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Additional definitive proxy soliciting materials filed by non-management and Rule 14(a)(12) material

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE

SECURITIES EXCHANGE ACT OF 1934

Filed by the Registrant ¨ Filed by a Party other than the Registrant x

Check the appropriate box:

TICC CAPITAL CORP.

(Name of Registrant as Specified In Its Charter)

TPG Specialty Lending, Inc.

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

TPG Specialty Lending, Inc. (TSLX) has filed a definitive proxy statement with the Securities and Exchange Commission (the SEC) and an accompanying GOLD proxy card to be used to solicit votes against TICC Capital Corp.s (the Company) proposal to approve a new advisory agreement between the Company and TICC Management, LLC, to take effect upon a change of control of TICC Management, LLC, and certain related proposals, at a special meeting of stockholders of the Company scheduled to be held on October 27, 2015.

On October 21, 2015, TPG Specialty Lending, Inc. issued a press release and posted an investor presentation on http://www.changeticcnow.com/, a website established by TSLX that contains information regarding the above solicitation. This Schedule 14A filing consists of the above-mentioned press release and presentation, along with screenshots that reflect the content of pages of the website not previously filed with the SEC.

TPG Specialty Lending, Inc. Issues Presentation Detailing Why TICC Capital Corp. Stockholders Should Vote AGAINST All Proposals at Upcoming TICC Capital Corp. Special Meeting

NEW YORK( BUSINESS WIRE )TPG Specialty Lending, Inc. (TSLX; NYSE:TSLX), a specialty finance company focused on lending to middle-market companies, today issued a presentation titled TPG Specialty Lending Proposal: The Right and Value Maximizing Choice for TICC Stockholders. The presentation outlines why stockholders of TICC Capital Corp. (TICC; Nasdaq: TICC) should demand that the TICC Board conduct a fair consideration of the TSLX proposal by voting the GOLD proxy card AGAINST managements proposals at the upcoming special meeting of stockholders on October 27, 2015.

The presentation outlines the significant concerns independent analysts, proxy advisors and fellow TICC stockholders have expressed regarding managements proposals, and describes the clear benefits the TSLX proposal would deliver to stockholders, including:

The presentation can be found at www.changeTICCnow.com .

About TPG Specialty Lending

TPG Specialty Lending, Inc. (TSLX, or the Company) is a specialty finance company focused on lending to middle-market companies. The Company seeks to generate current income primarily in U.S.-domiciled middle-market companies through direct originations of senior secured loans and, to a lesser extent, originations of mezzanine loans and investments in corporate bonds and equity securities. The Company has elected to be regulated as a business development company, or a BDC, under the Investment Company Act of 1940 and the rules and regulations promulgated thereunder. TSLX is externally managed by TSL Advisers, LLC, a Securities and Exchange Commission (SEC) registered investment adviser. TSLX leverages the deep investment, sector, and operating resources of TPG Special Situations Partners, the dedicated special situations and credit platform of TPG, with over $12 billion of assets under management, and the broader TPG platform, a global private investment firm with over $74 billion of assets under management. For more information, visit the Companys website at www.tpgspecialtylending.com .

Forward-Looking Statements

Information set forth herein includes forward-looking statements. These forward-looking statements include, but are not limited to, statements...


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