New Mountain Finance Corporation (the “Company”) (NYSE: NMFC) announced
today that it has priced a public offering of 5,250,000 shares of its
common stock at a public offering price of $14.35 per share for total
gross proceeds of approximately $75.3 million. The closing of the
offering is subject to customary closing conditions and is expected to
take place on July 17, 2012. In connection with the proposed offering,
the Company has granted the underwriters for the offering an option to
purchase up to an additional 787,500 shares of common stock.
The Company intends to use all of the net proceeds from this offering to
acquire common membership units from New Mountain Finance Holdings,
L.L.C. New Mountain Finance Holdings, L.L.C., in turn, intends to use
the net proceeds for new investments in portfolio companies in
accordance with its investment objective and strategies, the temporary
repayment of indebtedness (which will be subject to reborrowing), to pay
the Company’s and its operating expenses and distributions to its
members, and for general corporate purposes.
The joint-lead book-running managers for the offering are Goldman, Sachs
Co., Wells Fargo Securities, LLC and Morgan Stanley Co. LLC. The
co-lead managers for the offering are Stifel, Nicolaus Company,
Incorporated and RBC Capital Markets, LLC. The co-managers are Robert W.
Baird Co. Incorporated, BBT Capital Markets, a division of Scott
Stringfellow, LLC, and Janney Montgomery Scott LLC.
Investors are advised to carefully consider the investment
objectives, risks and charges and expenses of the Company before
investing. The preliminary prospectus supplement and accompanying
prospectus, each of which has been filed with the Securities and
Exchange Commission, contain a description of these matters and other
important information about the Company and should be read carefully
before investing.
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.
The shares will be issued from the Company’s shelf registration
statement relating to these securities on file with and declared
effective by the Securities and Exchange Commission.
The offering
may be made only by means of a prospectus and a related prospectus
supplement, copies of which may be obtained
from Goldman, Sachs
Co., Attn: Prospectus Department, 200 West Street, New York, NY 10282,
or by calling (866) 471-2526, sending a request via facsimile at (212)
902-9316, or by email:
prospectus-ny@ny.email.gs.com
;
Wells Fargo Securities, LLC, Attention: Equity Syndicate Department, 375
Park Avenue, New York, NY 10152-4077, or by calling (800) 326-5897, or
by email:
cmclientsupport@wellsfargo.com
;
or Morgan Stanley Co. LLC, Attn: Prospectus Department, 180 Varick
Street, 2nd Floor, New York, NY 10014, (866) 718-1649, or by email:
prospectus@morganstanley.com
.
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 treated as
a business development company under the Investment Company Act of 1940,
as amended. The Company used all of the proceeds from its initial public
offering as well as the proceeds from its concurrent private placement
to acquire common membership units from New Mountain Finance Holdings,
L.L.C. The investment objective of New Mountain Finance Holdings, L.L.C.
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. In some cases, investments may include small
equity interests. New Mountain Finance Holdings, L.L.C.’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.
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