Exhibit n.3
Report of Independent Registered Public Accounting Firm on
Financial Statement Schedule
To the Board of Directors and Stockholders of
Hercules Technology Growth Capital, Inc.:
Our audit of the consolidated financial statements and of the effectiveness of internal control over financial reporting referred to in our report dated February 28, 2013 appearing in the accompanying registration statement on Form N-2 of Hercules Technology Growth Capital, Inc. also included an audit of the senior securities table appearing on page 118. In our opinion, the senior securities table presents fairly, in all material respects, the information set forth therein when read in conjunction with the related consolidated financial statements.
/s/ PricewaterhouseCoopers LLP
San Francisco, California
February 28, 2013