Prospect Capital Management is a Delaware limited partnership that has been registered as an
investment adviser under the Investment Advisers Act of 1940 (the “Advisers Act”) since March
31, 2004.1 Prospect Capital Management serves as investment adviser to Prospect Capital
Corporation (the “Corporation”) under the terms of an investment advisory agreement in which
100% of total advisory billings come from investment supervisory services offered by the
applicant for a percentage of assets under management. Prospect Capital Management is led by
John F. Barry III and M. Grier Eliasek, two senior executives with significant investment
advisory and business experience. Both Messrs. Barry and Eliasek spend a significant amount of
their time in their roles at Prospect Capital Management working on behalf of its clients. Mr.
Barry currently controls Prospect Capital Management. Prospect Capital Management also serves
as investment adviser to Prospect Floating Rate and Alternative Income Fund, Inc. (“PFLOAT”).
Prospect Capital Management is a multi-strategy alternative investment management firm
focused primarily on credit opportunities. Each of the firm’s strategies are discussed below.
Prospect Capital Management’s and its affiliates’ clients include, or in the future may include,
registered investment companies, business development companies, unregistered pooled
investment vehicles and separate accounts.
Prospect Capital Management and its predecessor investment management companies
commenced business in 1988 when several senior executives who managed the merchant bank
and high yield units of Merrill Lynch formed Prospect Street Investment Management,
succeeded by Prospect Capital Management today (together, “Prospect”). Since 1988, Prospect
has specialized in a wide range of private debt and equity investments, including first and second
lien loans, subordinated and mezzanine loans, growth and venture capital, and leveraged
buyouts. Prospect Capital Management has made investments through multiple business and
credit cycles and across all segments of the capital structure. Prospect Capital Management
requires an educational background of at least an undergraduate college degree or equivalent.
The Corporation completed its initial public offering July 27, 2004 as a business development
company making first lien, second lien, subordinated and mezzanine loans to middle market
businesses, and also initiating and completing middle market control acquisitions for its own
account.
Prospect Capital Management’s investment committee includes the following senior investment
professionals:
John F. Barry III (born 1952): Mr. Barry is Chairman of the Board and Chief Executive Officer
of the Corporation. Mr. Barry is also President and Secretary of Prospect Capital Management
and President and Secretary of Prospect Administration, LLC. Mr. Barry has been an officer of
Prospect Capital Management (and predecessors) since 1990 and is the chairman of the firm’s
investment committee. In addition to overseeing the Corporation and Prospect Capital
Management, Mr. Barry has served on the boards of directors of more than a dozen private and
public portfolio companies, including as Chairman and Chief Executive Officer of Bondnet
Trading Systems, Inc. Mr. Barry also has served on the Board of Advisors of USEC, Inc., a
publicly-traded energy company. From 1988 to 1989, Mr. Barry managed the Corporate Finance
Department of L.F. Rothschild & Company. From 1983 to 1988, Mr. Barry was an investment
banker at Merrill Lynch & Co. From 1979 to 1983, Mr. Barry was an attorney at Davis Polk &
Wardwell. From 1978 to 1979, Mr. Barry served as Law Clerk to Circuit Judge J. Edward
Lumbard, formerly Chief Judge of the United States Court of Appeals for the Second Circuit in
New York City. Mr. Barry served from 1999 until 2011 as Chairman of the Board of Directors of
the Mathematics Foundation of America, a non-profit foundation that enhances opportunities in
mathematics education for students from diverse backgrounds. Mr. Barry received his Bachelor
1 Registration as an investment adviser under the SEC does not imply a certain level of skill or training.
of Arts magna cum laude from Princeton University in 1974, where he was a University
Scholar, and his J.D. cum laude from Harvard Law School in 1978, where he was an officer of
the Harvard Law Review.
M. Grier Eliasek (born 1973): Mr. Eliasek is a Director, President, and Chief Operating Officer
of the Corporation. Mr. Eliasek is also a Managing Director of Prospect Capital Management and
Prospect Administration, LLC. Mr. Eliasek has worked in investment management since 1999.
Prior to joining Prospect, Mr. Eliasek served as a consultant with Bain & Company from 1995 to
1998 where he managed engagements for companies in several different industries. At Bain, he
analyzed new lines of businesses, developed market strategies, revamped sales organizations, and
improved operational performance. Mr. Eliasek received his BS degree in Chemical Engineering
with Highest Distinction from the University of Virginia (where he was a Jefferson Scholar and a
Rodman Scholar) and his MBA from Harvard Business School.
