TriplePoint Venture Growth BDC Corp. (NYSE: TPVG) (the
“Company”) today announced that it has completed an underwritten
offering of 6,000,000 shares of its common stock (the “Public
Offering”) resulting in net proceeds exclusive of offering expenses
to the Company of approximately $82.2 million, or $13.70 per
share. The Company’s investment adviser agreed to bear all of the
sales load and to pay to the underwriters an additional
supplemental payment of approximately $0.04 per share (the
“Supplemental Payment”), which reflects the difference between the
public offering price of $13.66 per share (the “Public Offering
Price”) and the proceeds per share received by the Company in this
offering. In connection with the Public Offering, the Company
has granted the underwriters for the offering an option to purchase
up to an additional 900,000 shares of the Company’s common
stock.
Concurrently with the Public Offering, the Company agreed to
sell 200,000 shares of common stock at the Public Offering Price
through a private placement to certain managed investment vehicles
of Colony Capital, Inc. (the “Colony Private Placement”).
Additionally, certain accounts managed by Goldman Sachs Asset
Management, L.P. are required to purchase 200,000 shares of common
stock at the Public Offering Price pursuant to a prior agreement
with the Company (such purchase, together with the Colony Private
Placement, the “Private Placements”). The Company’s investment
adviser agreed to pay to the Company the per share Supplemental
Payment in connection with the Private Placements. The Private
Placements are expected to close no later than August 14, 2018. The
Private Placements are exempt from the registration requirements of
the Securities Act of 1933, as amended (the “Securities Act”),
pursuant to Section 4(a)(2) thereof.
The Company expects to use the net proceeds from the Public
Offering and Private Placements to make new investments in
accordance with its investment objective and strategies and for
general working capital purposes.
Morgan Stanley, Wells Fargo Securities, Goldman Sachs &
Co. LLC, J.P. Morgan and Keefe, Bruyette & Woods, A
Stifel Company, acted as joint book-running managers for the Public
Offering. Deutsche Bank Securities and Compass Point
acted as lead managers for the Public Offering. Janney Montgomery
Scott LLC and Ladenburg Thalmann acted as co-managers for
the Public Offering.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the securities in this offering or
any other securities nor will there be any sale of these securities
or any other securities referred to in this press release in any
state or jurisdiction in which such offer, solicitation or sale
would be unlawful prior to the registration or qualification under
the securities laws of such state or jurisdiction.
A shelf registration statement relating to the securities
issued in the Public Offering is on file with and has been declared
effective by the Securities and Exchange Commission (the “SEC”).
The Public Offering may be made only by means of a prospectus and a
related prospectus supplement, copies of which may be obtained,
when available, from any of the following investment banks: Morgan
Stanley & Co. LLC—Attn: Prospectus Department—180 Varick
Street, 2nd Floor—New York, NY 10014; Wells Fargo Securities, LLC,
Attention: Equity Syndicate at 375 Park Avenue, New York, NY
10152-4077, or by calling (800) 326-5897, or by
email: cmclientsupport@wellsfargo.com; Goldman
Sachs & Co. LLC, Prospectus Department, 200 West Street,
New York, NY 10282,
telephone: 1-866-471-2526, facsimile: 212-902-9316
or by
emailing Prospectus-ny@ny.email.gs.com.; J.P.
Morgan, Attention: Prospectus Department, c/o Broadridge Financial
Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, or by
calling toll-free at (866) 803-9204; or Keefe,
Bruyette & Woods, Inc., Attn: Capital Markets, 787 Seventh
Avenue, 4th Floor, New York, NY 10019,
telephone: 1-800-966-1559.
The prospectus supplement, dated August 7, 2018, and
accompanying prospectus, dated May 14, 2018, each of which has
been filed with the SEC, contain a description of these matters and
other important information about the Company and should be
read carefully before investing. Investors are advised to carefully
consider the investment objectives, risks and charges and expenses
of the Company before investing.
The securities to be sold in the Private Placements have not
been registered under the Securities Act, or any applicable state
securities laws. The securities to be issued in the Private
Placements may not be offered or sold in the United States absent
registration or an applicable exemption from the registration
requirements of the Securities Act.
About TriplePoint Venture Growth BDC Corp.
The Company serves as the primary financing source for the
venture growth stage business segment of TriplePoint Capital
LLC, the leading global provider of financing across all stages of
development to technology, life sciences and other high growth
companies backed by a select group of venture capital
firms. The Company’s investment objective is to maximize its
total return to stockholders primarily in the form of current
income and, to a lesser extent, capital appreciation by primarily
lending with warrants to venture growth stage companies. The
Company is an externally managed,
closed-end, non-diversified management investment company
that has elected to be regulated as a business development company
under the Investment Company Act of 1940, as amended.
Forward Looking Statements
Certain statements contained in this press release constitute
forward-looking statements, including statements with regard to the
Company’s securities offering and the anticipated use of net
proceeds of the offering. Forward-looking statements are not
guarantees of future performance, condition or results and involve
a number of substantial risks and uncertainties, many of which are
difficult to predict and are generally beyond the Company’s
control. Words such as “anticipates,” “expects,” “intends,”
“plans,” “will,” “may,” “continue,” “believes,” “seeks,”
“estimates,” “would,” “could,” “should,” “targets,” “projects,” and
variations of these words and similar expressions are intended to
identify forward-looking statements. 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 the Company’s filings with the SEC, including the final
prospectus supplement that will be filed with the SEC in connection
with the Public Offering. The Company undertakes no obligation to
publicly update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise, except
as may be required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20180809005603/en/
Abernathy MacGregorAlan Oshiki,
212-371-5999aho@abmac.comorShelia Ennis,
415-745-3294sbe@abmac.com
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