Barings Announces Agreement to Become Investment Adviser to Triangle Capital Corporation
April 04 2018 - 6:05AM
Barings, a global financial services firm, announced today that it
has entered into an agreement (the “Agreement”) through which it
will become the investment adviser to Triangle Capital Corporation
(the “Company”), a business development company (BDC) publicly
traded on the New York Stock Exchange under the symbol TCAP. As
part of the transaction, Barings will make an $85 million payment
directly to the Company’s shareholders at close. Additionally,
Barings will invest $100 million of equity in the Company’s shares
to establish a significant ownership stake. Barings has also
committed to make up to $50 million of secondary share purchases at
prices up to and including the then-current net asset value during
the first two years post-close, which, together with Barings’
significant equity investment at close, creates strong alignment of
interests with the Company’s shareholders. Upon closing of
the transactions, an unrelated third party will purchase the
Company’s current investment portfolio and Barings will manage the
Company going forward.
Consummation of the transaction is subject to requisite approval
of the Company’s shareholders and certain closing conditions set
forth in the Agreement. The Company’s board of directors
unanimously approved the transaction and, subject to certain
conditions, will recommend that its shareholders vote in favor of
the unrelated third party asset purchase, the Agreement with
Barings, and related matters.
“Barings is excited for the opportunity to bring our deep
industry knowledge and investment experience to a new set of
investors to drive long-term value,” said Tom Finke, Chairman and
Chief Executive Officer of Barings. “We believe this
opportunity is an excellent strategic fit, complementing our
existing global private finance platform. Additionally, we will be
well-aligned with the Company’s shareholders, as demonstrated by
our significant initial and ongoing investment.”
As a premier global asset manager, with over $304 billion* of
assets under management and deep expertise investing in fixed
income, private credit, real estate, equity, and alternative
investments, Barings benefits from scale with over 1,800 associates
globally, including more than 650 investment professionals.
Barings’ Global Private Finance Group will manage the Company. This
group is part of the firm’s $220 billion Global Fixed Income
Platform that invests in liquid, private, and structured
credit. Michael Freno, Head of Global Markets, stated,
“Private finance is a growing and strategically important component
of our business. Our significant liquid and private debt
experience, coupled with private and public vehicle management
experience will benefit both the Company’s shareholders and our
existing clients.”
Eric Lloyd, Head of Global Private Finance for Barings, will
serve as Chief Executive Officer of the BDC following the close of
the transaction. He stated, “It is our goal to create strong
alignment of interests with a shareholder-friendly fee structure
and transparent communication. Our disciplined approach and
investment philosophy will remain intact; however, with increased
hold capacity and flexible capital, this transaction will enhance
our already strong competitive position in the North American
private debt market.” Barings has also obtained SEC exemptive
relief to permit the Company and Barings’ affiliated private and
SEC registered funds to co-invest in Barings-originated loans,
which should allow the asset manager to implement its senior
secured investment strategy for the Company on an accelerated
timeframe.
Barings has been investing in the U.S. private debt market for
over 25 years, and has a successful track record of disciplined
investing through multiple market cycles. In addition to
managing private funds and separately managed accounts, Barings
manages multiple public vehicles, including Barings Corporate
Investors (NYSE:MCI) and Barings Participation Investors
(NYSE:MPV), closed-end funds launched in 1970 and 1988,
respectively, that both invest primarily in privately placed,
below-investment grade, long term U.S. corporate debt obligations.
In addition, Barings manages Barings Global Short Duration
High Yield Fund, a closed-end liquid credit fund (NYSE:BGH)
launched in 2012 that invests primarily in corporate bonds,
loans and other income-producing instruments that are rated
below-investment grade and may invest up to 50% of its Managed
Assets in bonds and loans issued by foreign companies.
Wells Fargo Securities, LLC is serving as financial advisor and
Dechert LLP is serving as legal advisor to Barings.
Cautionary Notice: Certain statements contained in this press
release may be "forward looking" statements. Investors are
cautioned not to place undue reliance on forward-looking
statements, which speak only as of the date on which they are made
and which reflect management’s current estimates, projections,
expectations or beliefs, and which are subject to risks and
uncertainties that may cause actual results to differ
materially. Forward looking statements include, but are not
limited to, the ability of the Company and Barings to consummate
the proposed transaction and externalize the investment management
of the Company, the ability of Barings to manage the Company and
identify investment opportunities. These
statements are subject to change at any time based upon economic,
market or other conditions and may not be relied upon as investment
advice or an indication of the fund's trading intent.
References to specific securities are not recommendations of such
securities, and may not be representative of the fund's current or
future investments. We undertake no obligation to publicly
update forward looking statements, whether as a result of new
information, future events, or otherwise.
About BaringsBarings is a $304+ billion* global
financial services firm dedicated to meeting the evolving
investment and capital needs of our clients. We build lasting
partnerships that leverage our distinctive expertise across
traditional and alternative asset classes to deliver innovative
solutions and exceptional service. Part of MassMutual, Barings
maintains a strong global presence with over 1,800 associates and
offices in 16 countries. Learn more at www.barings.com.
*As of December 31, 2017.
18-456541
Media Contact:
Brian Whelan, Head of Corporate Communications, 1-704-805-7244, brian.whelan@barings.com
Investor Relations:
BDCinvestorrelations@barings.com
Tel.: 888-401-1088
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