NEW YORK–(BUSINESS WIRE)–Ares Capital Corporation (“Ares Capital”) (NASDAQ: ARCC) announced that
it plans to make a public offering of $350 million aggregate principal
amount of its Convertible Notes due 2024 (the “Convertible Notes”). Ares
Capital also plans to grant the underwriters an option to purchase up to
an additional $52.5 million principal amount of the Convertible Notes.
The offering of Convertible Notes will be made under Ares Capital’s
shelf registration statement, which was filed with, and declared
effective by, the Securities and Exchange Commission. J.P. Morgan, BofA
Merrill Lynch and RBC Capital Markets are acting as joint book-running
managers for this offering.
The Convertible Notes are unsecured, expected to pay interest
semiannually and will be convertible under specified circumstances based
on a conversion rate to be determined. Upon conversion, Ares Capital
will pay or deliver, subject to the terms of the documents governing the
Convertible Notes, cash, shares of Ares Capital’s common stock or a
combination of cash and shares of common stock, at Ares Capital’s
election. Ares Capital will not have the right to redeem the Convertible
Notes prior to maturity. The Convertible Notes are expected to mature on
March 1, 2024, unless repurchased or converted in accordance with their
terms prior to such date. The interest rate, conversion rate and other
financial terms of the Convertible Notes will be determined by
negotiations between Ares Capital and the underwriters.
Ares Capital expects to use the net proceeds of this offering to repay
or repurchase certain outstanding indebtedness under its debt
facilities. Ares Capital may reborrow under its debt facilities for
general corporate purposes, which include investing in portfolio
companies in accordance with its investment objective.
Investors are advised to carefully consider the investment objective,
risks, charges and expenses of Ares Capital before investing. The
preliminary prospectus supplement dated March 5, 2019 and the
accompanying prospectus dated September 4, 2018, each of which have been
filed with the Securities and Exchange Commission, contain this and
other information about Ares Capital and should be read carefully before
The information in the preliminary prospectus supplement, the
accompanying prospectus and this press release is not complete and may
be changed. The preliminary prospectus supplement, the
accompanying prospectus and this press release are not offers to sell
any securities of Ares Capital and are not soliciting an offer to buy
such securities in any jurisdiction where such offer and sale is not
The offering may be made only by means of a preliminary prospectus
supplement and an accompanying prospectus, copies of which may be
obtained from J.P. Morgan Securities LLC, c/o Broadridge Financial
Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, by calling
1-866-803-9204 or by email at [email protected],
BofA Merrill Lynch, NC1-004-03-43, 200 North College Street, 3rd floor,
Charlotte NC 28255-0001, Attn: Prospectus Department, email: [email protected],
or RBC Capital Markets, LLC, 200 Vesey Street, 8th Floor, New York, NY
10281-8098, Attention: Equity Syndicate, phone: 877-822-4089, email: [email protected].
ABOUT ARES CAPITAL CORPORATION
Ares Capital is a leading specialty finance company that provides
one-stop debt and equity financing solutions to U.S. middle market
companies and power generation projects. Ares Capital originates and
invests in senior secured loans, mezzanine debt and, to a lesser extent,
equity investments through its national direct origination platform.
Ares Capital’s investment objective is to generate both current income
and capital appreciation through debt and equity investments primarily
in private companies. Ares Capital has elected to be regulated as a
business development company (“BDC”) and is the largest BDC by both
market capitalization and total assets. Ares Capital is externally
managed by a subsidiary of Ares Management Corporation (NYSE: ARES), a
publicly traded, leading global alternative asset manager. For more
information about Ares Capital Corporation, visit www.arescapitalcorp.com.
However, the contents of such website are not and should not be deemed
to be incorporated by reference herein.
Statements included herein may constitute “forward-looking statements,”
which relate to future events or our future performance or financial
condition. These statements are not guarantees of future performance,
condition or results and involve a number of risks and uncertainties.
Actual results and conditions 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 our filings with the Securities and
Exchange Commission. Ares Capital undertakes no duty to update any
forward-looking statements made herein.
Ares Capital Corporation
Drake or John Stilmar