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BCP Investment Corporation and certain officers/directors commenced a cash tender offer to purchase up to $9.0 million of its common stock. Stockholders may tender shares at a price they specify within a range of $13.63 to $14.93 per share, payable in cash, less any applicable withholding taxes and without interest, on the terms and conditions in the Offer to Purchase and Letter of Transmittal.
The offer is being made by the Company together with members of management and directors, acting severally, and not jointly. As context, 13,064,667 shares were outstanding as of November 11, 2025; this is a baseline figure, not the amount being purchased. The filing lists the Offer to Purchase dated November 12, 2025 and related exhibits, which govern procedures, conditions and other details.
BCP Investment Corporation furnished an earnings update under Item 2.02, announcing a press release for the fiscal quarter ended September 30, 2025 and an accompanying investor presentation.
The press release (Exhibit 99.1) was dated November 6, 2025, and the investor presentation (Exhibit 99.2) was dated November 7, 2025. The materials are furnished, not filed, and are available on the company’s website.
BCP Investment Corporation announced its intent to launch a cash tender offer to purchase up to approximately $9.0 million of its common stock. The Company, its management, its Adviser, and affiliates plan to participate. Based on the number of shares tendered and prices specified by stockholders, the Company will determine the lowest per‑share price that enables the acquisition of up to $9.0 million in shares.
The tender offer has not yet commenced. When it begins, the Company intends to file a Schedule TO with an offer to purchase, letter of transmittal, and related documents. These materials will be furnished to shareholders and made available on the SEC’s website and through BCP Investment Corporation’s investor relations channels.
BCP Investment Corporation entered a note purchase agreement to issue $35,000,000 of 7.50% notes due 2028 and $75,000,000 of 7.75% notes due 2030 under an effective shelf. The company intends to use the net proceeds to redeem in full its 4.875% notes due 2026 and to pay down existing indebtedness.
The 2028 notes mature on October 15, 2028 and the 2030 notes on October 15, 2030, with interest payable semi‑annually on April 30 and October 30, starting October 30, 2025. Each series is redeemable at par on specified dates (after make‑whole periods) per the Indenture, includes a change‑of‑control repurchase at 100% plus accrued interest, and a 0.75% interest step‑up upon an Interest Rate Adjustment Event.
On October 14, 2025, the company notified the trustee of its election to redeem the $108.0 million aggregate principal amount of 2026 notes outstanding, with completion expected on November 13, 2025.
BCP Investment Corporation (BCIC)not due to any dispute or disagreement regarding its operations, policies, or practices.
Following the resignation, the Board decreased its size to eight directors from nine, effective the same day, in accordance with its bylaws. Mr. Westwood previously served on the Audit, Compensation, and Nominating and Corporate Governance Committees. The company recently changed its name from Portman Ridge Finance Corporation to BCP Investment Corporation.
Patrick Schafer, who is listed as a Director and Chief Investment Officer of the issuer, reported an open-market purchase of 809 shares of Common Stock of BCP Investment Corp (BCIC) on 09/19/2025 at a price of $12.3338 per share. After the transaction, the filing reports beneficial ownership of 13,114.598 shares, held directly and noted as joint tenancy with Katherine Schafer. The Form 4 was signed by Patrick Schafer on 09/22/2025. The filing indicates the transaction code P (purchase) and identifies the reporting person as filing individually.
Brandon Satoren, who serves as CFO, Treasurer and Secretary, reported an open-market purchase of 1,000 shares of the issuer's common stock on 09/19/2025 at a price of $12.35 per share. Following the transaction he reports beneficial ownership of 2,116.1298 shares. The Form 4 is signed by the reporting person on 09/22/2025. The filing identifies the issuer as BCP Investment Corp [BCIC] and indicates the Form 4 was filed by one reporting person.
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