NEW YORK--(BUSINESS WIRE)--Jun. 7, 2017--
BlackRock Capital Investment Corporation (NASDAQ:BKCC) (“BCIC”, “our”,
or “we”) announced today the pricing of $125 million in aggregate
principal amount of senior unsecured 5.00% Convertible Notes due 2022
(the “Notes”). BCIC has granted the underwriters a 30-day option to
purchase up to $18.75 million aggregate principal amount of additional
Notes to cover over-allotments, if any. The offering is expected to
close on June 13, 2017, subject to satisfaction of customary closing
conditions.
The Notes will be convertible at an initial conversion rate of 118.2173
shares of BCIC’s common stock per $1,000 principal amount of Notes,
which is equivalent to an initial conversion price of approximately
$8.46 per share of common stock, representing a 10.0% conversion premium
over the last reported sale price of BCIC’s common stock on June 7, 2017
which was $7.69 per share. Prior to December 15, 2021, the Notes will be
convertible only upon certain circumstances and during certain periods,
and thereafter will be convertible at any time prior to the close of
business on the scheduled trading day immediately preceding the maturity
of the Notes. Upon conversion, holders will receive cash, shares of
BCIC's common stock or a combination thereof at BCIC's election.
The Notes will mature on June 15, 2022, unless previously converted,
repurchased or redeemed in accordance with their terms. Interest on the
Notes will be payable semi-annually in arrears on June 15 and December
15 of each year, commencing on December 15, 2017. The Notes will be
general unsecured obligations of BCIC, will rank equally in right of
payment with BCIC’s existing and future senior unsecured debt, and will
rank senior in right of payment to any potential subordinated debt,
should any be issued in the future.
BCIC intends to use the net proceeds of the offering to repay certain
outstanding indebtedness, which may include repaying outstanding
borrowings under our credit facility, and for other general corporate
purposes, which include investing in portfolio companies in accordance
with our investment objective and strategies.
Morgan Stanley & Co. LLC, BofA Merrill Lynch, BMO Capital Markets,
Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC,
Deutsche Bank Securities and HSBC Securities (USA) Inc. are acting as
joint book-running managers for the offering.
The offering of these securities may be made only by means of a
prospectus and a related prospectus supplement, a copy of which may be
obtained by contacting: Morgan Stanley & Co. LLC, 180 Varick Street, New
York, New York 10014, Attention: Prospectus Department, Telephone:
866-718-1649; BofA Merrill Lynch, NC1-004-03-43, 200 North College
Street, 3rd floor, Charlotte NC 28255-0001, Attn: Prospectus Department,
Email: dg.prospectus_requests@baml.com;
BMO Capital Markets Corp. Attn: Equity Syndicate Department, 3 Times
Square, New York, NY 10036, bmoprospectus@bmo.com,
Telephone: 1-800-414-3627; Citigroup Global Markets Inc., c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717; Credit
Suisse Securities (USA) LLC, Attention: Credit Suisse Prospectus
Department, One Madison Avenue, New York, NY 10010, e-mail: newyork.prospectus@credit-suisse.com;
Deutsche Bank Securities, 60 Wall Street, New York, NY 10005-2836,
Attention: Prospectus Group, Telephone: (800) 503-4611, Email: prospectus.cpdg@db.com
or HSBC Securities (USA) Inc., Attention: Prospectus Department, 452
Fifth Avenue, New York, NY 10018, telephone: +1 (877) 429-7459, or by
emailing: ny.equity.syndicate@us.hsbc.com.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy nor shall there be any sale of these
securities in any state in which such offer, solicitation or sale would
be unlawful prior to registration or qualification under the securities
laws of any state.
About BlackRock Capital Investment Corporation
BlackRock Capital Investment Corporation is a business development
company that provides debt and equity capital to middle-market companies.
The Company's investment objective is to generate both current income
and capital appreciation through debt and equity investments. The
Company invests primarily in middle-market companies in the form of
senior and junior secured and unsecured debt securities and loans, each
of which may include an equity component, and by making direct
preferred, common and other equity investments in such companies.
Forward-looking statements
This press release, and other statements that BlackRock Capital
Investment Corporation may make, may contain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act, with
respect to BlackRock Capital Investment Corporation’s future financial
or business performance, strategies or expectations. Forward-looking
statements are typically identified by words or phrases such as “trend,”
“potential,” “opportunity,” “pipeline,” “believe,” “comfortable,”
“expect,” “anticipate,” “current,” “intention,” “estimate,” “position,”
“assume,” “outlook,” “continue,” “remain,” “maintain,” “sustain,”
“seek,” “achieve,” and similar expressions, or future or conditional
verbs such as “will,” “would,” “should,” “could,” “may” or similar
expressions.
BlackRock Capital Investment Corporation cautions that forward-looking
statements are subject to numerous assumptions, risks and uncertainties,
which may change over time. Forward-looking statements speak only as of
the date they are made, and BlackRock Capital Investment Corporation
assumes no duty to and does not undertake to update forward-looking
statements. Actual results could differ materially from those
anticipated in forward-looking statements and future results could
differ materially from historical performance.
In addition to factors previously disclosed in BlackRock Capital
Investment Corporation’s SEC reports and those identified elsewhere in
this press release, the following factors, among others, could cause
actual results to differ materially from forward-looking statements or
historical performance: (1) our future operating results; (2) our
business prospects and the prospects of our portfolio companies; (3) the
impact of investments that we expect to make; (4) our contractual
arrangements and relationships with third parties; (5) the dependence of
our future success on the general economy and its impact on the
industries in which we invest; (6) the financial condition of and
ability of our current and prospective portfolio companies to achieve
their objectives; (7) our expected financings and investments; (8) the
adequacy of our cash resources and working capital, including our
ability to obtain continued financing on favorable terms; (9) the timing
of cash flows, if any, from the operations of our portfolio companies;
(10) the impact of increased competition; (11) the ability of our
investment advisor to locate suitable investments for us and to monitor
and administer our investments; (12) potential conflicts of interest in
the allocation of opportunities between us and other investment funds
managed by our investment advisor or its affiliates; (13) the ability of
our investment advisor to attract and retain highly talented
professionals; (14) changes in law and policy accompanying the new
administration and uncertainty pending any such changes; (15) increased
geopolitical unrest, terrorist attacks or acts of war, which may
adversely affect the general economy, domestic and local financial and
capital markets, or the specific industries of our portfolio companies;
(16) changes and volatility in political, economic or industry
conditions, the interest rate environment, foreign exchange rates or
financial and capital markets; (17) the unfavorable resolution of legal
proceedings; and (18) the impact of changes to tax legislation and,
generally, our tax position.
BlackRock Capital Investment Corporation’s Annual Report on Form 10-K
for the year ended December 31, 2016, filed with the SEC identifies
additional factors that can affect forward-looking statements.
Available Information
BlackRock Capital Investment Corporation’s filings with the SEC, press
releases, earnings releases and other financial information are
available on its website at www.blackrockbkcc.com.
The information contained on our website is not a part of this press
release.
View source version on businesswire.com: http://www.businesswire.com/news/home/20170607006480/en/
Source: BlackRock Capital Investment Corporation
BlackRock Capital Investment Corporation
Investors:
Nik
Singhal, 212-810-5427
or
Press:
Brian Beades,
212-810-5596