Great Elm Capital Corp. Prices Public Offering of $40.0 Million of 6.50% Notes Due 2024
June 11 2019 - 6:19PM
Great Elm Capital Corp. (the “Company” or “GECC”) (NASDAQ: GECC)
announced today the pricing of its underwritten public offering of
$40.0 million aggregate principal amount of its 6.50% notes due
2024 (the “Notes”), which will result in net proceeds to the
Company of approximately $38.2 million after payment of
underwriting discounts and commissions and estimated offering
expenses payable by the Company.
The Notes will mature on June 30, 2024, 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 June 30, 2021. The Notes will bear interest at a
rate of 6.50% per year payable quarterly on March 31, June 30,
September 30 and December 31 of each year, beginning on September
30, 2019. The Company has also granted the underwriters a 30-day
option to purchase up to an additional $6.0 million aggregate
principal amount of Notes to cover over-allotments, if any.
The closing of the transaction is subject to customary closing
conditions, and the Notes are expected to be delivered on or about
June 18, 2019. The Notes are expected to be listed on The Nasdaq
Global Market under the trading symbol “GECCN,” and to trade
thereon within 30 days from the original issue date. The Notes have
a private credit rating of BBB from Egan-Jones Ratings
Company.*
The Company intends to use the net proceeds from this offering
to make investments consistent with its investment objectives and
for general corporate purposes. Pending the investment of the net
proceeds in investments consistent with its investment objectives,
the Company may invest the net proceeds of this offering in cash,
cash equivalents, U.S. government securities, money market mutual
funds and other high quality debt instruments that mature in one
year or less, or “temporary investments,” as appropriate.
Ladenburg Thalmann & Co. Inc., a subsidiary of Ladenburg
Thalmann Financial Services Inc. (NYSE American: LTS) and Janney
Montgomery Scott LLC are acting as joint book-running managers for
the offering. Incapital LLC is acting as lead manager for the
offering.
* A securities rating is not a recommendation to buy, sell or
hold securities and may be subject to revision or withdrawal at any
time.
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 registration statement relating to these securities is
on file with and has been declared effective by the Securities and
Exchange Commission (the “SEC”). The offering will be made only by
means of a prospectus, copies of which may be obtained, when
available, from:
Ladenburg Thalmann & Co.
Inc.277 Park Avenue, 26th
FloorNew York, New York 10172
or:
1-800-573-2541
or:
prospectus@ladenburg.com
Investors are advised to carefully consider the
investment objectives, risks and charges and expenses of the
Company before investing. The preliminary prospectus, dated June 6,
2019, which has been filed with the SEC, contains a description of
these matters and other important information about the Company and
should be read carefully before investing.
About Great Elm Capital Corp.
Great Elm Capital Corp. is an externally managed, specialty
finance company focused on investing in debt instruments of middle
market companies. GECC elected to be regulated as a business
development company under the Investment Company Act of 1940, as
amended. GECC targets special situations and catalyst-driven
investments as it seeks to generate attractive, risk-adjusted
returns through both current income and capital appreciation.
Cautionary Statement Regarding Forward-Looking
Statements
Statements in this communication that are not historical facts
are “forward-looking” statements within the meaning of the federal
securities laws. These statements are often, but not always, made
through the use of words or phrases such as “believe,” “expect,”
“anticipate,” “should,” “planned,” “will,” “may,” “intend,”
“estimate,” “aim,” “target,” “opportunity,” “tentative,”
“positioning,” “designed,” “create,” “seek,” “would,” “could,”
“continue,” “ongoing,” “upside,” “increases,” “potential” and
similar expressions. All such forward-looking statements involve
estimates and assumptions that are subject to risks, uncertainties
and other factors that could cause actual results to differ
materially from the results expressed in the statements. Among the
key factors that could cause actual results to differ materially
from those projected in the forward-looking statements are:
conditions in the credit markets, the price of GECC common stock
and the performance of GECC’s portfolio and investment manager.
Information concerning these and other factors can be found in
GECC’s registration statement, its Annual Report on Form 10-K and
other reports GECC has filed with the SEC. GECC assumes no
obligation to, and expressly disclaims any duty to, update any
forward-looking statements contained in this communication or to
conform prior statements to actual results or revised expectations
except as required by law. Readers are cautioned not to place undue
reliance on these forward-looking statements that speak only as of
the date hereof.
Media & Investor Contact:
Investor Relations+1 (617)
375-3006investorrelations@greatelmcap.com
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