American Capital Announces Public Offering of Common Stock

Nov 09, 2005, 00:00 ET from American Capital Strategies Ltd.

    BETHESDA, Md., Nov. 9 /PRNewswire-FirstCall/ -- American Capital
 Strategies Ltd. (Nasdaq:   ACAS) announced today it plans to make a public
 offering of 7 million shares of its common stock, 5 million shares of which
 are being offered by the Counter-Parties (as defined below) in connection with
 agreements to purchase common stock from American Capital at a future date,
 and 2 million shares of which are being offered directly by American Capital.
 The Company has granted the underwriters an option to purchase up to an
 additional 1,050,000 shares to cover over-allotments.
     Wachovia Capital Markets, LLC, Citigroup Global Markets Inc., A.G. Edwards
 & Sons, Inc., Harris Nesbitt Corp., Banc of America Securities LLC, BB&T
 Capital Markets, a division of Scott & Stringfellow, Inc., BNP Paribas
 Securities Corp. and Robert W. Baird & Co. Incorporated are the underwriters
 for the offering.  Wachovia Capital Markets, LLC and Citigroup Global Markets
 Inc. are joint book running managers for the offering.
     The offering will be made under American Capital's existing shelf
 registration statement filed with the Securities and Exchange Commission.  In
 connection with the offering, American Capital will enter into an agreement
 (the "Forward Sale Agreement") with each of an affiliate of Wachovia Capital
 Markets, LLC and Citigroup Global Markets Inc. (the "Counter-Parties" and
 each, a "Counter-Party"), under which the Counter-Parties will agree to borrow
 and sell to retail and institutional investors in the aggregate 5 million of
 the offered shares of the Company's common stock at the close of this offering
 at the same offering price (the "Offering Price") as the 2 million shares
 being offered directly by American Capital. Under the Forward Sale Agreements,
 American Capital will agree with the Counter-Parties that American Capital
 must sell to them in the aggregate 5 million shares of common stock at the
 Offering Price per share, subject to certain adjustments. The timing of these
 sales, which must occur within the next year, will generally be determined by
 American Capital. The Company will physically settle each Forward Sale
 Agreement by delivering shares of common stock to the Counter-Party under the
 relevant Forward Sale Agreement and such Counter-Party will deliver the
 Offering Price subject to certain adjustments to the Company upon each
 settlement.
     American Capital expects to use substantially all of the net proceeds from
 the sale of its shares, and the subsequent sale of shares under the Forward
 Sale Agreements, to reduce the borrowings under the Company's existing
 revolving credit facilities and to fund investments. Reducing borrowings under
 the revolving credit facilities will create availability under these
 facilities, which will generally be used for funding future American Capital
 investments and general corporate purposes.
     This press release is neither an offer to sell nor a solicitation of an
 offer to buy shares of common stock. The offering of these securities will be
 made only by means of a prospectus and a related prospectus supplement. When
 available, copies of the prospectus and prospectus supplement may be obtained
 from Wachovia Capital Markets LLC, 7 Saint Paul Street, 1st Floor, Baltimore,
 MD  21202 or Citigroup Global Markets Inc., 140 58th Street, 8th Floor,
 Brooklyn, New York 11220 (telephone number: 718-765-6732).
 
     ABOUT AMERICAN CAPITAL
     American Capital is a publicly traded buyout and mezzanine fund with
 capital resources of approximately $6.7 billion. American Capital invests in
 and sponsors management and employee buyouts, invests in private equity
 buyouts, provides capital directly to private and small public companies and
 through its asset management business is a manager of debt and equity
 investments in private companies. American Capital provides senior debt,
 mezzanine debt and equity to fund growth, acquisitions and recapitalizations.
     This press release contains forward-looking statements. The statements
 regarding expected results of American Capital are subject to various factors
 and uncertainties, including the uncertainties associated with the timing of
 transaction closings, changes in interest rates, availability of transactions,
 changes in regional, national and international economic conditions, and
 changes in the conditions of the industries in which American Capital has made
 investments.
 
