DEALER MANAGER AGREEMENT New York, New York September [19], 2019Agent Agreement • September 6th, 2019 • Source Capital Inc /De/ • New York
Each of Source Capital, Inc., a Delaware corporation (the “Fund”), and First Pacific Advisors, LP, a Delaware limited partnership (the “Adviser”), hereby confirms the agreement with and appointment of UBS Securities LLC to act as dealer manager (the “Dealer Manager”) in connection with the issuance by the Fund to the holders of record (the “Record Date Shareholders”) at the close of business on the record date set forth in the Prospectus (as defined herein) (the “Record Date”) transferable rights entitling such Record Date Shareholders to subscribe for up to [·] shares (each a “Share” and, collectively, the “Shares”) of common stock, par value $1.00 per share (the “Common Shares”), of the Fund (the “Offer”). Pursuant to the terms of the Offer, the Fund is issuing each Record Date Shareholder one transferable right (each a “Right” and, collectively, the “Rights”) for each Common Share held by such Record Date Shareholder on the Record Date. Such Rights entitle their holders to acquire d
September 6, 2019 Source Capital, Inc. 11601 Wilshire Blvd., Suite 1200 Los Angeles, CA 90025 RE: Management Fee Waiver Agreement — Source Capital, Inc. Dear Ladies and Gentlemen:Source Capital Inc /De/ • September 6th, 2019 • California
Source Capital, Inc. (the “Fund”), a Delaware corporation, has entered into an agreement with First Pacific Advisors, LP (“Adviser”) whereby Adviser provides investment advisory services to the Fund (the “Investment Advisory Agreement”).
