Gladstone Investment Corporation Prices Offering of 6.875% Notes due 2028

Rhea-AI Summary

Gladstone Investment Corporation (Nasdaq:GAIN) priced a registered direct offering of $60.0 million aggregate principal amount of 6.875% Notes due 2028, maturing November 1, 2028.

The Notes pay interest semiannually on May 1 and November 1 beginning May 1, 2026, may be redeemed prior to August 1, 2028 with a make-whole premium, and are not expected to be listed on any exchange. B. Riley Securities acted as sole book-running manager.

Closing is subject to customary conditions with expected delivery on or about November 10, 2025. Net proceeds are intended to repay a portion of the revolving credit facility, fund new investments, and for general corporate purposes; the company may re-borrow under its credit facility depending on opportunity and market conditions.

Positive

• $60.0M capital raised via 6.875% notes
• Proceeds earmarked to repay revolving credit and fund new investments

Negative

• Annual cash interest of approximately $4.125M (60.0M × 6.875%)
• Notes will not be listed, which may limit secondary-market liquidity

Insights

Credit & Capital Markets Strategist

Gladstone priced a $60.0 million, 6.875% note due Nov 1, 2028 to fund credit repayment and new investments.

The Company is issuing $60.0 million of 6.875% notes maturing on Nov 1, 2028 with semiannual interest payments on May 1 and Nov 1 beginning May 1, 2026. The notes may be redeemed before Aug 1, 2028 with a make‑whole premium and thereafter at par plus accrued interest. The offering is a registered direct sale under an effective shelf registration and is not intended for listing on an exchange.

The transaction directly affects the company’s funding mix: proceeds will repay part of the revolving credit facility and fund new investments and general corporate uses. This reduces near‑term bank leverage while increasing fixed‑rate long‑term debt; the net effect on credit metrics depends on how much is repaid versus re‑borrowed and on future investment cash flows. The closing is subject to customary conditions and the notes are expected to be delivered on or about Nov 10, 2025.

Watch the actual closing and final use of proceeds versus stated intent, any immediate re‑borrowing under the credit facility, and interim covenant or leverage disclosures in forthcoming filings; these items will resolve impact over the next 3–6 months and through the note maturity in 2028.

MCLEAN, VA / ACCESS Newswire / November 6, 2025 / Gladstone Investment Corporation (Nasdaq:GAIN) (the "Company") today announced that it priced a registered direct offering of $60.0 million aggregate principal amount of 6.875% Notes due 2028 (the "Notes"). The Notes will mature on November 1, 2028 and may be redeemed in whole or in part at any time prior to August 1, 2028 at par plus a "make-whole" premium and thereafter at par plus accrued and unpaid interest thereon to the redemption date. The Notes will bear interest at a rate of 6.875% per year payable on May 1 and November 1 of each year, beginning May 1, 2026. The Company does not intend to list the Notes on any securities exchange or automated dealer quotation system. B. Riley Securities acted as sole book-running manager for this offering.

The closing of the transaction is subject to customary closing conditions and the Notes are expected to be delivered on or about November 10, 2025.

The Company intends to use the net proceeds from this offering to repay a portion of the amount outstanding under its revolving credit facility, to fund new investment opportunities, and for other general corporate purposes. The Company intends to re-borrow under its credit facility to make investments in portfolio companies in accordance with its investment objectives depending on the availability of appropriate investment opportunities consistent with its investment objectives and market conditions and for other general corporate purposes.

Investors are advised to carefully consider the investment objectives, risks and charges and expenses of the Company before investing. The prospectus supplement, dated November 6, 2025, and the accompanying prospectus, dated April 18, 2024, which have been filed with the U.S. Securities and Exchange Commission (the "SEC"), contain this and other information about the Company and should be read carefully before investing.

The offering is being conducted as a public offering under the Company's effective shelf registration statement filed with the SEC (File No. 333-277452).

To obtain a copy of the prospectus supplement for this offering and the accompanying prospectus, please contact: B. Riley Securities, Inc., 1300 17th Street North, Suite 1300, Arlington, Virginia 22209, by telephone at (703) 312-9580 or by email at prospectuses@brileysecurities.com.

This communication shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

About Gladstone Investment Corporation: Gladstone Investment Corporation is a publicly traded business development company that seeks to make secured debt and equity investments in lower middle market businesses in the United States in connection with acquisitions, changes in control and recapitalizations.

Forward-Looking Statements

This press release contains statements as to the Company's intentions and expectations of the outcome of future events that are forward-looking statements. You can identify these statements by the fact that they do not relate strictly to historical or current facts. Forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors that may cause the actual results to differ materially from those anticipated at the time the forward-looking statements are made. These statements relate to the offering of Notes and the anticipated use of the net proceeds by the Company. No assurance can be given that the transaction discussed above will be completed on the terms described, or at all. Completion of the offering on the terms described, and the application of net proceeds, are subject to numerous conditions, many of which are beyond the control of the Company. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. For a description of certain risks to which the Company is or may be subject, please refer to the factors discussed under the captions "Forward-Looking Statements" and "Risk Factors" included in the Company's filings with the SEC (accessible at www.sec.gov).

CONTACT: For further information: Gladstone Investment Corporation, (703) 287-5893.

SOURCE: Gladstone Investment Corporation

View the original press release on ACCESS Newswire

FAQ

What did Gladstone Investment (GAIN) announce on November 6, 2025?

GAIN priced a registered direct offering of $60.0 million aggregate principal of 6.875% Notes due November 1, 2028.

When will the GAIN notes pay interest and at what rate?

The Notes bear interest at 6.875% per year, payable semiannually on May 1 and November 1, beginning May 1, 2026.

How does Gladstone Investment (GAIN) plan to use the $60 million offering proceeds?

Proceeds are intended to repay part of the revolving credit facility, fund new investment opportunities, and for other general corporate purposes.

When is the expected closing and delivery date for GAIN's note offering?

The closing is subject to customary conditions and the Notes are expected to be delivered on or about November 10, 2025.

Are GAIN's 6.875% notes expected to be listed for trading?

The company does not intend to list the Notes on any securities exchange or automated dealer quotation system.

What are the redemption terms for Gladstone Investment (GAIN) notes due 2028?

Notes may be redeemed in whole or in part prior to August 1, 2028 at par plus a make-whole premium, and thereafter at par plus accrued and unpaid interest to the redemption date.