- BC Partners' credit arm to acquire Runway Growth Capital as a
long-term, strategic investment, complementing BC's existing
platform across private lending, opportunistic credit and specialty
finance
- Runway Growth Capital will continue to operate independently
and serve as the external investment adviser to Runway Growth
Finance, a publicly traded business development company, with the
current leadership and investment teams remaining in place
- Transaction will expand origination channels, enhance
investment solutions, and accelerate capital formation and
fundraising capabilities as Runway Growth Capital seeks to
strengthen the venture ecosystem
MENLO PARK,
Calif. and NEW YORK,
Oct. 31,
2024 /PRNewswire/ -- Runway Growth Capital LLC
("Runway"), a leading provider of growth loans to both venture and
non-venture-backed companies seeking an alternative to raising
equity, and BC Partners Credit, the $8
billion credit arm of BC Partners, an approximately
$40 billion AUM alternative
investment firm, today announced a definitive agreement whereby BC
Partners Credit will acquire Runway.
Following the closing of the transaction, Runway will remain the
investment adviser to investment funds, including Runway Growth
Finance Corp. (Nasdaq: RWAY) ("Runway Growth Finance"), a
business development company, and other private funds. Runway's
current management team and investment personnel are expected to
continue to serve as officers and senior management. Runway Growth
Finance will be well positioned to capitalize on a broader range of
investment and value creation opportunities with access to BC
Partners' origination capabilities and expansive platform.
Runway Founder and Chief Executive Officer David Spreng commented, "This transaction is
expected to deliver increased value for both investors and
borrowers in the near- and long-term as we join the BC Partners
Credit platform. Our strategic partnership positions Runway to
accelerate originations within our ideal investment range of
$30-150 million and expand our
offerings to both target companies and sponsors. The combination
will enhance our capabilities by introducing structured equity
preferred investments, asset-based lending, and the ability to
operate in new strategies such as equipment leasing, while
strengthening our sponsor relationships through fund finance and
other fund-level offerings. By combining BC Partners' resources and
scale with our network, expertise and differentiated presence in
the market, we believe Runway will deliver more comprehensive
financing solutions for a wider range of companies. Moving forward,
we expect that our investors will benefit from increased exposure
and access to a greater number of investment opportunities,
additional diversification and the potential for attractive
risk-adjusted returns."
Ted Goldthorpe, Head of BC
Partners Credit, said, "David and the team at Runway have built one
of the most well-respected platforms across growth and venture
lending. Their solutions are sought after by fast growing
companies, and we look forward to building on their momentum. As a
virtue of being part of the BC Partners Credit platform, we see
many compelling opportunities for Runway to generate additional
origination activities, optimize its capital structure and create
value for investors and borrowers. Likewise, the acquisition is
quite strategic for BC Partners Credit, as we expand our offerings
through a robust suite of financing solutions to all stakeholders.
We will continue to accelerate our growth trajectory, establishing
BC Partners Credit as a best-in-class, fully diversified credit
manager, serving a multi-trillion-dollar market with strong
tailwinds."
Transaction Timing
The closing of the transaction, which is expected to occur in
the fourth quarter of 2024, is subject to customary closing
conditions, including approval of a new investment advisory
agreement with Runway, by Runway Growth Finance's stockholders, the
terms of which are expected to remain the same as the existing
investment advisory agreement. The Runway Growth Finance Board of
Directors unanimously recommends that stockholders approve the new
investment advisory agreement, under which Runway will continue in
its capacity as the company's investment adviser. Senior management
of Runway Growth Capital LLC has agreed to vote their shares in
favor of the transaction.
Advisors
Oppenheimer & Co. Inc. is acting as exclusive
financial advisor to Runway Growth Capital LLC.
Wachtell, Lipton, Rosen & Katz is acting as legal counsel
to Runway Growth Capital LLC and Eversheds Sutherland (US) LLP is
acting as legal counsel to the independent directors of Runway
Growth Finance. Simpson Thacher & Bartlett LLP is acting as
legal counsel to BC Partners.
About Runway Growth Capital LLC
Runway Growth Capital LLC is the investment
adviser to investment funds, including Runway Growth Finance Corp.
(Nasdaq: RWAY), a business development company, and other
private funds, which are lenders of growth capital to companies
seeking an alternative to raising equity. Led by industry
veteran David Spreng, these funds provide senior term loans
of a target of $30
million to $150 million to fast-growing companies
based in the United States and Canada. For more
information on Runway Growth Capital LLC and its platform, please
visit www.runwaygrowth.com.
