Filed Pursuant to Rule 424(b)(2)
Registration No. 333-262859
PROSPECTUS SUPPLEMENT
(To Prospectus Dated February 25, 2022)
$35,000,000 Principal Amount
8.00% Notes due 2027
We are offering $35,000,000 in aggregate principal amount of 8.00% notes due 2027, which we refer to as the “Notes.” The Notes will mature on September 30, 2027. We will pay interest on the Notes on March 30, June 30, September 30 and December 30 of each year they are outstanding, beginning on December 30, 2022. We may redeem the Notes in whole or in part at any time, or from time to time on or after August 23, 2024, at the redemption price of par, plus accrued interest, as discussed under the caption “Description of the Notes — Optional Redemption” in this Prospectus Supplement. The Notes will be issued in minimum denominations of $25.00 and integral multiples of $25.00 in excess thereof.
The Notes will be our direct unsecured obligations and, upon issuance, rank pari passu to all our currently outstanding unsecured unsubordinated indebtedness, any unsecured unsubordinated indebtedness that we may issue in the future and all other unsecured liabilities. At June 30, 2022, the aggregate principal amount of our outstanding unsubordinated unsecured indebtedness was approximately $248.2 million. Our general unsecured liabilities were approximately $0.6 million at June 30, 2022.
As the Notes are not secured by any of our assets; as such, they are effectively subordinated to all our existing and future secured indebtedness (including indebtedness that is initially unsecured to which we subsequently grant security), to the extent of the value of the assets securing such indebtedness. At June 30, 2022, the aggregate outstanding amount of our secured liabilities was approximately $63.5 million.
The repayment of the Notes is not guaranteed. In any liquidation, dissolution, bankruptcy or other similar proceeding, the holders of our existing or future secured indebtedness may assert rights against the assets securing that indebtedness to receive full payment of their indebtedness before the assets may be used to pay other creditors, including the holders of the Notes.
We intend to list the Notes on the NYSE American under the trading symbol “SCCG,” and we expect trading to commence on or about August 25, 2022. The Notes are expected to trade “flat.” This means that purchasers will not pay, and sellers will not receive, any accrued and unpaid interest on the Notes that is not included in the trading price. Currently, there is no public market for the Notes and there can be no assurance that one will develop.
Investing in the Notes involves significant risks. Please read “Risk Factors” on page S-21 of this Prospectus Supplement, on page 15 of the accompanying Base Prospectus and in the documents incorporated by reference into this Prospectus Supplement.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved the Notes or determined if this Prospectus Supplement is truthful or complete. Any representation to the contrary is a criminal offense.
You should read this Prospectus Supplement in conjunction with the accompanying Base Prospectus, including any supplements and amendments thereto. This Prospectus Supplement is qualified by reference to the accompanying Base Prospectus, except to the extent that the information in this Prospectus Supplement supersedes the information contained in the accompanying Base Prospectus. This Prospectus Supplement is not complete without and may not be delivered or utilized except in connection with, the accompanying Base Prospectus, including any supplements and amendments thereto.
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Per Note
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Total(1)(2)
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Public offering price
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$ |
25.00 |
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$ |
35,000,000 |
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Underwriting discount
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$ |
0.78125 |
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$ |
1,093,750 |
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Proceeds, before expenses, to us
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$ |
24.21875 |
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$ |
33,906,250 |
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(1)
Ladenburg Thalmann & Co. Inc., as representative of the underwriters, may exercise an option to purchase up to an additional $5,250,000 aggregate principal amount of Notes offered hereby, within 30 days of the date of this Prospectus Supplement. If this option is exercised in full, the total public offering price will be $40,250,000, the total underwriting discount paid by us will be $1,257,813 and total proceeds to us, before expenses, will be $38,992,187.
(2)
Total expenses of the offering payable by us, excluding underwriting discounts and commissions, are estimated to be approximately $162,000.
THE NOTES ARE NOT DEPOSITS OR OTHER OBLIGATIONS OF A BANK AND ARE NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
Delivery of the Notes offered hereby, in book-entry form only through The Depository Trust Company, will be made on or about August 23, 2022.
Joint Book-Running Managers
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Ladenburg Thalmann
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Janney Montgomery Scott
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InspereX
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William Blair
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Prospectus Supplement dated August 17, 2022