Runway Growth Capital Announces Combination with BC Partners Credit
Runway Growth Capital has announced a definitive agreement to be acquired by BC Partners Credit, the $8 billion credit arm of BC Partners. Following the transaction, expected to close in Q4 2024, Runway will continue operating independently as the investment adviser to Runway Growth Finance Corp (Nasdaq: RWAY) and other private funds, with current management remaining in place.
The combination aims to enhance origination capabilities, expand investment solutions, and accelerate capital formation. Runway will maintain its focus on $30-150 million investments while adding structured equity preferred investments, asset-based lending, and equipment leasing capabilities. The deal requires approval from Runway Growth Finance stockholders.
Runway Growth Capital ha annunciato un accordo definitivo per essere acquisita da BC Partners Credit, il ramo creditizio da 8 miliardi di dollari di BC Partners. Dopo la transazione, che ci si aspetta si chiuda nel quarto trimestre del 2024, Runway continuerà a operare in modo indipendente come consulente per gli investimenti di Runway Growth Finance Corp (Nasdaq: RWAY) e altri fondi privati, con l'attuale management che rimarrà al suo posto.
La combinazione mira a migliorare le capacità di origine, espandere le soluzioni di investimento e accelerare la formazione di capitale. Runway manterrà la sua attenzione sugli investimenti tra 30 e 150 milioni di dollari, aggiungendo investimenti in equity strutturata, prestiti garantiti da attivi e capacità di leasing di attrezzature. L'accordo richiede l'approvazione degli azionisti di Runway Growth Finance.
Runway Growth Capital ha anunciado un acuerdo definitivo para ser adquirida por BC Partners Credit, el brazo crediticio de 8 mil millones de dólares de BC Partners. Tras la transacción, que se espera que se complete en el cuarto trimestre de 2024, Runway continuará operando de forma independiente como asesor de inversiones de Runway Growth Finance Corp (Nasdaq: RWAY) y otros fondos privados, manteniendo la actual dirección en su puesto.
La combinación tiene como objetivo mejorar las capacidades de originación, expandir las soluciones de inversión y acelerar la formación de capital. Runway mantendrá su enfoque en inversiones de entre 30 y 150 millones de dólares mientras añade inversiones preferidas en equity estructurado, préstamos garantizados por activos y capacidades de arrendamiento de equipos. El acuerdo requiere la aprobación de los accionistas de Runway Growth Finance.
Runway Growth Capital는 BC Partners Credit, BC Partners의 80억 달러 규모의 신용 부문에 인수되는 최종 계약을 발표했습니다. 2024년 4분기에 완료될 것으로 예상되는 이번 거래 이후 Runway는 독립적으로 운영을 계속하며 Runway Growth Finance Corp(나스닥: RWAY) 및 기타 사모펀드에 대한 투자 자문을 제공하고 현재 경영진이 자리를 유지할 것입니다.
이번 조합은 기획 능력을 강화하고, 투자 솔루션을 확장하며, 자본 형성을 가속화하는 것을 목표로 합니다. Runway는 3천만 달러에서 1억 5천만 달러 사이의 투자에 집중하면서 구조화된 주식 우선 투자, 자산 기반 대출 및 장비 임대 능력을 추가로 확보할 것입니다. 이 거래는 Runway Growth Finance 주주들의 승인이 필요합니다.
Runway Growth Capital a annoncé un accord définitif pour être acquis par BC Partners Credit, le bras de crédit de 8 milliards de dollars de BC Partners. Suite à la transaction, qui devrait se clôturer au quatrième trimestre 2024, Runway continuera à opérer indépendamment en tant que conseiller en investissement pour Runway Growth Finance Corp (Nasdaq: RWAY) et d'autres fonds privés, avec la direction actuelle demeurant en place.
La combinaison vise à améliorer les capacités d'origine, élargir les solutions d'investissement et accélérer la formation de capital. Runway maintiendra son accent sur des investissements de 30 à 150 millions de dollars tout en ajoutant des investissements préférentiels en equity structurée, des prêts garantis par des actifs et des capacités de location d'équipement. L'accord nécessite l'approbation des actionnaires de Runway Growth Finance.
Runway Growth Capital hat eine endgültige Vereinbarung zur Übernahme durch BC Partners Credit, den 8-Milliarden-Dollar-Kreditarm von BC Partners, bekannt gegeben. Nach der Transaktion, die voraussichtlich im 4. Quartal 2024 abgeschlossen wird, wird Runway weiterhin unabhängig als Anlageberater für Runway Growth Finance Corp (Nasdaq: RWAY) und andere private Fonds tätig sein, wobei die aktuelle Geschäftsführung im Amt bleibt.
