Medley Capital Corporation (NYSE:MCC) Files An 8-K Shareholder Director Nominations

To the extent applicable, the information in Item 8.01 of this report is incorporated by reference into this Item 5.08.

Item 8.01 Other Events.

The 2019 annual meeting of stockholders (the “Annual Meeting”) of Medley Capital Corporation (the “Company”) has been scheduled for May 10, 2019. If the Company’s proposed merger with Sierra Income Corporation (“Sierra”) and Sierra’s concurrent acquisition of Medley Management Inc. closes prior to the date of the Annual Meeting, the Annual Meeting will not be held.

The date of the Annual Meeting represents a change of more than thirty (30) days from the first anniversary of the 2018 annual meeting of stockholders. As a result, in order to present any business or proposal at the Annual Meeting (not for inclusion in the Company’s proxy statement), including the nomination of a director, a timely notice by the Company’s stockholders must be delivered not later than the close of business on March 27, 2019. The notice must include all of the information required by the Company’s Bylaws.

Stockholder proposals intended to be presented at the Annual Meeting must be received no later than the close of business on March 27, 2019 (which the Company has determined to be a reasonable time before it expects to begin to print and send its proxy materials) in order to be considered for inclusion in the proxy statement relating to the Annual Meeting to Rule 14a-8 under the Exchange Act of 1934, as amended (the “Exchange Act”). Such proposals must also comply with the applicable form and substance requirements of Rule 14a-8 of the Exchange Act if such proposals are to be included in the proxy statement and form of proxy.

The Company reserves the right to reject, rule out of order, or take other appropriate action with respect to any proposal that does not comply with these and other applicable requirements.

About Medley Capital Corporation (NYSE:MCC)

Medley Capital Corporation is a non-diversified closed-end management investment company. The Company’s investment objective is to generate current income and capital appreciation by lending directly to privately-held middle market companies, primarily through directly originated transactions to help these companies expand their business, refinance and make acquisitions. Its investment portfolio includes senior secured first lien term loans, senior secured second lien term loans, unitranche, senior secured first lien notes, subordinated notes and warrants and minority equity securities. It may invest up to 100% of its assets in securities acquired directly from issuers in privately negotiated transactions. Its portfolio of investments includes industries, including banking, finance, insurance and real estate; construction and building; healthcare and pharmaceuticals; beverage and food, and telecommunications. MCC Advisors LLC is the Company’s investment advisor.