Runway Growth Finance Corp. (Nasdaq: RWAY) launched an underwritten offering of unsecured notes on January 26, 2026, with an application to list these debt instruments on the Nasdaq Global Select Market. Pending regulatory approval, trading is anticipated to commence within 30 days of the issuance date. The specific interest rate and final terms of the notes will be determined at the time of pricing.
The primary objectives for the net proceeds from this offering are multifaceted: to retire existing indebtedness, notably including the $51.75 million in 8.00% notes maturing in December 2027; to fund the previously announced acquisition of SWK Holdings; and to support general corporate initiatives.
The company has enlisted Oppenheimer & Co. Inc., B. Riley Securities, Inc., Lucid Capital Markets, LLC, and BC Partners Securities, LLC as joint book-running managers. Additionally, InspereX LLC and William Blair & Company L.L.C. are serving as co-managers for this offering.
Investors are urged to review the preliminary prospectus supplement, dated January 26, 2026, and the accompanying prospectus, dated March 19, 2025. These documents, filed with the Securities and Exchange Commission (SEC), offer comprehensive details on the company’s investment objectives, associated risks, and financial considerations. A shelf registration statement for these securities is already on file with and has been declared effective by the SEC.
Runway Growth Finance Corp. is a specialty finance company dedicated to providing flexible capital solutions for companies in their late and growth stages, offering an alternative to traditional equity financing. Structured as a closed-end investment fund, it operates as a business development company (BDC) under the Investment Company Act of 1940. The company’s management is overseen by Runway Growth Capital LLC, an affiliate of BC Partners Advisors L.P., under the leadership of industry veteran David Spreng.
The company’s recent financial disclosures, including its third-quarter 2025 earnings report, revealed robust investment income, net investment income, and a significant portfolio fair value. These positive financial metrics, coupled with the strategic acquisition of SWK Holdings, are key drivers behind the current financing initiative. The issuance of new notes aims to optimize the company’s capital structure by refinancing higher-cost debt and securing funds for strategic growth.
From a market perspective, this offering occurs against a backdrop of mixed sector performance. While RWAY itself experienced a modest decline, its peers in the asset management space showed varied responses, suggesting that RWAY’s stock movement is largely idiosyncratic rather than a reflection of broader industry trends. The company’s stock is currently trading below its 200-day moving average and 52-week high, indicating potential value for investors who believe in the company’s growth trajectory and strategic initiatives, particularly the SWK Holdings acquisition.
The technical execution of this offering is critical. The decision to issue unsecured notes, while potentially offering a lower initial cost compared to secured debt, does carry inherent risks related to the company’s leverage profile. The ultimate success of this strategy will hinge on the final pricing of the notes, the market’s absorption of the new debt, and the successful integration of SWK Holdings. Investors will closely monitor the company’s subsequent financial reports and any further strategic updates to gauge the long-term impact of this capital raise.
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