Capital Southwest Corporation Prices Public Offering of $62.5 million 7.75% Notes due 2028
June 07 2023 - 5:13PM
Capital Southwest Corporation (NASDAQ: CSWC) (“Capital Southwest”)
(rated Baa3, Stable Outlook by Moody’s) is pleased to announce that
it has priced an underwritten public offering of $62.5 million in
aggregate principal amount of 7.75% notes due 2028 (the “Notes”).
The Notes will bear interest at a rate of 7.75% per year, payable
quarterly on February 1, May 1, August 1, and November 1, beginning
August 1, 2023. The Notes will mature on August 1, 2028 and may be
redeemed in whole or in part at Capital Southwest’s option on or
after August 1, 2025.
The Company also granted the underwriters a
30-day option to purchase up to an additional $9,375,000 in
aggregate principal amount of Notes to cover overallotments,
if any. The Notes are expected to be listed on the Nasdaq Global
Select Market under the trading symbol “CSWCZ” within 30 days of
issuance. The offering is expected to close on June 15, 2023,
subject to customary closing conditions.
Capital Southwest intends to use the net
proceeds from this offering to repay a portion of the outstanding
indebtedness under its senior secured revolving credit
facility.
Oppenheimer & Co. Inc., B. Riley Securities,
Inc., Janney Montgomery Scott LLC and Ladenburg Thalmann & Co.,
Inc. are serving as joint book-running managers for this offering.
InspereX LLC, William Blair & Company L.L.C. and ING Financial
Markets LLC are acting as co-managers for this offering.
Investors should carefully consider,
among other things, Capital
Southwest’s investment objective and strategies
and the risks related to Capital
Southwest and the offering before investing. The
pricing term sheet, dated June 7, 2023, the preliminary prospectus
supplement, dated June 7, 2023, and the accompanying prospectus,
dated October 29, 2021, included therein, which have been filed
with the Securities and Exchange Commission (the “SEC”), contain
this and other information about Capital
Southwest and should be read carefully before
investing.
To obtain a copy of the preliminary
prospectus supplement for this offering and the accompanying
prospectus, please contact: Oppenheimer & Co. Inc.,
Attention: Syndicate Prospectus Department, 85 Broad Street, 26th
Floor, New York, NY 10004, by telephone at
(212) 667-8055, or by email
at FixedIncomeProspectus@opco.com.
The information in the pricing term sheet, the
preliminary prospectus supplement, the accompanying prospectus and
this press release is not complete and may be changed. The pricing
term sheet, the preliminary prospectus supplement, the accompanying
prospectus and this press release do not constitute offers to sell
or the solicitation of offers 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 shelf registration
statement relating to these securities is on file with, and has
been declared effective by, the SEC (File No. 333-259455).
About Capital Southwest
Capital Southwest Corporation (Nasdaq: CSWC) is
a Dallas, Texas-based, internally managed business development
company with approximately $1.2 billion in investments at fair
value as of March 31, 2023. Capital Southwest is a middle market
lending firm focused on supporting the acquisition and growth of
middle market businesses with $5 million to $35
million investments across the capital structure, including
first lien, second lien and non-control equity co-investments. As a
public company with a permanent capital base, Capital
Southwest has the flexibility to be creative in its financing
solutions and to invest to support the growth of its portfolio
companies over long periods of time.
Forward-Looking Statements
This press release may contain certain
forward-looking statements within the meaning of the federal
securities laws, including statements with regard to Capital
Southwest’s offering of the Notes, the expected net proceeds from
the offering, the anticipated use of the net proceeds of the
offering, and the expected impact of this offering on Capital
Southwest’s financial results. Forward-looking statements are
statements that are not historical statements and can often be
identified by words such as “will,” “believe,” “expect” and similar
expressions and variations or negatives of these words. These
statements are based on management's current expectations,
assumptions and beliefs. They are not guarantees of future results
and are subject to numerous risks, uncertainties and assumptions
that could cause actual results to differ materially from those
expressed in any forward-looking statement. These risks include
risks related to: changes in the markets in which Capital Southwest
invests; changes in the financial, capital, and lending markets;
changes in the interest rate environment and its impact on Capital
Southwest’s business and its portfolio companies; regulatory
changes; tax treatment; Capital Southwest’s ability to operate its
wholly owned subsidiary, Capital Southwest SBIC I, LP, as a small
business investment company; an economic downturn and its
impact on the ability of Capital Southwest’s portfolio companies to
operate and the investment opportunities available to it; the
impact of supply chain constraints and labor shortages on Capital
Southwest’s portfolio companies; and the elevated levels of
inflation and its impact on Capital Southwest’s portfolio companies
and the industries in which it invests. Readers should
not place undue reliance on any forward-looking statements and are
encouraged to review the preliminary prospectus supplement, the
accompanying prospectus and Capital Southwest’s other SEC filings
for a more complete discussion of the risks and other factors that
could affect any forward-looking statements. Except as required by
the federal securities laws, Capital Southwest does not undertake
any obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events,
changing circumstances or any other reason after the date of this
press release.
Investor Relations Contact:
Michael S. Sarner, Chief Financial Officer214-884-3829
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