-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WtToeRxthxO939oXVclWYU1rTBl5lMXRPd6vrPAy7xv2kw81lgGokZ9lBQKSin+7 S3qAkKI7aC5kaYUqg/gWMg== 0001104659-09-030204.txt : 20090507 0001104659-09-030204.hdr.sgml : 20090507 20090507080017 ACCESSION NUMBER: 0001104659-09-030204 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20090504 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090507 DATE AS OF CHANGE: 20090507 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ARES CAPITAL CORP CENTRAL INDEX KEY: 0001287750 IRS NUMBER: 331089684 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 814-00663 FILM NUMBER: 09803509 BUSINESS ADDRESS: STREET 1: 280 PARK AVENUE, 22ND FLOOR STREET 2: BUILDING EAST CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2127507300 MAIL ADDRESS: STREET 1: 280 PARK AVENUE, 22ND FLOOR STREET 2: BUILDING EAST CITY: NEW YORK STATE: NY ZIP: 10017 8-K 1 a09-11142_28k.htm 8-K

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 


 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported) May 4, 2009

 

ARES CAPITAL CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

Maryland

 

000-50697

 

33-1089684

(State or Other Jurisdiction
of Incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

 

 

 

 

280 Park Avenue, 22nd Floor, Building East, New York, NY

 

10017

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code (212) 750-7300

 

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 2.02  Results of Operations and Financial Condition.

 

On May 7, 2009, the Registrant issued a press release announcing its financial results for the quarter ended March 31, 2009.  The text of the press release is included as Exhibit 99.1 to this Form 8-K.

 

The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.

 

Item 7.01  Regulation FD Disclosure.

 

The Registrant issued a press release, filed herewith as Exhibit 99.1, and by this reference incorporated herein, on May 7, 2009 announcing the declaration of a second quarter dividend of $0.35 per share.  The dividend is payable on June 30, 2009 to stockholders of record as of June 15, 2009.

 

The Registrant issued a press release, filed herewith as Exhibit 99.2, and by this reference incorporated herein, on May 7, 2009 announcing that, subject to certain conditions, it increased its overall financing commitments from Wachovia Bank NA, a Wells Fargo company, from $350 million to $425 million.

 

The information disclosed under this Item 7.01, including Exhibits 99.1 and 99.2 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.

 

Item 8.01  Other Events.

 

During its annual meeting of stockholders held on May 4, 2009 in Chicago, the Registrant’s stockholders approved the re-election of Gregory W. Penske, Robert L. Rosen and Bennett Rosenthal as Class III directors, the selection of KPMG LLP as the Company’s independent registered public accounting firm, the Company’s ability to issue common stock of the Company at a price below its then current net asset value per share and the Company’s ability to issue warrants or securities to subscribe for or convertible into shares of the Company’s common stock.  A non-binding stockholder proposal to request that the Company’s board of directors take the necessary steps to declassify the board was not presented by the proponent or a qualified representative at the meeting, and accordingly was not voted upon.   In addition, on May 4, 2009, the Registrant’s board of directors approved the extension of the Company’s advisory agreement with its investment adviser, Ares Capital Management LLC, and the extension of the Company’s administration agreement with its administrator, Ares Operations LLC, in each case until June 1, 2010.

 

Item 9.01  Financial Statements and Exhibits.

 

(d)          Exhibits:

 

Exhibit Number

 

Description

 

 

 

99.1

 

Press Release, dated as of May 7, 2009

 

 

 

99.2

 

Press Release, dated as of May 7, 2009

 

2



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

ARES CAPITAL CORPORATION

 

 

Date:   May 7, 2009

 

 

 

 

By:

/s/ Richard S. Davis

 

Name:

Richard S. Davis

 

Title:

Chief Financial Officer

 

3



 

Exhibit Index

 

Exhibit Number

 

Description

 

 

 

99.1

 

Press Release, dated as of May 7, 2009

 

 

 

99.2

 

Press Release, dated as of May 7, 2009

 

