Prospect Capital Corporation Announces Results of Cash Tender Offer For Any and All of its Outstanding 5.000% Senior Notes du...
June 14 2018 - 7:40AM
Prospect Capital Corporation (the “Company”) today announced the
results of its previously announced cash tender offer (the “Tender
Offer”) to purchase any and all of the outstanding senior notes
listed below. The Tender Offer was made pursuant to an Offer to
Purchase dated June 7, 2018 (the “Offer to Purchase”), which set
forth the terms and conditions of the Tender Offer.
As of the previously announced expiration time of 5:00 p.m., New
York City time, on June 13, 2018 (the “Expiration Time”), according
to information provided by D.F. King & Co., Inc., the tender
and information agent for the Tender Offer, a total of $147,024,000
aggregate principal amount of Notes had been validly tendered and
not validly withdrawn in the Tender Offer. This amount includes
$577,000 tendered pursuant to the guaranteed delivery procedures
described in the Offer to Purchase and notice of guaranteed
delivery, dated June 7, 2018, which remains subject to the holders’
performance of the delivery requirements under such procedures.
Withdrawal rights for the Notes expired at 5:00 p.m., New York City
time, on June 13, 2018. The table below sets forth the aggregate
principal amount and percentage of the Notes validly tendered and
not validly withdrawn by the Expiration Time that will be accepted
for purchase by the Company (the “Eligible Notes”).
Title of Security |
CUSIP / ISIN Nos. |
Outstanding Principal Amount |
Principal Amount Tendered |
Percent Tendered of Amount
Outstanding |
5.000% Senior Notes due 2019 (the “Notes”) |
74348TAN2 / US74348TAN28 |
$300,000,000 |
$147,024,000 |
49.0% |
The consideration to be paid for the Eligible Notes is $1,020,
plus accrued and unpaid interest on the Eligible Notes from the
applicable last interest payment date up to, but not including, the
settlement date, which date is expected to be June 20, 2018.
The Company has retained RBC Capital Markets, LLC and Barclays
Capital Inc. to serve as the Lead Dealer Managers and UBS
Securities LLC to serve as the Co-Dealer Manager for the Tender
Offer. Questions and requests for assistance regarding the Tender
Offer should be directed to RBC Capital Markets, LLC at (212)
618-7843 (collect) or (877) 381-2099 (toll free) or Barclays
Capital Inc. at (212) 528-7581 (collect) or (800) 438-3242 (toll
free).
The Company has also retained D.F. King & Co., Inc. to serve
as the Information Agent and Tender Agent for the Notes in the
Tender Offer.
The Tender Offer is being made pursuant to the terms and
conditions contained in the Offer to Purchase, a copy of which may
be obtained from D.F. King & Co., Inc. at (212) 269-5550 (Banks
and Brokers) or (800) 549-6864 (toll free), or via
psec@dfking.com.
A copy of the Offer to Purchase is also available at the
following web address: http://www.dfking.com/psec
This announcement is for informational purposes only and is not
an offer to purchase or sell or a solicitation of an offer to
purchase or sell, with respect to any securities. The solicitation
of offers to buy the Notes is only being made pursuant to the terms
of the Offer to Purchase. The Tender Offer is not being made in any
state or jurisdiction in which such offer would be unlawful prior
to registration or qualification under the securities laws of any
such state or jurisdiction. None of the Company, the Dealer
Managers or the Information and Tender Agent are making any
recommendation as to whether or not holders should tender their
Notes in connection with the Tender Offer.
About Prospect Capital Corporation
Prospect Capital Corporation is a business development company
that focuses on lending to and investing in private businesses.
Prospect's investment objective is to generate both current income
and long-term capital appreciation through debt and equity
investments.
Prospect has elected to be treated as a business development
company under the Investment Company Act of 1940 (“1940 Act”).
Prospect is required to comply with a series of regulatory
requirements under the 1940 Act as well as applicable NASDAQ,
federal and state rules and regulations. We have elected to be
treated as a regulated investment company under the Internal
Revenue Code of 1986. Failure to comply with any of the laws and
regulations that apply to Prospect could have an adverse effect on
Prospect and our shareholders.
Caution Concerning Forward-Looking
Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, Section 21E of the Securities Exchange Act of 1934, as
amended, and the Private Securities Litigation Reform Act of 1995,
whose safe harbor for forward-looking statements does not apply to
business development companies. These forward-looking statements
include statements regarding expectations as to the completion of
the transactions contemplated by the Tender Offer. Any such
statements, other than statements of historical fact, are highly
likely to be affected by other unknowable future events and
conditions, including elements of the future that are or are not
under our control, and that we may or may not have considered;
accordingly, such statements cannot be guarantees or assurances of
any aspect of future performance. Actual developments and results
are highly likely to vary materially from any forward-looking
statements. Such statements speak only as of the time when made,
and we undertake no obligation to update any such statement now or
in the future.
For further information, contact:
Grier Eliasek, President and Chief Operating
Officergrier@prospectstreet.comTelephone (212) 448-0702.
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