Prospect Capital Corporation
Prospect Capital Corporation (the “Company”) hereby offers to purchase for cash (the “Tender Offer”) any and all of the $342,947,000 aggregate principal amount
of 3.706% Notes due 2026 (the “Securities”) validly tendered and accepted in accordance with the terms of and subject to the conditions set out in
this offer to purchase (as may be amended or supplemented from time to time, the “Offer to Purchase”). The Tender Offer will expire at 5:00 p.m.,
New York City time, on April 17, 2025, or any other date and time to which the Company extends the Tender Offer (such date and time, as it may be
extended, the “Expiration Time”), unless earlier terminated, in the Company’s sole discretion. You must validly tender your Securities prior to or
at the Expiration Time to be eligible to receive the Purchase Price (as defined below) plus Accrued Interest (as defined below), which will be
payable on the Settlement Date (as defined herein).
CONTACT INFORMATION Holders who have questions regarding the Tender Offer or wish to obtain documents, may contact the Information and Tender Agent at the address and facsimile or telephone numbers provided below. Requests for information in relation to the procedures for tendering Securities in the Tender Offer and the submission of Electronic Offer Instructions or for additional copies of this Offer to Purchase or related documents should be directed to: THE INFORMATION AND TENDER AGENT
Requests for information in relation to the Tender Offer should be directed to: DEALER MANAGER
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