4


EX-99.1 2 a09-11142_2ex99d1.htm EX-99.1

Exhibit 99.1

 

 

ARES CAPITAL CORPORATION DECLARES
SECOND QUARTER DIVIDEND OF $0.35 PER SHARE
AND ANNOUNCES MARCH 31, 2009 FINANCIAL RESULTS

 

SECOND QUARTER DIVIDEND DECLARED

 

New York, NY — May 7, 2009 — Ares Capital Corporation (NASDAQ:  ARCC) announced that its Board of Directors has declared a second quarter dividend of $0.35 per share, payable on June 30, 2009 to stockholders of record as of June 15, 2009.

 

MARCH 31, 2009 FINANCIAL RESULTS

 

Ares Capital also announced financial results for its first quarter ended March 31, 2009.

 

HIGHLIGHTS

 

Financial

(Amounts in millions, except per share data)

 

 

 

Q1-09

 

Q1-08

 

 

 

Total
Amount

 

Per
Share

 

Total
Amount

 

Per
Share

 

Core EPS(1) — Basic and Diluted

 

$

30.2

 

$

0.31

 

$

26.0

 

$

0.35

 

GAAP net income (loss) — Basic and Diluted

 

$

35.0

 

$

0.36

 

$

9.2

 

$

0.12

 

Net investment income — Basic and Diluted

 

$

30.2

 

$

0.31

 

$

26.0

 

$

0.35

 

Net realized gains

 

$

24.7

 

$

0.25

 

$

0.2

 

$

0.00

 

Net unrealized losses

 

$

(19.9

)

$

(0.20

)

$

(17.0

)

$

(0.23

)

 

·                  Total fair value of investments:

·                  March 31, 2009: $2.0 billion

·                  March 31, 2008: $1.9 billion

·                  Net assets per share:

·                  March 31, 2009: $11.20

·                  March 31, 2008: $15.17

·                  Stockholders’ equity:

·                  March 31, 2009: $1.1 billion

·                  March 31, 2008: $1.1 billion

·                  Dividends declared:

·                  First quarter 2009: $0.42

·                  First quarter 2008: $0.42

 


(1)     Basic and diluted Core EPS is a non-GAAP financial measure. Core EPS is the net per share increase (decrease) in stockholders’ equity resulting from operations less realized and unrealized gains and losses, any incentive management fees attributable to such realized gains and losses and any income taxes related to such realized gains. The most directly comparable GAAP financial measure is the net per share increase (decrease) in stockholders’ equity resulting from operations, which is reflected above under the heading “GAAP net income”.  Ares Capital believes that Core EPS provides useful information to investors regarding financial performance because it is one method Ares Capital uses to measure its financial condition and results of operations.  The presentation of this additional information is not meant to be considered in isolation or as a substitute for financial results prepared in accordance with GAAP.  Reconciliation of basic and diluted Core EPS to the most directly comparable GAAP financial measure is set forth in Schedule 1 hereto.

 



 

Portfolio Activity

(Dollar amounts in millions, except average total assets for the period)

 

 

 

Q1-09

 

Q1-08

 

Gross commitments made during period

 

$

37.8

 

$

304.1

 

Exits of commitments during period

 

$

103.9

 

$

131.9

 

Average total assets for the period (in billions)

 

$

2.1

 

$

1.9

 

 

·                  Number of portfolio company investments:

·                  March 31, 2009: 92

·                  March 31, 2008: 82

·                  Weighted average yield of debt and income producing securities at fair value(2):

·                  March 31, 2009: 12.10%

·                  March 31, 2008: 11.24%

·                  Weighted average yield of debt and income producing securities at amortized cost(3):

·                  March 31, 2009: 11.18%

·                  March 31, 2008: 10.92%

 

OPERATING RESULTS

 

For the quarter ended March 31, 2009, Ares Capital reported GAAP net income of $35.0 million or $0.36 per share (basic and diluted). Net investment income for the first quarter was $30.2 million or $0.31 per share (basic and diluted). Net realized and unrealized gains were $4.8 million or $0.05 per share (basic and diluted). Net income can vary substantially from period to period for various factors, including the recognition of realized gains and losses and unrealized appreciation and depreciation.  As a result, quarterly comparisons of net income may not be meaningful.

