Hercules Capital, Inc. Sample Contracts

Hercules Capital, Inc. – c/o Orrick, Herrington & Sutcliffe LLP The Orrick Building San Francisco, CA 94105-2669 Attention: Michael D. Weil (August 1st, 2019)

Hercules Capital, Inc. (the "Company") and you have mutually agreed that you are voluntarily separating from the Company and its subsidiaries and affiliates in all capacities effective July 13, 2019 (the “Separation Date”). You and the Company mutually confirm that your separation is not as a result of any disagreement between you and the Company regarding the operations, disclosures, policies and practices of the Company and its subsidiaries and affiliates. We wish to confirm the arrangements to which you and the Company have agreed.

Hercules Capital, Inc. – Hercules Capital Reports Second Quarter 2019 Financial Results (August 1st, 2019)

● NII of $64.3 million for six months ending June 30, 2019, or $0.66 per share, an increase of 31.7%, as compared to $48.8 million for the six months ending June 30, 2018

Hercules Capital, Inc. – 4.77% Senior Notes due July 16, 2024 (July 16th, 2019)
Hercules Capital, Inc. – INTERCREDITOR AGREEMENT (July 3rd, 2019)

This Intercreditor Agreement (this “Agreement”) is entered into as of July 2, 2019, by and among Wells Fargo Capital Finance, LLC, a Delaware limited liability company (in its capacity as administrative agent under the WF Loan Agreement described below, together with its successors and assigns in such capacity, the “WF Agent”), for itself and on behalf of the WF Secured Parties described below, MUFG Union Bank, N.A. (in its capacity as administrative agent under the MUFG Loan Agreement described below, together with its successors and assigns in such capacity, the “MUFG Agent”), for itself and on behalf of the MUFG Secured Parties described below, Hercules Funding II LLC, a Delaware limited liability company (in its capacity as borrower under the WF Loan Agreement described below, together with its successors and assigns in such capacity, the “WF Borrower”), Hercules Funding IV LLC (in its capacity as borrower under the MUFG Loan Agreement described below, together with its successors

Hercules Capital, Inc. – FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (July 3rd, 2019)

This FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of June 28, 2019, by and among HERCULES FUNDING IV LLC, a Delaware limited liability company (“Borrower”), the lenders identified on the signature page hereof (such lenders, together with their respective successors and assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), CITY NATIONAL BANK, as a Lender and a Documentation Agent, UMPQUA BANK, as a Lender and a Documentation Agent, and MUFG UNION BANK, N.A., as a Lender, the administrative agent for the Lenders (in such capacity, “Agent”) and the Swingline Lender, with reference to the following facts, which shall be construed as part of this Amendment:

Hercules Capital, Inc. – EIGHTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (July 3rd, 2019)

This EIGHTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of July 2, 2019, by and among HERCULES FUNDING II LLC, a Delaware limited liability company (“Borrower”), the lenders identified on the signature page hereof (such lenders, together with their respective successors and assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), and WELLS FARGO CAPITAL FINANCE, LLC, formerly known as Wells Fargo Foothill, LLC, a Delaware limited liability company, as the arranger and administrative agent for the Lenders (in such capacity, “Agent”), with reference to the following facts, which shall be construed as part of this Amendment:

Hercules Capital, Inc. – 1095 Avenue of the Americas New York, NY 10036-6797 +1 212 698 3500 Main +1 212 698 3599 Fax www.dechert.com (June 18th, 2019)
Hercules Capital, Inc. – 5,000,000 Shares Hercules Capital, Inc. Common Stock UNDERWRITING AGREEMENT (June 18th, 2019)

Hercules Capital, Inc., a Maryland corporation (the “Company”), proposes to issue and sell to the several Underwriters named in Schedule I hereto (each, an “Underwriter” and, collectively the “Underwriters”), for whom Morgan Stanley & Co. LLC, Wells Fargo Securities, LLC and Keefe, Bruyette & Woods, Inc. are acting as representatives (in such capacity, the “Representatives”), an aggregate of 5,000,000 shares of common stock, par value $0.001 per share, of the Company (the “Firm Shares”).

