FOR IMMEDIATE RELEASE:
October 5, 2007
Contact
John
Erickson, Chief Financial Officer (301) 951-6122
Tom McHale,
Senior Vice President, Finance (301) 951-6122
Justin
Cressall, Vice President, Equity Capital Markets (301) 951-6122
AMERICAN CAPITAL RAISES $585 MILLION EQUITY FUND;
CONTINUES TO
EXPAND ASSET MANAGEMENT BUSINESS
Bethesda, MD – October 5, 2007 – American Capital Strategies Ltd.
(Nasdaq:
ACAS), with $17 billion of assets under management1, announced
today that it has raised its second private equity fund, the $585 million
American Capital Equity II LP (“American Capital Equity II”). The
transaction further expands American Capital’s asset management business and
further diversifies its investor base, adding six new private equity limited
partners. AIG Investments, the asset management arm of American
International Group, Inc. (AIG), led the transaction with a consortium of
investors including Landmark Partners, Paul Capital Partners, Lehman Brothers
Secondary Opportunities Fund and SVG Advisers Limited.
American Capital Equity II is purchasing 17% of American Capital’s equity
investments in 80 portfolio companies, for an aggregate cash purchase price of
$488 million, subject to adjustments on December 31, 2007. For
accounting purposes, the total purchase price includes the $488 million cash
purchase price portion, which is 3% below the fair value of these investments on
American Capital’s balance sheet at June 30, 2007, and the value associated with
an asset management agreement. Through a subsidiary, American Capital LLC,
a wholly-owned portfolio company of American Capital, will provide asset
management services to American Capital Equity II for a 2% annual
management fee on the cost basis of the assets and a 10-30% carried interest in
the net profits of American Capital Equity II, subject to certain hurdles.
It is anticipated that this will increase American Capital LLC’s revenues by
approximately $10 million in the first full year of the agreement. This
additional management agreement will be incorporated into the valuation of
American Capital LLC and should be accretive to its valuation.
The remaining $97 million committed to American Capital Equity II by the
limited partners will be used to fund follow-on investments in the 80 portfolio
companies. The transaction occurred in the fourth quarter and the details
of the gains and losses on the sale of the equity interests and the increase in
fair value of American Capital LLC will be reported as part of American
Capital’s year-end earnings release. The proceeds are expected to be used
by American Capital for general corporate purposes, including for its investment
and lending activities and to repay indebtedness owed under existing revolving
credit facilities.
American Capital LLC, a portfolio company of American Capital, now manages
six funds with approximately $5.3 billion of third party assets, including European Capital Limited (LSE: ECAS), which was
established in 2005. European Capital went public on the London Stock
Exchange in May 2007 and has $2.7 billion of assets. Other funds
include American Capital Equity I LLC with $0.9 billion in assets, American
Capital CLO 2007-1, Ltd. with $0.4 billion of assets, American Capital CLO
2007-2 Ltd. with $0.1 billion of assets and American Capital CRE CDO 2007-1,
Ltd. with $0.6 billion of assets.
“We are very pleased to team up with six of the finest private
equity fund investors in the world,” said Malon Wilkus,
American Capital Chairman, President and CEO. “This transaction increases
the assets under management of American Capital affiliates by 10% to a total of
31% of our total managed assets and will contribute to our growing asset
management revenue. This highly predictable and recession resistant
revenue stream, together with participation in the realized profits of American
Capital Equity II, should be accretive to our net operating income per share and
our return on equity and thereby contribute to increases in American Capital’s
valuation.”
Harvey Lambert, Managing Director and Head of Global Secondaries
for AIG Investments commented, “AIG Investments continues to execute
transactions in the private equity secondary market and our investment in
American Capital Equity II demonstrates the on-going efforts to find and execute
the right investment opportunities.”
American Capital LLC, through its subsidiary, will earn approximately $10
million annually in highly predictable and recession-resistant asset management
fee income from managing American Capital Equity II. These fees will
decline as investments are exited. American Capital LLC anticipates
earning incentive fees from its 10-30% carried interest if and when
distributions to limited partners exceed their initial investments and subject
to certain hurdles.
