Triangle Announces Sale of Its Investment Portfolio, Its
Intention to Fully Redeem Its March 2022 Notes and December 2022
Notes, and Finalizes Per Share Distribution Amount to be Paid to
Stockholders by Barings LLC in Connection with the Anticipated
Closing of the Externalization Transaction
Triangle Capital Corporation (NYSE: TCAP)
(“Triangle” or the “Company”) announced today the completion of its
previously announced asset sale transaction with BSP Asset
Acquisition I, LLC (“BSP”), an affiliate of Benefit Street Partners
L.L.C. (the “Asset Sale”).
As a result of the closing of the Asset Sale,
the Company has sold substantially all of its investment portfolio
in exchange for gross cash proceeds received from BSP and certain
affiliates of BSP of $793.3 million, after adjustments to take into
account portfolio activity and other matters occurring since
December 31, 2017. Adjustments to the purchase price included,
among other things, approximately $208.8 million of principal
payments and prepayments, sales proceeds and distributions related
to the investment portfolio that were received and retained by the
Company between December 31, 2017 and the closing of the Asset
Sale, offset by approximately $29.5 million of loans and equity
investments originated between December 31, 2017 and the closing of
the Asset Sale.
Redemption of Notes
In connection with the Asset Sale, the Company
announced its intent to redeem all of its outstanding 6.375% Notes
due March 15, 2022 (the “March 2022 Notes”) (CUSIP No. 895848
406; NYSE: TCCB) and 6.375% Notes due December 15, 2022 (CUSIP
No. 895848 307; NYSE: TCCA) (the “December 2022 Notes” and,
collectively with the March 2022 Notes, the “Notes”). The
Company expects the settlement of this redemption to occur on
August 30, 2018 (the “Redemption Date”). The Notes will be
redeemed at 100% of their principal amount ($25.00 per Note), plus
the accrued and unpaid interest thereon from June 15, 2018,
through, but excluding, the Redemption Date (the "Redemption
Payment"). The Bank of New York Mellon Trust Company, N.A., as
trustee under the indenture governing the Notes, will make payment
to holders of the Notes on the Redemption Date.
The Notes should be presented and surrendered to
the trustee, The Bank of New York Mellon Trust Company, N.A., at
one of the addresses set forth below:
|
|
If by First
Class, Registered, or Certified Mail, Regular Mail or Overnight
Courier: |
If in
Person by Hand: |
The
Bank of New York Mellon Global Corporate Trust111 Sanders
Creek ParkwayEast Syracuse, NY 13057Attention: Redemption Unit |
The
Bank of New York Mellon Global Corporate
TrustCorporate Trust Window101 Barclay
Street, 1st Floor EastNew York, NY 10286Attention: Redemption
Unit |
|
|
Notes held in book-entry form will be redeemed
and the Redemption Payment with respect to such Notes will be paid
in accordance with the applicable procedures of The Depository
Trust Company.
Anticipated Closing of the
Externalization Transaction and Distribution Amount to be Paid to
Stockholders by Barings LLC
Triangle expects to close the previously
announced externalization transaction with Barings LLC (“Barings”)
on August 2, 2018 (the “Externalization Transaction”).
The Company also announced that Barings will
make a distribution of $1.78361 per share to the Company’s
stockholders (the “Stockholder Payment”) in connection with the
Externalization Transaction.
As previously disclosed in the Company’s
definitive proxy statement on Schedule 14A filed with the SEC on
June 1, 2018 (the “Proxy Statement”), Barings will make the
Stockholder Payment to the holders of record of the Company’s
common stock (other than Barings) as of the date of the closing of
the Externalization Transaction, which is anticipated to be on
August 2, 2018 (the “Preliminary Record Date”). The preliminary
payment date for the Stockholder Payment is August 3, 2018 (the
“Preliminary Payment Date”). The Preliminary Record Date
and the Preliminary Payment Date are contingent on the closing of
the Externalization Transaction, as disclosed in the Proxy
Statement, including satisfaction of closing conditions, and are
subject to change.