Die Kombination zielt darauf ab, die Origination-Fähigkeiten zu verbessern, die Investitionslösungen zu erweitern und die Kapitalbildung zu beschleunigen. Runway wird seinen Fokus auf Investitionen zwischen 30 und 150 Millionen Dollar beibehalten und gleichzeitig strukturiertes Eigenkapital, asset-basierte Kredite und Leasingfähigkeiten für Geräte hinzufügen. Der Deal bedarf der Genehmigung der Aktionäre von Runway Growth Finance.
- Access to BC Partners' $40 billion AUM platform enhancing origination capabilities
- Expansion of investment offerings including structured equity, asset-based lending, and equipment leasing
- Retention of current management team ensuring operational continuity
- Potential for increased deal flow and investment opportunities
- Access to additional capital formation and fundraising capabilities
- Transaction subject to stockholder approval creating execution risk
- Integration risks with larger platform could affect operations
Insights
This strategic acquisition marks a significant transformation for Runway Growth Capital, bringing substantial benefits and expanded capabilities. The merger with BC Partners Credit, managing
- Expanded origination channels for
$30-150 million investments - Access to new product offerings including structured equity preferred investments and asset-based lending
- Enhanced capital formation capabilities through BC Partners'
$40 billion platform - Improved deal flow and market reach
This acquisition represents a strategic consolidation in the private credit market, positioning the combined entity to capitalize on current market dynamics. The venture debt space has seen increasing demand as startups seek alternatives to equity financing in the current high-interest rate environment. The timing is particularly advantageous as traditional banking sector stress has created opportunities for alternative lenders. The deal enhances Runway's competitive position against other BDCs and private credit providers through expanded product offerings and deeper capital resources. The retention of current management and investment teams while gaining BC Partners' infrastructure should facilitate smooth integration and maintain existing client relationships while enabling faster growth.
- BC Partners' credit arm to acquire Runway Growth Capital as a long-term, strategic investment, complementing BC's existing platform across private lending, opportunistic credit and specialty finance
- Runway Growth Capital will continue to operate independently and serve as the external investment adviser to Runway Growth Finance, a publicly traded business development company, with the current leadership and investment teams remaining in place
- Transaction will expand origination channels, enhance investment solutions, and accelerate capital formation and fundraising capabilities as Runway Growth Capital seeks to strengthen the venture ecosystem
Following the closing of the transaction, Runway will remain the investment adviser to investment funds, including Runway Growth Finance Corp. (Nasdaq: RWAY) ("Runway Growth Finance"), a business development company, and other private funds. Runway's current management team and investment personnel are expected to continue to serve as officers and senior management. Runway Growth Finance will be well positioned to capitalize on a broader range of investment and value creation opportunities with access to BC Partners' origination capabilities and expansive platform.
Runway Founder and Chief Executive Officer David Spreng commented, "This transaction is expected to deliver increased value for both investors and borrowers in the near- and long-term as we join the BC Partners Credit platform. Our strategic partnership positions Runway to accelerate originations within our ideal investment range of
Ted Goldthorpe, Head of BC Partners Credit, said, "David and the team at Runway have built one of the most well-respected platforms across growth and venture lending. Their solutions are sought after by fast growing companies, and we look forward to building on their momentum. As a virtue of being part of the BC Partners Credit platform, we see many compelling opportunities for Runway to generate additional origination activities, optimize its capital structure and create value for investors and borrowers. Likewise, the acquisition is quite strategic for BC Partners Credit, as we expand our offerings through a robust suite of financing solutions to all stakeholders. We will continue to accelerate our growth trajectory, establishing BC Partners Credit as a best-in-class, fully diversified credit manager, serving a multi-trillion-dollar market with strong tailwinds."
Transaction Timing
The closing of the transaction, which is expected to occur in the fourth quarter of 2024, is subject to customary closing conditions, including approval of a new investment advisory agreement with Runway, by Runway Growth Finance's stockholders, the terms of which are expected to remain the same as the existing investment advisory agreement. The Runway Growth Finance Board of Directors unanimously recommends that stockholders approve the new investment advisory agreement, under which Runway will continue in its capacity as the company's investment adviser. Senior management of Runway Growth Capital LLC has agreed to vote their shares in favor of the transaction.
Advisors
Oppenheimer & Co. Inc. is acting as exclusive financial advisor to Runway Growth Capital LLC. Wachtell, Lipton, Rosen & Katz is acting as legal counsel to Runway Growth Capital LLC and Eversheds Sutherland (US) LLP is acting as legal counsel to the independent directors of Runway Growth Finance. Simpson Thacher & Bartlett LLP is acting as legal counsel to BC Partners.
