0001144204-15-004180.txt : 20150128 0001144204-15-004180.hdr.sgml : 20150128 20150128103412 ACCESSION NUMBER: 0001144204-15-004180 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20150128 DATE AS OF CHANGE: 20150128 GROUP MEMBERS: BANK OF NEW YORK MELLON CORP GROUP MEMBERS: BNY ALCENTRA GROUP HOLDINGS, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Alcentra Capital Corp CENTRAL INDEX KEY: 0001578620 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-88526 FILM NUMBER: 15553541 BUSINESS ADDRESS: STREET 1: 200 PARK AVENUE STREET 2: 7TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10166 BUSINESS PHONE: 212-922-8240 MAIL ADDRESS: STREET 1: 200 PARK AVENUE STREET 2: 7TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10166 FORMER COMPANY: FORMER CONFORMED NAME: Alcentra Capital Corp. DATE OF NAME CHANGE: 20130605 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Alcentra Investments Ltd CENTRAL INDEX KEY: 0001629943 IRS NUMBER: 000000000 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 10 GRESHAM STREET CITY: LONDON STATE: X0 ZIP: EC2V 7JD BUSINESS PHONE: 44 207 367 5004 MAIL ADDRESS: STREET 1: 10 GRESHAM STREET CITY: LONDON STATE: X0 ZIP: EC2V 7JD SC 13G 1 v399643_13g.htm SC 13G

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

____________

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

 

Alcentra Capital Corporation

_______________________________________________________________

(Name of Issuer)

 

 

Common Stock

_______________________________________________________________

(Title of Class of Securities)

 

 

01374T 102

______________________________________________________________

(CUSIP Number)

 

 

December 31, 2014

______________________________________________________________

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which the Schedule is filed:

 

[ ] Rule 13d-1(b)

 

[ ] Rule 13d-1(c)

 

[X] Rule 13d-1(d)

 

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 
 

 

 

CUSIP No. 01374T 102

 

 

SCHEDULE 13G

 

Page 1 of 6

 

1.

NAMES OF REPORTING PERSONS

 

Alcentra Investments Limited

 

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

00-0000000

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) [ ]

(b) [ ]

 

3.

SEC USE ONLY

 

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Bermuda

 

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.

 

SOLE VOTING POWER

 

0

6.

 

SHARED VOTING POWER

 

1,450,999

7.

 

SOLE DISPOSITIVE POWER

 

0

8.

 

SHARED DISPOSITIVE POWER

 

1,450,999

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,450,999

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES*

[ ]

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

10.73%

 

12.

TYPE OF REPORTING PERSON*

 

CO

       

 

 
 

 

 

CUSIP No. 01374T 102

 

 

SCHEDULE 13G

 

Page 2 of 6

 

1.

NAMES OF REPORTING PERSONS

 

BNY Alcentra Group Holdings, Inc.

 

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

57-1236745

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) [ ]

(b) [ ]

 

3.

SEC USE ONLY

 

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.

 

SOLE VOTING POWER

 

0

6.

 

SHARED VOTING POWER

 

1,511,499

7.

 

SOLE DISPOSITIVE POWER

 

0

8.

 

SHARED DISPOSITIVE POWER

 

1,511,499

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,511,499

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES*

[ ]

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

11.18%

 

12.

TYPE OF REPORTING PERSON*

 

CO

       

 

 
 

 

 

CUSIP No. 01374T 102

 

 

SCHEDULE 13G

 

Page 3 of 6

 

1.

NAMES OF REPORTING PERSONS

 

The Bank of New York Mellon Corporation

 

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

13-2614959

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) [ ]

(b) [ ]

 

3.

SEC USE ONLY

 

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.

 

SOLE VOTING POWER

 

0

6.

 

SHARED VOTING POWER

 

1,511,499

7.

 

SOLE DISPOSITIVE POWER

 

0

8.

 

SHARED DISPOSITIVE POWER

 

1,511,499

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,511,499

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES*

[ ]

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

11.18%

 

12.

TYPE OF REPORTING PERSON*

 

CO

       

 

 
 

 

 

CUSIP No. 01374T 102

 

 

SCHEDULE 13G

 

Page 4 of 6

 

Item 1(a). Name of Issuer:
   
  Alcentra Capital Corporation
   
Item 1(b). Address of Issuer’s Principal Executive Offices:
   
  200 Park Avenue, 7th Floor
  New York, NY 10166
   
Item 2(b). Name of Person Filing:
   
  Alcentra Investments Limited
  BNY Alcentra Group Holdings, Inc.
  The Bank of New York Mellon
   
Item 2(b). Address of Principal Business Office:
   
  200 Park Avenue, 7th Floor
  New York, NY 10166
   
Item 2(c). Citizenship:
   
  Alcentra Investments Limited is a corporation organized under the laws of Bermuda.
  BNY Alcentra Group Holdings, Inc. is a Delaware Corporation
  The Bank of New York Mellon Corporation is a Delaware Corporation
   
Item 2(d). Title of Class of Securities
   
  Common Stock, par value $0.001 per share
   
Item 2(e). CUSIP Number:
   
  01374T 102
   
Item 3. If this statement is filed pursuant to rule 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
  Not Applicable

 

 

 
 

 

CUSIP No. 01374T 102

 

 

SCHEDULE 13G

 

Page 5 of 6

 

Item 4. Ownership
   
  As of December 31, 2014:

 

(a) Amount beneficially owned:  
     
  Alcentra Investments Limited: 1,450,999 shares
     
  BNY Alcentra Group Holdings, Inc. 1,511,499 shares
    This is composed of 1,450,999 shares in the name of Alcentra Investments Limited and 60,500 shares in the name of BNY Mellon Global Credit Alternatives Fund.
     