David L. Belzer (born 1969): Mr. Belzer is a Managing Director with Prospect Capital
Management and has been in the finance industry since 1998. He oversees Prospect’s Direct
Lending activities, which focus on private debt investments in non-sponsor owned middle market
businesses. Mr. Belzer is also responsible for originating, executing, and managing debt and
equity investments in the energy sector, including oil and gas exploration and production, oil and
gas services, and pipelines. He is also responsible for managing many of Prospect’s relationships
with financial intermediaries. Prior to joining Prospect, Mr. Belzer was a member of the
Structured Finance Group at GE Capital from 1998 to 1999, where he focused on originating and
executing investments in the oil and gas sector. From 1996 to 1998, he worked at Wheelabrator
Technologies, a developer of waste-to-energy plants. While at Wheelabrator, he focused on
power plant acquisitions and development of the company's inside-the-fence cogeneration
strategy in the northeast. Mr. Belzer received his BA from the University of Indiana and an MBA
from the Olin School of Business at Washington University.
David C. Moszer (born 1971): Mr. Moszer is a managing director with Prospect Capital
Management and has been in the finance industry since 1993. He oversees Prospect’s private
equity sponsor coverage activities and in this capacity is responsible for originating, executing,
and managing debt investments across a range of industries, including business services,
chemicals, distribution, and food. Prior to joining Prospect, from 2007 to 2009, Mr. Moszer
served as director of GSO Capital Partners where he executed middle market junior capital
transactions. From 2004 to 2007, he was a Principal at Friedberg Milstein, a firm that he helped
establish as a leading investor in middle market second lien and mezzanine debt transactions.
From 1999 to 2004, Mr. Moszer was a principal of GarMark Partners, where he was involved in
mezzanine investing activities. From 1995 to 1999, he was a member of the merchant banking
group at Banque Paribas where he originated senior debt transactions for middle market
leveraged buyouts. Mr. Moszer began his career at Bear Stearns in the investment banking
group where he focused on Merger and Acquisition advisory activities. Mr. Moszer received his
BA from the University of Virginia and his MBA from Columbia University.
Theodore Fowler (born 1946): Ted Fowler is a Managing Director at Prospect Capital
Management and has worked in investment management and finance since 1986. He is
responsible for overseeing Prospect’s real estate investment strategy and portfolio. Prior to
joining Prospect, Mr. Fowler spent the first half of his career working with Wall Street bulge
bracket firms. He ran the real estate group at Credit Suisse First Boston before being named co-
head of the investment and merchant banking department at Credit Suisse First Boston, from
where he then joined Prudential-Bache as co-head of its investment and merchant banking
departments.
Thereafter he spent over 20 years focused on advising and raising capital for small
and mid-cap companies, initially at his own firm and then at Laidlaw & Company, where he was
the head of the firm's investment banking group. Mr. Fowler has been on numerous boards of
directors and consummated private equity investment transactions across a broad range of
industries, including real estate, healthcare, insurance, hospitality, technology and consumer
branded products. Mr. Fowler received his BA from Amherst College and his MBA from
Columbia University.
Jason Wilson (born 1972): Jason Wilson is a Managing Director at Prospect Capital
Management and has been in the finance industry since 1999. At Prospect, he responsible for
originating, executing, and managing investments across a variety of industries, including
business services, consumer products, and media. Mr. Wilson is also responsible for managing
many of Prospect's relationships with private equity sponsors. He is a director on the board of
ReFuel and InterDent Inc. Prior to joining Prospect, he worked in investment banking for nine
years at Lehman Brothers, Inc. and UBS Investment Bank. At UBS, he served as executive
director and Head of Out-of-Home Entertainment, covering clients in the theme park, movie
theatre, live entertainment and outdoor advertising sectors. Prior to investment banking, Mr.
Wilson served as a senior project engineer at Exxon Corporation where he was responsible for
reservoir development, production, and joint ventures involving oil and natural gas properties
in West Texas and North Dakota. Mr. Wilson received his BS magna cum laude from the
University of Notre Dame and his MBA from the University of Chicago Graduate School of
Business.
The principal executive offices of Prospect Capital Management are 10 East 40th Street, 42nd
Floor, New York, NY 10016.
Prospect Capital Management primarily focuses on lending to and investing in middle market
privately-held companies. In this brochure, the term “middle market” refers to companies
typically with annual revenues between $50 million and $2 billion. In particular, Prospect Capital
Management’s clients invest in senior and subordinated debt and equity of companies in need of
capital for acquisitions, divestitures, growth, development, recapitalizations and other purposes.
