BETHESDA, Md., May 6, 2014 /PRNewswire/ -- American
Capital, Ltd. (Nasdaq: ACAS) ("American Capital") announced today
that it has entered into definitive agreements with a group of
investors to establish American Capital Equity III, LP ("ACE III"),
a new private equity fund focused on investing in companies in the
lower middle market. The closing of the fund is expected
to occur within 90 days and is subject to standard
conditions. The transaction further expands American
Capital's asset management business and diversifies its investor
base, adding new private equity limited partners and increasing
American Capital's earning assets under management by $0.9 billion or 7%.
The investor group, which was led by funds advised by Coller
Capital, Goldman Sachs Asset Management and StepStone Group, also
includes select sovereign wealth funds, state retirement and
pension systems, high net worth family offices, superannuation
funds and foundations.
"We are pleased to announce the signing of ACE III," said
Malon Wilkus, American Capital
Chairman and CEO. "ACE III significantly diversifies and
enhances our asset management franchise and expands our
institutional investor base. This is another example of using
our well capitalized balance sheet to incubate new funds under
management."
Prior to the closing, American Capital will contribute all of
its equity and equity-related investments in seven portfolio
companies and an option to acquire American Capital's equity
investment in an additional portfolio company to ACE III. The
aggregate agreed upon value of these investments, assuming the
option is exercised, is approximately $640
million, subject to adjustments.
The investor group, along with American Capital, also will
provide an aggregate $445 million
capital commitment generally to fund the purchase of new control
equity and equity-related investments in companies with
$5 to $25 million of EBITDA.
"We welcome our new partners investing in ACE III," said
Tom McHale, American Capital Senior
Vice President, Finance. "Our limited partners are
diversified across various types of institutions, individuals and
geographies. We thank them for their support of American
Capital and look forward to continued success with them in ACE
III."
The expected impact of the transaction will be reflected in
American Capital's first quarter 2014 financial results. The
proceeds are expected to be used by American Capital for general
corporate purposes, including for its investment and lending
activities.
The Private Fund Group of Credit Suisse is serving as the
exclusive placement agent for the transaction. Kirkland &
Ellis LLP is serving as lead counsel to American Capital on the
transaction. Arnold & Porter LLP is advising American
Capital on regulatory and other matters. Fried, Frank,
Harris, Shriver & Jacobson LLP is serving as lead counsel to
the funds advised by Coller Capital, Goldman Sachs Asset Management
and StepStone Group.
Following the closing, American Capital's asset management
affiliate, American Capital Asset Management, LLC ("ACAM"), will
manage eight private funds and three public funds with
approximately $13 billion of earnings
assets under management and $84
billion of total assets under management (including levered
assets). ACAM manages publicly traded American Capital Agency
Corp. (Nasdaq: AGNC), American Capital Mortgage Investment Corp.
(Nasdaq: MTGE) and American Capital Senior Floating, Ltd. (Nasdaq:
ACSF). In addition, ACAM manages private funds American
Capital Equity I LLC, American Capital Equity II LP, American
Capital CLO 2007-1, Ltd., American Capital CLO 2012-1, Ltd.,
American Capital CLO 2013-1, Ltd., American Capital CLO 2013-2,
Ltd. and European Capital Limited.
ABOUT AMERICAN CAPITAL
American Capital, Ltd. (Nasdaq:
ACAS) 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, energy & infrastructure and structured
products. American Capital manages $19
billion of assets, including assets on its balance sheet and
fee earning assets under management by affiliated managers, with
$84 billion of total assets under
management (including levered assets). Through an affiliate,
American Capital manages publicly traded American Capital Agency
Corp. (Nasdaq: AGNC) with approximately $9
billion of net book value, American Capital Mortgage
Investment Corp. (Nasdaq: MTGE) with approximately $1 billion of net book value and American Capital
Senior Floating, Ltd. (Nasdaq: ACSF) with approximately
$151 million of net book value.
From its eight offices in the U.S. and Europe, American Capital and its affiliate,
European Capital, will consider investment opportunities from
$10 million to $750 million. For
further information, please refer to www.AmericanCapital.com.
This press release contains forward-looking statements. Such
statements are subject to various factors and uncertainties,
including the uncertainties associated with the timing of
transaction closing, 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.
This press release does not constitute an offer to sell or
the solicitation of an offer to buy any securities. The
offering of these securities have not and will not be registered
under the Securities Act of 1933, as amended and may not be offered
absent registration or an exemption from registration.
Contact:
Investor Relations – (301) 951-5917
SOURCE American Capital, Ltd.