About Triangle Capital Corporation
Triangle Capital Corporation (www.TCAP.com) has
elected to be treated as a business development company under the
Investment Company Act of 1940 (“1940 Act”). Triangle is required
to comply with a series of regulatory requirements under the 1940
Act as well as applicable NYSE, federal and state laws and
regulations. Triangle has elected to be treated as a regulated
investment company under the Internal Revenue Code of 1986. Failure
to comply with any of the laws and regulations that apply to
Triangle could have a material adverse effect on Triangle and its
stockholders.
About Benefit Street Partners
L.L.C.
Benefit Street Partners L.L.C. is a leading
credit-focused alternative asset management firm with $25 billion
in assets under management. BSP manages assets across a broad range
of complementary credit strategies including private/opportunistic
debt, liquid loans, high yield, special situations, long-short
liquid credit and commercial real estate debt. BSP is in
partnership with Providence Equity Partners L.L.C., a leading
global private equity firm with $57 billion in capital under
management. The BSP platform was established in 2008 and is based
in New York. For further information, please visit
www.benefitstreetpartners.com.
BSP Contacts: Andrew Cole / David
MillarProv-SVC@SARDVERB.com Sard Verbinnen &
Co.212.687.8080
About Barings LLC
Barings is a $306+ billion* global financial
services firm dedicated to meeting the evolving investment and
capital needs of their clients. Barings builds lasting partnerships
that leverage their 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 professionals and offices in 16
countries. Learn more at www.barings.com.
*As of June 30, 2018
Media Contact:Kelly Smith, Media Relations, Barings,
980-417-5648, kelly.smith@barings.comInvestor
Relations:BDCinvestorrelations@barings.com, 888-401-1088
Cautionary Statement Regarding
Forward-Looking Statements
This communication contains “forward-looking”
statements, including statements regarding the Asset Sale,
Externalization Transaction and Stockholder Payment. All
statements, other than historical facts, including but not limited
to statements regarding the expected timing of the closing of the
Externalization Transaction and distribution of the Stockholder
Payment; the ability of the parties to complete the Externalization
Transaction, considering the various closing conditions, and make
the Stockholder Payment; the expected benefits of the Asset Sale
and Externalization Transaction such as improved operations,
enhanced revenues and cash flow, growth potential, market profile
and financial strength; the competitive ability and position of
Triangle following completion of the Asset Sale and Externalization
Transaction; and any assumptions underlying any of the foregoing,
are forward-looking statements. Forward-looking statements concern
future circumstances and results and other statements that are not
historical facts and are sometimes identified by the words “may,”
“will,” “should,” “potential,” “intend,” “expect,” “endeavor,”
“seek,” “anticipate,” “estimate,” “overestimate,” “underestimate,”
“believe,” “could,” “project,” “predict,” “continue,” “target” or
other similar words or expressions. Forward-looking statements are
based upon current plans, estimates and expectations that are
subject to risks, uncertainties and assumptions. Should one or more
of these risks or uncertainties materialize, or should underlying
assumptions prove to be incorrect, actual results may vary
materially from those indicated or anticipated by such
forward-looking statements. The inclusion of such statements should
not be regarded as a representation that such plans, estimates or
expectations will be achieved. Important factors that could cause
actual results to differ materially from such plans, estimates or
expectations include those risk factors detailed in the Proxy
Statement and in Triangle’s reports filed with the SEC, including
Triangle’s annual report on Form 10-K for the year ended
December 31, 2017, periodic quarterly reports on
Form 10-Q, current reports on Form 8-K and
other documents filed with the SEC.
Any forward-looking statements speak only as of
the date of this communication. Triangle does not undertake any
obligation to update any forward-looking statements, whether as a
result of new information or developments, future events or
otherwise, except as required by law. Readers are cautioned not to
place undue reliance on any of these forward-looking
statements.
Contacts
E. Ashton PooleChairman & Chief Executive
Officer919-747-8618apoole@tcap.com
Steven C. LillyChief Financial
Officer919-719-4789slilly@tcap.com
Triangle Capital Corp. 6.375% Senior Notes Due 2022 (NYSE:TCCA)
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