Prospect Capital Management works with the management teams or financial sponsors to seek
investments with historical cash flows, asset collateral or contracted pro-forma cash flows.
Prospect Capital Management currently has nine strategies that guide its origination of investment
opportunities: (1) lending to companies controlled by private equity sponsors, (2) lending to
companies not controlled by private equity sponsors, (3) purchasing controlling equity positions
and lending to operating companies, (4) purchasing controlling equity positions and lending to
financial services companies, (5) purchasing controlling equity positions and lending to real estate
companies, (6) purchasing controlling equity positions and lending to aircraft leasing companies,
(7) investing in structured credit, (8) investing in syndicated debt and (9) investing in consumer
and small business loans and asset-backed securitizations. Prospect Capital Management’s clients
may also invest in other strategies and opportunities from time to time that it views as attractive.
Prospect Capital Management continues to evaluate other origination strategies in the ordinary
course of business with no specific top-down allocation to any single origination strategy.
Lending to Companies Controlled by Private Equity Sponsors - Prospect Capital Management’s
clients make agented loans to companies which are controlled by private equity sponsors. This
debt can take the form of first lien, second lien, unitranche or unsecured loans. These loans
typically have equity subordinate to the loan position of Prospect Capital Management’s clients.
Lending to Companies not Controlled by Private Equity Sponsors - Prospect Capital
Management’s clients make loans to companies which are not controlled by private equity
sponsors, such as companies that are controlled by the management team, the founder, a family or
public shareholders. This origination strategy may have less competition to provide debt
financing than the private-equity-sponsor origination strategy because such company financing
needs are not easily addressed by banks and often require more diligence preparation. This
origination strategy can result in investments with higher returns or lower leverage than the
private-equity-sponsor origination strategy.
Purchasing Controlling Equity Positions and Lending to Operating Companies - This strategy
involves purchasing yield-producing debt and controlling equity positions in non-financial-
services operating companies. Prospect Capital Management believes that its clients can provide
enhanced certainty of closure and liquidity to sellers and such clients look for management to
continue on in their current roles.
Purchasing Control Equity Positions and Lending to Financial Services Companies - This
strategy involves purchasing yield-producing debt and control equity investments in financial
services companies, including consumer direct lending, sub-prime auto lending and other
strategies. These investments are often structured as tax-efficient partnerships, enhancing
returns.
Purchasing Controlling Equity Positions and Lending to Real Estate Companies - Prospect
Capital Management’s clients make investments in real estate. Real estate investments are in
various classes of developed and occupied real estate properties that generate current yields,
including multi-family properties, student housing, and self-storage. Prospect Capital
Management seeks to identify properties that have historically significant occupancy rates and
recurring cash flow generation. Prospect Capital Management’s clients generally co-invest with
established and experienced property management teams that manage such properties after
acquisition.
Purchasing Controlling Equity Positions and Lending to Aircraft Leasing Companies - Prospect
Capital Management’s clients invest in debt as well as equity in companies with aircraft assets
subject to commercial leases to airlines across the globe. These investments can present attractive
return opportunities due to cash flow consistency from long-term leases coupled with hard asset
residual value. Prospect Capital Management believes that these investment companies seek to
deliver risk-adjusted returns with strong downside protection by analyzing relative value
characteristics across a variety of aircraft types and vintages.
Investing in Structured Credit - Prospect Capital Management’s clients make investments in
CLOs, often taking a significant position in the subordinated interests (equity) and debt of the
CLOs. The underlying portfolio of each CLO investment is diversified across approximately
100 to 200 broadly syndicated loans and does not have direct exposure to real estate, mortgages,
or consumer-based credit assets. The CLOs in which Prospect Capital Management’s clients
invest are managed by established collateral management teams with many years of experience
in the industry.
Investing in Syndicated Debt - On a primary or secondary basis, Prospect Capital Management’s
clients purchase primarily senior and secured loans and high yield bonds that have been sold to a
club or syndicate of buyers. These investments are often purchased with a long term, buy-and-
hold outlook, and Prospect Capital Management’s clients often look to provide significant input
to the transaction by providing anchoring orders.
Investing in Consumer and Small Business Loans and Asset-Backed Securitizations - Prospect
Capital Management’s clients purchase loans originated by certain consumer and small-and-
medium-sized business (“SME”) loan platforms. Prospect Capital Management’s clients
generally purchase each loan in its entirety (i.e., a “whole loan”) and invest in asset-backed
securitizations collateralized by consumer or small business loans. The borrowers are consumers
and SMEs. The loans are typically serviced by the facilitators of the loans.