Hercules Capital, Inc. – Hercules Capital Reports First Quarter 2019 Financial Results (May 2nd, 2019)

● Net Investment Income “NII” of $29.0 million, or $0.30 per share, which includes the one-time expense of $1.6 million, or $0.02 per share, associated with the $83.5 million full redemption (the “2024 Notes Redemption”) of 6.25% notes due 2024 (the “2024 Notes”)

Hercules Capital, Inc. – Hercules Capital Reports Record Fourth Quarter and Full-Year 2018 Financial Results (February 21st, 2019)

● Record Total Debt Investments of $1.73 billion, at fair value, an increase of 22.4%, as compared to $1.42 billion for the 12 months ended December 31, 2017

Hercules Capital, Inc. – SALE AND SERVICING AGREEMENT Among HERCULES FUNDING IV LLC, as Borrower And HERCULES CAPITAL, INC., as Originator and Servicer and MUFG UNION BANK, N.A., as Agent Dated as of February 20, 2019 (February 21st, 2019)

This Sale and Servicing Agreement is entered into as of February 20, 2019, among Hercules Funding IV LLC, a Delaware limited liability company, as Borrower (in such capacity, the “Borrower”), Hercules Capital, Inc., a Maryland corporation (“Hercules”), as Originator (in such capacity, the “Originator”) and as Servicer (in such capacity, the “Servicer”), and MUFG Union Bank, N.A., as Agent for Lenders under the Loan Agreement (as hereinafter defined) (in such capacity, the “Agent”).

Hercules Capital, Inc. – LOAN AND SECURITY AGREEMENT by and among HERCULES FUNDING IV LLC as Borrower, THE LENDERS THAT ARE SIGNATORIES HERETO as Lenders, and MUFG UNION BANK, N.A. as the Administrative Agent a Lender and Swingline Lender and CITY NATIONAL BANK, A NATIONAL BANKING ASSOCIATION as a Documentation Agent and UMPQUA BANK as a Documentation Agent Dated as of February 20, 2019 (February 21st, 2019)

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”), is entered into as of February 20, 2019, between and among, on the one hand, the lenders identified on the signature pages hereof (such lenders, together with their respective successors and assigns, and such other lenders as may become a party hereto in accordance with the terms hereof, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), MUFG UNION BANK, N.A., as the administrative agent for Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”) and as Swingline Lender (as defined below), and, on the other hand, HERCULES FUNDING IV LLC, a Delaware limited liability company (“Borrower”). City National Bank, A National Banking Association and Umpqua Bank have each been given the titles of Documentation Agent.

Hercules Capital, Inc. – Nonstatutory Stock Option Granted Under Amended and Restated 2018 Equity Incentive Plan (January 31st, 2019)
Hercules Capital, Inc. – Hercules Capital, Inc. Amended and Restated 2018 Equity Incentive Plan Restricted Stock Unit Award Agreement (January 31st, 2019)

[__________] (the “Participant”) (i) acknowledges receipt of an award (the “Award”) of restricted stock units from Hercules Capital, Inc. (the “Company”) under the Amended and Restated 2018 Equity Incentive Plan (the “Plan”), subject to the terms set forth below and in the Plan; (ii) further acknowledges receipt of a copy of the Plan as in effect on the date hereof and the currently effective prospectus relating to such Plan; and (iii) agrees with the Company as follows:

Hercules Capital, Inc. – HERCULES CAPITAL, INC. 2018 NON-EMPLOYEE DIRECTOR PLAN (January 31st, 2019)
Hercules Capital, Inc. – HERCULES CAPITAL, INC. 2018 NON-EMPLOYEE DIRECTOR PLAN (January 31st, 2019)
Hercules Capital, Inc. – Amended and Restated 2018 EQUITY INCENTIVE PLAN (formerly known as the Amended and Restated 2004 Equity Incentive Plan) (January 31st, 2019)
Hercules Capital, Inc. – Incentive Stock Option Granted Under Amended and Restated 2018 Equity Incentive Plan (January 31st, 2019)
Hercules Capital, Inc. – Amended and Restated 2018 EQUITY INCENTIVE PLAN (formerly known as the Amended and Restated 2004 Equity Incentive Plan) (January 31st, 2019)
Hercules Capital, Inc. – Hercules Capital, Inc. 2018 Non-employee Director Plan Restricted Stock Award Agreement (January 31st, 2019)

[__________] (the “Participant”) (i) acknowledges receipt of an award (the “Award”) of restricted stock from Hercules Capital, Inc. (the “Company”) under the 2018 Non-employee Director Plan (the “Plan”), subject to the terms set forth below and in the Plan; (ii) further acknowledges receipt of a copy of the Plan as in effect on the date hereof and the currently effective prospectus relating to such Plan; and (iii) agrees with the Company as follows:

Hercules Capital, Inc. – Hercules Capital, Inc. Amended and Restated 2018 Equity Incentive Plan Restricted Stock Award Agreement (January 31st, 2019)

[__________] (the “Participant”) (i) acknowledges receipt of an award (the “Award”) of restricted stock from Hercules Capital, Inc. (the “Company”) under the Amended and Restated 2018 Equity Incentive Plan (the “Plan”), subject to the terms set forth below and in the Plan; (ii) further acknowledges receipt of a copy of the Plan as in effect on the date hereof and the currently effective prospectus relating to such Plan; and (iii) agrees with the Company as follows:

Hercules Capital, Inc. – Hercules Capital Funding Trust 2019-1 Notes (January 22nd, 2019)
Hercules Capital, Inc. – INDENTURE (January 22nd, 2019)

THIS INDENTURE, dated as of January 22, 2019 (as amended, modified, restated, supplemented or waived from time to time, this “Indenture”), is by and between HERCULES CAPITAL FUNDING TRUST 2019-1, a Delaware statutory trust, as the issuer (together with its successors and assigns, in such capacity, the “Issuer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association (“U.S. Bank”) not in its individual capacity, but solely in its capacity as the trustee (together with its successors and assigns, in such capacity, the “Trustee”).

