Acquisition/Asset Disposal Form 8 K

Completion of Merger

On July 15, 2024, North Haven Private Income Fund LLC, a Delaware limited liability company ("PIF"), completed its previously announced acquisition of SL Investment Corp., a Delaware corporation (the "Company"), pursuant to that certain Agreement and Plan of Merger, dated as of May 28, 2024 (the "Merger Agreement"), by and among the Company, PIF, Cobalt Merger Sub Inc., a wholly owned subsidiary of PIF ("Merger Sub"), and MS Capital Partners Adviser Inc., a Delaware corporation and investment adviser to each of PIF and the Company (the "Adviser"). Pursuant to the Merger Agreement, Merger Sub was first merged with and into the Company, with the Company as the surviving corporation (the "Initial Merger"), and, immediately following the Initial Merger, the Company was then merged with and into PIF, with PIF as the surviving company (the Initial Merger and the subsequent merger, collectively, the "Merger"). As a result of, and as of the effective time of, the Merger, the Company's separate existence ceased.

In accordance with the terms of the Merger Agreement, at the effective time of the Merger, each outstanding share of the Company's common stock, other than shares of common stock held by PIF, was converted into the right to receive an amount in cash equal to $20.59.

The foregoing description of the Merger Agreement is a summary only and is qualified in its entirety by reference to the full text of the Merger Agreement, a copy of which was filed by the Company as Exhibit 2.1 to its Current Report on Form 8-K filed on May 28, 2024, incorporated herein by reference.

Redemption of Preferred Stock

On July 15, 2024, in connection with and immediately prior to the effective time of the Merger, the Company redeemed all of the outstanding shares of its preferred stock designated as 12.0% Series A Cumulative Preferred Stock (the "Series A Preferred Stock").

The Series A Preferred Stock was redeemed in accordance with the terms of the Certificate of Designation of 12.0% Series A Cumulative Preferred Stock of the Company. Prior to the redemption there were 521 shares of Series A Preferred Stock, or $521,000 aggregate liquidation preference, currently outstanding. Under the terms of the Series A Preferred Stock, the redemption price was 100% of the liquidation preference of the Series Preferred Stock, or $1,000 per share, together with accrued and unpaid dividends on such Series A Preferred Stock up to, and including, the redemption date.