About Runway Growth Capital LLC
Runway Growth Capital LLC is the investment adviser to investment funds, including Runway Growth Finance Corp. (Nasdaq: RWAY), a business development company, and other private funds, which are lenders of growth capital to companies seeking an alternative to raising equity. Led by industry veteran David Spreng, these funds provide senior term loans of a target of
About Runway Growth Finance Corp.
Runway Growth Finance is a growing specialty finance company focused on providing flexible capital solutions to late- and growth-stage companies seeking an alternative to raising equity. Runway Growth Finance is a closed-end investment fund that has elected to be regulated as a business development company under the Investment Company Act of 1940. Runway Growth Finance is externally managed by Runway Growth Capital LLC, an established registered investment adviser that was formed in 2015 and led by industry veteran David Spreng. For more information, please visit www.runwaygrowth.com.
About BC Partners & BC Partners Credit
BC Partners is a leading international investment firm in private equity, private debt, and real estate strategies. BC Partners Credit was launched in February 2017, with a focus on identifying attractive credit opportunities in any market environment, often in complex market segments. The platform leverages the broader firm's deep industry and operating resources to provide flexible financing solutions to middle-market companies across Business Services, Industrials, Healthcare and other select sectors. For further information, visit www.bcpartners.com/credit-strategy.
Forward-Looking Statements
Statements included herein may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance, condition, or results and involve a number of risks and uncertainties, which change over time. Actual results 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 Runway's filings with the Securities and Exchange Commission. Runway undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.
Additional Information and Where to Find It
In connection with the proposed transaction, Runway Growth Finance Corp. intends to file relevant materials with the SEC, including a preliminary and definitive proxy statement on Schedule 14A ("Proxy Statement") that will provide additional information about the proposed transaction. INVESTORS AND STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT WHEN IT BECOMES AVAILABLE, AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AND ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION, AMONG OTHER THINGS, ABOUT RUNWAY GROWTH FINANCE CORP., RUNWAY GROWTH CAPITAL LLC, BC PARTNERS, BC PARTNERS CREDIT, AND THE PROPOSED NEW INVESTMENT ADVISORY AGREEMENT. Investors and stockholders may obtain these documents (and any other documents filed by the Company with the SEC) free of charge at the SEC's website at http://www.sec.gov and from Runway Growth Finance Corp.'s website (www.investors.runwaygrowth.com). Investors and stockholders may also obtain free copies of the proxy statement (when it becomes available) and other documents filed with the SEC by Runway Growth Finance Corp. free of charge by contacting Investor Relations at investors@runwaygrowth.com. Investors and stockholders are urged to read the Proxy Statement and the other relevant materials when they become available before making any voting or investment decision with respect to the proposed new investment advisory agreement.
Participants in the Solicitation
Runway Growth Finance Corp., Runway Growth Capital LLC, BC Partners, and BC Partners Credit may be deemed to be participants in the anticipated solicitation of proxies from Runway Growth Finance Corp.'s stockholders in connection with the transaction. Information regarding Runway Growth Finance Corp.'s directors and executive officers is available in its definitive proxy statement for its 2024 annual meeting of stockholders filed with the SEC on July 3, 2024, and subsequent filings which the company has made with the SEC. Information regarding Runway Growth Capital LLC's directors and officers is available on its Form ADV currently on file with the SEC. More detailed information regarding the identity of potential participants, and their direct or indirect interests, by security holdings or otherwise, which may be different than those of the Runway Growth Finance Corp.'s stockholders generally, will be set forth in the Proxy Statement when it becomes available and in other relevant materials to be filed with the SEC. These documents may be obtained free of charge from the sources indicated above.
IR Contacts:
Alex Jorgensen, Prosek Partners, rway@prosek.com
Thomas B. Raterman, Chief Financial Officer and Chief Operating Officer, tr@runwaygrowth.com
Media Contact:
Josh
Media Contact for BC Partners:
Daniel Yunger / Shea Vilardi
daniel.yunger@kekstcnc.com / shea.vilardi@kekstcnc.com
View original content to download multimedia:https://www.prnewswire.com/news-releases/runway-growth-capital-announces-combination-with-bc-partners-credit-302293476.html
SOURCE Runway Growth Capital LLC
FAQ
When will BC Partners Credit complete the acquisition of Runway Growth Capital?
Will Runway Growth Capital continue to manage RWAY after the BC Partners acquisition?
What new investment capabilities will Runway gain from the BC Partners merger?
What is the target investment range for Runway Growth Capital post-acquisition?
