Saratoga Investment Corp. (the “Company”) (NYSE: SAR) today
announced that it has priced an underwritten public offering of
$87.5 million in aggregate principal amount of 6.00% unsecured
notes due 2027 (the “Notes”).
The Notes will mature on April 30, 2027, and may
be redeemed in whole or in part at any time or from time to time at
the Company’s option on or after April 27, 2024. The Notes will
bear interest at a rate of 6.00% per year payable quarterly on
February 28, May 31, August 31 and November 30 of each year,
beginning August 31, 2022.
The offering is expected to close on April 27,
2022, subject to customary closing conditions. The Company has
granted the underwriters an option to purchase up to an additional
$12.5 million in aggregate principal amount of Notes. The Notes are
expected to be listed on the New York Stock Exchange and to trade
thereon within 30 days of the original issue date under the trading
symbol “SAT”.
The Company has received an investment grade private rating of
“BBB+” from Egan-Jones Ratings Company, an independent,
unaffiliated rating agency.
Egan-Jones is a Nationally Recognized
Statistical Rating Organization (NRSRO) and is recognized by the
National Association of Insurance Commissioners (NAIC) as a Credit
Rating Provider (CRP). Egan-Jones is also certified by the European
Securities and Markets Authority (ESMA).
Ladenburg Thalmann & Co. Inc., B. Riley
Securities, Inc., and Oppenheimer & Co. Inc. are serving as
joint book-running managers for this offering. Compass Point and
InspereX LLC are serving as lead managers for this offering. Hovde
Group, LLC and Maxim Group LLC are serving as co-managers for this
offering. The Company intends to use the net proceeds from this
offering to make investments in middle-market companies
(including investments through its SBIC subsidiaries) in accordance
with the Company’s investment objective and strategies and for
general corporate purposes. The Company may use the net proceeds
from this offering to redeem all of the outstanding 7.25%
fixed-rate notes due 2025, which are callable by the Company
commencing June 24, 2022.
Investors are advised to consider carefully the
investment objective, risks and charges and expenses of the Company
before investing. The preliminary prospectus supplement dated
April 18, 2022, and the accompanying prospectus dated July 7, 2021,
each of which has been filed with the Securities and
Exchange Commission (the “SEC”), contains a description of these
matters and other important information about the Company and
should be read carefully before investing.
This press release does not constitute an offer
to sell or the solicitation of an offer to buy, nor will there be
any sale of, the Notes 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 registration
statement (File No. 333-256366) relating to the Notes was filed and
has been declared effective by the SEC.
This offering is being made solely by means of a
written prospectus forming part of the effective registration
statement and a related preliminary prospectus supplement, which
may be obtained for free by visiting the SEC’s website at
www.sec.gov or from of any of the following investment
banks: Ladenburg Thalmann, Attn: Syndicate Department, 640
Fifth Avenue, 4th Floor, New York, NY 10019 (telephone number
1-800-573-2541), or by e-mailing prospectus@ladenburg.com; B. Riley
Securities, Inc., at 1300 North 17th Street, Suite 1300, Arlington,
VA 22209, by calling (703) 312‐9580 or by emailing at
prospectuses@brileyfin.com; Oppenheimer & Co. Inc., Attn:
Syndicate Prospectus Department, 85 Broad Street, New York, NY
10004 or by e-mailing at FixedIncomeProspectus@opco.com; Compass
Point, 1055 Thomas Jefferson St. NW, Suite 303, Washington, DC
20007, by calling (202) 540-7300, or by emailing at
syndicate@compasspointllc.com; InspereX LLC, Attn: Syndicate
Department, 200 S. Wacker Drive, Suite 3400, Chicago, IL 60606
(telephone number 1-800-327-1546) or by emailing at
prospectus_requests@insperex.com; Hovde Group, LLC, 1629 Colonial
Parkway, Inverness, IL 60067 or by emailing at
mhedrei@hovdegroup.com; and Maxim Group LLC, 300 Park Ave, 16th
Floor, New York, NY 10022 or by emailing at
syndicate@maximgrp.com.
About Saratoga Investment Corp.
Saratoga Investment Corp. is a specialty finance
company that provides customized financing solutions to U.S.
middle-market businesses. The Company invests primarily in senior
and unitranche leveraged loans and mezzanine debt, and, to a lesser
extent, equity to provide financing for change of ownership
transactions, strategic acquisitions, recapitalizations and growth
initiatives in partnership with business owners, management teams
and financial sponsors. Saratoga Investment Corp.’s objective
is to create attractive risk-adjusted returns by generating current
income and long-term capital appreciation from its debt and equity
investments. Saratoga Investment Corp. has elected to be
regulated as a business development company under the Investment
Company Act of 1940 and is externally-managed by Saratoga
Investment Advisors, LLC, an SEC-registered investment advisor
focusing on credit-driven strategies. Saratoga Investment
Corp. owns two SBIC-licensed subsidiaries and manages a $650
million collateralized loan obligation (the “Saratoga CLO”)
fund. It also owns 52% of the Class F and 100% of the
subordinated notes of the Saratoga CLO. The Company’s diverse
funding sources, combined with a permanent capital base, enable
Saratoga Investment Corp. to provide a broad range of financing
solutions.
FORWARD-LOOKING STATEMENTS
Statements included herein contain certain
“forward-looking statements” within the meaning of the federal
securities laws, including statements with regard to the Company’s
Notes offering and the anticipated use of the net proceeds of the
offering. Forward-looking statements can be identified by the use
of forward looking words such as “outlook,” “believes,” “expects,”
“potential,” “continues,” “may,” “will,” “should,” “seeks,”
“approximately,” “predicts,” “intends,” “plans,” “estimates,”
“anticipates” or negative versions of those words, other comparable
words or other statements that do not relate to historical or
factual matters. The forward-looking statements are based on our
beliefs, assumptions and expectations of future events and our
future performance, taking into account all information currently
available to us. These statements are not guarantees of future
events, performance, condition or results and involve a number of
risks and uncertainties. Actual results may differ materially from
those in the forward-looking statements as a result of a number of
factors, including but not limited to the impact of the COVID-19
pandemic and the pandemic’s impact on the U.S. and global economy,
as well as those described from time to time in our filings with
the SEC. Any forward-looking statement speaks only as of the date
on which it is made. Saratoga Investment Corp. undertakes no duty
to update any forward-looking statements made herein, whether as a
result of new information, future developments or otherwise, except
as required by law.
Contact: Henri Steenkamp Saratoga Investment Corp.
212-906-7800
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