 

SOURCE American Capital Strategies Ltd.
    BETHESDA, Md., Nov. 9 /PRNewswire-FirstCall/ -- American Capital
 Strategies Ltd. (Nasdaq:   ACAS) announced today it plans to make a public
 offering of 7 million shares of its common stock, 5 million shares of which
 are being offered by the Counter-Parties (as defined below) in connection with
 agreements to purchase common stock from American Capital at a future date,
 and 2 million shares of which are being offered directly by American Capital.
 The Company has granted the underwriters an option to purchase up to an
 additional 1,050,000 shares to cover over-allotments.
     Wachovia Capital Markets, LLC, Citigroup Global Markets Inc., A.G. Edwards
 & Sons, Inc., Harris Nesbitt Corp., Banc of America Securities LLC, BB&T
 Capital Markets, a division of Scott & Stringfellow, Inc., BNP Paribas
 Securities Corp. and Robert W. Baird & Co. Incorporated are the underwriters
 for the offering.  Wachovia Capital Markets, LLC and Citigroup Global Markets
 Inc. are joint book running managers for the offering.
     The offering will be made under American Capital's existing shelf
 registration statement filed with the Securities and Exchange Commission.  In
 connection with the offering, American Capital will enter into an agreement
 (the "Forward Sale Agreement") with each of an affiliate of Wachovia Capital
 Markets, LLC and Citigroup Global Markets Inc. (the "Counter-Parties" and
 each, a "Counter-Party"), under which the Counter-Parties will agree to borrow
 and sell to retail and institutional investors in the aggregate 5 million of
 the offered shares of the Company's common stock at the close of this offering
 at the same offering price (the "Offering Price") as the 2 million shares
 being offered directly by American Capital. Under the Forward Sale Agreements,
 American Capital will agree with the Counter-Parties that American Capital
 must sell to them in the aggregate 5 million shares of common stock at the
 Offering Price per share, subject to certain adjustments. The timing of these
 sales, which must occur within the next year, will generally be determined by
 American Capital. The Company will physically settle each Forward Sale
 Agreement by delivering shares of common stock to the Counter-Party under the
 relevant Forward Sale Agreement and such Counter-Party will deliver the
 Offering Price subject to certain adjustments to the Company upon each
 settlement.
     American Capital expects to use substantially all of the net proceeds from
 the sale of its shares, and the subsequent sale of shares under the Forward
 Sale Agreements, to reduce the borrowings under the Company's existing
 revolving credit facilities and to fund investments. Reducing borrowings under
 the revolving credit facilities will create availability under these
 facilities, which will generally be used for funding future American Capital
 investments and general corporate purposes.
     This press release is neither an offer to sell nor a solicitation of an
 offer to buy shares of common stock. The offering of these securities will be
 made only by means of a prospectus and a related prospectus supplement. When
 available, copies of the prospectus and prospectus supplement may be obtained
 from Wachovia Capital Markets LLC, 7 Saint Paul Street, 1st Floor, Baltimore,
 MD  21202 or Citigroup Global Markets Inc., 140 58th Street, 8th Floor,
 Brooklyn, New York 11220 (telephone number: 718-765-6732).
 
     ABOUT AMERICAN CAPITAL
     American Capital is a publicly traded buyout and mezzanine fund with
 capital resources of approximately $6.7 billion. American Capital invests in
 and sponsors management and employee buyouts, invests in private equity
 buyouts, provides capital directly to private and small public companies and
 through its asset management business is a manager of debt and equity
 investments in private companies. American Capital provides senior debt,
 mezzanine debt and equity to fund growth, acquisitions and recapitalizations.
     This press release contains forward-looking statements. The statements
 regarding expected results of American Capital are subject to various factors
 and uncertainties, including the uncertainties associated with the timing of
 transaction closings, changes in interest rates, availability of transactions,
 changes in regional, national and international economic conditions, and
 changes in the conditions of the industries in which American Capital has made
 investments.
 
 SOURCE  American Capital Strategies Ltd.