The Firm is representing MidCap Financial Investment Corporation, a publicly traded business development company (NASDAQ: MFIC) (“MFIC”), Apollo Senior Floating Rate Fund Inc., a publicly traded closed end fund (NYSE: AFT) (“AFT”), and Apollo Tactical Income Fund Inc., a publicly traded closed end fund (NYSE: AIF) (“AIF” and, together with AFT, the “Funds”) in connection with announced transactions in which MFIC would acquire each of the Funds.
In connection with the closing of each transaction, stockholders of the applicable Fund are expected to receive (i) an amount of newly issued shares of MFIC common stock based on the ratio of the net asset value (“NAV”) per share of the applicable Fund’s common stock divided by the NAV per share of MFIC’s common stock, each determined shortly before the closing of each transaction, and (ii) a cash payment from an affiliate of Apollo Global Management, Inc. of $0.25 per share of the applicable Fund’s common stock. In addition, following the closing(s) of the transaction(s), as applicable, MFIC will pay a cash dividend of $0.20 per share to its stockholders, with the exact record date to be determined by MFIC’s Board of Directors based upon the timing of the closing(s) of the transaction(s). Assuming both transactions close, it is expected that MFIC stockholders will own approximately 69% of the combined company, AFT stockholders will own approximately 16% of the combined company and AIF stockholders will own approximately 15% of the combined company.
In addition to approval by MFIC’s and the Funds’ respective stockholders, the closings of the transactions are subject to customary conditions. The closing of one transaction is not contingent on the closing of the other transaction. The parties currently expect the transactions to close during the first half of 2024.
The Simpson Thacher team includes Steven Grigoriou, Jonathan Pacheco, Kaitlyn Bello and Sherry Liu (Registered Funds); Jonathan Corsico, Erin Harvey, Kuai Yu and Lawrence Ekin (M&A); Russell Light and Zev Klein (Tax); and Jennifer Levitt and Jakarri Hamlin (Banking and Credit).