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8-K - FORM 8-K - CAPITALSOURCE INC | w84345e8vk.htm |
EX-4.1 - EX-4.1 - CAPITALSOURCE INC | w84345exv4w1.htm |
Exhibit 99.1
News
CapitalSource Inc. | ||
5404 Wisconsin Avenue Eleventh Floor Chevy Chase, MD 20815 |
FOR IMMEDIATE RELEASE | ||
For information contact: |
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Investor Relations:
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Media Relations: | |
Dennis Oakes
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Michael Weiss | |
Senior Vice President, Investor Relations
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Director of Communications | |
(212) 321-7212
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(301) 841-2918 | |
doakes@capitalsource.com
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mweiss@capitalsource.com |
CapitalSource Share Repurchase Authority Increased by $200 Million
Following Successful Tender Offer and Consent Solicitation for Senior Secured Notes Due 2014
Following Successful Tender Offer and Consent Solicitation for Senior Secured Notes Due 2014
CHEVY CHASE, MD., September 15, 2011/GlobeNewswire/CapitalSource Inc. (NYSE: CSE) today announced
that a majority of the holders of its outstanding 12.75% First Priority Senior Secured Notes due
2014 (the Notes) have tendered their Notes and delivered their consent (the Consent) to
proposed Amendments pursuant to a Tender Offer and Consent Solicitation launched on August 31,
2011. As a result, a supplemental indenture has been executed which eliminates substantially all
of the restrictive covenants (including restrictions on the Companys capacity to repurchase
shares) and certain events of default which were previously contained in the indenture governing
the Notes.
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With the restrictive covenants substantially eliminated, the CapitalSource Board has increased the
authorized level of share repurchases by $200 million, raising the total authorization to $385
million. The Company previously announced its intention to return excess parent Company capital to
shareholders and this increased authorization represents the next phase of share repurchases
consistent with that goal.
Any share repurchases made pursuant to the increased authorization announced today will be made
through open market purchases or privately negotiated transactions from time to time until December
2012 two years from initiation of the program in December of 2010. The amount and exact timing
of any repurchases will depend upon market conditions and other factors. There are no assurances
the Company will repurchase any shares during the period and the plan may be suspended or
discontinued at any time.
Ninety-nine percent of the $272.5 million aggregate outstanding principal amount of the Notes were
tendered prior to the deadline of 5 p.m. on September 14, 2011 for Consent to the Proposed
Amendments, and the deadline for withdrawing Notes and consents validly tendered on or before
September 14, 2011 has passed. The tendered Notes have been accepted for payment and will be
retired on or about September 15, 2011. The Tender Offer for the remaining Notes not tendered
prior to the consent deadline is scheduled to expire at 5 p.m., New York City time, on September
28, 2011 (the Expiration Date), subject to extension at the Companys option for all Note holders
who did not tender by the earlier Consent deadline.
This press release is not an offer to purchase with respect to the Notes. The Tender Offer is
being made solely by the Tender Offer and Consent Solicitation Statement dated August 31, 2011 and
the related Letter of Transmittal and Consent, which set forth the complete terms of the Tender
Offer and Consent Solicitation.
For a complete statement of the terms and conditions of the Tender Offer, holders of the Notes
should refer to the Tender Offer and Consent Solicitation Statement, which was sent to all holders
of record of the Notes. Questions concerning the terms of the Solicitation should be directed to
the Dealer Manager and Solicitation Agent as follows:
Credit Suisse Securities (USA) LLC
Toll-free: (800) 820-1653
Collect: (212) 325-5912
Toll-free: (800) 820-1653
Collect: (212) 325-5912
Requests for assistance in completing and delivering a Letter of Transmittal or requests for
additional copies of the Offer to Purchase and Consent Solicitation should be directed to the
Trustee, as follows:
U.S. Bank National Association
By Facsimile:
(For Eligible Institutions only): (651) 495-8158
Confirmation by Telephone:
(800) 934-6802
By Overnight Courier or Mail:
U.S. Bank National Association
60 Livingston Avenue
St. Paul, Minnesota 55107
Attn: Specialized Finance
By Facsimile:
(For Eligible Institutions only): (651) 495-8158
Confirmation by Telephone:
(800) 934-6802
By Overnight Courier or Mail:
U.S. Bank National Association
60 Livingston Avenue
St. Paul, Minnesota 55107
Attn: Specialized Finance
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None of the Company, the Dealer Manager and Solicitation Agent, U.S. Bank National Association, the
depositary for the Tender Offer and Consent Solicitation and the trustee under the indenture
relating to the Notes, nor any other party makes any recommendation as to whether holders of the
Notes should tender them or deliver the related consents or refrain from doing so, and no one has
been authorized to make such a recommendation.
About CapitalSource:
CapitalSource Inc. (NYSE: CSE) is a commercial lender that provides financial products to small and
middle market businesses nationwide and offers depository products and services in southern and
central California through its wholly owned subsidiary CapitalSource Bank. As of June 30, 2011,
CapitalSource had total assets of $9.3 billion and $4.8 billion in deposits. Visit
www.capitalsource.com for more information.
Forward Looking Statements
This release contains forward-looking statements within the meaning of the federal securities
laws, including certain plans, expectations and future events, all which are subject to numerous
assumptions, risks, and uncertainties. All statements contained in this release that are not
clearly historical in nature are forward-looking, and the words anticipate, assume, intend,
believe, expect, estimate, forecast, plan, position, project, will, should,
would, seek, continue, outlook, look forward, and similar expressions are generally
intended to identify forward-looking statements. All forward-looking statements (including
statements related to the Companys share repurchase program and the Tender Offer and Consent
Solicitation, including the timing, the expiration date, the consent deadline and the possible
completion of the tender offer and solicitation) involve risks, uncertainties and contingencies,
many of which are beyond our control which may cause actual results, performance, or achievements
to differ materially from anticipated results, performance or achievements. Actual results could
differ materially from those contained or implied by such statements for a variety of factors,
including without limitation: changes in economic or market conditions or investment or lending
opportunities; regulatory restrictions; continued or worsening disruptions in credit and other
markets; increase in interest rates and lending spreads; competitive and other market pressures on
product pricing and services; reduced demand for our services; declines in asset values; expenses
being higher than the income generated by the portfolio; drawdown of unfunded commitments
substantially in excess of historical drawings; loan losses; compression of spreads; higher than
anticipated increases in operating expenses; success and timing of other business strategies; and
other factors described in CapitalSources 2010 Annual Report on Form 10-K and documents
subsequently filed by CapitalSource with the Securities and Exchange Commission. All
forward-looking statements included in this release are based on information available at the time
of the release. We are under no obligation to (and expressly disclaim any such obligation to)
update or alter our forward-looking statements, whether as a result of new information, future
events or otherwise except as required by applicable law.
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