SARATOGA INVESTMENT CORP. 8-K

What Happened

• Saratoga Investment Corp. (SAR) announced on January 29, 2026 that it entered into an underwriting agreement with Saratoga Investment Advisors, LLC and Lucid Capital Markets, LLC (as representative) for the issuance and sale of $100,000,000 aggregate principal amount of 7.50% Notes due 2031. The underwriters may purchase up to an additional $15,000,000 of Notes within 30 days of the final prospectus supplement.
• The closing of the offering is expected to occur on February 6, 2026, subject to customary closing conditions, and the Company intends to list the Notes on the New York Stock Exchange under the trading symbol “SAV” within 30 days of original issue.

Key Details

• Underwriting agreement date: January 29, 2026 (representative: Lucid Capital Markets, LLC).
• Offering size: $100,000,000 aggregate principal; optional additional $15,000,000 within 30 days.
• Coupon and maturity: 7.50% interest, due 2031.
• Expected closing: February 6, 2026; notes intended to be listed on NYSE as “SAV.”
• Offering made under the Company’s effective Form N-2 registration statement (prospectus supplements dated January 29, 2026; pricing term sheet filed Jan 30, 2026).

Why It Matters

• This transaction creates a new, material debt obligation for Saratoga (the Notes), which will increase the Company’s interest-bearing liabilities and future interest expense.
• The offering provides Saratoga with immediate capital (up to $115M if the overallotment is exercised) that can be used for general corporate purposes or investments, affecting liquidity and funding flexibility.
• Listing the Notes on the NYSE could improve market liquidity for the securities and make them more accessible to investors.

Note: The 8-K includes the underwriting agreement as an exhibit and states the filing materials do not constitute an offer in jurisdictions where such an offer would be unlawful.