0001193125-13-138845 Sample Contracts

Fifth Street Finance Corp. $75,000,000 Aggregate Principal Amount of 6.125% Senior Notes due 2028 Underwriting Agreement
Underwriting Agreement • April 2nd, 2013 • Fifth Street Finance Corp • New York

Fifth Street Finance Corp., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), $75,000,000 aggregate principal amount of 6.125% Senior Notes due 2028 (the “Firm Securities”) and, at the election of the Underwriters, up to an additional $11,250,000 aggregate principal amount of 6.125% Senior Notes due 2028 (the “Optional Securities”) of the Company solely to cover overallotments, if any (the Firm Securities and the Optional Securities that the Underwriters elect to purchase pursuant to Section 3 hereof being collectively called, the “Securities”).

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