 

As of March 31, 2009, total assets were $2.0 billion, stockholders’ equity was $1.1 billion and net asset value per share was $11.20.

 

In the first quarter of 2009, Ares Capital made $37.8 million in new commitments across six portfolio companies (one new company and five existing portfolio companies). Four separate private equity sponsors were represented in these new transactions.  In total, as of March 31, 2009, 63 separate private equity sponsors were represented in the Ares Capital portfolio.  Also, during the quarter, we made two investments in non-sponsored transactions. Of the $37.8 million in new commitments made during the quarter, approximately 15% were made in first lien senior secured debt, 84% in senior subordinated debt and 1% in equity/other securities. Of these investments, 15% were floating rate.  During the first quarter, significant new commitments included:

 

·                  $25.0 million in first lien senior debt and senior subordinated debt for a for-profit post-secondary education provider in Puerto Rico

·                  $7.8 million in senior subordinated debt for a developer and manufacturer of high-visibility reflective products

 

The fair value of Ares Capital’s investments at March 31, 2009 was $2.0 billion.  These portfolio investments (excluding cash and cash equivalents) were comprised of approximately 53% in senior secured debt securities (32% in first lien and 21% in second lien assets), 32% in senior subordinated debt securities and 15% in equity/other securities.  As of March 31, 2009, the weighted average yield of debt and income producing securities at fair value was 12.10%(2) (11.18% at cost (3)) and 31% of the Company’s investments were in floating rate debt securities.

 

As of May 6, 2009, we had made $1.2 million of investments since March 31, 2009. Of these investments, substantially all were equity investments.  As of May 6, 2009, we exited $22.6 million of investments since March 31, 2009. Of these investments, 87% were senior secured debt and 13% were senior subordinated debt. The weighted average yield at amortized cost on these investments was 9.8%, and 38% of the investments were at a fixed rate.

 


(2) Computed as (a) annual stated interest rate or yield earned plus the net annual amortization of original issue discount and market discount earned on accruing debt included in such securities, divided by (b) total debt and income producing securities at fair value included in such securities.

 

(3) Computed as (a) annual stated interest rate or yield earned plus the net annual amortization of original issue discount and market discount earned on accruing debt included in such securities, divided by (b) total debt and income producing securities at amortized cost included in such securities.

 

2



 

President Michael Arougheti commented, “while market conditions remained challenging during the first quarter, we continued to make progress on many of our key strategic initiatives, including reporting solid earnings on relatively stable portfolio performance, executing accretive debt repurchases, increasing our weighted average investment spread and securing new capital commitments. We are pleased to have reported $0.36 in GAAP earnings per share as our net realized gains of $0.25, driven by our accretive debt repurchases, more than offset our relatively modest net unrealized depreciation for the quarter. While we experienced a moderate increase in non-accruals, our overall portfolio metrics remained stable as our weighted average rating remained unchanged at 2.9 and our overall write-down activity (including credit related) was down significantly from prior quarters. Our portfolio's weighted average investment spread continues to improve, increasing another 51 basis points sequentially and 213 basis points vs. the same period a year ago. Finally, we secured, subject to satisfaction of certain conditions, $425 million in longer term capital commitments from Wachovia/Wells Fargo, which will provide capital for new investments and to support our portfolio.”

