American Capital Announces Public Offering of Common Stock
20 3월 2006 - 10:00AM
PR Newswire (US)
BETHESDA, Md., March 19 /PRNewswire-FirstCall/ -- American Capital
Strategies, Ltd. ("American Capital" or the "Company")
(NASDAQ:ACAS) announced today that it plans to make a public
offering of 9 million shares of its common stock, 3 million shares
of which are being offered by the Counter-Parties (as defined
below) in connection with agreements to purchase common stock from
American Capital at a future date, and 6 million shares of which
are being offered directly by American Capital. The Company has
granted the underwriters an option to purchase up to an additional
1,350,000 shares to cover over-allotments. Citigroup Corporate and
Investment Banking, Wachovia Capital Markets, LLC, J.P. Morgan
Securities Inc., UBS Securities LLC, A.G. Edwards & Sons, Inc.,
Bear, Stearns & Co. Inc., BB&T Capital Markets, a division
of Scott and Stringfellow, Inc., Piper Jaffray & Co., BNP
Paribas Securities Corp., Calyon Securities (USA) Inc. and RBC
Capital Markets Corporation are the underwriters for the offering.
Citigroup Corporate and Investment Banking and Wachovia Capital
Markets, LLC are joint book running managers for the offering. The
offering will be made under American Capital's existing shelf
registration statement filed with the Securities and Exchange
Commission. In connection with the offering, American Capital will
enter into an agreement (each, a "Forward Sale Agreement") with
each of Citigroup Global Markets Inc. and an affiliate of Wachovia
Capital Markets, LLC (the "Counter-Parties" and each, a
"Counter-Party"), under which the Counter-Parties will agree to
borrow and sell to retail and institutional investors in the
aggregate 3 million of the offered shares of the Company's common
stock at the close of this offering at the same offering price (the
"Offering Price") as the 6 million shares being offered directly by
American Capital. Under the Forward Sale Agreements, American
Capital will agree with the Counter-Parties that American Capital
must sell to them in the aggregate 3 million shares of common stock
at the Offering Price per share, subject to certain adjustments.
The timing of these sales, which must occur within the next year,
will generally be determined by American Capital. The Company will
physically settle each Forward Sale Agreement by delivering shares
of common stock to the Counter-Party under the relevant Forward
Sale Agreement and such Counter-Party will deliver the Offering
Price subject to certain adjustments to the Company upon each
settlement. American Capital expects to use substantially all of
the net proceeds from the sale of its shares, and the subsequent
sale of shares under the Forward Sale Agreements, if any, to reduce
the borrowings under American Capital's existing revolving credit
facilities and to fund investments. Reducing borrowings under the
revolving credit facilities will create availability under these
facilities, which will generally be used for funding future
American Capital investments and general corporate purposes. This
press release is neither an offer to sell nor a solicitation of an
offer to buy shares of common stock. The offering of these
securities will be made only by means of a prospectus and a related
prospectus supplement. When available, copies of the prospectus and
prospectus supplement may be obtained from Citigroup Corporate and
Investment Banking, 140 58th Street, 8th Floor, Brooklyn, New York
11220 (telephone number: 718-765-6732) or Wachovia Capital Markets,
LLC, 375 Park Avenue, New York, New York 10152-4077, Attn: Equity
Syndicate, . ABOUT AMERICAN CAPITAL American Capital is a publicly
traded buyout and mezzanine fund with capital resources of
approximately $7 billion. American Capital invests in and sponsors
management and employee buyouts, invests in private equity buyouts,
provides capital directly to early stage and mature private and
small public companies and through its asset management business is
a manager of debt and equity investments in private companies and
commercial loan obligations. American Capital provides senior debt,
mezzanine debt and equity to fund growth, acquisitions,
recapitalizations and securitizations. American Capital invests up
to $300 million per transaction. This press release contains
forward-looking statements. The statements regarding expected
results of American Capital are subject to various factors and
uncertainties, including the uncertainties associated with the
timing of transaction closings, changes in interest rates,
availability of transactions, changes in regional, national or
international economic conditions, or changes in the conditions of
the industries in which American Capital has made investments.
DATASOURCE: American Capital Strategies, Ltd. CONTACT: Tom McHale,
Senior Vice President, Finance, +1-301-951-6122 Web site:
http://www.americancapital.com/
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