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FOR IMMEDIATE RELEASE:
May 20, 2003 Contact:
John Erickson, Chief Financial Officer (301) 951-6122 AMERICAN CAPITAL STOCKHOLDERS ELECT DIRECTORS, APPROVE OPTION PLAN, AUDITORS
Bethesda, MD - May 20, 2003 - American Capital Strategies Ltd. (Nasdaq: ACAS) stockholders re-elected three directors of the Company and approved the Company's 2003 Employee Stock Option Plan at the Company's annual meeting held last week. Stockholders also approved the continuation of Ernst & Young LLP as the Company's independent auditors.
Philip R. Harper, Kenneth D. Peterson, Jr., and Malon Wilkus were re-elected to three year terms on the American Capital Board of Directors. Mr. Harper is Chairman, Chief Executive Officer and President, US Investigations Services, a background investigations company. He serves on the American Capital Board's Executive Committee and chairs its Compensation and Compliance Committee. Mr. Peterson is CEO of Columbia Ventures Corporation, a firm holding interests in businesses in the international aluminum smelting, aluminum fabrication and finishing and other industries. He serves on the American Capital Board's Audit Committee. Mr. Wilkus is Chairman, President and CEO of American Capital, and chairs the Board's Executive Committee. He founded the Company in 1986.
Stockholders also approved the Company's 2003 Employee Stock Option Plan, approved by the Board of Directors on March 20, 2003. American Capital will now adopt SFAS 123 prospectively in the second quarter of 2003 for all options granted in 2003 and will expense the cost of these options using a fair value based on an option pricing model over the vesting period of the options.
"We thank our shareholders for approving the matters for our 2003 annual meeting including the 2003 Employee Option Plan," said Chairman, President and CEO Malon Wilkus. "We compete in hiring our principals and other professionals with private equity and mezzanine partnerships that typically provide their partners and certain employees a participation in a 20% interest, generally known as a carried interest, in the income and profits of each newly raised fund, perhaps the most important form of compensation offered by most of our competitors. Once vested, a carried interest typically can not be taken away. Our new Plan mimics participation in a carried interest and meets the challenges of attracting and retaining the best buyout professionals by providing employees with an interest in both dividends and stock appreciation and thereby further aligning their interest with our shareholders. Our Compensation and Compliance Committee has in the past granted options broadly to virtually all employees. We thank our shareholders for their ongoing support as we continue to build the dominant buyout and mezzanine franchise in the middle market."
American Capital Strategies Ltd. 2003 Proxy Voting
| PROPOSAL |
% IN FAVOR,
VOTES CAST |
| Re-elect Director Philip R. Harper |
99% |
| Re-elect Director Kenneth D. Peterson, Jr. |
99% |
| Re-elect Director Malon Wilkus |
99% |
| 2003 Employee Stock Option Plan |
82% |
| Ernst & Young LLP as Auditors |
99% | |
As of April 30, 2003, American Capital shareholders have enjoyed a total return of 160% since the Company's IPO - an annualized return of 18%. This assumes reinvestment of $11.00 in dividends paid per share during this period. On April 24, 2003, American Capital declared a $0.68 per share dividend to be paid June 30, 2003 to record shareholders as of June 12, 2003. American Capital has paid or declared a total of $11.68 in dividends since its August 1997 IPO at $15 per share.
American Capital is a publicly traded buyout and mezzanine fund with capital resources exceeding $1.7 billion. American Capital is an equity partner in management and employee buyouts; invests in private equity sponsored buyouts, and provides capital directly to private and small public companies. American Capital provides senior debt, mezzanine debt and equity to fund growth, acquisitions and recapitalizations.
Companies interested in learning more about American Capital's flexible financing should contact Mark Opel, Principal, at (800) 248-9340, or visit our website.
This press release contains forward-looking statements. The statements regarding expected results of American Capital Strategies are subject to various factors and uncertainties, including the uncertainties associated with the timing of transaction closings, changes in interest rates, availability of transactions, changes in regional or national economic conditions, or changes in the conditions of the industries in which American Capital has made investments.
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