About Runway Growth Finance Corp.
Runway Growth Finance is a growing specialty finance company
focused on providing flexible capital solutions to late- and
growth-stage companies seeking an alternative to raising equity.
Runway Growth Finance is a closed-end investment fund that has
elected to be regulated as a business development company under the
Investment Company Act of 1940. Runway Growth Finance is externally
managed by Runway Growth Capital LLC, an established registered
investment adviser that was formed in 2015 and led by industry
veteran David Spreng. For more
information, please visit www.runwaygrowth.com.
About BC Partners & BC Partners
Credit
BC Partners is a leading international investment
firm in private equity, private debt, and real estate strategies.
BC Partners Credit was launched in February
2017, with a focus on identifying attractive credit
opportunities in any market environment, often in complex market
segments. The platform leverages the broader firm's deep industry
and operating resources to provide flexible financing solutions to
middle-market companies across Business Services, Industrials,
Healthcare and other select sectors. For further information,
visit www.bcpartners.com/credit-strategy.
Forward-Looking Statements
Statements included herein may constitute "forward-looking
statements" within the meaning of the Private Securities Litigation
Reform Act of 1995. Statements other than statements of historical
facts included in this press release may constitute forward-looking
statements and are not guarantees of future performance, condition,
or results and involve a number of risks and uncertainties, which
change over time. Actual results may differ materially from those
in the forward-looking statements as a result of a number of
factors, including those described from time to time in Runway's
filings with the Securities and Exchange Commission. Runway
undertakes no duty to update any forward-looking statement made
herein. All forward-looking statements speak only as of the date of
this press release.
Additional Information and Where to Find
It
In connection with the proposed
transaction, Runway Growth Finance Corp. intends to file
relevant materials with the SEC, including a preliminary and
definitive proxy statement on Schedule 14A ("Proxy Statement") that
will provide additional information about the proposed
transaction. INVESTORS AND STOCKHOLDERS ARE URGED TO READ THE
PROXY STATEMENT WHEN IT BECOMES AVAILABLE, AND ANY OTHER RELEVANT
DOCUMENTS FILED WITH THE SEC, AND ANY AMENDMENTS OR
SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION, AMONG OTHER
THINGS, ABOUT RUNWAY GROWTH FINANCE CORP., RUNWAY GROWTH CAPITAL
LLC, BC PARTNERS, BC PARTNERS CREDIT, AND THE PROPOSED NEW
INVESTMENT ADVISORY AGREEMENT. Investors and stockholders may
obtain these documents (and any other documents filed by the
Company with the SEC) free of charge at the SEC's website
at http://www.sec.gov and from Runway Growth Finance
Corp.'s website (www.investors.runwaygrowth.com). Investors
and stockholders may also obtain free copies of the proxy statement
(when it becomes available) and other documents filed with
the SEC by Runway Growth Finance Corp. free of
charge by contacting Investor Relations at
investors@runwaygrowth.com. Investors and stockholders are urged to
read the Proxy Statement and the other relevant materials when they
become available before making any voting or investment decision
with respect to the proposed new investment advisory agreement.
Participants in the Solicitation
Runway Growth Finance Corp., Runway Growth
Capital LLC, BC Partners, and BC Partners Credit may be deemed to
be participants in the anticipated solicitation of proxies from
Runway Growth Finance Corp.'s stockholders in connection with the
transaction. Information regarding Runway Growth Finance
Corp.'s directors and executive officers is available in its
definitive proxy statement for its 2024 annual meeting of
stockholders filed with the SEC on July 3, 2024, and
subsequent filings which the company has made with the SEC.
Information regarding Runway Growth Capital LLC's directors and
officers is available on its Form ADV currently on file with
the SEC. More detailed information regarding the identity of
potential participants, and their direct or indirect interests, by
security holdings or otherwise, which may be different than those
of the Runway Growth Finance Corp.'s stockholders generally, will
be set forth in the Proxy Statement when it becomes available and
in other relevant materials to be filed with the SEC. These
documents may be obtained free of charge from the sources indicated
above.
IR Contacts:
Alex
Jorgensen, Prosek Partners, rway@prosek.com
Thomas B. Raterman, Chief Financial
Officer and Chief Operating Officer, tr@runwaygrowth.com
Media Contact:
Josh
Clarkson, Prosek Partners, rway@prosek.com
Media Contact for BC Partners:
Daniel Yunger / Shea
Vilardi
daniel.yunger@kekstcnc.com / shea.vilardi@kekstcnc.com
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SOURCE Runway Growth Capital LLC