  The Bank of New York Mellon 1,511,499 shares
    This is composed of 1,450,999 shares in the name of Alcentra Investments Limited and 60,500 shares in the name of BNY Mellon Global Credit Alternatives Fund.
     

 

(b) Percent of class:  
  Alcentra Investments Limited 10.73%
  BNY Alcentra Group Holdings, Inc. 11.18%
  The Bank of New York Mellon 11.18%

 

(c) Number of shares to which the person has:
  (i) Sole power to vote or to direct the vote:  
    Alcentra Investments Limited -0- shares
    BNY Alcentra Group Holdings, Inc.  
    The Bank of New York Mellon -0- shares
  (ii) Shared power to vote or to direct the vote:
    Alcentra Investments Limited 1,450,999 shares
    BNY Alcentra Group Holdings, Inc. 1,511,499 shares
    The Bank of New York Mellon 1,511,499 shares
  (iii) Sole power to dispose or to direct the disposition of:
    Alcentra Investments Limited -0- shares
    BNY Alcentra Group Holdings, Inc. -0- shares
    The Bank of New York Mellon -0- shares
  (iv) Shared power to dispose or to direct the disposition of:
    Alcentra Investments Limited 1,450,999 shares
    BNY Alcentra Group Holdings, Inc. 1,511,499 shares
    The Bank of New York Mellon 1,511,499 shares
             

 

Item 5. Ownership of Five Percent or Less of Class
   
  Not applicable.

 

 
 

 

 

 

CUSIP No. 01374T 102

 

 

SCHEDULE 13G

 

Page 6 of 6

 

Item 6. Ownership of More Than 5 Percent on Behalf of Another Person
   
  Not applicable.
   
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person
   
  Not Applicable.
   
Item 8. Identification and Classification of Members of the Group
   
  Not Applicable.
   
Item 9. Notice of Dissolution of Group
   
  Not Applicable.
   
Item 10. Certification
   
  Not Applicable.

 

 
 

 

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

DATED: January 27, 2015

 

  ALCENTRA INVESTMENTS LIMITED
     
  By: /s/ Robert Bennett
    Name: Robert Bennett
    Title: Authorized Person
     
  BNY ALCENTRA GROUP HOLDINGS, INC.
     
     
  By: /s/ Robert Bennett
    Name: Robert Bennett
    Title: Authorized Person
     
  THE BANK OF NEW YORK MELLON CORPORATION
     
  By: /s/ Nicholas R. Darrow
  Name: Nicholas R. Darrow
  Title: Senior Vice President
    Attorney-In-Fact for
    The Bank of New York Mellon Corporation
   

 

 
 

 

LIST OF EXHIBITS

 

Exhibit No. Description
99.1 Joint Filing Agreement
   
99.2 Power of Attorney for The Bank of New York Mellon Corporation

 

 

 

 EX-99.1 2 v399643_ex99-1.htm JOINT FILING AGREEMENT

 

Exhibit 99.1

 

AGREEMENT OF JOINT FILING

 

In accordance with Rule 13d-l(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned acknowledge and agree that this Schedule 13G is filed on behalf of each of the them and that all subsequent amendments to this Schedule 13G may be filed on behalf of each of them without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows that such information is inaccurate.

 

Dated: January 27, 2015

 

       
  ALCENTRA INVESTMENTS LIMITED
     
  By:  

/s/ Robert Bennett

 

  Name: Robert Bennett
  Title: Authorized Person
   
  BNY ALCENTRA GROUP HOLDINGS, INC.
     
  By:  

/s/ Robert Bennett

 

  Name: Robert Bennett
  Title: Authorized Person
   
  THE BANK OF NEW YORK MELLON CORPORATION
     
  By:  /s/ Nicholas R. Darrow
   
  Name: Nicholas R. Darrow
  Title: Senior Vice President
 

Attorney-In-Fact for

The Bank of New York Mellon Corporation

 

 

 

 

 

 EX-99.2 3 v399643_ex99-2.htm POWER OF ATTORNEY

Exhibit 99.2

 

POWER OF ATTORNEY

 

KNOW ALL PERSONS BY THESE PRESENTS that each of the undersigned (each a "Company") does hereby make, constitute and appoint each of Kenneth J. Bradle, John E. Thomas, Jr., Nicholas R. Darrow, (and any other employee of The Bank of New York Mellon Corporation, or one of its affiliates, designated in writing by one of the attorneys-in-fact), acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf, whether the Company is acting individually or as representative of others, any and all filings, be they written or oral, required to be made by the Company with respect to securities which may be deemed to be beneficially owned by the Company or under the Company's investment discretion under:

 

·the Securities Exchange Act of 1934, as amended (the "Exchange Act"), including those filings required to be submitted on Form 13F, Schedule 13G and Form SH, and

 

·the laws of any jurisdiction other than the United States of America, including those filings made to disclose securities holdings as required to be submitted to regulatory agencies, exchanges and/or issuers,

 

giving and granting unto each said attorney-in-fact power and authority to correspond with issuers, regulatory authorities, and other entities as is required in support of the filings referenced above, and to act in the premises as fully and to all intents and purposes as the Company might or could do to comply with the applicable regulations if personally present by one of its authorized signatories (including, but not limited to, instructing local counsel on a Company's behalf), hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof.

 

THIS POWER OF ATTORNEY shall remain in full force and effect until either revoked in writing by the Company or until such time as the person or persons to whom power of attorney has been hereby granted cease(s) to be an employee of The Bank of New York Mellon Corporation or one of its affiliates.

 

This Power of Attorney may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

 

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement effective as of the date set forth below.

 

THE BANK OF NEW YORK MELLON CORPORATION

 

By: /S/ RONALD P. O'HANLEY
  Ronald P. O'Hanley
  Vice Chairman
   
Date: October 12, 2009