WASHINGTON,
May 11, 2015
/PRNewswire/ -- Capitol Acquisition Corp. II (NASDAQ: CLAC;
"Capitol") today announced that Lindblad Expeditions, Inc.
("Lindblad"), Capitol's proposed merger partner, has entered into
its previously announced new Credit Agreement with Credit Suisse
A.G. as Administrative Agent and Collateral Agent. The financing
was increased from $120.0 to
$150.0 million in size and the
incremental proceeds will be used for general corporate
purposes. Lindblad has applied the remaining net proceeds
from the financing to repay its existing debt and complete the
buyout of certain existing stakeholders.
As previously announced, the proposed business combination
between Capitol and Lindblad is expected to be completed in the
second quarter of 2015. The transaction is subject to approval by
Capitol stockholders and other customary closing conditions.
For additional information on the transaction, see Capitol's
filings with the Securities and Exchange Commission ("SEC") at the
SEC's internet site (http://www.sec.gov).
Capitol has filed a preliminary proxy statement with the SEC to
be used at its special meeting of stockholders in lieu of an annual
meeting to approve the proposed transaction with Lindblad.
Stockholders are advised to read the preliminary proxy statement
and, when available, Capitol's definitive proxy statement in
connection with the solicitation of proxies for the special meeting
because these statements contain important information. The
definitive proxy statement will be mailed to stockholders as of a
record date to be established for voting on the proposed business
combination. Stockholders will also be able to obtain a copy of the
proxy statement, without charge, by directing a request to: Capitol
Acquisition Corp. II, 509 7th Street, N.W., Washington, D.C. 20004. The preliminary proxy
statement and definitive proxy statement, once available, can also
be obtained, without charge, at the SEC's internet site
(http://www.sec.gov).
About Lindblad Expeditions
Lindblad Expeditions is an expedition travel company that works
in partnership with National Geographic to inspire people to
explore and care about the planet. The organizations work in tandem
to produce innovative marine expedition programs and to promote
conservation and sustainable tourism around the world. The
partnership's educationally oriented voyages allow guests to
interact with and learn from leading scientists, naturalists and
researchers while discovering stunning natural environments, above
and below the sea, through state-of-the-art exploration tools.
About Capitol Acquisition Corp. II
Capitol Acquisition Corp. II is a public investment vehicle
formed for the purpose of effecting a merger, acquisition or
similar business combination. Capitol is led by Chairman and Chief
Executive Officer Mark D. Ein, and
Director and Chief Financial Officer L.
Dyson Dryden. Capitol's securities are quoted on the NASDAQ
stock exchange under the ticker symbols CLAC, CLACW and CLACU. The
company, which raised $200 million of
cash proceeds in an initial public offering in May 2013, is Mark
Ein's second publicly traded acquisition vehicle. The first,
Capitol Acquisition Corp., created Two Harbors Investment Corp.
(NYSE: "TWO"), a leading mortgage real estate investment trust
(REIT) with a current market capitalization of more than
$3.8 billion.
Safe Harbor Language
This press release includes certain forward-looking statements,
including statements regarding future financial performance, future
growth and future acquisitions. These statements are based on
Capitol's and Lindblad's managements' current expectations or
beliefs and are subject to uncertainty and changes in
circumstances. Actual results may vary materially from those
expressed or implied by the statements herein due to changes in
economic, business, competitive and/or regulatory factors, and
other risks and uncertainties affecting the operation of Lindblad's
business. These risks, uncertainties and contingencies include:
business conditions; weather and natural disasters; changing
interpretations of GAAP; inquiries and investigations and related
litigation; continued compliance with government regulations;
legislation or regulatory environments; requirements or changes
adversely affecting the business in which Lindblad is engaged;
fluctuations in customer demand; management of growth; intensity of
competition from other providers of travel services; general
economic conditions; geopolitical events and regulatory changes;
the possibility that the transaction does not close, including due
to the failure to receive required security holder approvals or the
failure of other closing conditions; and other factors set forth in
Capitol's filings with the SEC. The information set forth herein
should be read in light of such risks. Neither Capitol nor Lindblad
is under any obligation to, and expressly disclaims any obligation
to, update or alter its forward-looking statements, whether as a
result of new information, future events, changes in assumptions or
otherwise, except as required by law.
Contacts:
Justin Dini / Alex Yankus
Brunswick Group 212-333-3810
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visit:http://www.prnewswire.com/news-releases/lindblad-expeditions-inc-closes-150-million-debt-financing-300080806.html
SOURCE Capitol Acquisition Corp. II