BETHESDA, Md., June 15 /PRNewswire-FirstCall/ -- American
Capital, Ltd. (Nasdaq: ACAS) (the "Company") announced today that
it has made certain amendments to its private offers to exchange
its outstanding unsecured public and private notes for cash
payments and new secured notes (the "Exchange Offers"). No
changes are being made to the Company's standby plan of
reorganization (the "Standby Plan") or to the expiration of the
Exchange Offers or the voting deadline for the Standby Plan.
Under the amended terms of the Exchange Offers, holders of the
Company's privately-issued unsecured notes ("Private Notes") may
now choose whether to receive consideration all in cash or all in
the previously offered secured amortizing notes ("Amortizing
Notes") rather than choosing cash or Amortizing Notes and there
being a possibility of receiving a combination of cash and
Amortizing Notes. In the concurrent restructuring of the
Company's line of credit facility, lenders will now have the
opportunity to choose to receive all cash or all secured loans
under an amended credit agreement. Alternatively, lenders
selecting secured loans may elect to receive instead a new series
of secured amortizing notes, which will have the same terms as the
Amortizing Notes except that they will be subject to certain
transfer restrictions under SEC Rule 144A. Holders of Private
Notes and lenders under the credit agreement who do not make an
election or otherwise do not participate in the restructuring will
now automatically receive cash, subject to certain exceptions.
As a result of these amendments, the Company has also amended
certain conditions to the Exchange Offers.
As previously announced, holders of the Company's unsecured
public 6.85% Senior Notes due August 1,
2012 ("Public Notes") have the right to exchange Public
Notes for a series of non-amortizing new notes ("Call-Protected
Secured Notes"). Alternatively, they have the right to elect
to receive cash, and under the amended terms of the Exchange
Offers, they are assured of receiving solely cash rather than a
combination cash and notes.
The Company also reported that the percentage of beneficial
holders of Public Notes who have entered into the previously
announced June 9, 2010 lock-up
agreement has increased from 43% to 72%. Holders of Public Notes
who are parties to the lockup agreement generally agree to tender
their Public Notes in the Exchange Offers and vote their Public
Notes to accept the Standby Plan, among other matters.
The Company has not extended the expiration time of the Exchange
Offers and the consent solicitation of its outstanding public notes
(the "Consent Solicitation") or the voting deadline of its
solicitation of votes to accept the Standby Plan. The
Exchange Offers, the Consent Solicitation and the Standby Plan
Solicitation will continue to expire at 11:59 p.m., New York
City time, on June 22, 2010,
unless further extended or earlier terminated.
Each holder of the Private Notes and Public Notes (other than
certain holders who held $100,000 or
less of Public Notes) who has on or prior to June 15, 2010, tendered its notes in the Exchange
Offers has the right to withdraw such tender at any time prior to
the scheduled expiration time on June 22,
2010 (without giving effect to any further extension) or to
change a prior election to receive cash or notes. Any
creditor that has previously submitted a properly completed ballot
may change its vote for acceptance or rejection of the Standby Plan
at any time prior to the new voting deadline on June 22, 2010, as the same may be extended.
This press release and its contents are not an offer to sell or
purchase or an offer to exchange or a solicitation of acceptance of
an offer to sell or purchase or offer to exchange any security.
Any such offer or solicitation shall be made solely by means
of an offering memorandum or other offer document furnished to
existing securityholders and any securities that are offered have
not been, and will not be, registered under the Securities Act of
1933, as amended, or any state securities laws and may not be
offered or sold in the United
States absent registration or an applicable exemption from
registration requirements.
ABOUT AMERICAN CAPITAL
American Capital is a publicly traded private equity firm and
global asset manager. American Capital, both directly and through
its asset management business, originates, underwrites and manages
investments in middle market private equity, leveraged finance,
real estate and structured products. Founded in 1986,
American Capital has $14 billion in
capital resources under management and eight offices in the U.S.,
Europe and Asia. For further information, please
refer to www.AmericanCapital.com.
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.
Contact:
Investors - (301) 951-5917
SOURCE American Capital, Ltd.