 

PORTFOLIO QUALITY

 

Ares Capital Management LLC, our investment adviser, employs an investment rating system (Grades 1 to 4) to categorize our investments. Grade 4 is for those investments that involve the least amount of risk in the portfolio (i.e. the portfolio company is performing above expectations and the trends and risk factors are generally favorable, including a potential exit). Grade 3 is for those investments that involve a level of risk that is similar to the risk at the time of origination (i.e. the portfolio company is performing as expected and the risk factors are neutral to favorable). All new investments are initially graded 3. Grade 2 is for those investments where a portfolio company is performing below expectations and indicates that the risk has increased materially since origination. Grade 1 is for those investments that are not anticipated to be repaid in full. Our investment adviser employs half-point increments to reflect underlying trends in portfolio company operating or financial performance, as well as general outlook. As of March 31, 2009, the weighted average investment grade of the investments in Ares Capital’s portfolio was 2.9 with 5.7% of total investments at amortized cost (or 2.0% at fair value) on non-accrual status.

 

LIQUIDITY AND CAPITAL RESOURCES

 

As of March 31, 2009, Ares Capital had $48.0 million in cash and cash equivalents and $902.6 million in total debt outstanding.  Subject to leverage restrictions, the Company had approximately $251.6 million available for additional borrowings under its existing credit facilities as of March 31, 2009.

 

In January 2009, we partially exercised the “accordion feature” of our Revolving Credit Facility, increasing the total amount available for borrowing from $510.0 million to $525.0 million. During the quarter, we also repurchased $34.8 million in aggregate principal amount of notes, issued as a part of our on balance sheet debt securitization, for a purchase price of $8.2 million.

 

DIVIDEND

 

For the three months ended March 31, 2009, Ares Capital declared a dividend on March 2, 2009 of $0.42 per share for a total of $40.8 million.  The record date was March 16, 2009 and the dividend was distributed on March 31, 2009.

 

RECENT DEVELOPMENTS

 

On May 7, 2009, we entered into an amendment to our revolving facility with Wachovia Capital Markets, LLC (the “CP Funding Facility”), which, among other things, converted the CP Funding Facility from a revolving facility to an amortizing facility, extended the maturity from July 21, 2009 to May 7, 2012, reduced the availability from $350 million to $225 million and decreased the advance rates applicable to certain types of eligible loans.  In addition, the interest rate charged on the CP Funding Facility was increased to the commercial paper, Eurodollar or adjusted Eurodollar rate plus 3.50% and the commitment fee requirement was removed.  The Company also paid a renewal fee of 1.25% of the total facility amount, or $2.8 million. While documentation is complete on this amendment, the extended maturity on the CP Funding Facility is subject to execution of definitive documentation with respect to the revolving facility described below on or before October 19, 2009.

 

Also on May 7, 2009, we entered into a commitment with Wachovia Bank N.A. (“Wachovia”) to establish a new revolving facility (the “Revolving Facility”) whereby Wachovia has agreed to extend credit to us in an aggregate principal amount not exceeding $200 million at any one time outstanding.  The Revolving Facility will expire three years after the closing thereof (plus two one-year options, subject to mutual consent) and the interest charged on the Revolving Facility will be based on LIBOR plus 4.00%.  It is also anticipated that we will be required to pay a commitment fee on any unused portion of the Revolving Facility of between 0.50% and 2.50% depending on the usage level and will pay a structuring fee of 1.5% of the total facility amount, or $3.0 million. Entry into the Revolving Facility is subject to various conditions, including the negotiation and execution of definitive documentation.  No assurance can be given that both sides will execute definitive documentation, that the definitive documentation will reflect the terms described herein or in the commitment letter, or that the Revolving Facility will be entered into at all.

 

WEBCAST / CONFERENCE CALL

 

Ares Capital will host a webcast/conference call on May 7, 2009, at 11:00 a.m. (ET) to discuss its first quarter 2009 financial results.

 

3



 

PLEASE VISIT OUR WEBCAST LINK LOCATED ON THE HOME PAGE OF THE INVESTOR RESOURCES SECTION OF OUR WEBSITE FOR A SLIDE PRESENTATION THAT COMPLEMENTS THE EARNINGS CONFERENCE CALL.

