV) 98.7% 97.5% 98.5% # Commercial Finance Subsidiaries / Total Fa
Slide 10: Combined company will continue to evaluate Commercial Finance Opportunities
The Combined company will continue to evaluate Commercial Finance Opportunities Since their respective IPOs, SLRC and SUNS have made several investments in the equity of commercial finance companies for the purpose of generating long-term capital gains and income A larger capital base should increas
Slide 11: Potential Benefits from Larger Combined Market Capitalization
Potential Benefits from Larger Combined Market Capitalization Research Coverage: SUNS SLRC Combined $805M $243M $1.05B Market Capitalization1: SLR Investment Corp. 8 Analysts SLR Senior Investment Corp. 3 Analysts Combined (Excluding Crossover) 9 Analysts Market Capitalization As of market close on
Slide 12: Greater Access to Debt Capital Markets
Greater Access to Debt Capital Markets Comparative Debt Mix ($ in millions, as of 9/30/2021) SLRC SUNS Combined Investment Grade Ratings ✔✔ ✔ ✔✔ Total Funded Debt $718 $158 $875 Total Committed Debt $1,166 $310 $1,476 Unsecured % of Funded Debt 69.1% 53.9% 66.4% Net Leverage Ratio 0.79x 0.55x 0.74x
Slide 13: Anticipated to be Accretive to Net Investment Income
Anticipated to be Accretive to Net Investment Income The transaction is expected to be accretive to Net Investment Income to both SLRC and SUNS stockholders through: Operational synergies through the elimination of certain duplicative expenses, realizing near term G&A savings Optimized financing sho
Slide 14: Conclusion
Conclusion Increased Market Capitalization and Secondary Market Liquidity Expected to be Accretive to Net Investment Income Enhanced Diversification via Seamless Portfolio Integration Expanded Opportunity Set for Commercial Finance Investments Greater Access to Debt Capital Markets
Slide 15: Anticipated Transaction Timeline
Anticipated Transaction Timeline Transaction announcement Anticipated SLRC registration statement declared effective File preliminary joint proxy statement and SLRC registration statement Targeted closing Proxy solicitation begins Stockholder meetings December 2021 January 2022 February 2022 March 2
Slide 16: Appendix
APPENDIX CAPITAL PARTNERS
Slide 17: Total Merger Consideration
Total Merger Consideration Merger Consideration Highlights: Total merger consideration will be based on the net asset values of SLRC and SUNS SLRC to acquire 100% of SUNS in a stock-for-stock transaction, with shares to be exchanged on a NAV-for-NAV basis Merger will result in an ownership split of
Slide 18: Investor relations contact information
Investor relations contact information: p: (212) 993-1670 e: info@slrcp.com FOR MORE INFORMATION: https://www.slrcapitalpartners.com/
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