Hercules Capital, Inc. – ADMINISTRATION AGREEMENT between HERCULES CAPITAL FUNDING TRUST 2019-1, as Issuer, HERCULES CAPITAL, INC., as Administrator WILMINGTON TRUST, NATIONAL ASSOCIATION, as Owner Trustee and Dated as of January 22, 2019 (January 22nd, 2019)

THIS ADMINISTRATION AGREEMENT (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”) dated as of January 22, 2019, is between HERCULES CAPITAL FUNDING TRUST 2019-1, a Delaware statutory trust (the “Issuer”), HERCULES CAPITAL, INC., a Maryland corporation, as administrator (“Hercules” or the “Administrator”), U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”) and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as owner trustee (the “Owner Trustee”). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in the Sale and Servicing Agreement dated as of January 22, 2019 (the “Sale and Servicing Agreement”) by and among the Issuer, Hercules, as seller and as servicer, Hercules Capital Funding 2019-1 LLC, as trust depositor (the “Trust Depositor”) and U.S. Bank National Association, as the tru

Hercules Capital, Inc. – AMENDED AND RESTATED TRUST AGREEMENT by and between HERCULES CAPITAL FUNDING 2019-1 LLC, as the Trust Depositor and WILMINGTON TRUST, NATIONAL ASSOCIATION, as the Owner Trustee Dated as of January 22, 2019 (January 22nd, 2019)

THIS AMENDED AND RESTATED TRUST AGREEMENT (such agreement as amended, modified, waived, supplemented or restated from time to time, the “Trust Agreement” or this “Agreement”), dated as of January 22, 2019, is between HERCULES CAPITAL FUNDING 2019-1 LLC, a Delaware limited liability company, as trust depositor (the “Trust Depositor”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association (in its individual capacity, together with its successors and assigns, the “Trust Company”), as owner trustee (solely in such capacity, the “Owner Trustee”).

Hercules Capital, Inc. – SALE AND SERVICING AGREEMENT by and among HERCULES CAPITAL FUNDING TRUST 2019-1, as the Issuer, HERCULES CAPITAL FUNDING 2019-1 LLC, as the Trust Depositor, HERCULES CAPITAL, INC. as the Seller and as the Servicer, and U.S. BANK NATIONAL ASSOCIATION, as the Trustee, Backup Servicer, Custodian and Paying Agent Dated as of January 22, 2019 (January 22nd, 2019)

WHEREAS, the Trust Depositor acquired the Initial Loans from the Seller and may acquire from time to time thereafter certain Additional Loans and Substitute Loans;

Hercules Capital, Inc. – SALE AND CONTRIBUTION AGREEMENT by and between HERCULES CAPITAL, INC., as the Seller and HERCULES CAPITAL FUNDING 2019-1 LLC, as the Trust Depositor Dated as of January 22, 2019 (January 22nd, 2019)

THIS SALE AND CONTRIBUTION AGREEMENT, dated as of January 22, 2019 (as amended, modified, restated, waived, or supplemented from time to time, this “Agreement”), is between HERCULES CAPITAL, INC., a Maryland corporation (together with its successors and assigns, “Hercules,” and in its capacity as originator, together with its successors and assigns, the “Seller”) and HERCULES CAPITAL FUNDING 2019-1 LLC, a Delaware limited liability company (together with its successors and assigns, the “Trust Depositor”).

Hercules Capital, Inc. – SEVENTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (January 17th, 2019)

THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”), is entered into as of June 29, 2015, between and among, on the one hand, the lenders identified on the signature pages hereof (such lenders, together with their respective successors and assigns, and such other lenders as may become a party hereto in accordance with the terms hereof, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company formerly known as Wells Fargo Foothill, LLC, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), and, on the other hand, HERCULES FUNDING II LLC, a Delaware limited liability company (“Borrower”).

Hercules Capital, Inc. – Hercules Capital Completes Outstanding Fourth Quarter Originations Activity and Achieves All-Time Record of More Than $1.21 Billion in Total New Debt and Equity Commitments in 2018(1) (January 7th, 2019)

PALO ALTO, Calif., January 7, 2019 – Hercules Capital, Inc. (NYSE: HTGC) (“Hercules” or the “Company”), the leading and largest focused specialty finance company to innovative venture growth, pre-IPO and M&A stage companies backed by leading venture capital and select private equity firms, today announced its many select investment and operating highlights for 2018.