“During a time when the capital markets are closed for many
financial services companies, our ability to raise capital in diverse and
flexible ways gives us a tremendous competitive advantage,” said John
Erickson, American Capital Chief Financial Officer. “This transaction
allowed us to tap a growing set of global investors with significant funds and
expertise dedicated to private equity. Our liquidity and ability to fund
assets during the market disruption is outstanding.”
In October 2006, American Capital raised its first externally
managed U.S. private equity fund, American Capital Equity I LLC, a $1 billion
fund. Through June 30, 2007 American Capital Equity I has generated a net
37% compounded annual return to its investors based on the fair value of the
investments as of period end.
“Over the past three months, our newest partners have subjected American
Capital, including our investment teams, portfolio companies and investment
process to extensive due diligence and scrutiny,” said Tom McHale,
American Capital Senior Vice President of Finance. “They met with
portfolio company management teams and our Investment Teams, interviewed private
equity firms with whom we have partnered and reviewed our portfolio company due
diligence, valuation reports, third-party due diligence reports and monthly
portfolio monitoring information. The decision by these partners, who have
a long history of evaluating private equity investments, to participate in this
transaction highlights the quality of our investments and the strength of our
origination platform.”
ABOUT AMERICAN CAPITAL
American Capital is the only alternative asset management company that is a
member of the S&P 500. With $17 billion in assets under
management1, including its investments in externally managed funds,
American Capital is the largest U.S. publicly traded private equity fund and one
of the largest publicly traded alternative asset managers. American
Capital, both directly and through its global asset management business, is an
investor in management and employee buyouts, private equity buyouts, and early
stage and mature private and public companies. American Capital provides
senior debt, mezzanine debt and equity to fund growth, acquisitions,
recapitalizations and securitizations. American Capital and its affiliates
invest from $5 million to $800 million per company in North America and €5
million to €500 million per company in Europe.
American Capital has invested directly and through its funds under management
approximately $10.5 billion in the last twelve months, over $8.4 billion year to
date, approximately $2 billion in the third quarter and $102 million quarter to
date. Not including funds under management, American Capital has invested
approximately $7.8 billion in the last twelve months, approximately $6.1 billion
year to date, over $1.4 billion in the third quarter and $100 million quarter to
date. For more information about American Capital’s portfolio, click here.
As of October 4, 2007, American Capital shareholders have enjoyed a total
return of 619% since the Company's IPO — an
annualized return of 22%, assuming reinvestment of dividends. American
Capital has paid a total of $1.9 billion in dividends and paid $25.16
dividends per share since going public in August 1997 at $15 per share.
Companies interested in learning more about American Capital's flexible
financing should contact Mark Opel,
Senior Vice President, Business Development, at (800) 248-9340, or visit http://www.acas.com/ or http://www.ecas.com/.
Performance data quoted above represents past performance of
American Capital. Past performance does not guarantee future results and the
investment return and principal value of an investment in American Capital will
likely fluctuate. Consequently, an investor's shares, when sold, may be worth
more or less than their original cost. Additionally, American Capital's current
performance may be lower or higher than the performance data quoted above.
This press release contains forward-looking statements. The
statements regarding expected results of American Capital are subject to various
factors and uncertainties, including the uncertainties associated with the
timing of transaction closings, changes in interest rates, availability of
transactions, changes in regional, national or international economic
conditions, or changes in the conditions of the industries in which American
Capital has made investments.
1Assets Under Management is an estimate of internally
and externally managed assets as of September 30, 2007 and does not include any
fair value adjustments subsequent to June 30, 2007.
HEADQUARTERS
Washington, DC
2 Bethesda Metro Center
14th
Floor
Bethesda, MD 20814
(301) 951-6122
(301) 654-6714 fax
Info@AmericanCapital.com
REGIONAL OFFICES
Chicago
111 South Wacker Drive
Suite 4000
Chicago, IL
60606
(312) 681-7400
(312) 454-0600 fax
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75201
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United
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