WASHINGTON--(BUSINESS WIRE)--March 2, 2006--Allied Capital
Corporation (NYSE:ALD) and Advantage Sales & Marketing, Inc.
("Advantage") announced today that a definitive agreement has been
signed to sell a majority equity interest in Advantage to an affiliate
of J.W. Childs Associates, L.P. and Merrill Lynch Global Private
Equity. Allied Capital, along with Advantage management, will retain
equity investments in the business as minority shareholders.
Based on the definitive agreement, Advantage will sell for an
enterprise value of approximately $1.05 billion, subject to pre- and
post-closing adjustments. Allied Capital expects to realize a gain on
the equity being sold of approximately $415 million, subject to pre-
and post-closing adjustments. As consideration for the common stock it
is selling in the transaction, Allied Capital expects to receive a
$180 million subordinated note, with the balance of the consideration
to be paid in cash. Approximately $35 million of Allied Capital's
proceeds will be subject to certain holdback provisions. In addition,
Allied Capital will be repaid its $184 million in subordinated debt
currently outstanding.
"The consolidation of the former Advantage member businesses over
the last 18 months has led to significant value creation for all of
Advantage's shareholders and has resulted in a more efficient business
that is better able to service its clients and customers," said John
Shulman, Managing Director of Allied Capital. "Allied Capital is
thrilled to have the opportunity to continue to partner with this
outstanding management team, and with J.W. Childs and Merrill Lynch
Global Private Equity, who bring significant financial resources and
experience in the consumer packaged goods industry."
"This transaction brings us to the next chapter in the evolution
of our business," said Sonny King, Chairman and Chief Executive
Officer of Advantage. "We are excited to have J.W. Childs and Merrill
Lynch Global Private Equity on board to support us in our efforts as
we continue to pursue our growth strategy. We are also very pleased
that Allied Capital will remain our financial partner and that John
Shulman will continue to hold a seat on our Board of Directors."
The transaction is expected to close by the end of the first
quarter of 2006, subject to certain closing conditions.
Sawaya Segalas & Co., LLC served as the exclusive financial
advisor to Advantage on the transaction.
About Allied Capital
Allied Capital Corporation, a leading business development company
with total assets of more than $3 billion, has paid regular, quarterly
cash dividends to shareholders since 1963. Allied Capital invests in
the American entrepreneurial economy by providing capital to companies
seeking a long-term financial partner and access to managerial
resources often unavailable to smaller companies. Since its IPO in
1960, the Company has provided long-term debt and equity financing to
thousands of middle market companies. In serving its shareholders,
Allied Capital helps build middle market businesses and support
American jobs. The Company's private finance portfolio includes
investments in over 100 companies that generate aggregate revenues of
more than $10 billion and employ more than 85,000 people.
Headquartered in Washington, DC, Allied Capital offers
shareholders the opportunity to participate in the private equity
industry through an investment in the Company's New York Stock
Exchange-listed stock, which is traded under the symbol ALD. For more
information, please visit www.alliedcapital.com, call Allied Capital
investor relations toll-free at (888) 818-5298, or e-mail us at
ir@alliedcapital.com. All media inquiries should be directed to Stan
Collender of Financial Dynamics at (202) 434-0601.
About Advantage Sales & Marketing
Advantage Sales & Marketing is a leading sales and marketing
agency in the U.S., providing outsourced sales, merchandising, and
marketing services to manufacturers, suppliers, and producers of
consumer packaged goods. The company manages thousands of food and
non-food products on behalf of a client base comprised of more than
1,200 manufacturers. Advantage has operations throughout the United
States and Canada. For more information, please visit the company's
website at www.asmnet.com.
About J.W. Childs Associates, L.P.
J.W. Childs Associates, L.P. is a private equity firm based in
Boston, Massachusetts specializing in leveraged buyouts and
recapitalizations of middle-market growth companies. Since 1995, JWC
has completed investments with a total transaction value in excess of
$8.0 billion. JWC currently invests through J.W. Childs Equity
Partners III, L.P., an investment fund with total committed capital of
$1.75 billion. For more information, please visit J.W. Childs
Associates, L.P.'s website at www.jwchilds.com.
About Merrill Lynch Global Private Equity
Merrill Lynch Global Private Equity is the private equity arm of
Merrill Lynch & Co., Inc. Merrill Lynch is one of the world's leading
wealth management, capital markets and advisory companies, with
offices in 36 countries and territories and total client assets of
approximately $1.8 trillion. As an investment bank, it is a leading
global trader and underwriter of securities and derivatives across a
broad range of asset classes and serves as a strategic advisor to
corporations, governments, institutions and individuals worldwide.
Through Merrill Lynch Investment Managers, the company is one of the
world's largest managers of financial assets. Firmwide, assets under
management total $544 billion. For more information on Merrill Lynch,
please visit www.ml.com.
Forward-Looking Statements
The information contained in this press release contains
forward-looking statements. These forward-looking statements are
subject to the inherent uncertainties in predicting future results and
conditions. Certain factors could cause actual results and conditions
to differ materially from those projected in these forward-looking
statements, and these factors are enumerated in Allied Capital's
filings with the Securities and Exchange Commission.
CONTACT: Allied Capital Corporation, Washington
Dale Lynch, 202-973-6344
or
Media Contact:
Financial Dynamics
Stan Collender, 202-434-0601
SOURCE: Allied Capital Corporation