Hercules Capital, Inc. – HERCULES CAPITAL FUNDING TRUST 2018-1 NOTES (November 2nd, 2018)
Hercules Capital, Inc. – AMENDED AND RESTATED TRUST AGREEMENT by and between HERCULES CAPITAL FUNDING 2018-1 LLC, as the Trust Depositor and WILMINGTON TRUST, NATIONAL ASSOCIATION, as the Owner Trustee Dated as of November 1, 2018 Hercules Capital Funding Trust 2018-1 Asset-Backed Notes (November 2nd, 2018)

THIS AMENDED AND RESTATED TRUST AGREEMENT (such agreement as amended, modified, waived, supplemented or restated from time to time, the “Trust Agreement” or this “Agreement”), dated as of November 1, 2018, is between HERCULES CAPITAL FUNDING 2018-1 LLC, a Delaware limited liability company, as trust depositor (the “Trust Depositor”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association (in its individual capacity, together with its successors and assigns, the “Trust Company”), as owner trustee (solely in such capacity, the “Owner Trustee”).

Hercules Capital, Inc. – INDENTURE by and between HERCULES CAPITAL FUNDING TRUST 2018-1, as the Issuer, and U.S. BANK NATIONAL ASSOCIATION, as the Trustee Dated as of November 1, 2018 Hercules Capital Funding Trust 2018-1 Notes (November 2nd, 2018)

THIS INDENTURE, dated as of November 1, 2018 (as amended, modified, restated, supplemented or waived from time to time, this “Indenture”), is by and between HERCULES CAPITAL FUNDING TRUST 2018-1, a Delaware statutory trust, as the issuer (together with its successors and assigns, in such capacity, the “Issuer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association (“U.S. Bank”) not in its individual capacity, but solely in its capacity as the trustee (together with its successors and assigns, in such capacity, the “Trustee”).

Hercules Capital, Inc. – SALE AND CONTRIBUTION AGREEMENT by and between HERCULES CAPITAL, INC., as the Seller and HERCULES CAPITAL FUNDING 2018-1 LLC, as the Trust Depositor Dated as of November 1, 2018 Hercules Capital Funding Trust 2018-1 Asset-Backed Notes (November 2nd, 2018)

THIS SALE AND CONTRIBUTION AGREEMENT, dated as of November 1, 2018 (as amended, modified, restated, waived, or supplemented from time to time, this “Agreement”), is between HERCULES CAPITAL, INC., a Maryland corporation (together with its successors and assigns, “Hercules,” and in its capacity as originator, together with its successors and assigns, the “Seller”) and HERCULES CAPITAL FUNDING 2018-1 LLC, a Delaware limited liability company (together with its successors and assigns, the “Trust Depositor”).

Hercules Capital, Inc. – SALE AND SERVICING AGREEMENT by and among HERCULES CAPITAL FUNDING TRUST 2018-1, as the Issuer, HERCULES CAPITAL FUNDING 2018-1 LLC, as the Trust Depositor, HERCULES CAPITAL, INC. as the Seller and as the Servicer, and U.S. BANK NATIONAL ASSOCIATION, as the Trustee, Backup Servicer, Custodian and Paying Agent Dated as of November 1, 2018 Hercules Capital Funding Trust 2018-1 Asset-Backed Notes (November 2nd, 2018)

WHEREAS, the Trust Depositor acquired the Initial Loans from the Seller and may acquire from time to time thereafter certain Additional Loans and Substitute Loans;

Hercules Capital, Inc. – ADMINISTRATION AGREEMENT between HERCULES CAPITAL FUNDING TRUST 2018-1, as Issuer, HERCULES CAPITAL, INC., as Administrator WILMINGTON TRUST, NATIONAL ASSOCIATION, as Owner Trustee and as Trustee Dated as of November 1, 2018 (November 2nd, 2018)

THIS ADMINISTRATION AGREEMENT (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”) dated as of November 1, 2018, is between HERCULES CAPITAL FUNDING TRUST 2018-1, a Delaware statutory trust (the “Issuer”), HERCULES CAPITAL, INC., a Maryland corporation, as administrator (“Hercules” or the “Administrator”), U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”) and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as owner trustee (the “Owner Trustee”). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in the Sale and Servicing Agreement dated as of November 1, 2018 (the “Sale and Servicing Agreement”) by and among the Issuer, Hercules, as seller and as servicer, Hercules Capital Funding 2018-1 LLC, as trust depositor (the “Trust Depositor”) and U.S. Bank National Association, as the tru