New Mountain Finance Corporation Announces Completion of Offering of $200 Million of 7.50% Convertible Notes due 2025
2022年11月3日 - 6:10AM
ビジネスワイヤ（英語）
New Mountain Finance Corporation (the “Company”) (NASDAQ: NMFC)
announced today the completion of an offering of $200.0 million in
aggregate principal amount of its 7.50% convertible notes
due 2025 (the “Notes”). The offering was consummated pursuant to
the terms of a private placement purchase agreement (the “Purchase
Agreement”) with the several purchasers, each of whom is an
“accredited investor” as defined in Rule 501(a) of Regulation D
under the Securities Act of 1933, as amended (the “Securities Act”)
or a “qualified institutional buyer” within the meaning of Rule
144A promulgated under the Securities Act.
John R. Kline, President of New Mountain Finance Corporation,
commented, “We appreciate the strong support from both existing and
new investors for this offering, which will address near-term debt
maturities with unsecured term financing. Additionally, we are
improving our capital base and fortifying our balance sheet.
Management is confident that the increased flexibility this
financing provides will position us to capitalize on an attractive
environment for direct lending."
Subject to the terms and conditions of an indenture governing
the Notes entered into on November 2, 2022 in connection with the
closing of the offering, the Notes will be convertible into shares
of the Company’s common stock (together with cash in lieu of
fractional shares) at an initial conversion rate of 70.4225 shares
of the Company’s common stock per $1,000 principal amount of Notes
(subject to adjustments by the Company as provided in the
indenture), which is equal to an initial conversion price of
approximately $14.20 per share of the Company’s common stock. The
initial conversion price represents a 14.7% conversion premium over
the last reported sale price of the Company’s common stock on
October 27, 2022, which was $12.38 per share. The conversion rate
and conversion price will be subject to adjustment upon the
occurrence of certain events. A holder may convert its Notes in
whole or in part any time prior to the close of business on the
scheduled business day immediately preceding the maturity date of
October 15, 2025. The Notes will rank pari passu, or equally in
right of payment, with all outstanding and future unsecured,
unsubordinated indebtedness issued by the Company.
The Notes will mature on October 15, 2025, unless earlier
converted, redeemed or repurchased in accordance with their terms.
The Notes will accrue interest at an annual rate of 7.50%, payable
semi-annually in arrears on April 15 and October 15 of each year,
commencing on April 15, 2023.
The Company intends to use the net proceeds from the sale of the
Notes to launch a tender offer for the Company’s existing 5.75%
Convertible Notes due 2023 and then, to the extent any net proceeds
remain, to repay other outstanding indebtedness and for general
corporate purposes. The Notes have no restrictions related to the
type and security of assets in which the Company might invest.
The Notes and the shares of the Company’s common stock
underlying the Notes have not been registered under the Securities
Act or any applicable state securities laws. Unless so registered,
the Notes may not be offered or sold in the United States except
pursuant to an exemption from the registration requirements of the
Securities Act and applicable state securities laws.
Oppenheimer & Co. Inc. served as the placement agent for the
offering.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the Notes, nor shall there be any
sale of these securities, in any state in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any state.
ABOUT NEW MOUNTAIN FINANCE CORPORATION
New Mountain Finance Corporation is a closed-end,
non-diversified and externally managed investment company that has
elected to be regulated as a business development company under the
Investment Company Act of 1940, as amended. The Company’s
investment objective is to generate current income and capital
appreciation through the sourcing and origination of debt
securities at all levels of the capital structure, including first
and second lien debt, notes, bonds and mezzanine securities. The
Company’s first lien debt may include traditional first lien senior
secured loans or unitranche loans. Unitranche loans combine
characteristics of traditional first lien senior secured loans as
well as second lien and subordinated loans. Unitranche loans will
expose the Company to the risks associated with second lien and
subordinated loans to the extent it invests in the “last out”
tranche. In some cases, the investments may also include small
equity interests. The Company’s investment activities are managed
by its Investment Adviser, New Mountain Finance Advisers BDC,
L.L.C., which is an investment adviser registered under the
Investment Advisers Act of 1940, as amended.
ABOUT NEW MOUNTAIN CAPITAL
New Mountain Capital is a New York-based investment firm that
emphasizes business building and growth, rather than debt, as it
pursues long-term capital appreciation. The firm currently manages
private equity, credit and net lease investment strategies with
over $37 billion in assets under management. New Mountain seeks out
what it believes to be the highest quality growth leaders in
carefully selected industry sectors and then works intensively with
management to build the value of these companies.
FORWARD-LOOKING STATEMENTS
Statements included herein may contain “forward-looking
statements”, which relate to the Company’s future operations,
future performance or the Company’s financial condition.
Forward-looking statements are not guarantees of future
performance, condition or results and involve a number of risks and
uncertainties, including the impact of COVID-19, the current
conflict between Russia and Ukraine, and related changes in base
interest rates and significant volatility on the Company’s
business, portfolio companies, the Company’s industry and the
global economy. Actual results and outcomes may differ materially
from those anticipated in the forward-looking statements as a
result of a variety of factors, including those described from time
to time in the Company’s filings with the Securities and Exchange
Commission or factors that are beyond the Company’s control. The
Company undertakes no obligation to publicly update or revise any
forward-looking statements made herein, except as may be required
by law. All forward-looking statements speak only as of the time of
this press release.
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version on businesswire.com: https://www.businesswire.com/news/home/20221102006064/en/
New Mountain Finance Corporation Investor Relations Shiraz Y.
Kajee, Authorized Representative NMFCIR@newmountaincapital.com
(212) 220-3505
New Mountain Finance (NYSE:NMFC)
過去 株価チャート
から 10 2024 まで 11 2024
New Mountain Finance (NYSE:NMFC)
過去 株価チャート
から 11 2023 まで 11 2024
