ARTICLE
3 March 2025

Potential Increase To Debenture Limit For Levered Small Business Investment Companies (SBICs)?

KG
K&L Gates LLP

Contributor

At K&L Gates, we foster an inclusive and collaborative environment across our fully integrated global platform that enables us to diligently combine the knowledge and expertise of our lawyers and policy professionals to create teams that provide exceptional client solutions. With offices spanning across five continents, we represent leading global corporations in every major industry, capital markets participants, and ambitious middle-market and emerging growth companies. Our lawyers also serve public sector entities, educational institutions, philanthropic organizations, and individuals. We are leaders in legal issues related to industries critical to the economies of both the developed and developing worlds—including technology, manufacturing, financial services, health care, energy, and more.
Small Business Investment Companies (SBICs), which invest in qualifying small businesses in the United States, are eligible to receive Small Business Administration (SBA)-guaranteed...
United States Corporate/Commercial Law

Small Business Investment Companies (SBICs), which invest in qualifying small businesses in the United States, are eligible to receive Small Business Administration (SBA)-guaranteed debentures at favorable rates to finance their investment activities. Standard SBIC debentures typically have 10-year terms with interest payments due semi-annually, and a lump-sum payment of the principal at maturity.

Under the current SBIC regime, the amount of standard debentures outstanding from a single SBIC cannot exceed the lesser of: (a) US$175 million and (b) two times (2x) the SBIC's limited partners' commitments to the SBIC (the Debenture Cap). As a result, levered SBICs often seek to raise a minimum of US$87.5 million in limited partner capital commitments, which allows the SBIC to seek approval for up to US$175 million in debentures from the SBA.

In recent months, however, certain SBICs have begun targeting fundraises of US$125 million and including disclosures in their offering documents related to a potential increase to the Debenture Cap, signaling an expectation that such an increase may occur. This change would allow SBICs that raise US$125 million in private capital to seek approval for up to US$250 million in SBA debentures, for a total fund size of US$375 million. We expect that such update would be welcomed by SBIC sponsors and investors alike, as it would allow for increased capacity for SBICs and result in more capital flowing into US-based small businesses.

Current Limit Potential New Limit
Debenture to
Private Capital Ratio
2:1 2:1
Private Capital Target US$87.5 million US$125 million
Maximum Aggregate Standard Debentures
per SBIC
US$175 million US$250 million
SBIC Size at 2:1 Ratio US$262.5 million US$375 million

We are closely monitoring these developments and will publish any official updates as they are released.

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

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