UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): October 18, 2017
Main Street Capital Corporation
(Exact name of registrant as specified in its charter)
Maryland |
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001-33723 |
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41-2230745 |
(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(I.R.S. Employer Identification No.) |
1300 Post Oak Boulevard, 8th Floor, |
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77056 |
(Address of principal executive offices) |
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(Zip Code) |
Registrants telephone number, including area code: (713) 350-6000
Not Applicable
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 8.01 Other Events.
On October 18, 2017, the Registrant issued a press release. A copy of such press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information disclosed herein, including Exhibit 99.1 hereto, shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Press release dated October 18, 2017
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Main Street Capital Corporation | ||
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Date: October 18, 2017 |
By: |
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/s/ Jason B. Beauvais |
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Name: |
Jason B. Beauvais |
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Title: |
General Counsel |
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NEWS RELEASE
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Contacts: Main Street Capital Corporation Dwayne L. Hyzak, President & COO, dhyzak@mainstcapital.com Brent D. Smith, CFO, bsmith@mainstcapital.com 713-350-6000
Dennard · Lascar Associates Ken Dennard | ken@dennardlascar.com Mark Roberson | mroberson@dennardlascar.com 713-529-6600 |
Main Street Announces Semi-Annual Supplemental Cash Dividend
Payable in December 2017
Supplemental Cash Dividend of $0.275 per Share is in Addition to
Regular Monthly Cash Dividends for the Fourth Quarter of 2017
HOUSTON, October 18, 2017 Main Street Capital Corporation (NYSE: MAIN) (Main Street) is pleased to announce that its Board of Directors declared its semi-annual supplemental cash dividend of $0.275 per share payable in December 2017. This supplemental cash dividend is in addition to the previously announced regular monthly cash dividends that Main Street declared for the fourth quarter of 2017 of $0.57 per share, or $0.19 per share for each of October, November and December 2017, and is consistent with the previous semi-annual supplemental cash dividends paid in December 2016 and June 2017. Including the regular monthly and supplemental cash dividends declared to date, Main Street will have paid $21.39 per share in cumulative cash dividends since its October 2007 initial public offering at $15.00 per share. Based upon the regular monthly dividend rate of $0.19 per share for the fourth quarter of 2017 and the current semi-annual supplemental dividend rate of $0.275 per share, Main Streets current annualized run-rate for cash dividends is $2.83 per share. Main Street also expects that its Board of Directors will declare regular monthly dividends for the first quarter of 2018 during the last week of October.
This supplemental cash dividend, which will be payable as set forth in the table below, will be paid out of Main Streets undistributed taxable income (taxable income in excess of dividends paid) as of September 30, 2017.
Supplemental Cash Dividend Payable in December 2017
Declared |
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Ex-Dividend Date |
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Record Date |
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Payment Date |
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Amount Per Share |
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10/17/2017 |
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12/18/2017 |
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12/19/2017 |
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12/27/2017 |
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$ |
0.275 |
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When declaring dividends, the Main Street Board of Directors reviews estimates of taxable income available for distribution, which differs from consolidated net income under generally accepted accounting principles due to (i) changes in unrealized appreciation and depreciation, (ii) temporary and permanent differences in income and expense recognition, (iii) activity at taxable subsidiaries, and (iv) the amount of undistributed taxable income carried over from a given year for distribution in the following year. The final determination of taxable income for each year, as well as the tax attributes for dividends in such year, will be made after the close of the tax year. The final tax attributes for 2017 dividends are currently expected to include ordinary taxable income, capital gains and qualified dividends.
Main Street maintains a dividend reinvestment plan (DRIP) that provides for the reinvestment of dividends on behalf of its registered stockholders who hold their shares with Main Streets transfer agent and registrar, American Stock Transfer and Trust Company, or certain brokerage firms that have elected to participate in the DRIP. Under the DRIP, if Main Street declares a dividend, registered stockholders (and stockholders holding shares through participating brokerage firms) who have not opted out of the DRIP by the dividend record date will have their dividend automatically reinvested into additional shares of Main Street common stock.
ABOUT MAIN STREET CAPITAL CORPORATION
Main Street (www.mainstcapital.com) is a principal investment firm that primarily provides long-term debt and equity capital to lower middle market companies and debt capital to middle market companies. Main Streets portfolio investments are typically made to support management buyouts, recapitalizations, growth financings, refinancings and acquisitions of companies that operate in diverse industry sectors. Main Street seeks to partner with entrepreneurs, business owners and management teams and generally provides one stop financing alternatives within its lower middle market portfolio. Main Streets lower middle market companies generally have annual revenues between $10 million and $150 million. Main
Streets middle market debt investments are made in businesses that are generally larger in size than its lower middle market portfolio companies.
Main Streets common stock trades on the New York Stock Exchange (NYSE) under the symbol MAIN. In addition, Main Street has outstanding 6.125% Notes due 2023, which trade on the NYSE under the symbol MSCA.
FORWARD-LOOKING STATEMENTS
This press release may contain certain forward-looking statements, including but not limited to the amount of undistributed taxable income, the declaration and payment of regular and supplemental dividends in the future and the potential tax attributes for 2017 dividends. Any such statements other than statements of historical fact are likely to be affected by other unknowable future events and conditions, including elements of the future that are or are not under Main Streets control, and that Main Street may or may not have considered; accordingly, such statements cannot be guarantees or assurances of any aspect of future performance. Actual performance and results could vary materially from these estimates and projections of the future. Such statements speak only as of the time when made and are based on information available to Main Street as of the date hereof and are qualified in their entirety by this cautionary statement. Main Street assumes no obligation to revise or update any such statement now or in the future.
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