 

All interested parties are invited to participate via telephone or the live webcast, which will be hosted on a webcast link located on the Home page of the Investor Resources section of our website at http://www.arescapitalcorp.com. Please visit the website to test your connection before the call. You can also access the conference call by dialing (800) 860-2442 approximately 5-10 minutes prior to the call. International callers should dial +1 (412) 858-4600.  All callers should reference “Ares Capital Corporation.” For the convenience of our stockholders, an archived replay of the call will be available through May 25, 2009 by calling (877) 344-7529.  International callers, please dial +1 (412) 317-0088.  For all replays, please reference conference passcode #429894.  An archived replay will also be available on a webcast link located on the Home page of the Investor Resources section of our website.

 

ABOUT ARES CAPITAL CORPORATION

 

Ares Capital Corporation is a specialty finance company that provides integrated debt and equity financing solutions to U.S. middle market companies. Ares Capital Corporation invests primarily in first and second lien loans and mezzanine debt, which in some cases includes an equity component. To a lesser extent, Ares Capital Corporation also makes equity investments. The Company is externally managed by Ares Capital Management LLC, an affiliate of Ares Management LLC, an SEC registered investment advisory management firm with approximately $28 billion of committed capital under management as of March 31, 2009. Ares Capital Corporation is a closed-end, non-diversified management investment company that has elected to be regulated as a business development company under the Investment Company Act of 1940.

 

FORWARD-LOOKING STATEMENTS

 

Statements included herein or on the webcast/conference call may constitute “forward-looking statements,” which relate to future events or our future performance or financial condition.  These statements are not guarantees of future performance, condition or results and involve a number of risks and uncertainties.  Actual results and condition may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in our filings with the Securities and Exchange Commission.  Ares Capital Corporation undertakes no duty to update any forward-looking statements made herein or on the webcast/conference call.

 

AVAILABLE INFORMATION

 

Ares Capital Corporation’s filings with the Securities and Exchange Commission, press releases, earnings releases and other financial information are available on its website at www.arescapitalcorp.com.

 

CONTACT

 

Carl Drake
Ares Capital Corporation
310-201-4200

 

4



 

ARES CAPITAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET

(dollar amounts in thousands, except per share data)

 

 

 

As of

 

 

 

March 31, 2009

 

December 31, 2008

 

 

 

(unaudited)

 

 

 

ASSETS

 

 

 

 

 

Investments at fair value (amortized cost of $2,283,959 and $2,267,593, respectively)

 

$

1,969,104

 

$

1,972,977

 

Cash and cash equivalents

 

48,016

 

89,383

 

Receivable for open trades

 

289

 

3

 

Interest receivable

 

17,275

 

17,547

 

Other assets

 

10,245

 

11,423

 

Total assets

 

$

2,044,929

 

$

2,091,333

 

LIABILITIES

 

 

 

 

 

Debt

 

$

902,619

 

$

908,786

 

Management and incentive fees payable

 

40,303

 

32,989

 

Accounts payable and accrued expenses

 

11,905

 

10,006

 

Interest and facility fees payable

 

2,031

 

3,869

 

Dividend payable

 

 

40,804

 

Total liabilities

 

956,858

 

996,454

 

STOCKHOLDERS’ EQUITY

 

 

 

 

 

Common stock, par value $.001 per share, 200,000,000 common shares authorized, 97,152,820 common shares issued and outstanding

 

97

 

97

 

Capital in excess of par value

 

1,395,958

 

1,395,958

 

Accumulated undistributed net investment income

 

5,305

 

(7,637

)

Accumulated undistributed net realized gain (loss) on investments, foreign currencies and extinguishment of debt

 

 

(124

)

Net unrealized loss on investments and foreign currency transactions

 

(313,289

)

(293,415

)

Total stockholders’ equity

 

1,088,071

 

1,094,879

 

Total liabilities and stockholders’ equity

 

$

2,044,929

 

$

2,091,333

 

NET ASSETS PER SHARE

 

$

11.20

 

$

11.27

 

 

5



 

ARES CAPITAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF OPERATIONS

(dollar amounts in thousands, except per share data)

 

 

 

For the three months ended

 

 

 

March 31, 2009

 

March 31, 2008

 

 

 

(unaudited)

