Filed pursuant to Rule 433
Dated February 16, 2017
Registration Nos. 333-216108 and 333-216017
MEDLEY LLC
$30,000,000
7.25% Senior Notes due January 30, 2024
Term Sheet
Issuer: | Medley LLC |
Security description: | 7.25% Senior Notes due 2024 (the “New 2024 Notes”). The New 2024 Notes constitute a further issuance of the 7.25% Senior Notes due 2024, of which $34,500,000 principal amount was issued on January 18, 2017 (the “Existing 2024 Notes” and together with the New 2024 Notes, the “Notes”). The New 2024 Notes will form a single series with the Existing 2024 Notes and will have the same terms other than the initial offering price. Immediately upon settlement, the New 2024 Notes offered hereby will have the same CUSIP number and will trade interchangeably with the Existing 2024 Notes. Upon completion of this offering, an aggregate $64,500,000 of Notes will be outstanding, exclusive of the underwriters’ over-allotment option. |
Type of offering: | SEC Registered |
Principal amount: | $30,000,000 |
Over-allotment option: | $4,500,000 |
Maturity: | January 30, 2024 |
Coupon: | 7.25% |
Interest payment dates: | January 30, April 30, July 30 and October 30, beginning April 30, 2017 |
Regular record dates: | January 15, April 15, July 15 and October 15 |
Redemption: | Redeemable at par on or after January 30, 2020 |
Trade date: | February 16, 2017 |
Settlement: | T+3; February 22, 2017 |
Offering price: | $25.25 (101%) per New 2024 Note. The purchase price of the New 2024 Notes includes accrued interest on the New 2024 Notes from January 18, 2017 to, but not including, the date of delivery. |
Underwriting Discounts and Commissions: | $0.79538 per New 2024 Note |
Price to issuer: | $24.45462 per New 2024 Note |
Proceeds, before expenses: | $29,345,544 |
CUSIP / ISIN: | 58503Y 204/ US58503Y2046 |
Ratings*: | Egan-Jones Rating Company: A- |
Proposed listing: | The Notes are listed on the NYSE under the trading symbol “MDLQ.” |
Joint Book- Running Managers: |
FBR Capital Markets & Co. Incapital LLC William Blair & Company, L.L.C. Compass Point Research & Trading, LLC Ladenburg Thalmann & Co. Inc. JonesTrading Institutional Services LLC |
Co-Managers: | Boenning & Scattergood, Inc. National Securities Corporation Maxim Group LLC Wedbush Securities Inc. |
Trustee: | U.S. Bank National Association |
*Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
The Issuer has filed a registration statement (including a preliminary prospectus) with the U.S. Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the preliminary prospectus and other documents the Issuer has filed with the SEC for more complete information about the Issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the Issuer, any purchasing agent or any dealer participating in the offering will arrange to send you the preliminary prospectus if you request it by emailing FBR Capital Markets & Co. at prospectuses@fbr.com.