 

(unaudited)

 

INVESTMENT INCOME:

 

 

 

 

 

Interest from investments

 

$

52,344

 

$

45,887

 

Capital structuring service fees

 

1,244

 

3,920

 

Interest from cash & cash equivalents

 

153

 

548

 

Dividend income

 

440

 

544

 

Management fees

 

716

 

197

 

Other income

 

1,119

 

1,111

 

Total investment income

 

56,016

 

52,207

 

EXPENSES:

 

 

 

 

 

Interest and credit facility fees

 

6,581

 

9,923

 

Base management fees

 

7,498

 

7,087

 

Incentive management fees

 

7,550

 

6,493

 

Professional fees

 

1,397

 

1,218

 

Insurance

 

334

 

277

 

Administrative

 

1,004

 

535

 

Depreciation

 

173

 

102

 

Directors fees

 

102

 

74

 

Other

 

1,146

 

847

 

Total expenses

 

25,785

 

26,556

 

NET INVESTMENT INCOME BEFORE INCOME TAXES

 

30,231

 

25,651

 

Income tax expense (benefit), including excise tax

 

31

 

(322

)

NET INVESTMENT INCOME

 

30,200

 

25,973

 

REALIZED AND UNREALIZED NET GAINS (LOSSES) ON INVESTMENTS AND FOREIGN CURRENCY TRANSACTIONS:

 

 

 

 

 

Net realized gains (losses):

 

 

 

 

 

Investments

 

(1,787

)

207

 

Foreign currency transactions

 

(48

)

(8

)

Net realized gains (losses)

 

(1,835

)

199

 

Net unrealized gains (losses):

 

 

 

 

 

Investments

 

(19,889

)

(17,013

)

Foreign currency transactions

 

15

 

7

 

Net unrealized losses

 

(19,874

)

(17,006

)

Net realized and unrealized gains (losses) from investments, foreign currencies and extinguishment of debt

 

(21,709

)

(16,807

)

REALIZED GAIN ON EXTINGUISHMENT OF DEBT

 

26,543

 

 

NET INCREASE IN STOCKHOLDERS’ EQUITY RESULTING FROM OPERATIONS

 

$

35,034

 

$

9,166

 

BASIC AND DILUTED EARNINGS PER COMMON SHARE

 

$

0.36

 

$

0.12

 

WEIGHTED AVERAGE SHARES OF COMMON STOCK OUTSTANDING — BASIC AND DILUTED

 

97,152,820

 

74,069,161

 

 

6



 

SCHEDULE 1

 

Reconciliations of basic and diluted Core EPS to basic and diluted GAAP EPS

 

Reconciliations of basic and diluted Core EPS to basic and diluted GAAP EPS, the most directly comparable GAAP financial measure, for the three months ended March 31, 2009 and 2008 are provided below.

 

 

 

For the three months ended

 

 

 

March 31, 2009

 

March 31, 2008

 

 

 

(unaudited)

 

(unaudited)

 

Basic and Diluted Core EPS(1)

 

$

0.31

 

$

0.35

 

Realized and unrealized gains (losses), net

 

0.05

 

(0.23

)

Incentive fees attributed to realized gains (losses)

 

 

 

Income tax expense related to realized gains

 

 

 

Basic and Diluted GAAP EPS

 

$

0.36

 

$

0.12

 

 


(1) Basic and diluted Core EPS is a non-GAAP financial measure. Core EPS is the net per share increase (decrease) in stockholders’ equity resulting from operations less realized and unrealized gains and losses, any incentive management fees attributable to such realized gains and losses and any income taxes related to such realized gains. Ares Capital believes that Core EPS provides useful information to investors regarding financial performance because it is one method Ares Capital uses to measure its financial condition and results of operations. The presentation of this additional information is not meant to be considered in isolation or as a substitute for financial results prepared in accordance with GAAP.

 

7


EX-99.2 3 a09-11142_2ex99d2.htm EX-99.2

Exhibit 99.2

 

 

ARES CAPITAL CORPORATION RECEIVES $425 MILLION IN LONG TERM FINANCING COMMITMENTS FROM WACHOVIA BANK NA, A WELLS FARGO COMPANY

 

Ares Capital Converts Existing CP Funding Facility Into $225 Million
Three-Year Term Facility & Receives Commitment For New $200 Million
Three-Year Revolving Facility

 

New York, NY—May 7, 2009—Ares Capital Corporation (NASDAQ: ARCC) announced today that it has increased its overall financing commitments from Wachovia Bank NA, a Wells Fargo company, from $350 million to $425 million.

 

Specifically, Ares Capital’s existing $350 million facility with Wachovia, referred to as  its “CP Facility,” has been converted into a $225 million three-year amortizing term facility.  Ares Capital has also received a new $200 million three-year (with two one-year options, subject to mutual consent) revolving facility commitment from Wachovia for new investments.

 

“We are extremely pleased to have not only converted our CP Facility to a three-year term facility but also to have increased our overall financing commitments from Wachovia from $350 million to $425 million.  At a time when most finance companies have been forced to reduce debt and cease new investments, our new long term financing arrangements give us additional opportunity to originate new attractive assets and to grow our franchise” commented Michael Arougheti, President of Ares Capital Corporation.  “We are delighted to continue our long standing relationship with Wachovia and now also with Wells Fargo as long term financial partners.  Upon closing a new $200 million revolving facility, our pro forma unused borrowing capacity—subject to leverage restrictions and other conditions—would be approximately $360 million including the $131 million of incremental capacity under our $525 million revolving credit facility with JPMorgan.  These funds will provide additional capital for growth and financial support for our existing portfolio companies.  This is another demonstration of our ability to access capital in this difficult market environment” added Arougheti.

 

In connection with conversion to the term facility, Ares Capital has elected to fund an additional $131 million in borrowings on the CP Facility, nearly all of which will be used to pay down outstanding amounts on its revolving credit facility with JPMorgan Chase Bank, N.A. that is scheduled to expire on December 28, 2010.  After application of the amounts described above, Ares Capital will have outstanding borrowings of $365 million on the JPMorgan facility, with approximately $160 million in amounts available for borrowing, subject to advance rate and regulatory leverage limitations.

 



 

While documentation is complete on the CP term facility, the three year term on this facility is subject to execution of definitive documentation with respect to the new revolving facility on or before October 19, 2009.   Entry into the revolving facility is subject to various conditions, including the negotiation and execution of definitive documentation.  No assurance can be given that both sides will execute definitive documentation, that the definitive documentation will reflect the terms contained in the commitment letter or this press release, or that the revolving facility will occur at all.

 

ABOUT ARES CAPITAL CORPORATION

 

Ares Capital Corporation is a specialty finance company that provides integrated debt and equity financing solutions to U.S. middle market companies.  Ares Capital Corporation invests primarily in first and second lien loans and mezzanine debt, which in some cases includes an equity component.  To a lesser extent, Ares Capital Corporation also makes equity investments.  The company is externally managed by Ares Capital Management LLC, an affiliate of Ares Management LLC, an SEC registered investment advisory management firm with approximately $28 billion of committed capital under management as of March 31, 2009.  Ares Capital Corporation is a closed-end, non-diversified management investment company that has elected to be regulated as a Business Development Company under the Investment Company Act of 1940.

 

FORWARD-LOOKING STATEMENTS

 

Statements included herein may constitute “forward-looking statements,” which relate to future events or our future performance or financial condition. These statements are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. Actual results and condition may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in Ares Capital Corporation’s filings with the Securities and Exchange Commission. Ares Capital Corporation undertakes no duty to update any forward-looking statements made herein.

 

AVAILABLE INFORMATION

 

Ares Capital Corporation’s filings with the Securities and Exchange Commission, press releases, earnings releases and other financial information are available on its website at www.arescapitalcorp.com.

 

CONTACT

 

Rick Davis

Ares Capital Corporation
(310) 201-4200

 


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